Loading...
HomeMy WebLinkAbout18-119 - Gartner Inc - Research and AdvisoryDocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 CONTRACT FOR SERVICES Contract Number: 18-119 Council Approval 7/16/18 This Agreement is entered into by and between the City of Tukwila, Washington, a non -charter optional municipal code city hereinafter referred to as "the City," and Gartner, Inc. , hereinafter referred to as "the Contractor," whose principal office is located at 56 Top Gallant Rd, Stamford, CT 06902 . WHEREAS, the City has determined the need to have certain services performed for its citizens but does not have the manpower or expertise to perform such services; and WHEREAS, the City desires to have the Contractor perform such services pursuant to certain terms and conditions; now, therefore, IN CONSIDERATION OF the mutual benefits and conditions hereinafter contained, the parties hereto agree as follows: 1. Scope and Schedule of Services to be Performed by Contractor. The Contractor shall perform those services described on Exhibit A attached hereto and incorporated herein by this reference as if fully set forth. In performing such services, the Contractor shall at all times comply with all Federal, State, and local statutes, rules and ordinances applicable to the performance of such services and the handling of any funds used in connection therewith. The Contractor shall request and obtain prior written approval from the City if the scope or schedule is to be modified in any way. 2. Compensation and Method of Payment. The City shall pay the Contractor for services rendered according to the rate and method set forth on Exhibit B attached hereto and incorporated herein by this reference. The total amount to be paid shall not exceed 92,261.33(pIL at a rate of N/A . 3. Contractor Budget. The Contractor shall apply the funds received under this Agreement within the maximum limits set forth in this Agreement. The Contractor shall request prior approval from the City whenever the Contractor desires to amend its budget in any way. 4. Duration of Agreement. This Agreement shall be in full force and effect for a period commencing July 1st , 2018 , and ending January 31st , 20 19 , unless sooner terminated under the provisions hereinafter specified. 5. Independent Contractor. Contractor and City agree that Contractor is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Contractor nor any employee of Contractor shall be entitled to any benefits accorded City employees by virtue of the services provided under this Agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employer with respect to the Contractor, or any employee of the Contractor. CA Revised December 2016 Page 1 of 4 DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 6' Indemnification. The Contractor shall dafend, indemnify and hold the Public Entity, its officers, officials, employees and vO|UDtHB[S hGmn|esG from any and all C|8iOoS. injuries, damages, |OSSeS or suits including attorney fees, arising out oforinconnection with the performance ofthis Agreement, except for injuries mnddonno8eacausedbytheao|oneg|iQenceofthePub|ioEntity. Should acourt ofcompetent jurisdiction determine that this Agreementiasubject toRCVV4.24115. then, in the event of liability for damages h i out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the Public EnUty, its officena, officia|a, employees, and volunteers, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's xv@iw8r of immunity under Industrial Insurance, Title 51 RCVV' solely for the purposes of this indemnification. This waiver has been mutually negotiated bythe parties. The provisions 0fthis section shall survive the expiration U[ termination ofthis Agreement. 7. Insurance. The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons ordamage to property which may arise from or in connection with the performance of the work hereunder by the Contnactor, their agenhs, napnaaonbaUvea, employees or subcontractors. Contractor's maintenance of insurance, its scope of coverage and limits as required herein ahoU not be construed to limit the liability ofthe Contractor to the coverage provided bysuch insurance, orotherwise limit the City'erecourse toany remedy available otlaw orin equity. A. Minimum Scope mfInsurance. Contractor shall obtain insurance mfthe types and with the limits described below: 1. Automobile Liability insurance with a nninirnurn combined SinQka limit for bodily injury and property damage Of$1'OOD.00U per accident. Automobile liability insurance shall cover all Vvvned, non-ovvned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (|SC]) form CA 00 01 or a substitute form providing equivalent liability coverage. |fnecessary, the policy shall be endorsed toprovide contractual liability coverage. 2. Commercial General Liability insurance with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and $2,000,000 prod ucts-corn pleted operations aggregate limit. Commercial General Liability insurance shall be aaleast atbroad aeISO occurrence form CG 00 01 and nhe|| cover liability arising from prernisae, operations, independent contractors, produCts-COnnp|eted Ope[aiiona, stop gap liability, pRnGOnu| injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed toprovide eper project Aaneoy|eggregate|irnituoing|8C)forrn CG 25O8O5O9ormnequivalent endorsement. There shall benoexclusion for liability arising from explosion, collapse orunderground property damage. The City shall benamed as an additional insured under the Contractor's Commercial General Liability insurance policy with respect tuthe work performed for the City using ISO Additional Insured endorsement CG 20 10 1001 and Additional |naured-Conmp|ebad Operations endorsement CG 2037 1001 or substitute endorsements providing atleast ambroad coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. CARevised December 2O18 Page 2of4 DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 B. Other Insurance Provision. The Contractor's Automobile Liability and Commercial General Liability insurance oo|ini»o are to contain, or be endorsed to contain that they shall be primary insurance with respect tothe City. Any insurance, ae|Anouranne, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. C. Acceptability of Insurers. Insurance is to be placed with insurers with a cunrentA.M. Best rating of not less than A: V11. D. Verification of Coverage. Contractor shall furnish the C}dv with original certificates and e copy of the amendatory andOrSenlents, including but not n8ceSsohk/ limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. Upon request by the C|h/. the Contractor shall furnish certified copies Of all required insurance policies, including endorsements, required in this Agreement and evidence of all subcontractors' coverage. E. Subcontractors. The Contractor shall have sole responsibility for determining the insurance coverage and limits reqVired, if any, to be obtained by subcontractors, which determination mhmU bemade inaccordance with reasonable and prudent business practices. F. Notice of Cancellation. The Contractor shall provide the City and all Additional Insureds for this work with written notice of any policy cancellation, within two business days of their receipt of such notice. G. Failure to Maintain Insurance. Failure on the pad of the Contractor to maintain the insurance as required shall constitute a Nn@teh8| breach of contract, upon which the City may, after giving five business days notice to the Contractor to correct the breaoh, immediately terminate the contract or, at its diocrebon, procure or renew such insurance and pay any and all pverniunno in connection ihonevvith, with any sums so expended to be repaid to the City on dennand, orotthe sole discretion of the Citv, offset against funds due the Contractor from the City. 8. Record Keepinqmnd Repmrtinq. A. The Contractor shall maintain accounts and reoorde, including personnel, onopertv, financial and programmatic records which sufficiently and properly reflect all direct and indirect costs of any nature expended and services performed in the performance of this Agreement and other such records as may be deemed necessary by the City to ensure the performance of this Agreement. B. These records shall be maintained for a period of seven (7) years after termination hereof unless permission to destroy them is granted by the office of the archivist in accordance with RCVV Chapter 40.14and bythe City. 9' Audits and Inspections. The records and documents with respect to all matters covered by this Aoramrnont Sho|| be subject at all times to inSpeoUon, review O[audit by law during the performance ofthis Agreement. 10'Terminakimn' This Agreement may at any time be terminated by the City giving to the Contractor thirty (30) days written notice of the Cit/a intention to terminate the same. Failure to provide products On schedule may result in contract termination. If the Contractor's insurance coverage is C8nC8|8d for any reason, the City shall have the right 03terminate this Agreement immediately. 1i.Discrimination Prohibited. The Consultant, with regard tothe work performed bvitunder this Aoreernerd, will not discriminate on the grounds of naue, re|i8inn, creed, co|or, national oh8in, age, veteran status, sex, sexual orientation, gender identity, marital status, political affiliation, the presence of any diegbi|iiy, or any other protected c|uen status under state or federal |avv, in the selection and retention of employees or procurement of materials or supplies. CARevised December 2O18 Page 3of4 DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 12.Amsimnment and Subcontract. The Contractor shall not assign or subcontract any portion of the services contemplated bvthis Agreement without the written consent nfthe City. 13.Emt|mm Aqmmemuent Modification. This Aoneement, together with attachments or addenda, represents the entire and integrated Agreement between the City and the Contractor and supersedes all prior negnUobona, repnynentaUono, oragreements written or oral. NVamendment or modification of this Agreement shall be of any force or effect unless it is in writing and signed by the parties. 14. Sevemub0itv and Survival. U any homn, condition or provision of this Agreement is declared void or unenforceable or limited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this Aoremment, which bytheir sense and context are reasonably intended to survive the connp|mbon, expiration or cancellation ofthis Agreement, shall survive termination ofthis Agreement. 15.Notices. Notices to the City ofTukwila shall besent tothe following address: City Clerk, City ofTukwila 02OO8outhwanterBlvd. Tukwila, Washington 98188 Notices to the Contractor shall be sent to the address provided by the Contractor upon the signature line below. 16. Applicable Law; Venue; AttmrneV'm Fees. This Agreement mheU be governed by and construed in aoonnJanoe with the laws of the State of Washington. In the event any auit, embitraton, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue oho|| be properly laid in King County, Washington. The prevailing party in any such action shall bOentitled toits attorney'Sfees and costs ofsuit. ,I iOATEOUh�<—' day of 4-u-�a~Cy­ � - — Ekberg, / / r—DS qr ATTESTAUTH ENT|CATEO: City Clerk, Christy O'Flaherty ' Seattle VVAS8121 .2U /uA� . CONTRACTOR "P� J6vJS ^ 7/26/2018 | 6 Printed Name and Title: Rob Jonea'+AocountExem Address: Seattle, WA 98121 APPROVED AS TO FORM: Irl- - the Citv����� ^ ^ CA Revised December 2016 Page 4o(4 Certificate Of Completion Envelope Id: 2BC173EF5C5A4B529AF43D64A44E9841 Subject: Please DocuSign: Tukwila Service Contract Source Envelope: Document Pages: 12 Certificate Pages: 5 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 7/26/2018 I 1:50 PM Signer Events Rob Jones Rob.Jones©gartnercom Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/26/2018 I 5:07 PM ID: 75ed5ab0-fefe-4240-abe7-e75812c7c497 Joseph Todd joseph.todd@tukwilawa.gov Carahsoft OBO City of Tukwila Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Notary Events Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Signatures: 3 Initials: 4 Holder: Joseph Todd joseph.todd©tukwilawa.gov Signature t—DocuflIgned by fold jotius ,--7527P0AB6F02495 Signature Adoption: Pre -selected Style Using IP Address: 67.185.234.124 DS Signature Adoption: Pre -selected Style Using IP Address: 216.190.24.4 Signature Status Status Status Status Status Signature Status Hashed/Encrypted Security Checked Security Checked Security Checked Status: Completed Envelope Originator: Joseph Todd 6300 South Center Blvd Tukwila, WA 98188 joseph.todd@tukwilawa.gov IP Address: 216.190.24.4 Location: DocuSign Timestamp Sent: 7/26/201812:14 PM Viewed: 7/26/2018 I 5:07 PM Signed: 7/26/2018 I 5:08 PM Sent: 7/26/2018 I 5:08 PM Viewed: 7/26/2018 I 6:16 PM Signed: 7/26/2018 I 6:17 PM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamps 7/26/2018 I 5:08 PM 7/26/2018 I 6 16 PM 7/26/2018 I 6 17 PM 7/26/2018 I 6 17 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 10/31/2017 I 5:04 PM Parties agreed to: Rob Jones CONSUMER DISCLOSURE From time to time, Carahsoft OBO City of Tukwila (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign, Inc. (DocuSign) electronic signing system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the *I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after signing session and, if you elect to create a DocuSign signer account, you may access them for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per -page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of a DocuSign envelope instead of signing it. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact Carahsoft OBO City of Tukwila: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: joseph.todd@tukwilawa.gov To advise Carahsoft OBO City of Tukwila of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at joseph.todd@tukwilawa.gov and in the body of such request you must state: your previous e-mail address, your new e-mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc. to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in the DocuSign system. To request paper copies from Carahsoft OBO City of Tukwila To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to joseph.todd@tukwilawa.gov and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with Carahsoft OBO City of Tukwila To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign session, and on the subsequent page, select the check -box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to joseph.todd@tukwilawa.gov and in the body of such request you must state your e-mail, full name, US Postal Address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Windows® 2000, Windows® XP, Windows Vista®; Mac OS® X Systems: Browsers: PDF Reader: Screen Resolution: Final release versions of Internet Explorer® 6.0 or above (Windows only); Mozilla Firefox 2.0 or above (Windows and Mac); SafariTM 3.0 or above (Mac only) Acrobat® or similar software may be required to view and print PDF files 800 x 600 minimum Enabled Security Settings: These minimum requirements are subject to change. If these requirements change, you will be asked to re -accept the disclosure. Pre-release (e.g. beta) versions of operating systems and browsers are not supported. Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the `I agree' button below. By checking the `I agree' box, I confirm that: Allow per session cookies • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC CONSUMER DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify Carahsoft OBO City of Tukwila as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by Carahsoft OBO City of Tukwila during the course of my relationship with you. DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 Washington MCA and the City of Tukwila Exhibit C The purpose of this document is to state that the City of Tukwila is included in the Washington State Master Client Agreement number T05-TSD-329 for Information Technology Research and Advisory Services. This agreement was signed between the State of Washington Department of Information Services and Gartner, Inc. and can befound byfollowing the link below. ONitima|MCA rtness'we 2c.pdf Contract Summary For any remaining questions orconcerns, please dmnot hesitate to e-mail your Account Manager. My contact Information Is below. Rob Jones, City ofTukwila Account Manager RobjonesL@gartner.com 253'258'9431 0 (—''— 'nw~Ls DocuSign Envelope ID: 2BC173EF-5D5A-4B52-9AF4-3D64A44E9841 Gartner Exhibit A Client Initials: SERVICE DESCRIPTION Attachment to the Service Agreement EXECUTIVE PROGRAMS MEMBER Executive Programs Member (the "Service") is designed for the most senior technology executive in the organization, typically the CIO. This Service provides the client with (i) an ongoing advisory relationship with Gartner and (ii) a thinking partner to contextualize Gartner insights. DELIVERABLES Client may designate one (1) Licensed User, referred to herein as "Member," who may access the Deliverables listed below. • Assigned Service Delivery Team • Gartner for IT Leaders Research and Related • Value Reviews Content • Access to Analysts • IT Key Metrics Data • SymposiumJITxpo® with Executive • Executive Programs Research and Related Programs VIP access Content • Executive Programs Events • Talking Technology Series • Peer Networking ADDITIONAL DEFINITIONS OF DELIVERABLES 1. Assigned Service Delivery Team An Executive Partner with past experience in senior technology executive roles and an Executive Client Manager will serve as the Member's primary points of contact. They will help define and develop individualized strategies based on their priorities and initiatives ("Member Agenda"). The Member may interact on a monthly basis with the Executive Partner and Gartner to ensure ongoing engagement and delivery of value. Interactions may include: Strategy Meetings, analyst interactions, local events, Symposium attendance, peer networking interactions, or Executive Partner teleconferences or meetings. Strategy Meetings between the Member and by invitation of the Member, one or more of the Member's peers (typically the CEO, CFO, CXO, et al.), and the Executive Partner may be to review and apply Executive Programs Research, the annual Executive Programs CIO Agenda, or other relevant content, provide advice on issues of relevance to Member and/or to drive the Member Agenda. 2. Value Reviews The Executive Partner will periodically conduct Value Reviews with the Member against the Member Agenda. 3. Access to Analysts Analyst Inquiry - Provides access to Gartner Analysts associated with this Service. Participation is limited to the Gartner Analyst and the Member. Inquiry topic may be any area of Gartner -covered Research so long as the purpose is to advance the Member Agenda. Prioritized Analyst Scheduling - The Member is entitled to prioritized scheduling for Analyst Inquiry and 1-on-1 sessions at Symposium/ITxpo. 4. Events Attendance at Symposium/ITxpo -. One (1) complimentary, nontransferable invitation to attend Gartner Symposium/ITxpo, including standard Symposium entitlements plus Executive Programs VIP access. Service Description: Executive Programs Member, Version 4.0, .4pril 2017 — Page 1 42 DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 Gartner Client Initials: Executive Programs Events — Complimentary, nontransferable invitation to attend local content - based Gartner Executive Programs Events, including regional CIO Leadership Forums, where available. As part of the registration process, you will receive access to Gartner Events Terms & Conditions containing legal disclosures specific to your Event experience. 5. Peer Networking Peer Directory — Access to searchable directory of senior technology leaders and CEOs. Online Forums — Access to virtual discussions of common issues among peers on gartner.com, including a private forum exclusive for Executive Programs Members and Leaders. Offline Meetups — Access to designated program lounges at Symposium Facilitated Networking — Executive Partner will, upon request, arrange meetings or conference calls with peers around a specific topic to discuss best practices or areas of expertise. 6. Gartner for IT Leaders Research and Related Content — Includes Gartner Core IT and Role -specific Research; diagnostic tools, templates, and case studies; Weekly Picks and News Analysis; and webinars featuring Gartner Analysts. 7. IT Key Metrics Data — Provides performance metrics on trends in IT spending and staffing, unit costs, and performance measures across critical IT domains. 8. Executive Programs Research and Related Content Research Reports — Up to 12 (twelve) Reports per year, covering Gartner -selected topics on areas where business and IT intersect (Schedules are approximations and are dependent on the publication schedule of relevant Research). Includes associated tools and teleconferences hosted by Executive Programs Research Report authors to discuss topics of their Research Reports. Business Research and Related Content — Targeted to CI0s, CFOs, and other business executives. 9. Talking Technology Series — Analyst commentaries on the latest IT topics in a monthly audio program that can be accessed via gartner.com or downloaded to an MP3 device. ADDITIONAL TERMS & CONDITIONS Use of the Service is governed by the Gartner Usage Policy (foi inerly known as the Usage Guidelines for Gartner Services) and the Gartner Copyright and Quote Policy, which are accessible on the Policies section of gartner.com. Service Description: Executive Programs Member, Version 4.0„4pril 2017 — Page 2 of 2 DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 Exhibit-B Gartner, Inc. Service Agreement for CITY OF TUKWILA ("Client") This Service Agreement ("SA") is between Gartner, Inc. of 56 Top Gallant Road, Stamford, CT 06904 ("Gartner") and Client of 6300 Southcenter Blvd, Tukwila, WA 98188-2544. ("Client"), and includes the Master Client Agreement (T05-TSD-329) between Gartner and Client or Client's parent or affiliate dated MAY-2005 the terms of which are incorporated by reference, and all applicable Service Descriptions. This SA constitutes the complete agreement between Gartner and Client. Client agrees to subscribe to the following Services for the term and fees set forth below. 1. DEFINITIONS AND ORDER SCHEDULE: Services are the subscription -based research and related services purchased by Client in the Order Schedule below and described in the Service Descriptions. Service Names and Levels of Access are defined in the Service Descriptions. Gartner may periodically update the names and the deliverables for each Service. If Client adds Services or upgrades the level of service or access, an additional Service Agreement will be required. Service Descriptions describe each Service purchased, specify the deliverables for each Service, and set forth any additional terms unique to a specific Service. Service Descriptions for the Services purchased in this SA may be viewed and downloaded through the hyperlinks listed in Section 2 below or may be attached to this SA in hard copy, and are incorporated by reference into this SA. Service Name Level of Access Quantity Name of User Contract Contract Annual Fee Total Fee Term Start Term End to be Licensed USD USD Date Date Executive Programs Member 1 Joseph Todd O1-JAN-2018 30-JUN-2018 $78,275.00 $39,137.50 Term Total (Excluding applicable taxes) $39,137.50 Total Services: (Excluding applicable taxes) $39,137.50 1-4MLJMOF 1712 WRD The pricing above is for purchase of more than one license resulting in an annualized saving of $9,847.00 which is a promotional price available to this Client on a one-time only basis. If additional licenses are not purchased by Client with any subsequent renewal, the pricing of the Executive Programs shall be at the then current single -user license price. 2. SERVICE DESCRIPTIONS: Service Name/ Level of Access Serviee Des criDtion URL Executive Programs Member httD://sd.ttartner.com/sd en member.ndf 3. PAYMENT TERMS Gartner will invoice Client annually in advance for all Services. Payment is due 30 days from the invoice date. Client shall pay any sales, use, value-added, or other tax or charge imposed or assessed by any governmental entity upon the sale, use or receipt of Services, with the exception of any taxes imposed on the net income of Gartner. Please attach any required Purchase Order ("PO") to this SA and enter the PO number below. Han annual PO is required for multi -year contracts, Client will issue the new PO at least 30 days prior to the beginning of each subsequent contract year. Any pre-printed or additional contract terms included on the PO shall be inapplicable and of no force or effect. All PO's are to be sent to purchaseordersLUgartner.com. This SA may be signed in counterparts. Gartner, Inc. - Service Agreement for use with a Master Client Agreement - Version 04/16 - Page 1 of 2 DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 11 4. CLIENT BILLIN INFORMATION Purchase Order N m er Invoice Recipient Name 5. AUTHORIZATION Client: Invoice Reci ent Email Invoice Reci,ient Tel. No. CIT 1 TUKWILA Ds Signature/Date AN441 77;'b Print Name and Title 7/26/2018 I 6:17 PM PDT 4.de- phi C/0 IF USING A DIGITAL SIGNATURE, PLEASE CONFIRM THE FOLLOWING AS A CONDITION OF CONTRACT EXECUTION: [1 By ticking this box. I agree that by affixing my digital signature hereunder I am attesting that: (i) this is my own personal legal signature; and (ii) I am a duly authorized signatory for my company. My signature verities that the information provided to Gartner hereunder is subscribed by me, under penalty of false statement and material breach of contract. Gartner, Inc. „0--DocuSigned by: jotiu.s q4nAlloag. 7/26/2018 7/26/2018 I 5:08 PM PDT Print Nanie and Title Gartner, Inc. - Service Agreement Jim use with a Master Client Agreement - Version 04/16 - Page 2 of 2 DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 Exhibit B Gartner, Inc. Service Agreement for CITY OF TUKWILA ("Client") This Service Agreement ("SA") is between Gartner, Inc. of 56 Top Gallant Road, Stamford, CT 06904 ("Gartner") on behalf of itself and all wholly -owned affiliates of Gartner, Inc. and Client of 6300 Southcenter Blvd, Tukwila, WA 98188-2544. ("Client"), and includes the Master Client Agreement (Washington State Master Contract No. 05712) between Gartner and Client or Client's parent or affiliate dated MAR-2018 the terms of which are incorporated by reference, and all applicable Service Descriptions. This SA constitutes the complete agreement between Gartner and Client. Client agrees to subscribe to the following Services for the term and fees set forth below. 1. DEFINITIONS AND ORDER SCHEDULE: Services are the subscription -based research and related services purchased by Client in the Order Schedule below and described in the Service Descriptions. Service Names and Levels of Access are defined in the Service Descriptions. Gartner may periodically update the names and the deliverables for each Service. If Client adds Services or upgrades the level of service or access, an additional Service Agreement will be required. Service Descriptions describe each Service purchased, specify the deliverables for each Service, and set forth any additional terrns unique to a specific Service. Service Descriptions for the Services purchased in this SA may be viewed and downloaded through the hyperlinks listed in Section 2 below or may be attached to this SA in hard copy, and are incorporated by reference into this SA. Service Name Level of Access Quantity Name of User Contract Contract Annual Fee Total Fee Term Start Term End to be Licensed USD USD Date Date Executive Programs Member 1 Joseph Todd 01-JUL-2018 3I-JAN-2019 Term Total (Excluding applicable taxes) S53,I21.83 Total Services: (Excluding applicable taxes) S53,121.83 1-60U4U6Y 1902 WRD FA000119 Continuation of services beyond the current contract term end date listed above will require a minimum contract term of 12 months, as per standard licensing policy. 2. SERVICE DESCRIPTIONS: Service Name/ Level of Access Service Description URL Executive Programs Member ht ://sd. a .com/sd e member.pdf 1 PAYMENT TERMS Gartner will invoice Client annually in advance for all Services. Payment is due 30 days from the invoice date. Client shall pay any sales, use, value-added, or other tax or charge imposed or assessed by any governmental entity upon the sale, use or receipt of Services, with the exception of any taxes imposed on the net income of Gartner. Please attach any required Purchase Order ("PO") to this SA and enter the PO number below. If an annual PO is required for multi -year contracts, Client will issue the new PO at least 30 days prior to the beginning of each subsequent contract year. Any pre-printed or additional contract terms included on the PO shall be inapplicable and of no force or effect. All PO's are to be sent to purchaseorders artner.com. This SA may be signed in counterparts. Gartner, Inc. - Service Agreement for use with a Master Client Agreement - Version 0248 - Page / of DocuSign Envelope ID: 2BC173EF-5C5A-4B52-9AF4-3D64A44E9841 4. CLIENT BILL NFORMATION Purchase Orde Invoice Re 1pient Nm 5. AUTHORIZATION Client: CITY KWILA e— DS Billing Addr Invoice Recipient ma gar 7/26/2018 I 6:17 PM PDT JOpi& e .1. bp Nt. eavy- aAJ C 10 Print Name and Title IF USING A DIGITAL SIGNATURE, PLEASE CONFIRM THE FOLLOWING AS A CONDITION OF CONTRACT EXECUTION: [ By ticking this box. I agree that by affixing my digital signature hereunder I am attesting that: (i) this is my own personal legal signature; and (ii) I am a duly authorized signatory for my company. My signature verifies that the information provided to Gartner hereunder is subscribed by me, under penalty of false statement and material breach of contract. Gartner, Inc. ,---nocusigned by: rot/ ittALS VIlarre40. 7/26/2018 7/26/2018 I 5:08 PM PDT Print Name and Title Gartner, Inc. - Service Agreement for use with a Master Client Agreement - Version 02/18 - Page 2 of 2