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Home My WebLink AboutC2024-131 - 7/16/2024 - Approved (2)Docusign Envelope ID: 4F3917D9-D74A-49DA-B2BA-F2D6372FB5C8 Infor Entity ("Infor"): Customer ("Customer or "Licensee"): SaaS Agreement Name: SaaS Agreement Effective Date: Order Form Agreement ID: ICMOF_105626 Opportunity ID: OP-04487846 Quote ID: SQB415870_1 Infor (US), LLC City Of Corpus Christi, Texas Software as a Service Agreement April 23, 2021 This Order Form is subject to the terms of the SaaS Agreement between the parties. All terms of the SaaS Agreement are incorporated herein by reference. In the event of a conflict, the terms of this Order Form control over the terms of the SaaS Agreement. Capitalized terms not defined in this Order Form are defined in the SaaS Agreement. In the event the capitalized terms in this Order Form differ from the terminology used in the SaaS Agreement, the parties shall apply terms logically. Effective date of this Order Form (the "Order Form Date") shall be the last date that this Order Form is executed either by Customer or Infor, unless otherwise stated. THE PARTIES have executed this Order Form through the signatures of their respective authorized representatives. For: Infor (US), LLC For: City Of Corpus Christi, Texas (Infor) (Customer or Licensee) DocuSigned by: Signs"ure Crystal Reece uSngned by: n \s— F7L6:ASSESN4LC... Josh chronley Typed or Printed Name Typed or Printed Name Director, Deal Desk AD of Finance & Procurement Title 7/18/2024 Title 7/19/2024 Signature Date Signature Date VEVA'S TO LEGAL FORM: 414, AIMA,U4 7/18/2024 .3549B... Assistant City Attorney Date ATTEST: nccusiyned by: Lr D4ED.DG[ 4B4&4 C... Rebecca Huerta City Secretary M2024 108 Authorized By Council 7/16/2024 SQB415870_1 OP-04487846 ICMOF_105626 Version 13 18-Jul-24 Sehrish Bhayani Page 1 of 4 Docusign Envelope ID: 4F3917D9-D74A-49DA-B2BA-F2D6372FB5C8 Customer: GL ID: Customer Account ID: Account Executive: I. Software New or Additional Software City Of Corpus Christi, Texas USOAB 100013196 Matthew Dey Order Form Agreement ID: ICMOF_105626 Opportunity ID: OP-04487846 Quote ID: SQB415870_1 Line Location Product Description Use Restriction Support Level 1 PPRD:Pre Production Infor Reporting for Expense Management - SaaS 5 Named Users CXTE 2 PPRD:Pre Production Infor Public Sector Suite -Asset Management Bundle - SaaS MT 50 Named Users CXTE 3 PPRD:Pre Production Infor Public Sector Suite - Water Meter Management - SaaS MT 60 Named Users CXTE 4 PPRD:Pre Production Infor Public Sector Suite - Call Center - SaaS MT 120 Named Users CXTE 5 PPRD:Pre Production Infor Public Sector Suite - CDR Enhanced Bundle - SaaS MT 143 Named Users CXTE 6 PPRD:Pre Production Infor Public Sector Suite - Customer Service Bundle - SaaS MT 120 Named Users CXTE 7 PPRD:Pre Production Infor Public Sector Suite - Customer Service - SaaS MT 120 Named Users CXTE 8 PPRD:Pre Production Infor Public Sector Suite - Utility Billing Bundle - SaaS MT 150000 Accounts CXTE 9 PPRD:Pre Production Infor Public Sector Suite - Microsoft Exchange - SaaS MT 120 Named Users CXTE 10 PPRD:Pre Production Infor Public Sector Suite - Open 311 API - SaaS MT 120 Named Users CXTE 11 PPRD:Pre Production Workforce Management MVS Bundle - SaaS MT 2000 Employee CXTE 12 PPRD:Pre Production Workforce Management Time & Attendance - SaaS Bundle - SaaS MT 2000 Employee CXTE 13 PPRD:Pre Production Infor Expense Management - SaaS for Expense Reports 20000 Documents CXT Initial Subscription Term: Order Form Date through October 30, 2026 Fee for Initial Subscription Term: $194,920.33 Annual Subscription Fee: $79,760.00 The Fee for Initial Subscription Term is prorated based on the anticipated Order Form Date to coincide with the expiration date of Customer's current Subscription Term. This fee will vary based on the actual Order Form Date. Unless otherwise stated, the pro -rated portion of fees will be invoiced for the last period of the Initial Subscription Term. II. Fees and Payment Terms Total Amount Due (before applicable taxes): $194,920.33 Currency: US (Dollar) Payment is due within 30 days of the date of the invoice. Customer shall pay the Annual Subscription Fee, in advance, as invoiced by Infor. The first Annual Subscription Fee, plus applicable taxes, will be invoiced promptly upon the Order Form Date. All other Annual Subscription Fees will be SQB415870_1 OP-04487846 ICMOF_105626 Version 13 18-Jul-24 Sehrish Bhayani Page 2 of 4 Docusign Envelope ID: 4F3917D9-D74A-49DA-B2BA-F2D6372FB5C8 invoiced such that they are due prior to the commencement of the portion of the Subscription Term to which the Annual Subscription Fee applies. Primary -Use Address Invoice Address City Of Corpus Christi, Texas 1201 Leopard St Corpus Christi TX USA 78401 City Of Corpus Christi, Texas PO Box 9277 Corpus Christi TX USA 78469 Holly Houghton Holly@cctexas.com Holly Houghton ITlnvoice@cctexas.com III. Additional Terms 1. User/License Definitions if specified in the User Restriction field can be found at Ihit:tps://Iliiceinsedefiiiniii iioins.iiinifoir.coim✓ 2. Support Level Definitions: "CXT" = Infor Essential (24X5); "CXTP" = Infor Premium (24x7); "CXTE" = Infor Customer Success Plus program Descriptions of these plans can be found at Ih,D..E,Ilyryryr,:iiin,tp..r.,„29E ..lg,uud/ u,l c,iri118ii.p../ 3. Unless excluded by applicable law, Infor reserves the right to issue invoices electronically. 4. Taxes. a. Customer is responsible for paying all sales, use, VAT or similar taxes relating this Agreement. Applicable tax amounts are not included in the Fees set forth on any Order Form and/or Work Order. Infor will invoice Customer for applicable tax amounts (if any), which shall be payable in accordance with this Agreement, the Order Form, and/or Work Order, as applicable. b. A Customer claiming exemption from Sales Tax must promptly provide Infor with documentation supporting such exemption (and update such documentation to the extent required by applicable Law), which documentation shall be satisfactory to establish an exemption at the sole determination of Infor. Any Customer that does not promptly provide documentation establishing an exemption from Sales Tax satisfactory to Infor shall not be entitled to any reimbursement, credit, or refund of any Sales Tax previously paid and remitted by Infor, except as Infor may otherwise determine in its sole discretion. In the event additional sales tax amounts are required, then Customer shall promptly remit payment for such additional sales taxes to Infor. 5. Google Third Party Products:1) Google, Inc. ("Google") retains all ownership and intellectual property rights in any Google Third Party Products, including but not limited to applicable "Google Content" licensed with or otherwise accessible via any Subscription Services, Software or On -Premise Software provided or licensed hereunder. "Google Content" means any content provided by Google through any Google Third Party Products or services (whether created by Google or its third party provider licensors), including map and terrain data, photographic imagery, and traffic data; 2) Customer is prohibited from publication of benchmark tests run on any Google Third Party Products; 3) Google is a third party beneficiary to this Order Form and any agreements between Customer and Infor, which govern this Order Form; 4) In connection with the Google Third Party Products, Customer shall at all times comply with the then current terms located at the following URLs: (i) the Google Maps / Google Earth Additional Terms of Service at: http://maps.google.com/help/terms_maps.html; (ii) the Google Maps / Google Earth Legal Notices at: http://maps.google.com/help/legalnotices_maps.html; and (iii) the Google Service's Acceptable Use Policy at: https://www.google.com/work/earthmaps/legal/universal_aup.html. 6. The Mobile Application Supplement is incorporated herein (the "Mobile Application Supplement") and sets forth additional terms and conditions applicable to Customer's access to and use of the Mobile Application Software licensed herein. The terms of the Agreement are hereby amended by the Mobile Application Supplement as it relates to the Mobile Application Software, in the event of a conflict between the terms and conditions of the Agreement and the provisions of the Mobile Application Supplement, the provisions of the Mobile Application Supplement shall govern and control. The Mobile Application Supplement can be found at: https://www.infor.com/mobile-application-supplement-on-saas. SQB415870_1 OP-04487846 ICMOF_105626 Version 13 18-Jul-24 Sehrish Bhayani Page 3 of 4 Docusign Envelope ID: 4F3917D9-D74A-49DA-B2BA-F2D6372FB5C8 7. Pre -Production (PPRD): Infor shall make available an environment for code testing purposes ("Pre -Production"). Not all components may be available in Pre -Production and availability in Pre -Production shall be at Infor's discretion. Infor targets, at its sole discretion, new releases to be available in the Pre -Production environment at a minimum of 14 days prior to promotion to a Production environment. Pre -Production includes only Infor multi - tenant products. Configuration and maintenance of integrations with non-Infor products for purposes of testing customer specific interfaces, is the responsibility of Customer. Critical incident support is not provided for Pre - Production. The Infor Pre -Production environment is scheduled to be accessible 24x7 during the Pre -Production Customer Preview Period (14 days per month). 8. Customer's purchase of the licenses specified herein is not contingent or dependent upon the provision of any consulting services Customer may choose to purchase from Infor contemporaneously with this Order Form or in the future. 9. In consideration for the pricing and terms under this order form, Infor may refer to Customer as a customer in press releases and written and verbal communications. Customer agrees to act as a reference for Infor, including participating in reference calls and other reference activities as may be reasonably requested by Infor. 10. Please visit https://www.infor.com/customer-center/MTcloud for benefits related to the Infor Multi -tenant Cloud Customer Bill of Rights (only applicable to Software hosted in a multi -tenant environment). 11. The Service Level Agreement and the Information Security Plan set forth additional terms and conditions applicable to Customer's access to the Software and use of the Subscription Services. In the event of a conflict between the terms and conditions of the Agreement and the provisions of the Service Level Agreement or Information Security Plan, the provisions of the Service Level Agreement or Information Security Plan shall govern and control. The Service Level Agreement can be found at: Offor irii.ptlii,oir....,„-Il,inr(ar The Information Security Plan can be found at: 121ps://nrww.iiinfoir.coirmi/secuiriit Main The Data Protection Addendum ("DPA") for Infor SaaS Customers v.05.2023, as amended from time to time and located at II::)af:a IPirof:ectliion Addendum for Ilnfoir US SaaS Customers is hereby incorporated by reference with the same force and effect as though fully set forth herein. The Parties agree that signatures to the Order Form are deemed signatures to the DPA and the Standard Contractual Clauses (if applicable). The foregoing DPA will not apply to the extent Customer has separately executed a DPA with Infor. SQB415870_1 OP-04487846 ICMOF_105626 Version 13 18-Jul-24 Sehrish Bhayani Page 4 of 4