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2013-11-19; City Council; 21426; Approving Renewal Microsoft Enterprise Agreement
CITY OF CARLSBAD - AGENDA BILL AB# MTG. DEPT. 21.426 11/19/13 IT APPROVING THE RENEWAL OF THE MICROSOFT ENTERPRISE AGREEMENT DEPT.DIRECTOR CITY ATTY. CITY MGR. RECOMMENDED ACTION: Adopt Resolution No. 2013-267 approving the renewal of the Microsoft Enterprise Agreement for software licensing and maintenance, purchased through Enpointe Technologies Sales, Inc. ITEM EXPLANATION: Microsoft software products are used by over 800 city staff and are installed on over 1,000 computers and servers. The products in use here at the city include: desktop and server operating systems, office productivity tools, database systems, and email and collaboration tools. The city purchases Microsoft products, maintenance and hosting services under an agreement entitled the Microsoft Enterprise Agreement. The Microsoft Enterprise Agreement is a volume purchasing agreement with a three-year term covering software licensing, maintenance and support ofthe city's Microsoft product inventory. At the end ofthe three-year term the city has the option to renew support. The current Enterprise Agreement, approved by City Council in October of 2010, expires on November 30, 2013. With this renewal of the Enterprise Agreement the city will benefit by staying up to date and current on Microsoft's latest technology while enjoying a simplified licensing model and expanded access for city staff. The Enterprise Agreement for 2013-2016 combines multiple city user licenses into a single class of license. The result of this change is that all city staff can have the same level of capability and functionality, regardless of their full-time/part-time status. This will ensure a consistent user experience for ail users, and the license simplification will allow the Information Technology Department to better provide consistent support and administration across the entire user community. The new licensing under this agreement also brings the city into full compliance with State of California requirements for data and record retention. As well, the new agreement licenses a full "Microsoft Office" suite for every city user, with the flexibility of allowing staff to use a Web-based or traditional approach as needed for the individual user or job situation. Enpointe Technologies Sales, Inc. was selected as the vendor of choice after a best value analysis of Microsoft resellers, qualified for bidding under this agreement. The renewal of the Microsoft software licenses and services under the Enterprise Agreement from Enpointe Technologies Sales, Inc. represents the best value to the city consistent with Carlsbad Municipal Code, Chapter 3.28 - Purchasing. Enpointe is an authorized Enterprise Agreement reseller and provides products and technology services under the California Multiple Award Schedule (CMAS) umbrella. DEPARTMENT CONTACT: Randy Lagman 760-602-2789 Randy.Lagman(5)carlsbadca.gov FOR CLERK USE. COUNCIL ACTION: APPROVED CONTINUED TO DATE SPECIFIC • DENIED • CONTINUED TO DATE UNKNOWN • CONTINUED • RETURNED TO STAFF • WITHDRAWN • OTHER - SEE MINUTES • AMENDED • REPORT RECEIVED • Page 2 of 2 FISCAL IMPACT: The total three-year projected cost ofthe Microsoft software licenses and upgrade support is $955,047. The Enterprise Agreement covers over 1,000 computers and servers and will be amortized over a three- year period resulting in year one's annual payment of $308,022 and annual payments of $323,512 for years two and three. Funding of the renewal of the Microsoft Enterprise Agreement has been planned for, and $252,475 is available in the Information Technology's Department budget for the first-year commitment. The new Enterprise Agreement year one annual payment represents an increase of $55,547 over the prior agreement, this increase will be charged back to city departments. Funding for subsequent years (two and three) will be requested during the annual city budgeting process. ENVIRONMENTAL IMPACT: Pursuant to Public Resources Code Section 21065, this action does not constitute a "project" within the meaning of CEQA in that it has no potential to cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, and therefore, does not require environmental review. EXHIBITS: 1. Resolution No. 2013-267 2. Price quote from Enpointe Technologies Sales, Inc. dated 11/12/2013 for renewal of Microsoft Enterprise Agreement for years one, two and three. 3. Microsoft Enterprise Agreement 1. EXHIBIT 1 1 RESOLUTION NO. 2013-267 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING THE RENEWAL OF THE MICROSFT ENTERPRISE AGREEMENT. 4 5 WHEREAS, the City of Carlsbad uses a number of Microsoft software products and ^ hosted services and has determined that the most cost-effective way to purchase those 7 products and services is under Microsoft's Enterprise Agreement program; and 8 WHEREAS, the City of Carlsbad currently purchases Microsoft products, maintenance 9 and hosted services under a Microsoft Enterprise Agreement; and l\ WHEREAS a best value analysis of three qualified and authorized Microsoft Enterprise 12 Agreement resellers was conducted and Enpointe Technologies Sales, Inc. was selected as the 13 vendor of choice; and 14 WHEREAS, Enpointe Technologies Sales, Inc., an authorized Microsoft resellers provides 15 products and technology services under the California Multiple Award Schedule; 16 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, 18 California, as follows that: 19 1. The above recitations are true and correct. 20 2. That renewal of Microsoft's Enterprise Agreement is hereby approved and the 21 City Manager is authorized to execute ail required documents on behalf ofthe City. 22 3. That the purchase of Microsoft software from EnPointe Technologies Sales, Inc. 23 24 under Microsoft's Enterprise Agreement shall not exceed $308,022 for year one of a 25 three year agreement, as further described in the price quote dated November 12, 2^ 2013 for the City of Carlsbad by Enpointe Technologies Sales, Inc. 27 28 3 1 4. That funding for subsequent years two and three may be appropriated at the 2 time the Information Technology Department budget is brought forth and approved. ' // 4 // 5 6 7 // 8 // ' // 10 // 11 // 12 13 // 14 // 15 // 16 // 17 // 18 19 20 // 21 // 22 // 23 // 24 // 25 26 27 28 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a Regular Meeting ofthe City Council ofthe City of Carlsbad on the 19*^ day of November, 2013, by the following vote to wit: AYES: NOES: Council Members Hali, Packard, Wood, Blackburn and Douglas. None. ABSENT: None. MATT ATTEST: BARBARA ENGLESON, Cip^ Clerk '•''•.i*j^<^' n •5 ODO ••••• E C Fi r-^ 0 L 0 En Pointe Technologies, Inc 18701 S. Figueroa Street Gardena, CA 90248-4506 Main telephone: 800-694-4394 City of Carlsbad Quote Number:30136865 Creation Date: 11/05/2013 Expiration Date: 11/19/2013 Customer Contact Tina steffan, Chief Technology Officer Phone: 760-602-2454 Tina.StefFan@carlsbadca.gov City of Carlsbad 1635 Faraday Ave. Carlsbad, CA , United States, 92008-7314 ***Note:PIease review notes on the foUowing Lines: Yearl line 41, 42,43,44, 45, 46,49, 50, 51, 52. Year2 line 72, 73, 74, 75, 76, 79, 80, 81, 82, 83. Year2 1ine 103, 104, 105, 106, 107, 108, 111, 112,113, 114. Line 168 - Select Plus Quote Sumnnary Totals (USD) total deal value (3 Years) ___________^^__________-__-_-__—————————— $955,047,46 Total Credrt Amount 000 Total Pa yment Year 1 ' 5308,022.80 Total Payment Year 2 _________^ 5323,512.33 total Pavment Year 3 1 $323,512.33 CTM • .Ul. 1 .1. 1. Ml! .... SECTION 1 - Licenses and Soft>ware Assurance Pricina & Usaae Year 1 D^nrtiWrriAtr^n 1 Part Number iNet Unit Price (USD> 1 License 1 Usaae Countiv 1 Extended Amount (USD) EnterDrise^'. ' ' ..^ ..... • - • • • • • WinProw/MDOP ALNG SA MVL Rtfrm K4U-00265 $33.23 801 United States $26,617.23 WinProw/MDOP ALNG UpgrdSAPK MVL PItfrm K4U-00266 $42.45 149 United States $6,325.05 ECALBridgeOff365 ALNG LicSAPk MVL PItfrm USrCAL U5J-00O02 $36.58 271 United States $9,913.18 ECALBridgeOff365 ALNG SA MVL PItfrm USrCAL U5J-00004 $24.09 909 United States $21,897.81 MapPoint Win32 ALNG SA MVL B21-00364 $38.71 1 United States $38,71 Prjct ALNG SA MVL 076-01912 $92.46 43 United States $3,975.78 VisioPro ALNG SA MVL D87-01159 $79.10 53 United States $4,192.30 VSPremwMSDN ALNG SA MVL 9ED-00073 $742.49 3 United States $2,227.47 SharePointSvr ALNG SA MVL H04-00268 $962.33 2 United States $1,924,66 SQLCAL ALNG LicSAPk MVL DvcCAL 359-00765 $68.97 13 United States $896,61 SQLCAL ALNG SA MVL DvcCAL 359-00792 $29.56 47 United States $1,389,32 SQLSvrEhtCore ALNG LicSAPk MVL 2Lie CdreLic 7JQ-00341 $4,540.88 6 United States $27,245.28 SQLSvrEntCore ALNG SA MVL 2Lic CoreLic 7JQ-00343 $1,946.11 2 United States $3,892,22 SQLSvrStd ALNG LicSAPk MVL 228-04437 $296.31 1 United States $296.31 SQLSvrStd ALNG SA MVL 228-04433 $126.96 5 United States $634,80 SQLSvrStdCore ALNG SA MVL 2Lic CoreLic 7NQ-00292 $507.52 24 United States $12,180,48 SysCtrDatacfr ALNG SA MVL 2Proc T6L-00238 $340.38 3 United States $1,021,14 WinRmtDsktpSrvcsCAL ALNG LicSAPk MVL UsrCAL 6VC-01252 $38,50 5 United States $192,50 WinRmtDsktpSrvcsCAL ALNG SA MVL UsrCAL 6VC-01254 $16,52 135 United States $2,230.20 WinSvrDataCtr ALNG LicSAPk MVL 2Proc P71-07280 $2,033,34 1 United States $2,033.34 WinSvrDataCtr ALNG SA MVL 2Proc P71-07282 $871.45 9 United States $7,843.05 WinSvrExtConn ALNG SA MVL R39-00396 $285.79 4 United States $1^143.16 WinSvrStd ALNG SA MVL 2Proc P73-05898 $124,86 80 United States $9,988.80 _j _ _ 1 _____________—^ . f148,099.40 Total Year 1 Payment ^ . , 1 . . - ' ^ Invoice Date. Enrollment Effective Date or if received after Enrollment Effective Date upon our acceptance - Pfi^nQ& U^aaeYearg ,,,. ,. , , , , r, , • ' PmrtMht n««r.riofion 1 Part Number i Net Unit Price <USD) 1 Ucense Quantity i Usage Country [Extended Amount ^U5D} •Fntftmrisft ••• - — ^ -•' •' • • • • • • • • WinProw/MDOP ALNG SA MVL PItfrm K4U-00265 $34,89 801 United States 27,946,89 WinProw/MDOP ALNG UpgrdSAPk MVL PItfrm K4U-00266 $44.58 149 United States 6,642.42 ECALBridgeOff365 ALNG LicSAPk MVL PItfrm UsrCAL U5J-00002 $38,41 271 United States 10,409.11 ECALBridgeOff365 ALNG SA MVL PItfrm UsrCAL U5J-00004 $25,29 909 United States 22,988,61 Additidriat Products MapPoint Win32 ALNG SA MVL B21-00364 $40,65 1 United States 40,65 Prjct ALNG SA MVL 076-01912 $97,08 43 United States 4174,44 VisioPro ALNG SA MVL D87-01159 $83,05 53 United States 4401.65 VSPremwMSDN ALNG SA MVL 9ED-00073 $779,63 3 United States 2338,89 SharePointSvr ALNG SA MVL H04-00268 $1,010,46 2 United States 2020.92 SQLCAL ALNG LicSAPk MVL DvcCAL 359-00765 $72,42 13 United States 941.46 SQLCAL ALNG SA MVL DvcCAL 359-00792 $31,03 47 United States 1458.41 SQLSvrEntCore ALNG LicSAPk MVL 2Lic CoreLic 7JQ-00341 $4,768,02 6 United States 28608,12 SQLSvrEntCore ALNG SA MVL 2Lic CoreLic 7JQ-00343 $2,043,45 2 United States 4086,90 SQLSvrStd ALNG LicSAPk MVL 228-04437 $311,13 1 United States 311.13 SQLSvrStd ALNG SA MVL 228-04433 $133,31 5 United States 666.55 SQLSvrStdCore ALNG SA MVL 2Lic CoreLic 7NQ-00292 $532.90 24 United States 12789,60 SysCtrDatactr ALNG SA MVL 2Proc T6L-00238 $357,40 3 United States 1072.20 WinRmtDsktpSrvcsCAL ALNG LicSAPk MVL UsrCAL 6VC-01252 $40,43 5 United States 202,15 WinRmtDsktpSrvcsCAL ALNG SA MVL UsrCAL 6VC-01254 $17,34 135 United States 2340,90 WinSvrDataCtr ALNG LicSAPk MVL 2Proc P71-07280 $2,135,05 1 United States 2135.05 WinSvrDataCtr ALNG SA MVL 2Proc P71-07282 $915,04 9 United States 8235,36 WinSvrExtConn ALNG SA MVL R39-00396 $300.08 4 United States 1200,32 WinSvrSld ALNG SA MVL 2Proc P73-05898 $131,10 80 United States 10488.00 Total Year 2 Payment • , ' . i . . r , ^: ,,„ ., Invoice Date: 1st AnniM'ersary Date • . ——— Prictno & Usaae Year 3 ; - ' P^duct DescriDtion 1 Part Number rNet Unit Price (USD) 1 Ucense Quantltv 1 Usaae Countrv lExlended Amount (USD) WinProw/MDOP ALNG SA MVL PItfrm K4U-00265 $34,89 801 United States $27,946,89 WinProw/MDOP ALNG UpgrdSAPk MVL PItfrm K4U-00266 $44,58 149 United States $6,642.42 ECALBridge0ff365 ALNG LicSAPk MVL PItfrm UsrCAL U5J-00002 $38,41 271 United States $10,409.11 ECALBridgedff365 ALNG SA MVL PItfrm UsrCAL U5J-00004 $25,29 909 United States $22,988.61 .Additioirtal Products ^ . . . ^_ - . •. , :„ MapPoint Win32 ALNG SA MVL B21-00364 $40,65 1 United States $40,65 Prjct ALNG SA MVL 076-01912 $97,08 43 United States $4,174,44 VisioPro ALNG SA MVL 087-01159 $83,05 53 United States $4,401.65 VSPremwMSDN ALNG SA MVL 9ED-00073 $779,63 3 United States $2,338.89 SharePointSvr ALNG SA MVL H04-00268 $1,010,46 2 United States $2,020.92 SQLCAL ALNG LicSAPk MVL DvcCAL 359-00765 $72,42 13 United States $941.46 SQLCAL ALNG SA MVL DvcCAL 359-00792 $31,03 47 United States $1,458.41 SQLSvrEntCore ALNG LicSAPk MVL 2Lic CoreLic 7JQ-00341 $4,768,02 6 United States $28,608,12 SQLSvrEntCore ALNG SA MVL 2Lic CoreLic 7JQ-00343 $2,043.45 2 United States $4,086.90 SQLSvrStd ALNG LicSAPk MVL 228-04437 $311,13 1 United States $311,13 SQLSvrStd ALNG SA MVL 228-04433 $133,31 5 United States $666.55 SQLSvrStdCore ALNG SA MVL 2Lic CoreLic 7NQ-00292 $532,90 24 United States $12,789.60 SysCtrDatactr ALNG SA MVL 2Proc T6L-00238 $357.40 3 United States $1,072,20 WinRmtDsktpSrvcsCAL ALNG LicSAPk MVL UsrCAL 6VC-01252 $40,43 5 United States $202,15 WinRmtDsktpSrvcsCAL ALNG SA MVL UsrCAL 6VC-01254 $17,34 135 United States $2,340,90 WinSvrDataCtr ALNG LicSAPk MVL 2Proc P71-07280 $2,135.05 1 United States $2,135.05 WinSvrDataCtr ALNG SA MVL 2Proc P71-07282 $915.04 9 United States $8,235.36 WinSvrExtConn ALNG SA MVL R39-00396 $300,08 4 United States $1,200,32 WinSvrStd ALNG SA MVL 2Proc P73-05898 $131.10 80 United States $10,488,00 Total Year 3 Payment , , , - t f15S,499.73 Invoice Date: 2nd Anniversary Date . . —______ TOTAL SECTION 1 VALUE YEARS 1 - 3 • , : ,., , , ...r,, , ^ u • - ' ' ' ' 1 SECTION 2-Monthly Subscriptions PrifcinaS Usaae Vear 1 ^ Product Description Part Number Usage Usage start natA Unit of lyieasure Unit Quantity Net iioit. Ucense Quantity Usage Country Off365PE3 ShrdSvr ALNG SubsVL MVL PerUsr UT6-00005 Adjustable 11/1/2013 Monthly 12 11.27 1,180 United States SharePointOnlnPlanI ShrdSvr ALNG SubsVL MVL PerUsr TVA-00020 Adjustable 11/1/2013 Monthly 12 1.89 15 United States Total Year 1 Payment . . , , 1 Invoice Oate: Enrollment Effective Date or if received after Enrollment Effective Date upon our acceptance ^ Pricina & Us aoe Year 2 Product Description Part Number Usage InHiratnr Usage Start natft Unit of Measure Unit Quantity Net lloit, License Quantity Usage Country Off365PE3 ShrdSvr ALNG SubsVL MVL PerUsr UT6-00005 Adjustable -Monthly 12 11.84 1,180 United States Additional Products . , - , SharePointOnlnPlanI ShrdSvr ALNG SubsVL MVL PerUsr TVA-00020 Adjustable -Monthly 12 1,99 15 United States Total Year 2 Payrneft ' i i - i ] • i : i - i Invoice Date: 1st Anniversary Date • • • • • • • ' . • •.. ;. • r::—' • . —^—— Pricina & Usaae Year 3 Product Description Part Number Usage InHlMfnr Usage Unit of liteasure Unil Quantity Net .Unit. License Quantity Usage Country Enterorise : - 0ff365PE3 ShrdSvr ALNG SubsVL MVL PerUsr UT6-00005 Adjustable -Monthly 12 11,84 1,180 United States Additional Products ____^____ , • •„•••, • , . ^ n ' 'ii. .•••i —i SharePointOnlnPlanI ShrdSvr ALNG SubsVL MVL PerUsr TVA-00020 Adjustable -Monthly 12 1,99 15 United States 1 Total Year 3 Payment. • • ' ' - •„;„, - r < ...M;-.r:v.u.,iii viy .: —.,...,.i,,;n...,:/,.r,ic:w.i.,./«ri.,,.^.^^ ... invoice Date: 2nd Anniversary Date . • • - • • • • ^_____ . • . ' — TOTAL SECTION 2 VALUE YEARS 1- 3 1 TOTAL DEAL VALUE YEARS 1 - 3 : '• • ' ^ ***Note: Per Microsoft, you don't Own SQL Server Enterprise (SA) Server under Enterprise Agreement, and SQL Developer License in only available under Select Plus Therefore, these two products have been quoted under Select Plus underneath. SelectHtts liteewse only License Onlv Description - SQL SERVER only available as license only Qty MP SQLSvrDev 2012 SNGL MVL - Level D - License only E32-00974 $23.70 $189.60 Microsoft Volume Licensing Program Signature Form MBA/MBSA number Agreement number 01E73134 000-jorob-s^071 Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new. Forthe purposes of this form, "Customer* can mean the signing entity, Enrolled Affiliate, Government Partner. Institution, or other party entenng into a volume licensing program agreement This signature form and all contract documents identified in the table below are entered [ptp^ between the Customer and the Microsoft Affiliate signing, as of the effective date identified below. Contract Document Number or Code , <Choose Agreement> <Choose Agreement> IJteH'iiiiHilimi^^ ilSkJnHHB^HHHIl <Choose Agreement> Document Number or uoae <Choose Agreement> '"Document Nfcliier tm^W^.J^*", <Choose Agreements? Document Nurffber OR ©Dde '"^i".,^. Enterprise Enrollment X20-0362"!' '' ''-^Sf'" <Choose Enrollment/Registration> Document i^untfeoftC^p ' <Choose Enrollment/Registration> Document IMumber or/Code ^ <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code Product Selection Form CTM-2 (NEW) Amendment CTM-1 (NEW) Document Description Document Number or Code Document Descriptio n Document Number or Code Document Description Document Number or Code By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents. Name of Entit\f ( Signature* I entity name)* City of Carlsbad Printed First and \iMt Name* Kevin Crawford Printed Title* Interim City fvlanager Signature Date* November 20, 2013 Tax ID #95-6004793 APPROVED AS TO FORM indicates required field ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Oct2012) Page 1 of 3 licrosoft Affiliate Microsoft Licensing, GP Signature Printed First and Last Name Printed Title Signature Date (date Microsoft Affiliate countersigns) Effective Date (may be different than Microsoft's signature date) Optional 2"" Customer signature or Outsourcer signature (if applicable) Customer Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title* Signature Date* , * indicates regiiirpd field ^ l Outsourcer Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title* Signature Date* * indicates required field If Customer requires physical media, additional contacts, or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer's channel partner or Microsoft account manager, who must submit them to the foiiowing address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Licensing, GP Dept, 551, Volume Licensing 6100 Neil Road, Suite 210 Reno, Nevada 89511-1137 USA ProgramSignForm{MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Oct2012) Page 2 of 3 Prepared By: Name of Preparer Email of Preparer ProgramSignForm(MSSign)(NA.LatAm)ExBRA,MLI(ENG)(Oct2012) Page 3 of 3 13 Microsoft Volume Licensing Enterprise Enrollment State and Local Enterprise Enrollment number (Microsoft to complete) Previous Enrollment number (Reseller to complete) Proposal ID/Framework ID Earliest expiring previous Enrollment end date ^ This Enrollment must be attached to a signature form to be valid. This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrollment Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form. This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) ariy supplemental contact information form or Previous Agreement/Enrollment form that may be required, (5) anjfljqrder submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement All terms used but not defined are located at http://www.microsoft.com/licensina/contracts. In the event of any conflict the terms of this agreement control. • Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses^,from one or more previous Enrollments or agreements, then the effective date w{tt;be the day after the first prior Enrollment or agreement expires or terminates. Otherwise, the, effectiv^date will be the date this Enrollment is accepted by Microsoft. If renewing Software Assurance>;the Reseller will need to insert the previous enrollment or agreement number and end dat^ In the respective boxes above. Term. This Enrollment will expire on the last day of the month, 36 full calendar months from the effective date unless otherwise renewed. Any reference in this Enrollment to "day" will be a calendar day. Product order. The Reseller will provide Enrolled Affiliate with Enrolled Affiliate's Product pricing and order. Prices and billing terms for all Products ordered will be determined by agreement between Enrolled Affiliate and the Reseller.The Reseller will provide Microsoft with the order separately from this Enrollment. Prior Enrollment(s). If renewing Software Assurance or Subscription Licenses from another Enrollment or agreement, the previous Enrollment or agreement number and end date must be identified in the respective boxes above. If renewing from multiple Enrollments or agreements, or transferring Software Assurance or MSDN details, the Previous Agreement/Enrollment form must be used. Terms and Conditions 1. Definitions. Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment: "Additional Product" means any Product identified as such in the Product List and chosen by Enrolled Affiliate under this Enrollment. EA2012EnrGov(US)SLG{ENG)(Oct2012) Page 1 of 10 Document X20-03621 "Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the Product List and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted. "Enterprise Product" means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product List and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products may only be licensed for all Qualified Devices and Qualified Users on an Enterprise-wide basis under this program. "Expiration Date" means the date upon which the Enrollment expires. "Industry Device" (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a multi-function server, or a commercially viable substitute for one of these systems; and (2) only employs an industry or task-specific software program (e.g. a computer-aided design program used by an architect or a point of sale program) ("Industry Program"). The device may include features and functions derived from Microsoft software or third-party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with , the industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. . r ./ "Qualified Device" means any device that is used by or for the benefit of Eni%ed>^flliate's Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or sir^il&^fee enable of running Windows Professional locally (in a physical or virtual operating system ift^m^enX); Q§.^ (2) a device used to access a virtual desktop infrastructure ("VDI").. Qualified Devices/dgHot^ipb^ae^^device that is: (1) designated as a server and not used as a personal computer.'OR (2) apjndustry Devio^;PR (3) not managed (as defined-ir> the Product List at the start of the appllqable rm|ial or ri^jg^^rm^ pf the Enrollment) as part of Enrolled Affiliate's Enterprise. At its option, the Enrolled ^^iliate iri^f^stgnate any device excluded above (e.g., Industry Device) as, a Qualified Device f6r |j|Kor a subset'of Enterprise Products or Online Services the Enrolled Affiliate has selected. "Qualified User" means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product List "Reserved License" means for an Online Service identified as eligible for true-ups in the Product List, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. "Transition" means the conversion of one or more License to or from another License(s). Products eligible for Transition and permitted Transitions are identified in the Product List. "Transition Period" means the time between the Transition and the next Enrollment anniversary date for which the Transition is reported. 2. Purpose. This Enrollment enables Enrolled Affiliate's Enterprise to obtain, or subscribe to, Licenses for Enterprise Products, Enterprise. Online Services, and Additional Products. Enrolled Affiliate may choose between on-premi'se software and Online Services as well as the ability to transition Licenses to Online Services while maintaining Enterprise-wide coverage. Additionally, Enterprise Online Services may be purchased without Enterprise-wide coverage. 3. Product Use Rigiits, Quaiifying Systems Licenses and Transitions. In addition to applicable terms of the Enterprise Agreement, the following terms apply to this Enrollment: EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 2 of 10 Document X20-03621 a. Product Use Rights. For Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to the Enrolled Affiliate's use of that Product during the term. b. Qualifying systems Licenses. The operating system Licenses granted under this program is upgrade Licenses only. Full operating system Licenses are not available under this program. If Enrolled Affiliate selects any Desktop Platform, Windows Desktop Operating System Upgrade, or Windows Intune, all Qualified Devices on which Enrolled Affiliate expects to run the Windows Desktop Operating System Upgrade must be licensed to run, and have installed on them, one of the qualifying operating systems identified in the Product List. Note that the list of operating systems that qualify for the Windows Desktop Operating System Upgrade varies with the circumstances of the order. That list is more extensive at the time of the initial order than it is for some subsequent orders and system refreshes during the term of this Enrollment. Exclusions are subject to change when new versions of Windows are released. For example: The following are not considered qualifying operating systems: (1) ANY Windows Home or Starter edition; (2) Embedded Systems; and (3) Linux. These are examples of exclusions only and may change. Please see Product List for all current qualifying operating systems. c. Transitions. The following requirements apply to Transitions: (i) Licenses with active Software Assurance or Subscription Ll^l»ses may be Transitioned at any time if permitted in the Product List. While Enrolfed'^X^|ate may Transition any time, it will not be/able to reduce Licenses or associated Soife^e Asjurance prior to the end of tfejeTltitiidn Period. ' J ,J ~> '".^ (ii) Enrolled Affiliate must order the Licenses to which, it is transitioning fpr the . year(s) following the Transition Period (iil) If a Transition is made back to a License that had active Software Assurance as of the date of Transition, then Software Assurance will neSd to be re-ordered for all such Licenses on a prospective basis following the Transition Period. Software Assurance coverage may not exceed the quantity of perpetual Licenses for which Software Assurance was current at the time of any prior Transition. Software Assurance may not be applied to Licenses transferred by Enrolled Affiliate. (iv) If a device-based License is Transitioned to a user-based License, all users of the device must be licensed as part of the Transition. (v) If a user-based License is Transitioned to a device-based License, all devices accessed by the user must be licensed as part of the Transition. d. Effect of Transition on Licenses. Transition will not affect Enrolled Affiliate's rights in perpetual Licenses paid in full. (i) New version rights will be granted for perpetual Licenses covered by Software Assurance up to the end of the Transition Period. (ii) For L&SA not paid in full at the end of the Transition Period, Enrolled Affiliate will have perpetual Licenses for a proportional amount equal to the total of installments paid versus total amounts due (paid and payable) for the Transitioned Product. (iii) For L&SA not paid in full or granted a perpetual License in accordance with the above or Subscription Licenses, all rights to Transitioned Licenses cease at the end of the Transition Period. EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 3 of 10 Document X20-03621 4. Pricing. a. Price Levels. For both the initial and any renewal term Enrolled Affiliate's Price Level for all Products ordered under this Enrollment will be Level "D" throughout the term of the Enrollment. Price Level's will be captured in the Product Selection Form. b. Setting Prices. Enrolled Affiliate's prices for each Product will be established by its Reseller. Microsoft's prices for Resellers are fixed throughout the Enrollment term based upon current prices at the time of the initial order for the Product. This includes the following: (i) Any future pricing (if applicabie); and (ii) Prices for Transitions, including any prices related to the use of a Product during the Transition Period (if applicable). 5. Order requirements. a. Minimum Order Requirements. Enrolled Affiliate's Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. (i) Initial Order. Initial order must include at least 250 Licenses from one ofthe four groups outlined in the Product Selection Form. (II) If choosing Enterprise Products. If choosing Enterprise products in a specific group outlined in the Product Selection Form, Enrolled AfRiiate-'s.taaiorder,must include an Enterprise-wide selection of one or more Enterprise Pro^^y^ or a mix of Enterprise Products and corresponding Enterprise Online Services for t|^t#oup. (iii) Additional-Products. Upon satisfying the minimum order requirem'lilts above,,Enrolled Affiliate may order Additional Products. (Iv) Country of Usage. Enrolled Affiliate must specify the cburitrles where Licenses will be used on its initial order and oh any additional orders. b. Adding Products. (i) Adding new Products not previously ordered. Enrolled Affiliate may add new Enterprise Products by entering into a new Enrollment or as part of a renewal. New Enterprise Online Services may be added by contacting a Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use. (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products must be included in the next true-up order. Enrolled Affiliate must order Licenses for Online Services prior to use, unless the Online Services are (1) identified as eligible for true-up in the Product List or (2) included as part of other Licenses (e.g.. Enterprise CAL). c. True-up orders. Enrolled Affiliate must submit an annual true-up order that accounts for changes since the initial order or last true-up order, including: (1) any increase in Licenses, including any increase in Qualified Devices or Qualified Users and Reserved Licenses; (2) Transitions (if permitted); or (3) Subscription License quantity reductions (if permitted). Microsoft, at its discretion and as permitted by applicable law, may validate the customer true-up data submitted through a formal product deployment assessment, using an approved Microsoft partner. The true-up order must be received by Microsoft between 60 and 30 days prior to the Enrollment anniversary date. The third-year anniversary true-up order is due within 30 days prior to the Expiration Date. Enrolled Affiliate may true-up more often than at each Enrollment anniversary date except for Subscription License reductions. EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 4 of 10 Document X20-03621 n (I) Enterprise Products. Enrolled Affiliate must determine the current number of Qualified Devices and Qualified Users (if ordering user-based Licenses) and order the License difference (if any), including any Enterprise Online Services. (|j) Additional Products. For Products which have been previously ordered. Enrolled Affiliate must determine the Additional Products used and order the License difference (if any). (iil) Online Services. For Online Services identified as eligible for true-up orders in the Product List, Enrolled Affiliate must first reserve the additional Licenses prior to use. Microsoft will provide a report of Reserved Licenses in excess of existing orders to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retroactively for the prior year based upon the month in which they were reserved. (iv) Late true-up order. If the true-up order is not received when due: 1) Microsoft will invoice Reseller for ail Reserved Licenses not previously ordered. 2) Transitions and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). (v) Transitions. Enrolled Affiliate must report all Transitions. Transitions may result in an increase in Licenses to be Included on the true-up order and a reduction of Licenses for prior orders. Reductions in Licenses will be effective at end of the Transition Period. Associated invoices will also reflect this change. For License^ paid upfront, Microsoft will issue a credit for the remaining months of Software Assur^nfee <)r Subscription Licenses that were reduced as part of the Transition. ,j -^.^ (vi) Subscription Ucense Reductions. Enrolled Affiliate tihi^ red|||| the quantity of Subscription Licenses on a prospective basis if permitted in the Product List as foliows: 1) For Subscription Licenses part of an Enterprise-wij:fe commitment, Licsfenses rrsy be reduced If the totai quantity of Licenses and ,Softwiare,>i^ssurance for an applicable group meets or exceeds the quantity of Qualified ^Devides Identified on the Product Selection Form. Step-up Licenses do not count tdwiaVds this total count. 2) For Enterprise Online Services not a part of an Enterprise-wide commitment. Licenses can be reduced as long as the initial order minimum requirements are maintained. . 3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate's use of the applicable Subscription License will be cancelled. Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true-up order Enrollment anniversary date and effective as of such date. (vii) Update statement. An update statement must be submitted instead of a true-up order if, as of the initial order or last true-up order. Enrolled Affiliate's Enterprise has not: (1) changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliate's authorized representative. The update statement must be received by Microsoft between 60 and 30 days prior to the Enrollment anniversary date. The last update statement is due at least 30 days prior to the Expiration Date. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows: (i) For step-up Licenses included on an initial order. Enrolled Affiliate may order according to the true-up process. EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 5 of 10 Document X20-03621 I? (ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled "Adding new Products not previously ordered," then for additional step-up Licenses, by following the true-up order process. (lii) If Enrolled Affiliate has previously ordered an Online Service as an Additional Product and wants to step-up to an Enterprise Online Service eligible for a Transition, the step-up may be reported as a Transition. (iv) If Enrolled Affiliate Transitions a License, it may be able to further step-up the Transitioned License. If Enrolled Affiliate chooses to step-up and the step-up License is separately eligible to be Transitioned, such step-up Licenses may result in a License reduction at the Enrollment anniversary date following the step-up. 6. Payment terms. For the initial or renewal order, Enrolled Affiliate may pay upfront or elect to spread its payments over the applicable Enrollment term. If spread payments are elected, unless indicated othenA/ise, Microsoft will invoice Enrolled Affiliate's Reseller in three equal annual installments. The first installment will be invoiced upon Microsoft's acceptance of this Enrollment and on each Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses. 7. End of Enroliment term and termination. a. General. At the Expiration Date, Enrolled Affiliate must Immediately Ojr^er and pay for Licenses for Products it has used but has not previously submitted an'ofder, except as othenwise provided in this Enrollment. b. Renewal Option. At the Expiration Date, Enrolled Affiliate can|^new Products by renewing the Enrollment for one additional 36 full calendar-month.^^m^ signing a new Enrollment. Microsoft must receive a Product Selection Form and ! renewal order prior to or at the Expiration Date. The renewal term will start qn the day following the Expiration Date. Microsoft will not unreasonably reject any renewal. Microsoft may make a change to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new Agreements and Enrollments. c. tf Enrolled Affiliate elects not to renew. (i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance forany Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring L&SA. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product List, the following options are available at the end of the Enrollment initial or renewal term. 1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An extended term feature that allows Online Services to continue month-to-month ("Extended Term") is available. During the Extended Term, Online Services will be invoiced monthly at the then-current published price fof Enrolled Affiliate's price level as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate does want an Extended Term, Government Partner must submit a request to Microsoft. Microsoft must receive the request not less than 30 days prior to the Expiration Date. 2) Cancellation during Extended Term. If Enrolled Affiliate has opted for the Extended Term and later determines not to continue with the Extended Term, Government Partner must submit a notice of cancellation for each Online Service. Cancellation EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 6 of 10 Document X20-03621 will be effective at the end of the month following 30 days after Microsoft has received the notice. (iii) Online Services not eligible for an Extended Term, if Online Services are not identified as eligible for an Extended Term in the Product List, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate's Enterprise must discontinue use. Microsoft may request written certification to verify compliance. (lv) Customer Data. Upon expiration or termination of a License for Online Services, Enrolled Affiliate must tell Microsoft whether to: 1) disable its account and then delete its Customer Data ("Data Deletion"); or 2) retain its Customer Data in a limited function account for at least 90 days after expiration or termination of the License for such Online Service (the "Retention Period") so that Enrolled Affiliate may extract its Customer Data. 3) If Enrolled Affiliate indicates Data Deletion, Enrolled Affiliate will not be able to extract its Customer Data. If Enrolled Affiliate indicates it wants a Retention Period, Enrolled Affiliate will be able to extract its Customer Data through Microsoft's standard processes and tools, and Enrolled Affiliate will reimburse Microsoft if there are any applicable costs to the extent allowed by applicable law. If Enrolled Affiliate does not indicate either Data Deletion or a Retention Period, fi/licrosoft will retain Enrolled Affiliate's Customer Data in accordance with the Ret^ntidl^..Period. 4) Foitowing the expiration of the Retention Period, Microsoft will disable Enrolled Affiliate's account and then delete its Customer Data, f " ^ \ ^ 5) Enrolled Affiliate agrees that, other than as described above, Microsoft'has no obligation to continue to hold, export or return ^nroHed i^ffiliate's. Customer; Data. Enrolled Affiliate agrees Microsoft has no liability whatsoever for deletion of Enrolled Affiliate's Customer Data pursuant to these temns. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the "Termination for cause" Section of the agreement e. Early termination. Any Early termination of this Enrollment wili be subject to the "Early Termination" Section ofthe Enterprise Agreement. For Subscription Licenses, in the event of a breach by Microsoft, Microsoft will issue Reseller a credit for any amount paid in advance that would apply after the date of termination. EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 7 of 10 Document X20-03621 Enrotlmeni Details 1. Enrolled Affiliate's Enterprise. Use this section to identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate's Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities. Enrolled Affiliate's organization Includes . Check only one box in this section: M Enrolled Affiliate • Enrolled Affiliate and the following Affiliate(s): • Enrolled Affiliate and all Affiliates, with following Affiliate(s) excluded: Please indicate whether the Enrolled Affiliate's Enterprise will include |lLnev| Affiliates acquired after the start of this Enrollment Exclude future Affiliates *. 2. Contact information. Each party will notify the other in writing if any of the information in the following contact information page(s) changes. The asterisks (*) indicate required fields. By providing contact information. Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment. The personal information provided in connection with this Enrollment wili be used and protected in accordance with the privacy statement available at https://www.microsoft.com/licensinq/servicecenter. a. Primary contact. This contact is the primary contact for the Enroliment from within Enrolled Affiliate's Enterprise. This contact is also an Online Administrator for the Volume Licensing Service Center and may grant online access to others. Name of entity (must be legal entity name)* City of Carisbad Contact name* First Kerry Last Jezisek Contact email address* kerry.jezisek@carisbadca.gov Street address* 1635 Faraday Avenue City* Carlsbad State/Province* CA Postal code* 92008- (For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx) Country* USA Phone* 760-602-2448 Tax ID EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 8 of 10 Document X20-03621 o)l * indicates required fields b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center and may grant online access to others, and (3) is authorized for applicable Online Services to add or reassign Licenses, step-up, and initiate Transitions prior to a true-up order. 13 Same as primary contact Name of entity* Contact name* First Last Contact email address* Street address* City* State/Province* Postal code* (For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx) Country* Phone* Language preference. Choose the language for notices. English • This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives personally identifiable information of the Customer and its Affiliates. * indicates required fields . " - c. Microsoft Account Manager. Microsoft Account Manager forthis'^rolled Affiliate is: Microsoft account manager name: ;^ Microsoft accdtint manager email address: d. Online Services Manager. This contact is authorized io manage the Online Services ordered under the Enrollment and (for applicable Online Slices) to add or reassign Licenses, step-up, and initiate Transitions prior to a true-up order. 13 Same as notices contact and Online Administrator • Name of entity* Contact name*: First Last Contact email address* Street address* City* State/Province* Postal code* Country* Phone* • This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity. * indicates required fields e. Reseller information. Reseller contact for this Enrollment is: Reseller company name* En Pointe Technologies Sales, Inc. Street address (PO boxes will not be accepted)* 1600 Providence Highway City* Walpole State/Province* MA Postal code* 02081 Country* USA Contact name* Stacie Boulay Phone* 508-203-3021 Contact email address* sboulay@enpojnte.com * indicates required fields EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 9 of 10 Document X20-03621 J. The undersigned confirms that the information is correct. Name of Reseller* En Pointe Technologies Sales, Inc. Signature*. Printed name* Stacie Boulay Printed title* Contracts Manager Date* a)nh3 * indicates required fields Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other. Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect f. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains the default. (I) Additionai notices contact . . (ii) Software Assurance manager (ill) Subscriptions manager ' . ' (iv) Customer Support Manager (CSM) contact , {':% 3. Financing eUciibns. Is a purchase under this Enrollment being financed through MS Financirig? f^o = EA2012EnrGov(US)SLG(ENG)(Oct2012) Page 10 of 10 Document X20-03621 Miaoscft Volume Licensing Enterprise and Enterprise Subscription Enrollment Product Selection Form - CTM Office 365 for Government Enrollment Number Microsoft to complete for initial term Govemment Partner to complete for renewal 000-jorob-s-071(2) Step 1. Piease indicate whether Enrolled Affiliate is ordering Enterprise Products or Office 365 for Government Online Services on the initial enrollment order. Choose both if applicable. ^ Enterprise Products. Choose platform option: Custom Platform Qualified Devices: 950 Qualified Users: 1180 ^ Office 365 for Government Online Services Step 2. Select the Products and Quantities Enrolled Affiliate is ordering on its initial Enrollment Order. Quantity may not include any Licenses which Enrolled Affiliate has selected for optional future use, or to which it is transitioning or stepping up within ennbllment term. Products for which the Enrolled Affiliate has an option to transition or step;up shou^^^^g^tep 3. Products^ Quantity 1 UTTice rroressionai rius Office Pro Plus . CSfgca Pro Plus for Office 365 G ^i*?: <\ Office 365 Plans^ Office 365 (Plan Gl) ' . . t Office 365 (Plan G2) r ' ^ - ' Office 365 (Plan G3) 1180 Office 365 (Plan G4) Client Access License (CAL). Choose 1 Option. • Core CAL, including Bridge CAL's (if applicable) Core CAL Core CAL Bridge for Office 365 Core CAL Bridge for Windows Intune Core CAL Bridge for Office 365 and Windows Intune IE! Enterprise CAL (ECAL) ECAL ECAL Bridge for Office 365 1180 ECAL Bridge for Windows Intune ECAL Bridge for Office 365 and Windows Intune The Client Access License selection must be the same across the Enterprise. Specify whether licensing CAL per Device or User: User Windows Desktop Windows OS Upgrade 950 Windows VDA Windows intune Windows Intune Windows Intune Add-on^ Other Enterprise Products Microsoft Desktop Optimization Pack (MDOP)^ (0365G-CTM)EA-EASProdSelForm(US)GOVM(ENG)(June 2012) BD Page 1 of 3 If selecting Windows Desktop, Enrolled Affiliate acknowledges the following: a. The Windows Desktop Operating System Upgrade licenses offered through this Enrollment are not full licenses. The Enrolled Affiliate and any included Affiliates have qualifying operating system licenses for all devices on which the Windows Desktop Operating System Upgrade or Windows Intune licenses are run. ib. In order to use a third party to reimage the Windows Operating System Upgrade, Enrolled Affiliate must certify that Enrolled Affiliate has acquired qualifying operating system licenses. See the Product List for details. Step 3. Indicate new Enterprise Products and Online Services Enrolled Affiliate has selected for optional future use where not selected on the Initial enrollment order (above): Products' • Office Pro Plus for Office 365 G • Office 365 (Plan G1) • Office 365 (Plan G2) • Office 365 (Plan G3) • Office .365 (Plan G4) • Enterprise CAL (ECAL) Step-up, including Bridge CALs • Windows Intune • Windows Intune Add-on ^ Step 4. Establish the EnroU<sc&ffiliate's Price Level. Enrolled Affiliate mHt fiirst count the quantity of Software Assurance' and Licenses in each of the groups as described i:S|%:.by: using the quantities entered in the above table. If Enrolled Affiliate does not order an En#Ppi^e Product or Office 365 for Government Online Services associated with an'appliqable Product pool, the price level for Additional Products in the same pool will be price level "fift throughout the term of the Enrollment. Do not include Bridge'CALs, as License quantities are determined by the corresponding Enterprise Online Service(s). Products Price Group Qty from above Office Professional Plus + Office Professional Plus for Office 365 + Office 365 G (Plans G2-G4) 1 1180 Client Access License + Office 365 (Plans G1-G4) 2 1180 Client Access License + Windows Intune Add-on G + Windows intune 3 Windows Desktop Upgrade + Windows VDA + Windows Intune 4 950 Product Offering/Pool Price Level Enterprise Products and Enterprise Online Services: Set price level using the highest quantity from Groups 1 through 4 D Additional Product Application Pool: Set price level using quantity from Group 1 D Additional Product Server Pool: Set price level using the highest quantity from Group 2 or 3 D Additional Product Systems Pool: Set price level using quantity from Group 4 D ^ Additional Products may be included on the order, but are not selected on this form. 2 Windows Intune Add-on requires purchase of Windows OS Upgrade or Windows VDA. ^MDOP requires purchase of Windows OS Upgrade, Windows VDA, or Windows Intune. (0365G-CTM)EA-EASProdSelForm{US)GOVM(ENG)(June 2012) BD Page 2 of 3 This form must be attached to a signature form to be valid. (O3B5G-CTM)EA-EASProdSelForm(US)GOVM(ENG)(June2012) BD Page 3 of 3 WHmmM: Volume Licensing Enterprise Enrollment - Office 365 for Government— Amen(jment ID (CTM) 000-iorob-s-071(1) For the purposes of this Amendment, "Entity" can mean the signing entity. Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. The following set of Terms applies to Entity when ordering Office 365 for Govemment Online Sen/lces. 1. Definitions: The following definitions are used in this Amendment and apply to documents incorporated by reference: "Office 365 for Government" means Microsoft's family of Office 365 Products that are provisioned in Microsoft's multi-tenant data centers for exclusive use by eligible US Federal, State, Local, and Tribal Government Customers only and offered in accordance with the "community cloud" definition as defined in the National Institute of Standards and Technology (NIST) Special Publication 800-145. 2. Office 365 for Governments Terms For purposes of thi§CM|f!n,dment Office 365ibr Government, tabt^%an0%-below„contains mappings for 0^pSfi^%r Government Online Services and their equivaW^g|es{:^nding Office 365 for Enterprise Online Services ("Equivalent Onlin| Sen/lc^." Eai^^ce 3|5 for Government Online Service shown be\a^ is subject to the s%e te;ms and sondilons as its corresponding Equivalent Online Sen/ice, except as othfiwiseprlgded in the applicable Product List and this Amendment. Notwithstanding referenc§f .;to transitions and Reserved Licenses Entity's Enterprise Enrollment. Transitions and Resen/ed Licenses are not available at this time for Office 365 for Government through the Volume Licensing Service Center but may be available through a manual request process using a License Reservation Form to be provided by Microsoft upon request. a. Office 365 for Government component Online Services- Equivalent Online Services Mapping Remainder of page intentionally left blank {CTM)EnrAmend{GOV)(ENG)(March2013) Gov Comm Cloud BD CTM Page 1 of 2 21 Office 365 for Government Online Services Office 365 Equivalent Online Services Exchange Online Plan 1 G Exchange Online Plan 1 Exchange Online Plan 2 G Exchange Online Plan 2 Exchange Online Kiosk G Exchange Online Kiosk Exchange Online Archiving Add-On for on- premises servers G Exchange Online Archiving Add-On for on- premises servers Lync Online Plan 1 G Lync Online Plan 1 Lync Online Plan 2 G Lync online Plan 2 Lync Online Plan 3 G Lync Online Plan 3 SharePoint Online Plan 1 G SharePoint Online Plan 1 SharePoint Online Plan 2 G SharePoint Online Plan 2 Office Web Apps w/ SharePoint Pian 1 G Office Web Apps w/ SharePoint Plan 1 Office Web Apps w/ SharePoint Plan 2 G Office Web Apps w/ SharePoint Plan 2 Office Professional Plus for Office 365 G Office Professional Plus for Office 365 b. Office 365 for Govemment Suites - Equivalent Enterprise Online Services Mapping Office 365 for Government - Equivalent "Enterprise Online Services" Suites ' Office 365 Enterprise Online Services Office 365 Plan Gl Offtee 365 Plan E1 Office 365 Plan G2 Office 365.Plan E2 Office 365 Plan G3 Office ^^^mB^ Office 365 Plan G4 Office 365 Plan E4 Office 365 Plan K1 G Oflce3^pimL,,\^ Office 365 Plan K2G Office 365 Plan K2 - ^ Office 365 for Government "Equivalent Online Services" Su»tie:0|gBrs (G1-G4) Will be captured on a separate Product Selection Form. 3. Office 365 for Govemment Customer Requirements. Entity it is a United States Federal, State, Local or Tribal government entity. This Amendment must be attached to a signature form to be valid. (CTM)EnrAmend(GOV)(ENG)(March2013) Gov Comm Cloud CTM BD Page 2 of 2 Microsoft Volume Licensing Program Signature Form MBA/MBSA number Agreement number 7756479 Proposal ID Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new. For the purposes ofthis form, "Customer" can mean the signing entity. Enrolled Affrfiate, Government Partner, Institution, or other party entenng rnto a volume licensing program agnsement- This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing, as of the effective date identified below. Contract Document Number or Code <Choose Agreement> Document Nurt^ber drCode <Choose Agreement> Document Number or Code <Choose Agreement> Document Number oi* Code <Choose Agreement> Document Number or Code <Choose Agreement> - ' Document Number or Code Select Plus Affiliate Registration Form X20-0492't '"'m ^'"^^r- ' <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Reglstration> Document Number or Code Document Description Document Number or Code Document Description Document Number or Code Document Description Document Number or Code Document Description Document Number or Code DocumentDescription Document Number or Code By signing below. Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated * by reference and any amendments and (2) agree to be bound by the terms of all such documents. Name of Entity (m^Lb^egifl entity name)* City of Carisbad Signature* \cj^/{yfy Printed FIrkand l^stName^^ Kevin Crawford Printed Title* Interim City Manager Signature Date* November 20, 2013 Tax ID #95-6004793 APPROVED AS TO FORM indicates required field ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Oct2012) Page 1 of 3 icrosoft Affiliate Microsoft Licensing, GP Signature Printed First and Last Name Printed Title Signature Date (date Microsoft Affiliate countersigns) Effective Date (may be different than Microsoft's signature date) Optional 2 Customer signature or Outsourcer signature (if applicable) Customer Name of Entity (must be legal entity name)* Signature* t Printed First and Last Name* Printed Title* Signature Date* T. ^ indicates reauired field Name of Entity (must be legal entity name)* Signature* Printed First and Last Name* Printed Title* Signature Date* * indicates required field If Customer requires physical media, additional contacts, or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer's channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Licensing, GP Dept 551, Volume Licensing 6100 Neil Road, Suite 210 Reno, Nevada 89511-1137 USA ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Oct2012) Page 2 of 3 Prepared By: Name of Preparer Email of Preparer ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Oct2012) Page 3 of 3 *T 1 '"ml' » Microsoft Volume Licensing Select Plus Affiliate Registration Form State and Local Registration Type Reseller to complete Agreement Number Microsoft or Reseller to complete Qualifying Contract Reseller to complete Lead Affiliate • Additional Affiliate M 7756479 Lead Affiliate Public Customer Number (PON) Reseller to complete Additional Affiliate Public Customer Number (PCN) Reseller to complete Change Affiliate Anniversary Month Reseller to complete By registering. Registered Affiliate accepts and agrees to be bound by the terms of the agreement and any applicable attachments (the "agreement"), and will be allowed to acquire Products in accordance with the Agreement. If Registered Affiliate registers as an Additional Affiliate, Registered Affiliate represents that the Additional Affiliate is an eligible entity of the Lead Affiliate identified above. This registration is valid when accepted by Microsoft and until It is terminsrted. Registered Affiliate will receive an acceptance notification confirming the effective date of this regtsWioo- Microsoft may refuse to accept a registration if there is a business reason for doing so. Either party may terminate this registration for any reason with 60 days advance written notice. TentiiNatlng this registration will terminate the Registered Affiliate's ability to place Orders under the agreement."^ • Each Registered Affiliate m^ qualify fbr and receive additional benefits by el§^ting Sd^^e Assurance membership. By electing Software Assurance membership, the R^f jeered ^Affiliate js 'cbmmiiihg to include Sof^are Assurance with every eligible Order. To make Ihis efection, complete and submit the Select Plus Software Assurance Membership Election Form. Qualifying systems Licenses. The operating system Ucenses granted under this program are upgrade Licenses only. Full operating system Licenses are not available under this program. If Customer selects the Windows Desktop Operating System Upgrade, all qualified desktops on which the Customer runs the Windows Desktop Operating System Upgrade must be licensed to run one of the qualifying operating systems identified in the Product List at http://www.microsoft.com/licensinq/contracts. Exclusions are subjebt'to change when new versions of Windows are released. In order to use a third party to reimage the Windows Operating System Upgrade, Registered Affiliate must certify that it has acquired qualifying operating system licenses. See the Product List for details. 1. Primary Contact Information. Registered Affiliate must identify an individual from inside its organization to serve as the primary contact. This contact is also an Online Administrator for the Volume Licensing Service Center and may grant online access to others. Name of entity* City of Carlsbad Contact name*: First Kerry Last Jezisek Contact email address* kerry.jezisek@carlsbadca.gov Street address* 1635 FaradayAvenue City* Carlsbad State* CA Postal code* 92008 Country* USA Phone* 760-602-2448 SelectPlus2012ARFGov(US)SLG(ENG)(Oct2012) Page 1 of 3 Document X20-04921 Tax ID * indicates required fields 2. Notices and online administrator. This individual receives contractual notices. They are also the online Administrator for the Volume Licensing Service Center and may grant online access to others. 1^ Same as primary contact Name of entity* Contact name*: First Last Contact email address* Street address* City* State* Postal code* Country* Phone* • This contact is a third party (not the Registered Affiliate). Warning: This contact receives personally identifiable information ofthe Registered Affiliate. * indicates required fields 3. Language preference. , Select the language for notices. English 5. Reseller information. Reseller company name* En Pointe Technologies Sales, inc. Street address (PO boxes will not be accepted)* 1600 Providence fUrghway City* Walpole State* MA Postal code* 02081 Country* USA Contact name* Stacie Boulay Phone* 508-203-3021 Contact email address* sboulay@enpointe.com * indicates required fields The undersigned confirms that the information is correct Name of Reseller* En Pointe Technologies Sales, Inc. Signature* "^MT^kkm h Printed name*^§facie Boulay Printed title* Contracts Manager Date- u/njl5 * indicates required fields Changing a Reseller. If Microsoft or Reseller chooses to discontinue doing business with one another, Registered Affiliate must choose a replacement Reseller. If Registered Affiliate or Resellers intends to terminate their relationship, the initiating party it must notify Microsoft and the other party, using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect. SelectPlus2012ARFGov(US)SLG(ENG)(Oct2012) Page 2 of 3 Document X20-04921 6. Supplemental Contacts. Customer's Notices Contact identified above is the default contact for administrative and other communications. However, Customer may designate additional contacts using the Supplemental Contact Information form. 7. Software Assurance Membership Election. Each Registered Affiliate may qualify for and receive additional benefits with Software Assurance membership. By electing Software Assurance membership below. Registered Affiliate is committing for a minimum period of one year to include Software Assurance with every eligible Order, and to maintain Software Assurance for all copies of Products licensed under this program for at least one Product pool. Product pools Yes No Applications • Systems • Servers • Note: If "Yes" is marked, orders for Licenses without Software Assurance will not be accepted. Only valid if attached to a signature form. SelectPlus2012ARFGov(US)SLG(ENG)(Oct2012) Page 3 of 3 Document X20-04921 3M-