Item 4J - ESRI Enterprise Agreement AttachmentOctober 9, 2018
Dale Dean
City of Southlake
1400 Main St Ste 310
Southlake, TX 76092-7642
Dear Dale,
The Esri Small Municipal and County Government Enterprise Agreement (EA) is a three-year agreement
that will grant your organization access to Esri® term license software on an unlimited basis including
maintenance on all software offered through the EA for the term of the agreement. The EA will be effective
on the date executed and will require a firm, three-year commitment.
Based on EsrPs work with several organizations similar to yours, we know there is significant potential
to apply geographic information system (GIS) technology in many operational and technical areas within
your organization. For this reason, we believe that your organization will greatly benefit from an
enterprise agreement.
An EA will provide your organization with numerous benefits including:
• A lower cost per unit for licensed software
• Substantially reduced administrative and procurement expenses
• Maintenance on all Esri software deployed under this agreement
• Complete flexibility to deploy software products when and where needed
The following business terms and conditions will apply:
• All current departments, employees, and in-house contractors of the organization will be eligible
to use the software and services included in the EA.
• If your organization wishes to acquire and/or maintain any Esri software during the term of the
agreement that is not included in the EA, it may do so separately at the Esri pricing that is
generally available for your organization for software and maintenance.
The organization will establish a single point of contact for orders and deliveries and will be
responsible for redistribution to eligible users.
The organization will establish a Tier 1 support center to field calls from internal users of Esri
software. The organization may designate individuals as specified in the EA who may directly
contact Esri for Tier 2 technical support.
■ The organization will provide an annual report of installed Esri software to Esri.
Esri software and updates that the organization is licensed to use will be automatically available
for downloading.
380 New York Street 909 793 2853 esri.com
Redlands, California 92373-8100 USA info@esri.com
• The fee and benefits offered in this EA proposal are contingent upon your acceptance of Esri's
Small Municipal and County Government EA terms and conditions.
• Licenses are valid for the term of the EA.
This program offer is valid for 90 days. To complete the agreement within this time frame, please
contact me within the next seven days to work through any questions or concerns you may have. To
expedite your acceptance of this EA offer:
1. Sign and return the EA contract with a Purchase Order or issue a Purchase
Order that references this EA Quotation and includes the following statement on the face of the
Purchase Order: "THIS PURCHASE ORDER IS GOVERNED BY THE TERMS AND
CONDITIONS OF THE ESRI SMALL MUNICIPAL AND COUNTY GOVERNMENT
EA, AND ADDITIONAL TERMS AND CONDITIONS IN THIS PURCHASE ORDER
WILL NOT APPLY." Have it signed by an authorized representative of the organization.
2. On the first page of the EA, identify the central point of contact/agreement administrator. The
agreement administrator is the party that will be the contact for management of the software,
administration issues, and general operations. Information should include name, title (if
applicable), address, phone number, and e-mail address.
3. In the purchase order, identify the "Ship to" and "Bill to" information for your organization.
4. Send the purchase order and agreement to the address, email or fax noted below:
Esri
Attn: Customer Service SG -EA
380 New York Street
Redlands, CA 92373-8100
e-mail: service@esri.com fax
documents to: 909-307-3083
I appreciate the opportunity to present you with this proposal, and I believe it will bring great benefits to
your organization.
Thank you very much for your consideration.
Best Regards,
Bryn Brum
Small Government EA
•
esne
Quotation # 20538304
Unit Price
Date: October 9, 2018
Environmental Systems Research Institute, Inc.
Customer # 20618 Contract #
380 New York St
35,000.00
Redlands, CA 92373-8100
City of Southlake
Phone: 909-793-2853 Fax: 909-307-3049
Planning and Development Services
DUNS Number: 06313-1175 CAGE Code: OAMS3
1400 Main St Ste 310
4,000.00
Southlake, TX 76092-7642
To expedite your order, please attach a copy of
Government Term Enterprise License Agreement - Year 1
this quotation to yourpurchase order.
ATTENTION: Dale Dean
Quote is valid from: 1010912018 To: 0110712019
PHONE: (817) 748-8607
35,000.00
FAX: (817) 748-8077
Material
Qty Description
Unit Price
Total
110036
1 Populations of 25,001 to 50,000 Small Government Term Enterprise
35,000.00
35,000.00
License Agreement - Year 1
159862
1 ArcGIS GeoEvent Server Populations of 25,001 to 50,000 Small
4,000.00
4,000.00
Government Term Enterprise License Agreement - Year 1
110036
1 Populations of 25,001 to 50,000 Small Government Term Enterprise
35,000.00
35,000.00
License Agreement - Year 2
159862
1 ArcGIS GeoEvent Server Populations of 25,001 to 50,000 Small
4,000.00
4,000.00
Government Term Enterprise License Agreement - Year 2
110036
1 Populations of 25,001 to 50,000 Small Government Term Enterprise
35,000.00
35,000.00
License Agreement - Year 3
159862
1 ArcGIS GeoEvent Server Populations of 25,001 to 50,000 Small
4,000.00
4,000.00
Government Term Enterprise License Agreement - Year 3
Item Total:
117,000.00
Subtotal:
117,000.00
Sales Tax:
0.00
Estimated Shipping & Handling(2 Day Delivery) :
0.00
Contract Pricing Adjust:
0.00
Total: $117,000.00
Earl may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or invoice program.
Vor questions contact: Bryn Brum Email: bbrum anesri.com Phone: (909) 793-2853 x8245 I
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 http://www.esri.com/—/media/Files/Pdfs/legal/pdt/e300.pdf, and your applicable signed agreement with Esd. If no such agreement covers any item
quoted, then Esn's standard terms and conditions found at http://www.esd.com/—/media/Files/Pd%llegal/pdfs/ma-full/ma-full.pdf apply to your purchase
of that item. 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 http://www.esri.com/legia/supplemental-terms-and-conditions 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 Earl's
offerings. Acceptance of this quotation is limited to the terms of this quotation. Earl 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. 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 Earl. Delivery is FOB Origin.
If sending remittance, please address to: Esri, P.O. Box 741076, Los Angeles, CA 90074-1076
BRUMB
Esri Use Only:
Cust. Name
Cust. #
PO #
Esri Agreement #
SMALL ENTERPRISE AGREEMENT
COUNTY AND MUNICIPALITY GOVERNMENT
(E214-2)
THE
s i-
OF
WHERE"
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, (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
100 Level 1 ArcGIS Online Named Users
100 Level 2 ArcGIS Online Named Users
17,500 ArcGIS Online Service Credits
100 Level 2 ArcGIS Enterprise Named Users
3 Insights for ArcGIS for use with ArcGIS Enterprise
OTHER BENEFITS
Number of Esri User Conference registrations provided annually 3
Number of Tier 1 Help Desk individuals authorized to call Esri 3
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 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:
Contact:
Address:
City, State, Postal Code:
Country:
Quotation Number (if applicable):
CUSTOMER CONTACT INFORMATION
Telephone:
Fax:
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 http://www.esri.com
/legal/software-license and available in the
installation process requiring acceptance by
electronic acknowledgment or (ii) a signed Esd
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 January26, 2018
Customer is unable to secure funding through
the legislative or governing body's approval
process.
3.5 Follow-on Term. If the parties enter into
another agreement substantially similar to this
Agreement for an additional term, the effective
date of the follow-on agreement will be the day
after the expiration date of this Agreement.
a. Tier 1 Support
1. Customer will provide Tier 1 Support
through the Tier 1 Help Desk to all
Customer's authorized users.
2. The Tier 1 Help Desk will be fully trained in
the Products.
Page 4 of 6 January 26, 2018
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
5.
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
5.
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.esri.com/en
Help Desk individuals by written notice to
/content/productlifecycles. 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
not be able to Deploy retired Products.
1.
Tier 2 Support will log the calls received
from Tier 1 Help Desk.
Tier 2 Support will review all information
5.0—MAINTENANCE
collected
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.com/legal). 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 iii, 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
gesn! ESRI MAINTENANCE AND SUPPORT PROGRAM
Esm 380 New York St., Redlands, CA 92373-8100 USA • TEL 909-793-2853 • FAX 909-793-5953
This Esri Maintenance and Support Program document describes Esri's commitment to support a US customer's use of Esri's
unmodified Qualifying Products by providing some or all of the following maintenance benefits: technical support, new
version software, hot fixes, patches, software updates, Self -Paced E -Learning, beta programs, and/or Esri User Conference
registration ("Maintenance"). Maintenance benefits may vary by product or program. For Maintenance details, contact Esri
Customer Service or visit Esri's product qualification web page at 1ttp://www.esri.com/software/maintenance/benefits.
In addition to Maintenance, customers in the United States of America may purchase Premium Support Services (PSS),
which enhance the benefits of Maintenance, including access to a designated Technical Account Manager (TAM), the ability
for Premium LAC to convert a Case into a PSS Case at any time, priority Case management, and additional enhanced support
and services. For Premium Support Services details, contact Esri or visit Esri's Premium Support web page at
httl)://sul)port.esri.com/other-resources/SupportServices.
Esri reserves the right to change the Esri Maintenance and Support Program at any time and, if reasonable under the
circumstances, Esri will provide thirty (30) days' advance written notice of any material alterations. Any material alterations
will become effective upon renewal.
ARTICLE 1—DEFINITIONS
The terms used are defined as follows:
a. "Authorized Caller(s)" means the Customer -designated individual who may contact Esri to request standard
technical support (e.g., to report technical issues or request product assistance).
b. "Case" previously referred to as Incident, means the Esri record that contains technical notes and documentation of
all related interactions between Customer and Esri Support Services for a given technical issue. Depending on how
the request was initiated, Esri will provide phone, email, or chat confirmation of the Case creation. The Case will be
given a unique identification number for reference and tracking.
a "Customer" means Licensee as defined in the License Agreement.
d. "Customer Advocacy Program" means an Esri program that gathers feedback from customers in order to improve
Esri products in future releases. Feedback is gathered through ideas, customer support cases, and customer support
surveys.
e. "Customer Number" means a unique number created by Esri to identify each Customer office or site and that will
be included on the invoice and/or packing list with any shipment.
f. "Hot Fix(es)" means a single fix in one of the specific functional areas that is critical to Customer (e.g., Customers
production has stopped) Esri will send the Hot Fix to Customer as soon as Esri completes a technical feasibility
assessment. With the Hot Fix, Esri will deliver documentation that will clearly identify the technical problems
addressed and any limitations. Esri will conduct limited testing on Hot Fixes before providing them to Customer.
Esri will incorporate Hot Fixes into subsequent service packs. Hot Fixes do not provide new functionality. Hot Fixes
will only function with the associated Esri product type and release.
g. "Patch(es)" means a single fix (see Hot Fix[es]) or a set of related fixes that are in a specific functional area of the
Esri product and will apply to multiple Esri customers. Once a Patch is released, it will be incorporated into a
subsequent service pack release. Esri conducts limited testing on Patches before providing them to customers.
Patches do not provide new functionality. Patches will only function with the associated Esri product Type and
release.
h. "Premium LAC" means up to two (2) individuals selected by Customer to report a PSS Case and work directly
with the TAM.
i. "PSS Case(s)" means a Case that is opened as or elevated to PSS via Customer request or technical support's
elevation process.
j. "Qualifying Product(s)" means Esri's unmodified Products or Products that were modified by Esri or under Esri's
direction and are eligible for some or all of the Maintenance benefits licensed to Customer subject to the terms and
conditions of the License Agreement signed by Esri and Customer.
k. "Self -Paced E -Learning" means a collection of self -paced learning resources for the ArcGIS Platform, accessible
from the Esri Training website.
J10044 Page 1 of 4 04/042017
I. "Software Updates" means a collection of files that enhance or correct a Qualifying Product and that will be
available for Customer to download during the Maintenance term.
m. "TAM" means the Technical Account Manager who will be the primary point of contact for the coordination and
escalation of PSS Cases.
ARTICLE 2 -PAYMENT, EXPIRATION, RENEWAL, AND REINSTATEMENT
2.1 Payment Esri will automatically provide Maintenance for the first twelve (12) consecutive months from the licensed date
of Qualifying Products. Thereafter, Customer can purchase Maintenance and/or PSS in advance, on an annual basis with
payment terms of net thirty (30) days, unless otherwise agreed to in another agreement between Customer and Esri. Customer
may issue a purchase order for its initial PSS order at any time during a Maintenance term.
2.2 Term Expiration. Esri will send Customer a notice of expiration one hundred twenty (120) days before the term expires.
Esri will issue a quote ninety (90) days before the expiration date ("Renewal Quote"). The Renewal Quote will be sent via
email or fax and provide Customer with a breakdown of the Products licensed and PSS due to expire and the associated fees
to renew. If Esri does not receive a purchase order or payment prior to the expiration date, Esri will notify Customer that the
term has expired. Esri will continue to provide standard technical support for an additional thirty (30) days, but Customer will
no longer receive Software Updates released after the Maintenance term's expiration, or have access to PSS. If Customer does
not reinstate Maintenance within thirty (30) days after the expiration date, Customer will no longer receive technical support.
All other Maintenance benefits and Premium Support Services will end with the expiration of the Maintenance term.
2.3 Prorating Renewal Terms. If Customer has acquired multiple Qualifying Products throughout the course of a year, Esri
will provide a single Renewal Quote with prorated fees and a common renewal term for all Qualifying Products and PSS (if
applicable). The common renewal term will start on the earliest of the Qualifying Products' renewal dates.
2.4 Reinstatement Fee for Past Due Renewals. Esri will reinstate Maintenance and PSS (if applicable) if Customer sends a
purchase order or payment within thirty (30) days of the expiration date. If Customer does not renew Maintenance or PSS
(either as a stand-alone order or through the Esri Enterprise Advantage Program) within thirty (30) days of the expiration date
but at a later date wants to reinstate Maintenance, Maintenance fees will include the Maintenance fees that Customer would
have paid since the expiration date. Renewal Maintenance and PSS will be reinstated at the then -current pricing.
ARTICLE 3-ESRI USER CONFERENCE REGISTRATION; SELF -PACED E -LEARNING
3.1 Esri User Conference Registration. During the Maintenance tern, Customer may be eligible for complimentary
registrations to attend the Esri User Conference. Unless otherwise agreed to in writing by Esri and Customer, Customer's
eligibility will be dependent on the license type(s) and quantity of Qualifying Products. Customer may purchase additional
registrations. Customer must submit a registration form for each individual attending the conference. Esri User Conference
registrations are assigned in the order received and are nontransferable.
3.2 Self -Paced E -Learning. During the Maintenance term, Customers will receive access to Self -Paced E -Learning. Each
individual must have an Esri account, a broadband Internet connection, and must be an employee, agent, consultant, or
contractor of Customer. For education accounts, individuals may include registered students.
ARTICLE 4 -TECHNICAL SUPPORT
4.1 Scope of Technical Support. During the Maintenance term, Qualifying Products will receive the level of technical
support corresponding to the respective life cycle phase. Information on the Qualifying Product life cycle phase and the
ArcGIS Product Life Cycle Support Policy can be found at htto://su000rt.esri.com/en/content/productlifecycles. Esri does not
provide technical support for (a) sample applications; (b) patches received outside of a life cycle; or (c) third -party software,
hardware, graphics cards, monitors, plotters, graphics printers, digitizers, modems, or similar peripherals that are not
provided by Esri. However, Esri does answer questions about how to interface Esri products with supported devices.
4.2 Authorized Callers. Customer may designate a limited number of Authorized Callers per Qualifying Product. Customer
may replace Authorized Callers at any time by notifying Esri Support Services or through the My Esri site. If Customer has
an enterprise agreement, site license agreement, or paid PSS subscription with Esri, Authorized Callers will be identified by
name in the corresponding agreement or documentation.
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4.3 Telephone, Chat, and Web Form. If Customer needs help with a technical issue, Authorized Caller may contact Esri by
phone, chat, or web form.
a. By Telephone. Each technical support request will be logged as a Case. After a Case is logged, the caller will be
connected to a technical specialist who will be dedicated to work on the technical issue. If a technical specialist is
unavailable, the Case will be placed in a dispatch queue for the next available technical specialist.
b. By Chat. To initiate a chat consultation, click the Chat with an Analyst button at httv://suouort.csri.com/on/webform-
chat. Chat -based requests can only be made during. Esri Support Services operating hours, listed in Article 7 below.
Each technical support request will be logged as a Case. After a Case is logged, Authorized Caller will be connected
to a technical specialist. If a technical specialist is unavailable, Authorized Caller can opt to receive an email
notification when the next technical specialist is available.
c. By Web Form. Authorized Caller may request technical support by completing an online web form available at
hllp://support.osri.com/en/webform. Requests made through this channel are received twenty-four (24) hours a day,
seven (7) days a week, but are logged and assigned to a technical specialist the next business day. Esri will respond
on a first come, first served basis. All Cases reported by web form are given the same priority and level of attention
as those reported. by telephone.
4.4 Esri Online Support Center and My Esri. Esri has created a self-help support website center for Authorized Caller to
submit technical issues; chat with technical specialists; track technical support Cases through the Esri Customer Care portal;
and view technical articles, updated product documentation, blogs, links to forums, and technology announcements. The Esri
Supportwebsite canbe found at http://suubort.esri.com. My Esrican be found at httus://my.esri.com.
4.5 Technical Support Case Reporting/Logging. For most Qualifying Products, Authorized Caller may contact Esri as
many times as needed. All requests for technical support must contain detailed information about the technical issue.
Authorized Caller must be prepared to provide as much of the following information as possible:
• The Esri Customer Number The Esri Global ID
The phone number and email address where A description of what Customer was doing when the
Authorized Caller can be reached problem occurred
• The version of the software and operating system The exact wording of any error messages that appear
in use on the screen
• The database in use, if applicable Any steps taken to resolve the problem
4.6 Standard Technical Support Response Time. Esri will respond to a technical support request during Esri Support
Services operating hours. Esri will make commercially reasonable efforts to respond and provide status updates to Authorized
Caller according to the severity level of the technical issue as shown in the table below. Authorized Caller may request that
the technical specialist change a technical issue severity level, but requests for critical- and high -severity levels must be made
via telephone.
710044 Page 3 of 4 04/04/2017
Response
Severi
Criteria
Time
Status Updates
Critical
Causes a severe impact to business
Six (6)
Esri will provide status every business
operations (e.g., critical business processes
business hours
day until closure of the Case.
are disabled)
• No workaround available
High
Causes a noncritical impact to business
Eight (8)
Esri will provide status every business
operations (e.g., significant degradation of
business hours
day until closure of the Case.
quality or handling of data)
• No stable workaround available
Medium
Causes a minor impact to business
Two (2)
Esri will provide status every three (3)
operations
business days
business days until closure of the Case.
Routine
Causes little or no impact to business
Two (2)
Esri will provide status every five (5)
operations
business days
business days until closure of the Case.
710044 Page 3 of 4 04/04/2017
4.7 Resolution Time. After the Technical Support Case is logged, Esri will use commercially reasonable efforts to provide
corrections to a technical issue or supply a workaround. While it is Esri's goal to provide an acceptable resolution to technical
issues, Esri cannot guarantee that all technical issues can be fixed or resolved.
ARTICLE 5 -PREMIUM SUPPORT SERVICES (US CUSTOMERS ONLY)
If Customer is current on Maintenance, pays for and utilizes Premium Support Services, in addition to all benefits described
for in Article 4 above, Customer will receive (i) access to a designated TAM, (ii) the ability for Premium LAC to convert a
Case into a PSS Case at any time, (iii) priority Case management, and (iv) additional enhanced support and services.
5.1 Technical Account Manager. Esri will assign a TAM to Customer to work directly with Premium LAC to oversee open
Cases.
a. TAM will (i) become familiar with Customer's geographic information system (GIS) software architecture and
infrastructure; (ii) verify that all open PSS Cases are prioritized above Cases opened under Maintenance; (iii) work
closely with Premium LAC and Esri senior support analyst toward the resolution of all open PSS Cases; (iv) provide
Premium LAC with a daily status update on all PSS Cases or as agreed to by TAM and Customer; and (v) make
reasonable efforts to be available from 5:00 a.m. to 5:00 p.m. (Pacific time), Monday through Friday, except on Esri
holidays.
b. Esri may replace TAM with another TAM of similar skill and background, by written notice to Customer.
c. All communications will be conducted in the English language unless by written agreement of both parties.
5.2 Priority Case Management. Priority Case management will include the following protocol:
a. Cases reported by Premium LAC and converted to a PSS Case will be given priority handling after the initial Case is
created and documented (excluding chat Cases); and
b. The Customer Advocacy Program within Esri support services, created to improve Esri's ability to understand and
respond to technical issues, will give priority to Qualifying Product defects affecting Customer.
5.3 PSS Response Time. In addition to the response times outlined in Article 4.6, Esri will make commercially reasonable
efforts to call or send an email response within one (1) business hour of receipt of a new PSS Case, regardless of its severity
level. Esri will provide a status report every business day until closure of the PSS Case.
ARTICLE 6 -CONFIDENTIALITY
All data, conversations, and Cases are confidential in nature. Esri will treat all Cases (including PSS Cases) as confidential,
using the same degree of care, but no less than reasonable care, as Esri uses to protect its own confidential information.
Within ninety (90) days of closing a Case, Esri will delete or destroy all information provided within a Case, unless otherwise
requested by Licensee, in writing, to delete specific datasets more than ninety (90) days closing a Case. This obligation to
delete or destroy excludes information retained in backup media or other archival records maintained in the ordinary course
of business that are not readily accessible by Esri personnel, or information retained for future review by Esri's development
team.
ARTICLE 7 -CONTACTING ESRI
Esri Support Services Esri Corporate Offices Esri Customer Service
Web: Lttp://supl)ort.esri.com/ Tel.: 909-793-2853 Tel.: 888-377-4575, extension 5
Tel.: 909-793-3774 Fax: 909-793-5953 Email: service(o,esri.com
Toll -Free Phone: 888-377-4575, extension 2 Email: info@esri.com Web: hU://service.esri.com
Support Web Form: http://support.esri.com/en/webform
MyEsri: http://mv.esri.com
Chat: htti)://support.esri.com/en/webform-chat
Operating Hours: 5:00 a.m. to 5:00 p.m. (Pacific time), Monday through Friday, except Esri holidays
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