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Home My WebLink Aboutexhibit 1 - odering docORDERING DOCUMENT Customer Name CITY OF MIAMI Customer Location 444 SW 2nd Avenue MIAMI FL 33130 ORACLE CONTRACT INFORMATION Agreement Software License and Services Agreement Agreement Name STATE-26692-24-MAY-00 This Ordering Document incorporates by reference the terms of the Agreement specified above, State of Florida Contract No. 252-002-00-1, ("Agreement"), as amended. A. PROGRAMS Customer hereby orders the Program licenses and Services described herein for use in the U.S., unless otherwise specified. All fees on this Ordering Document are in US Dollars Product Description / License Type Ouantity List Fee Di count % 141et Fee Balanced Scorecard - Nonstandard User 4069 License 386,555.00 81.1 73,058.89 Software Updates 57,983.25 81.1 10,958.84 Product Support 27,058.85 81.1 5,114.13 Change Management Pack - Named User Plus Perpetual 50 License 3,000.00 81.1 567.00 Software Updates 450.00 81.1 85.05 Product Support 210.00 81.1 39.69 Change Management Pack - Processor Perpetual 4 License 12,000.00 81.1 2,268.00 Software Updates 1,800.00 81.1 340.20 Product Support 840.00 81.1 158.76 Diagnostics Pack - Named User Plus Perpetual 50 License 3,000.00 81.1 567.00 Software Updates 450.00 81.1 85.05 Product Support 210.00 81.1 39.69 Diagnostics Pack - Processor Perpetual 4 License 12,000.00 81.1 2,268.00 Software Updates 1,800.00 81.1 340.20 Product Support 840.00 81.1 158.76 Discoverer Desktop Edition - Named User Plus Perpetual 10 License 10,000,00 81.1 1,890.00 Software Updates 1,500.00 81.1 283.50 Product Support 700.00 81.1 132.30 E-Business Suite Employee User - Employee User 2 Year 3662 License 1,464,800.00 81.1 276,847.20 Software Updates 219,720.00 81.1 41,527.08 Product Support 102,536.00 81.1 19,379.30 P.-Business Suite Professional User - Professional User 2 Year 407 License 1,628,000.00 81.1 307,692.00 Software Updates 244,200.00 81.1 46,153.80 Product Support 113,960.00 81.1 21,538.44 Grants - Application User Perpetual 25 License 99,875.00 81.1 18,876.37 Software Updates 14,981.25 81.1 2,831.46 Product Support 6,991.25 81.1 1,321.35 1358668.CITY OF MIAMI.I.KATHRYN.TROUTMAN Issued by ORACLE CORPORATION 16-JUL-04 Page I Product Description / Llcense Type Ouantity List Fee Discount % Net Fee Internet Application Server Enterprise Edition - Named User Plus 50 Perpetual License 20,000.00 81.1 3,780.00 Software Updates 3,000.00 81.1 567.00 Product Support 1,400.00 81.1 264.60 Internet Application Server Enterprise Edition - Processor Perpetual 4 License 80,000.00 81.1 15,120.00 Software Updates 12,000.00 81.1 2,268.00 Product Support 5,600.00 81.1 1,058.40 Internet Developer Suite - Named User Plus Perpetual 10 License 50,000.00 81.1 9,450.00 Software, Updates 7,500.00 81.1 1,417.50 Product Support 3,500.00 81.1 661.50 Open System Gateways - Computer Perpetual 1 License 15,000.00 81.1 2,835.00 Software Updates 2,250.00 81.1 425.25 Product Support 1,050.00 B1.1 198.45 Oracle Database Enterprise Edition - Named User Plus Perpetual 50 License 40,000.00 81.1 7,560.00 Software Updates 6,000.00 81.1 1,134.00 Product Support 2,800.00 81.1 529.20 Oracle Database Enterprise Edition - Processor Perpetual 4 License 160,000.00 81.1 30,240.00 Software Updates 24,000.00 81.1 4,536.00 Product Support 11,200.00 81.1 2,116.80 Payroll - Person Perpetual 4372 License 262,320.00 81.1 49,578.48 Software Updates 39,348.00 81.1 7,436.77 Product Support 18,362.40 81.1 3,470.49 Self -Service Tutor for Applications - Employee Perpetual 3662 Llcense 73,240.00 81.1 13,842.36 Software Updates 10,986.00 81.1 2,076.35 Product Support 5,126.80 81.1 968.97 Sourcing - Non Published Employee 1 Year 5 License 100,000.00 81.1 18,900.00 Software Updates 15,000.00 81.1 2,835.00 Product Support 7,000.00 81.1 1,323.00 Tuning Pack - Named User Plus Perpetual 50 License 3,000.00 81.1 567.00 Software Updates 450.00 81.1 85.05 Product Support 210.00 81.1 39.69 Tuning Pack - Processor Perpetual 4 License 12,000.00 81.1 2,268.00 Software Updates I,800.00 81.1 340.20 Product Support 840.00 81.1 158.76 Tutor for Applications - Application User Perpetual 407 License 201,465.00 81.1 38,076.88 Software Updates 30,219.75 81.1 5,711.53 Product Support 14,102.55 81,1 2,665.38 iRecruitment - Person Perpetual 4372 License 218,600.00 81.1 41,315.40 Software Updates 32,790.00 B1.1 6,197.31 Product Support 15,302.00 81.1 2,892.0E 1358668.CITY OF MIAMLI.KATHRYN.TROUTMAN Issued by ORACLE CORPORATION 16-JUL-04 Page 2 Other Fees Net Fee Learning Credits 104,250.00 CD Pack Description Quantity Net Fee Oracle® Database log Release 1CD Pack (with Oracle® Enterprise Manager 10g Grid Control Pack for Linux x86) for Microsoft Windows 1 69.90 Oracle® Application Server lOg CD Pack for Microsoft Windows (with Oracle® Enterprise Manager 10g Grid Control Pack for Linux x86) 1 69.90 Internet Developer Suite CD Pack (with iAS Pack) for Microsoft Windows 1 119.90 Oracle® Applications 1 li CD Pack for Microsoft Windows 1 59.95 List Fee Discount % Net Fee License Fees 4,854,855.00 81.1 917,567.58 Product Support Fees 339,839.85 81.1 J 64,229.74 Software Updates Fees 728,228.25 81.1 137,635.14 Other Fees 104,250.00 104,250.00 CD Pack Fees 319.65 319.65 Net Fees 1,224,002.11 Total Fees 1,224,002.11 1358668.CITY OF MIAMI.].KATHRYN.TROUTMAN Issued by ORACLE CORPORATION 16-JUL-04 Page 3 B. General Terms 1 Technical Support Technical Support consists of Software Updates, Product Support and/or other Technical Support services Customer may have ordered. Fees for Technical Support are due and payable quarterly in arrears. Technical Support acquired under this Ordering Document shall be for a period of 12 months. Technical Support is effective upon the Effective Date of this Ordering Document. 2 Miscellaneous Section A of this Ordering Document specifies the CD Pack(s) on the particular computer operating system requested by Customer, which have been shipped or currently are being shipped to Customer. Where shipment is required, Oracle shall deliver to the address specified by Customer on their purchasing document or when the purchasing document does not indicate a ship to address, Oracle shall deliver to the Customer Location, the CD Pack(s) listed in Section A that include 1 copy of the software media and 1 set of Documentation (in the form generally available) for each Program licensed under this Ordering Document which is currently available in production release as of the Effective Date below. Some Programs may also include any source code Oracle may provide as part of its standard shipment of such Programs, which source code shall be govemed by the terms of the Agreement. Customer shall be responsible for installation of the software. All fees due under this Ordering Document shall be non -cancellable and the sums paid nonrefundable, except as provided in the Agreement. Customer agrees to pay applicable media and shipping charges. Provided Customer continuously maintains SoftWare Updates, additional CD Packs for the Programs provided under this Ordering Document may be ordered through the Oracle Store at the standard CD Pack price. If Customer loses or damages the media containing a Program licensed hereunder, upon Customer's written notice Oracle will provide a replacement copy thereof, under Oracle's then -current Technical Support policies, for a media and shipping charge. The following shipping terms shall apply; FCA Shipping Point, Prepaid, and Add. These terms shall also apply to any options exercised by Customer. Additional Programs may be included with Customer's order which Customer may use for trial purposes only. Customer shall have 30 days from the delivery date to evaluate these Programs. Any use of these Programs after the 30 day trial period shall require Customer to obtain the applicable license. Programs licensed for trial purposes are provided "as is" and Oracle does not provide Technical Support or any warranties deny kind for these Programs. The program licensee provided in this Ordering Document are offered separately from any other proposal for consulting services Customer may receive or have received from Oracle and do not require you to purchase Oracle consulting services. Cuatomer agrees that you have not relied on the future availability of any programs or releases in entering into the payment obligations in this Ordering Document. A copy of Oracle's License Definitions and Rules is attached hereto and incorporated by reference. C. Other 1 Customer Reference In consideration of the discounts granted to Customer under this Ordering Document, Oracle may refer to Customer as a customer in sales presentations, marketing vehicles and activities. In addition Customer agrees to become part of Oracle's reference program by working with a representative from Oracle Marketing to develop a customer profile for use on Oracle.com and for other promotional activities at Oracle's discretion. The profile will include a quote from an executive of Customer's company and Customer's company logo. 2 Oracle's response to RFP 03-04-104t Oracle's responses to the Application Technical and Application Functional questions, provided in response to RFP 03-04-104, are attached to this Ordering Document as Appendix X and incorporated by reference as additional Terms and Conditions. Oracle warrants only to the applicable program documentation. Warranty terms are set forth in the Agreement. In the event of any conflict between the terms and conditions found in the Ordering Document, including any terms and conditions incorporated into the Ordering Document by reference, the terms and conditions of the Ordering Document supercede any information provided in Appendix X. 3 Additional Licenses For a period of 18 (eighteen) months from the Effective Date of this Ordering Document, Customer may acquire the Programs specified on the attached Price Hold Exhibit, provided such Programs are available in production release when ordered, and provided that Customer has continuously maintained Software Updates and Product Support for the Programs licensed on this Ordering Document, by paying Oracle the designated license fees. Customer may also acquire first year Software Updates and first year Product Support for such Programs by paying Oracle the appropriate fees specified on the attached Price Hold Exhibit. Upon Customer's exercise of this option, where shipment is required, Oracle shall deliver 1 copy of the software media and 1 set of Documentation (in the form generally available). Any relevant purchase minimums will apply to orders placed under this section. 4 Governing Law and Jurisdiction This Agreement is governed by the substantive and procedural laws of Florida and Customer and Oracle agree to submit to the exclusive jurisdiction of, and venue in, the courts in Miami Dade County. 1358668.CITY OF MIAMI.I.KATHRYN.TROUTMAN Issued by ORACLE CORPORATION 16-JUL-04 Page 4 5 Learning Credits Discounts The table below indicates the List Fees, Discount granted and Net Fees due for the Learning Credits ordered initially under this Ordering Document. List Fees for Learning Credits: S I60,385 Discount Percentage: 35% Net Fees for Learning Credits: $ 104,250 D. Additional Agreement Terms 1 The following terms amend the attached License Definitions and Rules document: Replace the first sentence of the third paragraph of the Technical Support section with "Software Updates or Product Support acquired with Customer's order may be renewed annually and, if Customer renews the Software Updates or Product Support for the same number of licenses for the same Programs, for the first 4 (four) renewal years the fee for Software Updates or Product Support will not increase by more than 0% over the prior year's fee. For renewal years 5 through 9 the fee for Software Updates or Product Support will not increase by more than 3% over the prior year's fee." E. E-Business Suite 1 Table A The Programs specified in Table A on the attached E-Business Suite Exhibit are included in the E-Business Suite Professional User. 2 Table B The Programs specified in Table B on the attached E-Business Suite Exhibit are included in the E-Business Suite Employee User and E- Business Suite Non -Employee User. 3 Table C The Programs specified in Table C on the attached E-Business Suite Exhibit arc included in Electronic Orders. 4 Program Purchasing Restrictions Now that Customer has licensed the E-Business Suite Professional User, Customer acknowledges that Customer is no longer able to purchase those Programs contained in the E-Business Suite Professional User on a per Program basis. Any additional licenses needed for those Programs contained in the E-Business Suite Professional User must be purchased via the Professional User, Professional User— External, Employee User or Non Employee User — External metrics. In addition, if Customer requires use of the iStore or Release Management Programs, Customer must acquire these licenses per the Electronic Orders bundle which is licensed per order and Customer is not able to purchase these Programs on a per Program basis. 5 Minimum Licensing Requirements Customer is required to maintain Professional User licenses for at least 10% of Customer's employee population and a combination of Professional User and Employee User licenses for at least 20% of Customer's employee population. Customer's employee population shall be defined as the total number of actual employees (regardless of whether they work full-time or part- time) as stated in Customer's annual report if Customer is a publicly traded company or as certified in writing by an authorized representative for privately held companies As of the Effective Date, Customer has met the minimum requirement for licensing the E-Business Applications Suite based on Customer's current employee population of 3850. At the time Customer's employee population first reaches 4070 and each time thereafter that Customer's employee population increases by 10% over the previous reported employee population, Customer will be required to verify to Oracle in writing that (i) Customer is still in compliance with the minimum licensing requirements (including the requirement as to proportion of Professional and Employee Users) or (ii) Customer is not in compliance and will acquire additional licenses as necessary to comply with the minimum licensing requirements. The above is only a minimum licensing rule and Customer is always required to be licensed for Customer's actual users, 1358668.CITY OF MIAMI.I.KATHRYN.TROUTMAN Issued by ORACLE CORPORATION 16-JUL-04 Page 5 CITY ATTEST: CITY OF MIAMI, a Municipal Corporation of the State of Florida Priscilla A. Thompson, City Clerk Joe Arriola, Chief Administrator/City Manager ATTEST: By: PROVIDER ORACLE CORPORATION By: By: APPROVED AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: Maria J. Chiaro, Interim City Attorney Dania F. Carrillo, Risk Management Administrator Ezo 1358668 Page 6