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HomeMy WebLinkAboutC2026-139 - 9/8/2026 - Approved FIRST ADDENDUM TO ESO SUBSCRIPTION AGREEMENT This First Addendum to the ESO Subscription Agreement(this "Addendum's is made and entered into as of the date of last signature below (the "Effective Date's by and between ESO Solutions, Inc., (NESO1 and Corpus Christi Fire Department("Customer,"each a "Pa* and collectively the "Parties'. WHEREAS,the Parties previously entered into that certain ESO Subscription Agreement effective on or about September 27, 2023 (the "Agreement's and intend to add thereto; NOW THEREFORE, for good and valuable consideration (including that provided herein), the receipt and sufficiency of which is hereby acknowledged, Customer and ESO mutually agree as follows: 1. Modifications. The Parties agree that the terms and conditions of this Addendum are in addition to, not in lieu of, those of the Agreement; provided that, where the terms of the Agreement conflict with the terms of this Addendum, the terms of this Addendum including all Exhibits shall govern. Taken together the Addendum and the Agreement(including applicable Exhibits) constitute the entire agreement between the parties regarding the Services purchased hereunder. a. The Parties agree to modify the Agreement by adding the Services as further detailed under Exhibit A to this Addendum. 2. Counterparts; Execution. This Addendum and any amendments hereto may be executed by the Parties individually or in any combination, in one or more counterparts, each of which shall be an original and all of which shall together constitute one and the same agreement. [signatures of following page] 1 IN WITNESS WHEREOF,the undersigned expressly agree and warrant that they are authorized to sign and enter into this Addendum on behalf of the Party for which they sign and have executed this Addendum on the Effective Date first written above. ESO: CUSTOMER: Robert Amdon ignature 2026 [ ignature Robert Munden Clarissa Johnson [Printed Name] [Printed Name] Chief Administrative Officer Interim Assistant Director [Title] [Title] 09/10/2026 09/14/2026 [Date] [Date] Approved as to Form „'��, 09/10/2026 =Yulldl A Assistant iittyy Attorney Date Reviewed by: C&qftHvswu" 09/09/2026 on�racs a�na er Date Res.034021 Authorized By Council 9/8/2026 RH/SB 2 EXHIBIT A RENEWAL + ORDER FOR SERVICES This is an Order under that certain ESO Subscription Agreement ("ESA") effective on or about September 27, 2023 between ESO and Corpus Christi Fire Department to which this Exhibit is attached, and is subject to the terms thereof. This Order constitutes a renewal of existing Services, and the additional purchase of ESO Inventory. 1. The SaaS subscription term for new Services shall begin on October 1, 2026 ("SaaS Subscription Start Date"). Customer shall be deemed to have accepted the SaaS on the SaaS Subscription Start Date. The Parties will make reasonable efforts to ensure that Customer is able to use the SaaS as contemplated as quickly as possible, but in no event will the SaaS Subscription Start Date be modified for implementation delays. 2. Customer hereby orders, and agrees to timely pay for, the following products according to the schedule below: Fire Volume Price(USD) Total(USD) Fee Type ESO Fire Incidents 18 Stations $16,450.77 ($0.00) $16,450.77 Recurring ESO Inspections 18 Stations $6,927.64 IMoo) S6.927.64 Recuring ESO Properties 18Stations $6,026.90 ($0.00) $6.026,90 Recurring ESO Activities-Fire and Fire/EMS 18Stntions $3,099.23 ($0.00) $3,099.23 Recurring Agencies Fire Incidents CAD Integration 62119 Fire $4,719.75 ($0.00) $4.719.75 Retuning Incidents Asset Management/Checklist Price OW) Discount l Total(USD) Fee Type ESO Asset- 55 Vehicles $10,967.51 ($0.00) $10,967.51 Recurring ESO Checklist 55 Vehicles $6,48126 ($0.00) $5,481.26 Recurring ESO Inventory 45000 Fire $15,535.00 ($0.00) $15,535.00 Recurring Incidents Insights Volusna, Price(USD) Discount(USO) Total(USD) Fee Type ESO Advanced Data Exporter Tool for 59000 Incidents 54,956.00 1$4.956.00) SO.00 Recurring EHR ESO Advanced Data Exporter Tool for 18 Stations $4,509.75 (S4,609.75) $0.00 Recumng Fire Snowflake Render Account-Multi 1 Licenses $33,069 49 1 Wool $33,069.49 Retuning Product Scheduling IlMdUct FU Price l Discount(LW) Total(LJSD) Fee Type ESOSchedulmit Plus 498 Employees $29,321-51 ($000) E29.32151 Resuming ESO Scheduling-API/Third-Party 460 Employees $4,956.00 ($4,956.00) $0.00 Recurring ntene:e (Uso) Discount(USID) Total(uso) Fee Type Personnel Management 460 Employees $10,26926 I$0.00) $10.26926 Recurring Total Recurring Fees USD$141,868.32 Total One-Ttme Fees U60$0.00 TOTAL FEES USD$141,868.32 All Fees herein are in USD 3 Customer acknowledges and agrees that it must fully and accurately report discounts or other incentives under this Agreement on any cost reports or other applicable claims for payment submitted under any federal health care program, including but not limited to Medicare and Medicaid, as required by federal law. 3. Payment and Invoicing. 3.1. Customer is responsible for the payment of all Fees shown. ESO will accept Fee payment from a Third-Party Payor if ESO has an appropriate agreement with the Payor. 3.2. Customer wishes, and ESO agrees, to align all Services to an annual renewal date of October 1. Any Recurring Fee amount paid by Customer toward existing ESO software subscriptions shall be applied, as applicable, on a pro-rated basis to the Software and/or Services on this Agreement. All Fees shall be invoiced on or about the Effective Date and due on the SaaS Subscription Start Date. 4