Loading...
HomeMy WebLinkAboutresolution.council.155-25RESOLUTION # 15 5 (Series of 2025) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, APPROVING A CONTRACT BETWEEN THE CITY OF ASPEN AND ESRI AUTHORIZING THE CITY MANAGER TO EXECUTE SAID CONTRACT ON BEHALF OF THE CITY OF ASPEN, COLORADO. WHEREAS, there has been submitted to the City Council a contract for Esri Small Government Enterprise Agreement Annual Subscription (SGEA) and Small Government and Local Utility EA Esri Advantage Program (AP), between the City of Aspen and Esri, a true and accurate copy of which is attached hereto as Exhibit "A and B"; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO, That the City Council of the City of Aspen hereby approves that Contract for Esri Small Government Enterprise Agreement Annual Subscription (SGEA) and Small Government and Local Utility EA Esri Advantage Program (AP) between the City of Aspen and Esri, a copy of which is annexed hereto and incorporated herein, and does hereby authorize the City Manager to execute said agreement on behalf of the City of Aspen. RESOLVED, APPROVED, AND ADOPTED FINALLY by the City Council of the City of Aspen on the 2nd day of December 2025. 'en I, Nicole Henning, duly appointed and acting City Clerk do certify that the foregoing is a true and accurate copy of that resolution adopted by the City Council of the City of Aspen, Colorado, at a meeting held, December 2, 2025. C�7111.' Nicole Henning, City,,�lerk Docusign Envelope ID: 825132A1 F-B42041384-9244-13412HA4647B • THE / SCI OF ENCE ,esn WHERE" Environmental Systems Research Institute, Inc. 380 New York St Redlands, CA 92373"8100 Phone: (909) 793-2853 DUNS Number: 06w313-4175 CAGE Code: OAMS3 To expedite your order, please attach a copy of this quotation to your purchase order. Quote is valid from: 911612025 To: 1211512025 Material Qty Term 161877 1 Year1 Date: November 12, 2025 Customer ftd 338072 Contract It City of Aspen Engineering Dept 427 Rio Grande PI Aspen, CO 81611-1431 ATTENTION: Bridgette Kelly PHONE: 970-920-5448 EMAIL: bridgette.kelly@aspen.gov Unit Price Total $65,150.00 $65,150.00 Small Government and Local Utility EA Esri Advantage Program: 50 Advisor Hours/ 50 Learning and Services Credits -Annual subscription designed to provide enterprise -wide visioning and geospatial enablement through technical advisory, an annual planning meeting, a collaboratively developed technical work plan, and access to exclusive technology webcasts. The program also provides access to a combination of consulting, premium support, and training services. This configuration includes a one day annual planning session; up to 50 Advisor hours, Technology Webcasts and 50 Learning and Services Credits. The Esri Advantage Program terms and conditions shall apply. If not attached, or already incorporated into an existing and current Esri master contract, these terms and conditions can be viewed on the web at https://www.esri.com/en-us/legal/terms/services. 161877 1 Year 2 $65,150.00 $65,150.00 Small Government and Local Utility EA Esri Advantage Program: 50 Advisor Hours/ 50 Learning and Services Credits -Annual subscription designed to provide enterprise -wide visioning and geospatial enableIll t through technical advisory, an annual planning meeting, a collaboratively developed technical work plan, and access to exclusive technology webcasts. The program also provides access to a combination of consulting, premium support, and training services. This configuration includes a one Jay annual planning session; up to 50 Advisor hours; Technology Webcasts and 50 Learning and Services Credits. The Esri Advantage Program terms and conditions shall apply. If not attached, or already incorporated into an existing and current Esri master contract, these terms and conditions can be viewed on the web at https://www,esri.com/en-us/legal/terms/services. 161877 1 Year 3 $65,150.00 $65,150.00 Small Government and Local Utility EA Esri Advantage Program: 50 Advisor Hours/ 50 Learning and Services Credits -Annual subscription designed to provide enterprise -wide visioning and geospatial enablement through technical advisory, an annual planning meeting, a collaboratively developed technical work plan, and access to exclusive technology webcasts. The program also provides access to a combination of consulting, premium support, and training services. This configuration includes a one Jay annual planning sessions up to 50 Advisor hours; Technology Webcasts and 50 Learning and Services Credits. The Esri Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or invoice program, or questions contact: ryn Brum Email: bbrum@esri.com Phone: (909) 793-2853 x8245 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�roduct-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, Esri may invoice at least 30 days in advance of each anniversary date without the issuance or a Purchase Order, and 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 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. US Federal government entities and US 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 US 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 for customers located in the USA. Docusign Envelope ID: 825132A1 F-B4204B84-9244-B412HA4647B • THE �' OF SCIENCE WHERE" Environmental Systerns Research Institute, Inc. 380 New York St Redlands, CA 92373w8100 Phone: (909) 793=2853 DI Nd� M"rnbei: 06®3134175 CAGE Code: OAMS3 To expedite yc�efr Arder, please attach a copy ®f this quotation to your purchase order. Quote is valid from: 911612025 To: 1211512025 (date: November 12, 2025 Customer �1338072 Contract flu City of Aspen Engineering Dept 427 Rio Grande PI Aspen, CO 81611 �1431 Al-TENTION: Bridgette Kelly PhIONE: 97M2M4,48 CMA11: bridgefite.l<elly@ripen.gov Material C_,tty � ererd �Init PriceT��tal Advantage Program terms and conditions shall apply. If not attached, or already incorporated into an existing and current Esri master contract, these terms and conditions can be viewed on the web at https://www.esri.com/emus/legal/terms/services. Subtotal: $195,450.00 Sales Tax: $0.00 Estimated Shipping and 1-landling (2 Day ©elivery): $0.00 Contract Price Adjust: $0.00 Total: $1953450000 Subject to the Advantage Program Agreement Number �00092223.0 Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or invoice program. or questions contact: ryn Brum Email: bbrum@esri.com Phone: (909) 793�2853 x8245 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 hops://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 hops://go.esri.com/MAPS. apply to your purchase of that item. If any item is quoted with a multi -year payment schedule, Esri may invoice at least 30 days in advance of each anniversary date without the issuance or a Purchase Order, and 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 Esri is able to provide such data and will be subject to the applicable third-partyIs 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. US Federal government entities and US 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-suppleiiieiital apply to some US 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 for customers located in the USA. Docusign Envelope ID: 825B2A1 F-B420-4B84-9244-B412E6A4647B • THE esna SCIENCE 9-, WHERE" Environmental Systems Research Institute, Inc. 380 New York St Redlands, CA 92373-8100 Phone: (909) 793-2853 DUNS Number: 06=3134175 CAGE Code, OAMS3 To expedite your order, please aftach a copy of this quotation to your purchase order. Quote is valid from, 911612025 To: 1211512025 Date: November 12, 2025 Customer It 338072 Contract # City of Aspen Engineering Dept 427 Rio Grande PI Aspen, CO 81611-1431 ATTENTION: Bridgette Kelly PHONE: 970-920-5448 EMAIL: bridgette.l(elly@aspen.gov 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. In order to expedite processing, please reference the quotation number and any/all applicable Esri contract numbers) (e.g. MPA, ELA, SmariBuy, 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 QUOTE 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 tax exempt, please contact me if exempt information is not currently on file with Esri. Signed by: Signature -of Authorized Representative Pete Strecker Name (Please Print) City Manager Title 12/3/2025 � 12:45:17 PM MST Date Environmental Systems Research Institute, Inc. Signature Name Stacy McEwan Title Associate Director- PS Date Nov 12, 2025 The quotation information is proprietary and may not be copied or released other than for the express purpose of system selection and purchaseAicense. 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 tax 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 Esri with a copy of a current tax exemption certificate issued by your state's taxing authority for the given jurisdiction. Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or invoice program, or questions contact: ryn Brum Email: bbrum@esri.com Phone: (909) 793-2853 x8245 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, Esri may invoice at least 30 days in advance of each anniversary date without the issuance or a Purchase Order, and 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 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. US Federal government entities and US 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 his://www.esri.com/en-us/legal/terms/state-supplemental apply to some US 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 for customers located in the USA. Docusign Envelope ID: 825B2A1 F-B420-4B84-9244-B412E6A4647B C���ote for City of Aspen A�' final audit Report Created: By: Status: I ransaction ID: 2025-11-12 Dave Sweeney (dsweeney@esri.com) Signed CBJCI-IBCAABAApvC�)<SZRBY-yPODXvingurunl-IrJ92udaL oo(��Uote for City of Aspen AP �er�ew��1 Document created by have Sweeney (dsweeney@esri.com) 2025-11-12 - 9:58:26 PM GM I - IP address, 134.238.1G1.167 n Document emailed to Stacy Mc�wan (srncewan@esri.com) for signature 2025-11-12 - 9:59:28 PM GMT email viewed by Stacy Mc�wan (smcewan@esri.com) 2025-11-12 - �i 1:12:50 P1�i GiviT- 1P address: 104.47.57.126 �--': , ®ocument e-signed by Stacy Mc�wan (smcewan@esri.com) Signature Date: 2025-11-12 - 11:13:51 PM GMT -Time Source: server- IP address: 73.34.89.206 Agreement completed. 2025-11-12 - 11:13:51 PM GMT 2025-11-12 Adobe Acrobat Sign Docusign Envelope ID: A6960135C-2EF945EB-6281`-85C71`91 FD264 i THE a OF ENCE esri i WHERE" Environmental Systems Research Institute, Inc. 380 New York St Redlands, CA 92373-8100 Phone: (909) 793-2853 ®UNS Number: 06-313=4175 CAGE Code: OAMS3 To expedite your order, please affach a copy of this quotation to your purchase order. .,?note is valid from: 6/26/2025 To: 912412025 Material Qty Term 193204 1 Year1 Date: September 11, 2025 Customer ff 338072 Contract # City of Aspen Engineering Dept 427 Rio Grande PI Aspen, CO 81611-1431 ATTENTION; Bridgette Kelly PHONE: 970-920-5448 EMAIL: bridgette.kelly@aspen.gov Populations of 0 to 25,000 Small Government Enterprise Agreement Annual Subscription 193204 1 Year 2 Populations of 0 to 25,000 Small Government Enterprise Agreement Annual Subscription 193204 1 Year 3 Populations of 0 to 25,000 Small Government Enterprise Agreement Annual Subscription Unit Price $30,200.00 $30,200.00 $30,200.00 Total $30,200.00 $30,200.00 $30,200.00 Subtotal: $90,600.00 Sales Tax: $0.00 Estimated Shipping and Handling (2 Day Delivery): $0.00 Contract Price Adjust: $0.00 Total: $90,600.00 Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or invoice program. or questions contact: ryn Brum Email: bbrum@esri.com Phone: (909) 793-2853 x8245 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 h�s�//g/ o.esri.com/MAPS apply to your purchase of that item. If any item is quoted with a multi -year payment schedule, Esri may invoice at least 30 days in advance of each anniversary date without the issuance or a Purchase Order, and 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 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. US Federal government entities and US 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 US state and local government purchases. All terms of this quotation will be incorporated into and become part of any additional agreement regarding Esr'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 for customers located in the USA. Docusign Envelope ID: A6960135C-2EF945EB-B28F-85C7F91 FD264 • THE �' OF SCIENCE WHERE' Environmental Systems Research Institute, Inc. 380 New York St Redlands, CA 92373-8100 Phone: (909) 793=2853 DUNS Number: 06-3134175 CAGE Code: OAMS3 To expedite your orde►, please attach a copy of this quotation to your purchase order. Quote is valid from: 612612025 To: 912412025 .iottatio n n7j, Q-551691 ®ate: September I I , 2025 Customer # 33t3022 Contract # City of Aspen Engineering Dept 427 Rio Grande PI Aspen, CO 81611�14.31 ATTENTION: Bridgette Kelly PI -I ONE: 970-920-5448 EMAIL: bridgette.kelly@aspen.gov 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. In order to expedite processing, please reference the quotation number and any/all applicable Esri contract nutnber(s) (e.g. MPA, ELA, SmartBuy, GSA, BPA) on your ordering document. BY SIGNING BELOW, YOU CONFIRM I HAT YOU ARE AUTHORIZED TO OBLIGATE FUNDS FOR YOUR ORGANIZA i ION, AND 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, DO NOT USE THIS FORM IF YOUR ORGANIZATION WILL NOT HONOR AND PAY ESRI'S INVOICE WITHOUT ADDITIONAL AUTHORIZING PAPERWORK. ^lease check uric cii iile ioiiowing: ®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. Signed by: gnat6'f6- 7SF"AUtTioi'ized Representative Pete Strecker Name (Please Print) City Manager Title 12/3/2025 � 12:47:34 PM MST Date Environmental " Systems Research Institute Inc. (Esri") NOV 13, 2025 Signature of Authorized Representative Date Annette Kazandjian Name (Please Print) Managing Business Attorney Title The quotation Information is proprietary and may not be copied or released other than for the express purpose of system selection and purchasellicense. 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 tax reflected on this quote has been calculated as of the dale of this quotation and is merely provided as a convenience for your organizalion's budgetary purposes. Esri reserves the right to adjust and collect sales and/or use lax at the actual dale of invoicing, IF your organization is tax exempt or pays slate tax directly, then prior to invoicing, your organization must provide Esri with a copy of a current fax exemption certificate issued by your slate's taxing authority for the given jurisdiction. Esri may charge a fee to cover expenses related to any customer requirement to use a proprietary vendor management, procurement, or Invoice program. or questions contact: ryn Brume Email: bbrum@esri.com Phone: (909) 793-2853 x8245 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-s ecitic-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, Esri may invoice at least 30 days in advance of each anniversary date without the issuance or a Purchase Order, and 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 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. US Federal government entities and US 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 htips:l/wwww esri.com/en-us/ eegal/terms/state-Supplemental apply to some US 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 for customers located in the USA. Docusign Envelope ID: A6960135C-2EF945EB-1328F-85C71`91 FD264 .sr Use Only: Dust. Name City of Aspen Cust. # 338072 PO # N/A Esri Agreement # 00346433.0 SMALL ENTERPRISE AGREEMENT COUNTY AND MUNICIPALITY GOVERNMENT (E214-1) TI1C 5c1ElUCF aF wt-trntzc 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 :uotation 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 k List of Products ies (annual subscription ArcGIS Enterprise Software and Extensions ArcGIS Enterprise (Advanced and Standard) ArcGIS Monitor ArcGIS Enterprise Extensions: ArcGIS 3D Analyst, ArcGIS Spatial Analyst, ArcGIS Geostatistical Analyst, ArcGIS Network Analyst, ArcGIS Data Reviewer Canned Quantities !annual subscrintionl ArcGIS Enterprise Additional Capability Servers ArcGIS Image Server ArcGIS Online User Types ArcGIS Online Viewer User Type ArcGIS Enterprise User Types ArcGIS Enterprise Viewer User Type ArcGIS Online User Types ArcGIS Enterprise User Types ArcGIS Online Contributor User Type 15 ArcGIS Enterprise Contributor User Type 15 ArcGIS Online Mobile Worker User Type 100 ArcGIS Enterprise Mobile Worker User Type 100 ArcGIS Online Creator User Type 100 ArcGIS Enterprise Creator User Type 100 ArcGIS Online Professional User Type 20 ArcGIS Enterprise Professional User Type 20 ArcGIS Online Professional Plus User Type 20 ArcGIS Enterprise Professional Plus User Type 20 ArcGIS Pro (Add -on Apps) for ArcGIS Online Professional User Type Creator or ArcGIS Pro (Add -on Apps) for ArcGIS Enterprise Creator or Professional User Type ArcGIS 3D Analyst, ArcGIS Data Reviewer, ArcGIS Geostatistical Analyst, ArcGIS Network Analyst, ArcGIS Publisher, ArcGIS Spatial Analyst, ArcGIS Workflow Manager, ArcGIS Image Analyst 20 each ArcGIS 3D Analyst, ArcGIS Data Reviewer, ArcGIS Geostatistical Analyst, ArcGIS Network Analyst, ArcGIS Publisher, ArcGIS Spatial Analyst, ArcGIS Workflow Manager, ArcGIS Image Analyst 20 each ArcGIS Online Apps and Other ArcGIS Enterprise Apps and Other ArcGIS Location Sharing for ArcGIS Online 20 ArcGIS Location Sharing for ArcGIS Enterprise 20 ArcGIS Online Service Credits 50,000 ArcGIS Advanced Editing User Type Extension for ArcGIS Enterprise 15 Number of Esri User Conference registrations provided annually Number of Tier 1 Help Desl< individuals authorized to call Esri Five percent (5%) discount on all individual commercially available instructomed training classes at Esri facilities purchased outside this Agreement 2 �a Page 1 of 6 June 30, 2025 Docusign Envelope ID: A6960B5C"2EF9-45ED-D23F-65C7F91 FD264 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 Documeli-u ADDITIONAL ON CONFLIC r I ]((I`ii �� i?l�c� @�9 �o l_�� T OM�I�' � P�11��1=IA��E RDER OR OTHER DOCUMEN u� WILL NOT APPLY, AND THE TENtlfda�, �_-j)f� u 1=�9�'-a ����I��N i WILL GOVERN. This Agreement is effective as of the date of Esn s receipt of an Ordering Document, unless otherwise agreed to by the parties ("Effective Date"). `hod m of Agreement: I hree t 3) Vears This Agreement supersedes any previous agreements, proposals, presentations, understandings, arrangements between the parties relating to the licensing of the Products. Except as provided in Product Updates, no modifications can be made to this Agreement. Accepfied and Agreed: Pete Strecker (Cu By: by: Authorized Signature Pete Strecker Prinfied Name: I itle: City Manager 12/3/2025 1 12:47:34 PM MST Bate: Contact: Address: City, State, Postal Code: Country: Quotation Number (if applicable): CUSTOMER CONTACT INFORMATION Telephone: fax: and Article �,� Page 2 of 6 June 30, 2025 Docusign Envelope ID: A6960135C-2EF945EB-13281`-85C71`91 FD264 .�-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 (1) found at https://www.esri.com/en- us/legal/terms/full-master-agreement and available in the installation process requiring acceptance by electronic acknowledgment or (ii) a signed Esri master agreement or license agreement that supersedes such electronically acknowledged master agreement. "Producfi(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 contacts) 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.O-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, 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. 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. 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. Termination for Lack of Funds. For an Agreement with government or government - Page 3 of 6 June 30, 2025 Docusign Envelope ID: A696OB5C-2EF9-45EB-E28F-85C7F91 FD264 owned entities, eii:hei party may terminate this than the defined Products will receive Maintenance. Agreement before any subsequent year if Customer may acquire maintenance for other Customer is unable to secure funding through Soilware outside this Agreement. the legislative or governing body's approval process. a. Tier 1 Support I�ollc�w�or� Terra. If the parties enter into 1. Customer will provide Tter 1 Support another agreement substantially similar to this through the Tier 1 Help Desk to all Agreement 'for an additional term, the effective Customer's authorized users. date of the follow�on agreement will be the day after the expiration date of this Agreement. 2. The Tier 1 Help Desk will be fully trained in the Products, 4.0-PRODUCT UPDATES 3. At a minilrium, Tier 1 Support will include those activities that assist the user in 4.1 Future Updates. Esri reserves the right to resolving how"to and operational questions update the list of Products in Table A —fist of as well as questions on installation and Products by providing written notice to troubleshooting procedures. Customer. Customer may continue to use all Products that have been Deployed, but support The Tier 1 Help Desk will be the initial point and upgrades for deleted items may not be of contact for all questions and reporting of a available. As new Products are incorporated into Case. The Tier 1 Help Desk will obtain a full the standard program, they will be offered to description of each reported Case and the Customer via written notice for incorporation into system configuration from the user. This the Products schedule at no additional charge. may include obtaining any customizations, Customer's use of new or updated Products code samples, or data involved in the Case. requires Customer to adhere to applicable additional or revised terms and conditions in the If the Tier 1 Help Desk cannot resolve the Master Agreement. Case, an authorized Tier 1 Help Desk individual may contact Tier 2 Support. The Product Life Cycle. During the Term of Tier 1 Help Desk will provide support in such Agreement, some Products may be retired or a way as to minimize repeat calls and make may no longer be available to Deploy in the solutions to problems available to identified quantities. Maintenance will be subject Customer's organization. to the individual Product Life Cycle Support Status and Product Life Cycle Support Policy, Tier 1 Help Desk individuals are the only which can be found at individuals authorized to contact Tier 2 https://support.esri.com/en/other- Support. Customer may change the Tier 1 resou rces/p rod uctJ ife-cycle. Updates for Help Desk individuals by written notice to Products in the mature and retired phases may Esri. not be available. Customer may continue to use Products already Deployed, but Customer will b. Tier 2 Support not be able to Deploy retired Products. 1, Tier 2 Support will log the calls received from Tier 1 Help Desk. 5.0mMAINTENANCE 2. Tier 2 Support will review all information collected by and received from the Tier 1 The Fee includes standard maintenance benefits Help Desk including preliminary documented during the Term of Agreement as specified in the troubleshooting provided by the Tier 1 Help most current applicable Esri Maintenance and Desk when Tier 2 Support is required. Support Program document (found at https://www.esri.com/en. 3. Tier 2 Support may request that Tier 1 Help us/legal/terms/maintenance). At Esri's sole Desk individuals provide verification of discretion, Esri may make patches, hot fixes, or information, additional information, or updates available for download. No Software other answers to additional questions to Page 4 of 6 June 30, 2025 Docusign Envelope ID: A6960135C-2EF9-45EB-13281`-85C71`91 FD264 supplement any preliminary information gathering or troubleshooting performed by Tier 1 Help Desk. Tier 2 Support will attempt to resolve the Case submitted by Tier 1 Help Desk. 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.O-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 `r'.'° 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. Annual Report ofi 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 operate, or allow access to the Products. If this is a multi -year Agreement, Esri may invoice the Fee up to thirty (30) calendar days before the annual anniversary date for each year. Undisputed invoices will be due and payable within thirty (30) calendar days from the date of invoice. Esri reserves the right to suspend Customer's access to and use of Products if Customer fails to pay any undisputed amount owed on or before its due date. Esri may charge Customer interest at a monthly rate equal to the lesser of one percent (1.0%) per month or the maximum rate permitted by applicable law on any overdue fees plus all expenses of collection for any overdue balance that remains unpaid ten (10) days after Esri has notified Customer of the past -due balance. -Esri's federal ID number is 95-2775-732. f'. 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. Order Requiremenfis. 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. �•. All orders pertaining to this Agreement will be processed through Customer's centralized point of contact. The following information will be included in each Ordering Document: 8.'I Orders, Delivery, and Deployment (1) Customer name; Esri customer number, if a. ill Upon the Effective Date, Esri will invoice known; and b-to and ship -to addresses (2) Order number Customer and provide Authorization Codes to (3) Applicable annual payment due activate the nondestructive copy protection program that enables Customer to download, Page 5 of 6 June 30, 2025 Docusign Envelope ID: A6960135C-2EF945EB-13281`-85C71`91 FD264 �.O�--MERGERS, ACQUISITIONS, OR DIVESTITURES If Customer is a commercial entity, Customer will notify Psri 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 "Ownersliip Change"). There will be no decrease in Fee as a result of any Ownership Change. 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. If an Ownership Change results in transfer or sale of a portion of Customer's organization, that portion of Customer's organization will transfer fihe Products to Customer or uninstall, remove, aI d destroy ail coples of the Products. This Agreement may not be assigned to a successor entity as a result of an Ownership Change unless approved by Csri 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 June 30, 2025