Offer valid until 31-MAR-2024
Gartner, Inc. - Service Agreement with General Terms - Version 03/22 - Page 1 of 3
Gartner, Inc. Service Agreement for CITY OF RIVERSIDE (“Client”) This Service Agreement (“SA”), including the General Terms and all applicable Service Descriptions, constitutes the complete agreement between Gartner, Inc. of 56 Top Gallant Road, Stamford, CT 06902 (“Gartner”) on behalf of itself and all wholly-owned affiliates of Gartner, Inc. and Client of 3900 Main St, Riverside, CA 92522-0002 (“Client”) for the Services (as defined below). 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
to be Licensed
Contract
Term Start
Date
Contract
Term End
Date
Annual Fee
USD
Total Fee
USD
Gartner for CIOs Individual Access 1 George Khalil 01-APR-2024 31-MAR-2025 Term Total (Excluding
applicable
taxes)
$75,800.00
Gartner for CIOs Individual Access 1 George Khalil 01-APR-2025 31-MAR-2026 Term Total (Excluding
applicable
taxes)
$75,800.00
Gartner for CIOs Individual Access 1 George Khalil 01-APR-2026 31-MAR-2027 Term Total (Excluding
applicable
taxes)
$80,000.00
Gartner for CIOs Individual Access 1 George Khalil 01-APR-2027 31-MAR-2028 Term Total (Excluding
applicable
taxes)
$85,200.00
Gartner for CIOs Individual Access 1 George Khalil 01-APR-2028 31-MAR-2029 Term Total (Excluding
applicable
taxes)
$88,200.00
Total Services:
(Excluding
applicable
taxes)
$405,000.00
1-2GMFEAM8 2412
2. SERVICE DESCRIPTIONS:
Service Name/ Level of Access Service Description URL
Gartner for CIOs Individual Access http://sd.gartner.com/sd_cio_individual_advisor.pdf Offer valid until 31-MAR-2024
Gartner, Inc. - Service Agreement with General Terms - Version 03/22 - Page 2 of 3
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. 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 [email protected]. This SA may be signed in counterparts.
4. CLIENT BILLING INFORMATION
«CSO1»F00______________________________ «CSO1»M00___________________________________________________________________________ Purchase Order Number Billing Address «CSO1»N00_____________________________ «CSO1»O00____________________________________________________________________________ Invoice Recipient Tel. No. Invoice Recipient Name «CSO1»P00___________________________________________________________________________ Invoice Recipient Email
5. AUTHORIZATION
Client: Gartner, Inc.
CITY OF RIVERSIDE
«CSO1»A1N_____________________________________________________ «GSO»A1N ______________________________________________________ Signature Signature «CSO1»GNN____________________ «GSO»GNN____________________ Date Date
«CSO1»HNN ____________________________________________________ «GSO»HNN ______________________________________________________ Print Name Print Name «CSO1»E10_____________________________________________________ «GSO»E10_____________________________________________________ Title Title Offer valid until 31-MAR-2024
Gartner, Inc. - Service Agreement with General Terms - Version 03/22 - Page 3 of 3
General Terms
1. This SA for subscription-based research and related services (the “Services”) is non-cancelable, and may be terminated only for material breach by either party, upon 30 days prior written notice, if the breach is not cured within the notice period.
2. Ownership and Use of the Services Gartner owns and retains all rights to the Services not expressly granted to Client. Only the individuals named in this SA (each a “Licensed User”) may access the Services. Each Licensed User will be issued a unique password, which may not be shared. Client agrees to review and comply with the Gartner Usage Policy, which is accessible to all Licensed Users via the “Policies” section of gartner.com. Among other things, the Gartner Usage Policy describes how Client may substitute Licensed Users, excerpt from and/or share Gartner research documents within the Client organization, and quote or excerpt from the Services externally.
3. DISCLAIMER OF WARRANTIES. THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS, AND GARTNER EXPRESSLY DISCLAIMS ALL
WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR AS TO ACCURACY, COMPLETENESS OR ADEQUACY OF INFORMATION. CLIENT RECOGNIZES
THE UNCERTAINTIES INHERENT IN ANY ANALYSIS OR INFORMATION THAT MAY BE PROVIDED AS PART OF THE SERVICES, AND
ACKNOWLEDGES THAT THE SERVICES ARE NOT A SUBSTITUTE FOR ITS OWN INDEPENDENT EVALUATION AND ANALYSIS AND SHOULD NOT BE CONSIDERED A RECOMMENDATION TO PURSUE ANY COURSE OF ACTION. GARTNER SHALL NOT BE LIABLE FOR ANY ACTIONS OR DECISIONS THAT CLIENT MAY TAKE BASED ON THE SERVICES OR ANY INFORMATION OR DATA CONTAINED THEREIN. CLIENT UNDERSTANDS THAT IT ASSUMES THE ENTIRE RISK WITH RESPECT TO THE USE OF THE SERVICES.
4. Client Confidential Information. Gartner agrees to keep confidential any Client-specific information communicated by Client to Gartner in connection with this SA that is (i) clearly marked confidential if provided in written form, or (ii) preceded by a statement that such information is confidential, if provided in oral form, and such statement is confirmed in writing within 30 days of its initial disclosure. This obligation of confidence shall not apply to any information that: (1) is in the public domain at the time of its communication; (2) is independently developed by Gartner; (3) entered the public domain through no fault of Gartner subsequent to Client's communication to Gartner; (4) is in Gartner's possession free of any obligation of confidence at the time of Client's communication to Gartner; or (5) is communicated by the Client to a third party free of any obligation of confidence. Additionally, Gartner may disclose such information to the extent required by legal process.
5. Data Protection. In performing its obligations under this SA, Gartner and Client will each comply with all applicable data privacy legislation. In providing the services Gartner shall comply with its global privacy policy available at gartner.com/privacy.
6. Miscellaneous
(a) Assignability. This SA and the rights granted to Client hereunder may not be assigned, sublicensed or transferred, in whole or in part, by either party without the prior written consent of the other party, except to a successor to (1) substantially all of the business or assets, or (2) any particular set of assets, business, product or service lines of a party, in each case, by merger or acquisition. Where consent is required, it will not be unreasonably withheld. (b) Dispute Resolution. Any unresolved dispute under this SA shall be decided by arbitration conducted in Stamford, Connecticut before a single arbitrator under the administration of JAMS, in accordance with JAMS’ Streamlined Arbitration Rules and Procedures. The decision of the arbitrator shall be final and binding, and the award may be entered in any court having jurisdiction. The prevailing party in any arbitration shall be entitled to an award of its reasonable attorneys’ fees and costs, in addition to any award of damages or other relief. (c) Applicable Law. This SA shall be governed by and construed in accordance with the procedural and substantive laws of the State of Connecticut, without reference to its conflict of law principles.
(d) Use of Name, Trademark, and Logo. Absent the prior written consent of the other party, neither party shall use the name, trademarks, or logo of the other in promotional materials, publicity releases, advertising, or any other similar publications or communications. (e) No Third Party Beneficiaries. This SA is for the benefit of the parties only. (f) Surviving Clauses. Sections 3, 4, 5 and 6 (b), (c), (d), (e) and (f) shall survive the termination of this SA.
Service Description: Gartner for CIOs: Individual Access Advisor, Version 3.2, October 2023 ─ Page 1 of 2
SERVICE DESCRIPTION
Attachment to the Service Agreement
GARTNER FOR CIOS INDIVIDUAL ACCESS ADVISOR
Gartner for CIOs: Individual Access Advisor (the “Service”) is for the most senior technology executive in the client company (“Client”), typically the CIO. The Service provides access to Gartner r esearch and research experts related to all IT roles as well as specific research for the CIO role.
DELIVERABLES
1. One user designated by Client (“Licensed User”) receives the following Deliverables:
• Access to Research Experts
• Peer Experiences
• Gartner IT Symposium/Xpo™
with Exclusive Member Experience
• CIO Events
• CIO Research and related content
• Gartner for IT Leaders Research
(includes Core IT Research
and Role-specific IT Research)
• Executive Leadership Research
and related content
• Leadership Development Research
• and related content
• Strategic Business Content
for IT Executives
• IT Key Metrics Data
• IT Podcast Series
2. Additional information on the Deliverables listed above include the following:
(a) Access to Research Experts
Inquiry: Provides access to Gartner research experts associated with this Service. Inquiry call participation is limited to the expert and the Licensed User. Inquiry topic may be any area of Gartner-covered Research so long as the purpose is to advance the Licensed User’s agenda.
Prioritized Scheduling: Leader is entitled to prioritized scheduling for inquiry sessions and 1-on- 1 sessions at Gartner IT Symposium/Xpo.
(b) Peer Experiences
Gartner provides opportunities for peer engagement in a variety of ways. Licensed Users have access to Gartner assets that enable ratings and reviews, connecting with qualified peers, access to community features, and exclusive features specific to client role.
Peer & Practitioner Research: Includes peer benchmarks, best practices, case studies, tools, and templates.
(c) Conferences and Events
Attendance at Gartner IT Symposium/Xpo™ with Exclusive Member Experience: One non- transferable invitation to attend Gartner IT Symposium/Xpo, including standard Symposium entitlements plus an exclusive member experience that may include priority booking for onsite One-on-One meetings with Gartner experts, access to an Exclusive Member Lounge and meeting rooms in the Exclusive Member Meeting Center, and networking opportunities with peers and Gartner Service Delivery associates.
Offline Meetups: Access to designated program lounges at Gartner IT Symposium/Xpo.
CIO Events: Complimentary, nontransferable invitation to attend virtual Gartner CIO Events, including regional CIO Leadership Forums. Leaders Forum invitation extended where available to Leaders meeting qualifying criteria.
Service Description: Gartner for CIOs: Individual Access Advisor, Version 3.2, October 2023 ─ Page 2 of 2
(d) Research Access
CIO 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 authors to discuss topics of their reports. • Business Research and r elated content: Targeted to CIOs, CFOs, and other business executives.
Executive Leadership Research and related content: Access to content written on initiatives for Executive Leadership to address the specific and shared needs of leaders in their broader executive role regardless of domain , e.g., digital business transformation, talent, internal communications, and others.
Gartner for IT Leaders Research and r elated content: Includes Gartner Core IT and Role - specific research and IT Podcast Series.
Strategic Business Content for IT Executives: Access to content that aligns to the changing roles of IT executives and provides guidance around how IT e xecutives can be better business partners to their peers.
Leadership Development Research and related content: Customized professional development content for technology leaders.
Note: For all Research Access (Letter (d), above): Leader may, on an occasional and infrequent basis, forward to other individuals in Client’s organization no more than 25 (twenty-five) individual Gartner Research documents per contract year. This may not be done on a routine basis, or via posting on Client’s intranet, or in any other manner that has the intent or effect of avoiding the purchase of additional Gartner User licenses.
(e) IT Key Metrics Data : Provides performance metrics on trends in IT spending and staffing, unit costs, and performance measures across critical IT domains.
(f) IT Podcast Series: A subscription-based podcast series featuring Gartner experts’ perspectives on business priorities and challenges on topics in information technology.
***
ADDITIONAL USAGE INFORMATION
The invitation or “Ticket” is a numbered identifier (e.g., 424562) that entitles Licensed User to register for one (1) conference as specified in the Ticket Letter emailed to Client. Tickets are valid for 12 (twelve) months from date of issue, per the expiration date on the Ticket Letter. Tickets provided as part of a Gartner research service are valid only for conferences during the contract term of that service; one (1) Ticket is issued per 12- month (twelve-month) contract term – a shorter contract term does not entitle Client to a Ticket. Ticke ts are not transferable within the client company and may not be transferred to another company. A single Ticket may not be used by more than one (1) individual, and may not be used for admission to any conference other than Gartner IT Symposium/Xpo Conference.
Client companies around the world trust Gartner to be objective and independent in its research and advice, and Gartner takes that responsibility seriously. To preserve the objectivity of research, Gartner does not promise Clients favorable coverage or leads from its research experts. Gartner does not provide access to confidential client information, offer aid to secure capital funding, or sell any product for use in litigation.
There are no exceptions. If you have questions, please email [email protected].
Use of this Service is governed by the Gartner Usage Policy and the Gartner Content Compliance Policy which are accessible on the Policies section of gartner.com.