04 US-OD-21682707-City of Jacksonville-v1.pdf

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Oracle Mission Critical Support (MCS) for 1Cloud ERP – Annual Renewal
Solicitation number
18095-26
Issued by
Duval County, Florida

About this file

This Professional Services Ordering Document is a contract between Oracle America, Inc. and the City of Jacksonville, Florida for Oracle Mission Critical Support for SaaS services. The ordering document (US-21682707) establishes a 12-month managed services engagement commencing October 31, 2026 and concluding October 30, 2027. The scope of services includes Oracle Mission Critical Support for SaaS with configurable terms, encompassing service governance at local business hours, service request handling at 8x5 hours with 24x7 coverage for critical business monitoring and Severity Level 1 requests, monthly account and service reviews, weekly operational reporting, and quarterly regression test script executions. The contract includes provisions for 20 onboarded extensions and integrations, 1,200 annual Cloud Service Units, monthly operational assistance for configuration (up to 2 service requests), and monthly operational assistance for issues, problems, and data management (up to 1 service request), as well as environment refresh and integration support (up to 1 service request). The offer is valid through November 30, 2026.

The total contract value for the initial 12-month term is $193,425.59 with no estimated expenses. Payment terms are Net 30 days from invoice date, with fees invoiced quarterly in arrears. The contract is non-cancelable and non-refundable except as provided in the Master Agreement (US-CSA-CPQ-684547). The City of Jacksonville has established a maximum indebtedness cap of $193,425.59 for the first twelve months of services. Renewal options are available for up to three additional 12-month terms with pricing protection whereby the first renewal maintains the previous year's price and subsequent renewals increase by 3% annually, provided renewal orders are executed prior to term expiration and maintain equal service quantities and annual fees. Oracle's liability is capped at amounts actually paid under the order during the preceding 12 months, with a specific exception for personal data misappropriation claims which may reach $2,000,000 or two times the amounts paid, whichever is greater. The contract incorporates the Oracle Professional Services Delivery Policies and includes Florida-specific compliance requirements including E-Verify registration, non-discrimination provisions, public records compliance under Chapter 119 Florida Statutes, and audit rights allowing access to contractor records for three years following final payment.

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7-1-24 Protest Procedures.pdf PDF
03 SS Confirmation Letter (1).pdf PDF
18095-26_SUPPLIER.pdf PDF

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US-21682707-v030325-12JUN2026-spundari-v1 Page 1 of 9

PROFESSIONAL SERVICES

ORDERING DOCUMENT

Ordering Document Number: US-21682707

Oracle America, Inc.

500 Oracle Parkway Redwood Shores, CA 94065

Your Name: City of Jacksonville Your Address: 214 N Hogan Street, Jacksonville, FL, 32202, USA

Oracle Representative:

David Martin Your Billing Contact:

Paul Freeman

Address:

500 Oracle Parkway, Redwood

Shores, CA 94065 Address:

214 N Hogan Street, Jacksonville, FL, 32202, USA

Phone Number: 7193104223 Phone Number: 9042558062

Email Address: david.martin@oracle.com Email Address: pfreeman@coj.net

You have ordered the Services listed in the table below and detailed in the attached exhibit(s), which are incorporated herein by reference.

Services Ordered Part

Number Quantity

Term (months)

Start Month*

End Month*

Fees Estimated Expenses

Managed Services – Exhibit 1 A. Oracle Mission Critical Support for

SaaS, Configurable

Term: 31-OCT-2026 to 30-OCT-2027

B92328

$193,425.59

$0.00

Total Fees and Estimated Expenses $193,425.59 $0.00

* Month 1 shall correspond to the period beginning on 31-OCT-2026.

A. TERMS

1. Applicable Master Agreement: This order incorporates by reference the Master Agreement US-CSA-CPQ-

684547 and all amendments and addenda thereto (collectively, the “Master Agreement”).

The parties agree to apply the Master Agreement to this order, notwithstanding its expiration.

2. Professional Services Delivery Policies: The Oracle Professional Services Delivery Policies (“Policies”) available at https://www.oracle.com/a/ocom/docs/corporate/professional-services-delivery-policies.pdf apply to and are incorporated into this order.

3. Payment Terms: Net 30 days from invoice date.

4. Currency: US Dollars.

5. Offer Valid through: 30-NOV-2026.

6. Service Specifications: The Service Specifications shall include any exhibit(s) attached to this order (including referenced or incorporated Oracle documents) and the Policies.

7. Order of Precedence: In the event of any inconsistencies, priority shall be established in the following descending order: (a) any exhibit(s) attached to this order; (b) this order; (c) the Policies; and (d) the Master Agreement.

8. Rights Granted: Upon payment, You have the non-exclusive, non-assignable, royalty-free, worldwide, limited right to use the services and anything developed and delivered by Oracle under this order (“services and deliverables”) for Your internal business operations. You may allow Your agents and contractors to use the services and deliverables for Your internal business operations, and You are responsible for their compliance in such use. The services and deliverables may be related to Your right to use cloud or hosted/managed services or Products owned https://www.oracle.com/a/ocom/docs/corporate/professional-services-delivery-policies.pdf

US-21682707-v030325-12JUN2026-spundari-v1 Page 2 of 9 or distributed by Oracle which You acquired under a separate order. The agreement referenced in that order shall govern Your use of such services or Products, and nothing in this order is intended to grant a right to use such services or Products in excess of the terms of that order, such as the services period or number and type of environments specified in a cloud or hosted/managed service order.

You retain all ownership and intellectual property rights to Your confidential and proprietary information that You provide to Oracle under this order.

9. Additional Third-Party Subprocessors:

In addition to the Third-Party Subprocessors listed on My Oracle Support, the following Third-Party Subprocessors may also process Your personal information pursuant to the Services:

Third-Party Subprocessor Location Type of Service

N/A N/A N/A

B. ADDITIONAL ORDER TERMS

1. When services will be performed on-site at customer location in the US, as required by US Department of Labor regulations (20 CFR 655.734), You will allow Oracle to post a notice regarding Oracle H-1B employee(s) at the work site prior to the employee’s arrival on-site.

2. Price Hold: The services in this order do not renew automatically. If You renew the Services acquired under this order for up to three additional 12 month service Terms (each such renewal being a "Renewal Order"), then the fees for the first renewal year will be the price from the previous year and for each subsequent Renewal Year for the Services will be the price from the previous year plus an uplift of 3%; provided however, that with respect to each Renewal Order:

a. It must be executed with Oracle prior to the end of the initial services term of this order or of the services term of the previous Renewal Order, as applicable;

b. Its total quantity of services ordered and total amount of annual net services fees must be equal to those totals as set forth in the previous order;

c. It is for services that Oracle still makes generally available to its commercial customers on the date that Oracle issues to You such Renewal Order;

d. You renew the Services acquired under the previous order in such Renewal Order; and

e. You must have continuously renewed the services for additional service terms since the end of the initial service term of this order.

City of Jacksonville Oracle America, Inc.

{{*_es_signer1_signature }} {{*_es_signer2_signature }} Authorized Signature: ________________________ Authorized Signature: ________________________ {{*_es_signer1_fullname }} {{*_es_signer2_fullname }} Name: ____________________________________ Name: ____________________________________ {{*_es_signer1_title }} {{*_es_signer2_title }} Title: _____________________________________ Title: _____________________________________ {{*_es_signer1_date}} {{*_es_signer2_date}} Signature Date: _____________________________ Signature Date: _____________________________ {{*efdate_es_signer2}} Ordering Document Effective Date: _______________________ {to be completed by Oracle}

US-21682707-v030325-12JUN2026-spundari-v1 Page 3 of 9

ACS MANAGED SERVICES EXHIBIT

Your Name: City of Jacksonville Ordering Document Number: US-21682707 Exhibit Number: Exhibit 1

A. Description of Services Ordered. Services ordered by You within the Managed Services section under the

Professional Services Ordered table of Your order (“Services”). The service descriptions applicable to the Services Ordered are published in the Oracle Managed Cloud Services Service Descriptions published at www.oracle.com/corporate/contracts, and/or incorporated into this exhibit. Oracle updates to the aforementioned service descriptions will not materially reduce the level of performance, functionality, security, or availability of the Services during the Term of Your order.

1. Modifications to Service Descriptions/Schedules.

a. Modifications to Service Descriptions. The Services documented in the Oracle Mission Critical Support for SaaS, Configurable Service Description are subject to the constraints documented in the table below (“Service Maximums”). Notwithstanding anything to the contrary, the modifications set forth in this section shall take precedence over the original unmodified content of the Service Descriptions.

Oracle Mission Critical Support Service Maximums

Service Quantity/Type

Primary Hours of Operation – Service Governance Local Business Hours

Primary Hours of Operation – Service Requests (SRs) 8x5

Primary Hours of Operation – Critical Business Monitoring 24x7

Primary Hours of Operation – Severity Level 1 SRs 24x7

Primary Hours of Operation – SaaS Plus Operational Assistance and Assessments

8x5

Service Governance Location Standard Governance

Service Language U.S.English

Translation Support N/A

Initiation Phase Not Applicable

Onboarded Extensions and Integrations 20

Account & Service Review Frequency Monthly

Operational Reporting Frequency Weekly

Annual Cloud Service Units1 1200

Monthly Functional Help Desk SRs2 0

Prioritization of SaaS Support Service Requests Not Included

Quarterly Regression Test Scripts Executions 15

Service Request System Oracle/MOS

Critical Business Processes 0

SaaS Plus: Identified OCI and/or PaaS Services - Oracle SOA Cloud

- Oracle Integration Cloud

- Oracle Data Integrator Cloud

SaaS Plus: Annual Standard Operational Assessments Up to 0

SaaS Plus: Monthly Operational Assistance SRs - Configuration2

Up to 2 https://www.oracle.com/contracts/docs/managed-cloud-services-sd-4738082.pdf https://www.oracle.com/corporate/contracts/

US-21682707-v030325-12JUN2026-spundari-v1 Page 4 of 9

SaaS Plus: Monthly Operational Assistance SRs – Issues, Problem, Data2

Up to 1

SaaS Plus: Monthly Operational Assistance SRs – Environment Refresh and Integrations2

Up to 1

1Cloud Service Unit consumption is expected to remain level from month-to-month. For partial contract years the quantity of Annual Cloud Service Units is prorated based on the number of months in the partial contract year.

2 Unused quantity of Monthly Functional Help Desk or Operational Assistance SRs that remain at the end of each month will expire at the end of that month. Additional Functional Help Desk or Operational Assistance SRs that exceed the monthly maximum will consume CSUs.

B. Fees, Expenses, and Payment. You agree to pay Oracle the fees for the Services as identified in the Professional

Services Ordered table in Your order and as described in this exhibit. This fee is invoiced quarterly in arrears of the commencement of the Services and does not include expenses, if applicable, or taxes. This payment obligation is non-cancelable and the sums paid non-refundable, except as otherwise provided in the Master Agreement. If applicable, expenses related to the Services are specified in Your order and will be invoiced monthly as they are incurred.

C. End of Services. Notwithstanding any provision or interpretation of this exhibit to the contrary, Oracle’s obligation to provide You with the Services under this exhibit terminates on the last day of the Term (“End Date”). As of the End Date, any portion of the Services that Oracle has not provided prior to the End Date shall be automatically forfeited by You on the End Date, and You shall not be entitled to any refund, or any credit toward additional or other services, for any unused portion of the Services. In order for Oracle to provide the Services to You after the End Date, Oracle and You shall mutually agree, in writing, under a separate order and exhibit, to the terms and fees for such services.

D. Exclusive Remedy for Missed Service Level. If the Service Specifications define a particular service level with an associated service level credit for Your ordered Services under this exhibit, and if Oracle fails to meet such service level with respect to such Services (“Missed Service Level”), then, subject to and in accordance with the terms of the service level within the Service Specifications, Oracle may remit a service level credit to You (“Service Level Credit”). The Service Level Credit will be provided only towards any outstanding balance for such ordered Services owed to Oracle under this exhibit, and the remittance of such Service Level Credit will represent Your exclusive remedy, and Oracle’s sole liability, for any Missed Service Level. For purposes of clarity, the remittance of a Service Level Credit shall not act to limit the parties’ rights or obligations under Your Agreement or order, except with respect to the applicable Missed Service Level.

In order receive such Service Level Credit, You must provide written notice to Oracle no later than five (5) business days after the last day of the particular month of the Missed Service Level for the Services ordered. Your notice must identify the Services that were deficient and describe the deficiency (including the Service Request number notifying Oracle of the deficiency in the Services and Missed Service Level), and must be submitted to outsourcingcredit_ww_grp@oracle.com.

E. Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE AGREEMENT, IN NO

EVENT SHALL THE AGGREGATE LIABILITY OF ORACLE AND OUR AFFILIATES ARISING OUT OF OR

RELATED TO THIS ORDER, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL

AMOUNTS ACTUALLY PAID UNDER YOUR ORDER FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH

LIABILITY.

F. Managed Cloud Services Delivery Policies. In addition to the policies referenced in the Agreement and Your order for the applicable services, Oracle will comply with the Oracle Managed Cloud Service Delivery Policies, which are published in the Oracle Managed Cloud Services Service Descriptions located at http://www.oracle.com/contracts.

mailto:outsourcingcredit_ww_grp@oracle.com https://www.oracle.com/contracts/docs/managed-cloud-services-sd-4738082.pdf http://www.oracle.com/contracts

US-21682707-v030325-12JUN2026-spundari-v1 Page 5 of 9

Exhibit A

For purposes of this order the following special terms and conditions set forth in the following section A and B shall apply:

A. MODIFICATIONS TO THE AGREEMENT

For the purposes of this order only, the following terms modify the terms of the Public Sector Agreement for Oracle Cloud Services by and between You and Oracle America, Inc. (the “CSA” or “Agreement,” Oracle reference number

US-CSA-CPQ-684547):

1. Limitation of Liability. The provisions of Section 7 of the CSA and of Exhibit 1, Section D of the Ordering Document are deleted in their entirety. Limitation of liability shall be governed by the following:

“7.1. IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR ANY LOSS OF

REVENUE, PROFITS (EXCLUDING FEES UNDER THIS AGREEMENT), SALES, DATA, DATA USE,

GOODWILL, OR REPUTATION.

7.2. EXCEPT FOR ORACLE'S INTELLECTUAL PROPERTY INFRINGEMENT INDEMNIFICATION

OBLIGATIONS UNDER THIS AGREEMENT, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF

ORACLE AND ORACLE'S AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER

IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS ACTUALLY PAID FOR THE

SERVICES UNDER THE ORDER GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS

IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY UNDER SUCH ORDER.

7.3 NOTWITHSTANDING SECTION 7.2, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ORACLE

AND OUR AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT FOR

MISAPPROPRIATION OF YOUR PERSONAL DATA TO THE EXTENT CAUSED BY ORACLE'S BREACH

OF ITS SECURITY PRACTICES DESCRIBED IN THE SERVICE SPECIFICATIONS (A "PERSONAL DATA MISAPPROPRIATION") EXCEED THE GREATER OF (A) TWO MILLION DOLLARS ($2,000,000), OR (B) TWO (2) TIMES THE TOTAL AMOUNTS PAID AND PAYABLE FOR THE SERVICES UNDER THE ORDER GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE

EVENT GIVING RISE TO SUCH LIABILITY UNDER SUCH ORDER. THE PARTIES AGREE THAT THE

REFERENCES TO "DATA" AND "DATA USE" IN SECTION 7.1 ABOVE SHALL NOT BE DEEMED TO

PROHIBIT YOU FROM SEEKING DAMAGES FOR A PERSONAL DATA MISAPPROPRIATION UNDER

THE TERMS OF THE PRECEDING SENTENCE."

2. Indemnification. The provisions of Section 8 of the CSA are deleted in their entirety and replaced with the following:

"8. INDEMNIFICATION 8.1. If a third party makes a claim against You (the "Recipient"), that any information, design, specification, instruction, software, service, data, hardware, or material (collectively, "Material") furnished by Oracle (the "Provider'') and used by the Recipient infringes the third party's intellectual property rights, the Provider, at the Provider's sole cost and expense, will to the extent not prohibited by law, defend the Recipient against the claim and indemnify the Recipient from the damages, liabilities, costs and expenses awarded by the court to the third party claiming infringement or the settlement agreed to by the Provider, if the Recipient does the following:

US-21682707-v030325-12JUN2026-spundari-v1 Page 6 of 9

a. notifies the Provider promptly in writing, not later than 30 days after the Recipient receives notice of the claim (or sooner if required by applicable law);

b. gives the Provider sole control of the defense and any settlement negotiations, to the extent permitted by law; and

c. gives the Provider the information, authority, and assistance the Provider needs to defend against or settle the claim.

8.2. If the Provider believes or it is determined that any of the Material may have violated a third party's intellectual property rights, the Provider may choose to either modify the Material to be non-infringing (while substantially preserving its utility or functionality) or obtain a license to allow for continued use, or if these alternatives are not commercially reasonable, the Provider may end the license for, and require return of, the applicable Material and refund any unused, prepaid fees the Recipient may have paid to the other party for such Material. If such return materially Exhibit A - Page 2 affects Oracle's ability to meet obligations under the relevant order, then Oracle may, upon 30 days prior written notice, terminate the order. If such Material is third party technology and the terms of the third party license do not allow Oracle to terminate the license, then Oracle may, upon 30 days prior written notice, end the Services associated with Material and refund any unused, prepaid fees for such Services.

8.3. The Provider will not indemnify the Recipient if the Recipient (a) alters the Material or uses it outside the scope of use identified in the Provider's user or program documentation or Service Specifications, or (b) uses a version of the Material which has been superseded, if the infringement claim could have been avoided by using an unaltered current version of the Material which was made available to the Recipient. The Provider will not indemnify the Recipient to the extent that an infringement claim is based upon any Material not furnished by the Provider. Oracle will not indemnify You to the extent that an infringement claim is based on Third Party Content or any Material from a third party portal or other external source that is accessible or made available to You within or by the Services (e.g., a social media post from a third party blog or forum, a third party Web page accessed via a hyperlink, marketing data from third party data providers, etc.).

8.4. This Section 8 provides the parties' exclusive remedy for any infringement claims or damages."

3. Subcontractors. The following sentence is added to the end of the existing paragraph in Section

5.3 of the CSA:

“Subject to the terms and conditions of, and to the same extent as Oracle is responsible for the performance of its resources under, the Agreement, Oracle shall be responsible for the performance of Services under the Agreement by any subcontractors engaged by Oracle to perform such Services. Notwithstanding anything to contrary Oracle’s Professional Services Delivery Policies, Oracle does not anticipate the use of any subcontractors to perform the services to be performed under this Ordering Document. Any such use of subcontractors in the future will be incorporated via a bilateral modification to this Ordering Document, with any other necessary clauses and representations related to subcontractor use.”

4. Assignment. In Section 22 of the Agreement, add the following new sentence to the existing paragraph:

US-21682707-v030325-12JUN2026-spundari-v1 Page 7 of 9

"Except in the event of a merger, consolidation, acquisition, internal restructuring, or sale of all or substantially all of the assets of Oracle, Oracle may not assign this Agreement without Your prior written consent."

5. Other. The provisions of Section 17.4 of the CSA are deleted in their entirety and replaced with the following:

"17.4 Except for actions for nonpayment or breach of Oracle's proprietary rights, any action, regardless of form, arising out of or relating to this Agreement shall be brought by either party in accordance with the time limitations specified for contract claims under F .S. 95.11(2)(b)."

B. CITY OF JACKSONVILLE TERMS AND CONDITIONS OF THE ORDER

1. Maximum Indebtedness. As required by Section 106.431, Jacksonville Ordinance Code, the maximum indebtedness of City for the first twelve (12) months of the Services Period specified in the ordering document shall not exceed the fixed sum of One hundred ninety- three thousand four hundred twenty-five and fifty-nine dollars ($193,425.59).

2. Retention of Records/Audit. To the extent required by Section 126.108(a), Jacksonville Ordinance

Code, contractor shall maintain business records directly pertinent to this Ordering Document

("Records") in accordance with contractor's legal or archival requirements, external accounting standards and regulatory requirements. Upon reasonable written notice to contractor, at Your Cost, and provided that such audit does not unreasonably interfere with contractor's normal business operations, shall allow access and examination of the Records by You at all reasonable times until the expiration of three (3) years after final payment under the Ordering Document. For the avoidance of doubt, the parties agree that "all reasonable times" as used in the immediately preceding sentence shall mean no more frequently than once every 12 months.

3. Compliance with Laws. Oracle shall comply with all laws to the extent that such laws, by their terms, are expressly applicable to Oracle's provision of the Services under this Ordering Document and impose obligations directly upon Oracle in its role as an information technology services provider with respect to the Services. You shall comply with all laws to the extent that such laws, by their terms, are expressly applicable to Your use and receipt of the Services (including Your

Content) under this Ordering Document and impose obligations directly upon You with respect to the

Services. For the avoidance of doubt, the parties acknowledge that such laws, rules, regulations, and ordinances may include, but are not limited to, Chapter 119, Florida Statutes (the Florida Public

Records Law) and Section 286.011, Florida Statutes (the Florida Sunshine Law); and that a law is not required to utilize the actual name of a party in order to be expressly applicable to that party.

4. Non-discrimination. As required by Section 126.404, Jacksonville Ordinance Code, Oracle represents that it has adopted and will maintain throughout the term of the Ordering Document a policy of nondiscrimination or harassment against any person with regard to race, color, sex

(including pregnancy), sexual orientation, gender identity or expression, religion, political affiliation, national origin, disability, age, marital status, veteran status, or any other unlawful factor in recruitment, hiring, compensation, training, placement, promotion, discipline, demotion, transfers, layoff, recall, termination, working conditions and related terms and conditions of

OCS_ACS_Professional Services Ordering Document_v120125_US_ENG Page 8 of 9 employment. Oracle agrees that, on written request, no more than once every 12 months, at Your cost, it will permit reasonable access to its records of employment, employment advertisement, application forms and other pertinent data and records, by the Executive Director of the Human Rights Commission, or successor agency or commission, for the purpose of investigation to ascertain compliance with the non-discrimination provisions of the Ordering

Document; provided however, that Oracle shall not be required to produce, for inspection, records covering periods of time more than one (1) year prior to the effective date of the Ordering Document. Oracle agrees that, if any of the products or Services to be provided pursuant to the Ordering Document are to be provided by a subcontractor, the provisions of this Section shall be incorporated into and become a part of the subcontract

5. Conflicts of Interest. Oracle acknowledges that Section 126.110 of the Jacksonville Ordinance Code requires that a public official who has a financial interest in a bid or contract make a disclosure at the time that the bid or contract is submitted or at the time that the public official acquires a financial interest in the bid or contract, including but not limited to the public official's name, public office or position held, bid or proposal number, and the position or relationship of the public official with the bidder or contractor.

6. Taxes. If You provide a valid certificate of tax exemption in advance of the date taxes are due, Oracle will not invoice

You the taxes described in the Fees and Payment section of the Agreement.

7. Public Records.

The inclusion of this statement and provisions below shall not be construed to imply that the Contractor has been delegated any governmental decision-making authority, governmental responsibility or governmental function or that the Contractor is acting on behalf of the City as provided under Section 119.011(2), Florida Statutes, or that the statement or provisions are otherwise applicable to the Contractor. The City by contracting with Oracle to provide certain Services does not intend for, or request Oracle to act on the City's behalf, or for Oracle to otherwise meet the definitions of "Contractor" or "Agency" for the purposes of Florida Statutes Chapter 119. If however it is judicially determined that Oracle is "acting on behalf of" the City pursuant to such statute in its capacity as a provider of information technology services under this Agreement, the Parties will immediately commence an evaluation of the feasibility of continued performance under the applicable orders. As stated below, the Contractor may contact the City's Custodian of Public Records with questions regarding the application of the Public Records

Law; however, the Contractor is advised to seek independent legal counsel as to its legal obligations. The City cannot provide the Contractor/Service Provider advice regarding its legal rights or obligations.

Article 1, Section 24, Florida Constitution, guarantees every person access to all public records, and Section

119.011, Florida Statutes, provides a broad definition of public records. All documents received by the City of

Jacksonville (“City”) in connection with this Contract are subject to Chapter 119, Florida Statutes (the “Florida

Public Records Law"). Any specific information that Contractor claims to be a trade secret or otherwise exempt from the Florida Public Records Law must be clearly identified as such by Contractor on all copies furnished to

City. City agrees to notify Contractor of any third-party request to view such information, but it is Contractor’s obligation to obtain a court order enjoining disclosure. If Contractor fails to obtain a court order enjoining disclosure within five (5) business days of Contractor’s receiving notice of the request, City may release the requested information. Such release shall be deemed for purposes of the Contract to be made with Contractor's consent and will not be deemed to be a violation of law, including but not limited to laws concerning trade secrets, copyright, or other intellectual property.

In accordance with Section 119.0701, Florida Statutes, the Contractor shall:

(a) Keep and maintain public records required by City to perform the services; and

(b) Upon request from City’s custodian of public records, provide City with a copy of the requested records or allow records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided for in Chapter 119, Florida Statutes, or as otherwise provided by law; and

OCS_ACS_Professional Services Ordering Document_v120125_US_ENG Page 9 of 9

(c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Contract term and following completion of this Contract if Contractor does not transfer the records to City; and

(d) Upon completion of this Contract, transfer to City at no cost all public records in possession of Contractor or keep and maintain public records required by City to perform the service. If Contractor transfers all public records to City upon completion of this Contract, Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Contractor keeps and maintains public records upon completion of this Contract, Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to City upon request from City’s custodian of public records in a format that is compatible with City’s information technology systems.

The above requirements apply to a “Contractor” as defined in Section, 119.0701, Florida Statutes.

IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA

STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS

CONTRACT, CONTACT THE CITY’S CUSTODIAN OF PUBLIC RECORDS AT (904) 255-7674;

RRGOVQA@COJ.NET; CITY OF JACKSONVILLE, PUBLIC RECORDS REQUEST, 214 N. HOGAN STREET, SUITE 1180, JACKSONVILLE, FLORIDA 32202.

8. E-Verify

In accordance with Section 448.095, Florida Statutes, Oracle shall register with and utilize the E-Verify System operated by the United States Department of Homeland Security to verify the employment eligibility of all new employees hired during the term of this Agreement. Oracle shall provide evidence of compliance with this provision to the City. Failure to comply with this provision shall be a material breach of this Agreement, and the City may choose to terminate this Agreement in accordance with Section 9.4 of the Agreement. Oracle further agrees to comply with any additional obligations under Section 448.095, Florida Statutes which by their nature are directly applicable to Oracle as a Contractor as defined in the statute.

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