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Home My WebLink About2021-014 PO 20210348- SHI International Corp. ( i d ECoR • Purchase Order. ,'aft Fiscal Year 2021 Page: 1 of: 1 gCity of Ashland -, _�2�E l rE((=s,9z a aid ATTN:Accounts Payable 20 E. Main Purchase• *� /� L Ashland,OR 97520 Order# QL. O34UQQ T Phone: 641/552-2010 . • O Email:payable@ashland.or.us • VH C/0 Information Technology Dep E SHI INTERNATIONAL CORP I 90 North Mountain Ave 290 DAVIDSON AVE p Ashland, OR 97520 0 SOMERSET, NJ 08873 Phone:541/562-2400 R O Fax:541/552-2435 • • 503 569-8183 • Dan Hendrix ,--1i1i(`-1�"1^i�I�1 ��:oily;,_ .—;—''{4i�°la+PLDi- 1 1 _ 05/11/202 1363 FOB ASHLAND OR C' Acca. s Pa ab e _ r=t-Y�=+ihhi,.io_-'1�'°� `� + Il+ _ �:._=[ Szi:4 +.a's� 1� Microsoft 365 Software License _ 1 Microsoft 365 Software License 1,0 . $62,332.99 $52,332.99 . . Per Quotation 420351693 YEAR 1 -05/01/2021 TO 04/30/2022 Amount:$62,332.99 Project Account: E-000424-999 2 YEAR 2-06/01/2022 TO 04/30/2023 1.0 $0.01 $0.01 Amount:$52,332.99 Project Account: E-000424-999 • 3 YEAR 3-05/01/2023 TO 04/30/2024 1.0 $0.01 , $0.01 Amount:$52,332.99 • Project Account: E-000424-999 • • *************k*GL SUMMARY*******k*k***** 020500-605700 $52,333.01 • • • • • • • By: %/ ' riDate: J// 2 f/l �r� �— =-- Authorized Signature % % iii = = 52 333.01 3 . FORM#3 , -7/P ° CITY OF • 'ASHLAND - . A vot,l.IS ilfi91' :;1 Pura fail+; t f11.10.r /� / y RiEQ UISI' HON - p 4' �( ° Dae of request: 04/19/2021 • Required date for delivery: 06/01/2021 • • Vendor Name SHI INTERNATION CORP - Address,City,State,Zip 290 DAVIDSON AVE,SOMERSET,NJ 08873 . j422- -/ rc s.L-, Contact Name&Telephone Number YASMEAN BROWN (732)652-4710 GO '(.4.l Email address YASMEAN_BROWN@SHI.COM 4" •--,J 4- f • 1 SOURCING METHOD • • ❑ Exempt from Competitive Blddlnq ❑ invitation to Bid - 0 Emergency ❑ Reason for exemption: Date approved by Council: ❑ Form#13 lteMinding (horization ❑ AMC 2.50 _._.(Attach cop,of council com dnication) ren quote or proposal attached ❑ Written quote or proposal attached _(If count approval required,attach copy of C )) ❑ Small Procurement 0 Re.uest for• o 4osal Cooperative Procurement Not exceeding$5,000 Date approved by ,uncll: 5104/21 El Slate of Oregon ❑ DirectAward _(Attach copy of'.pn�yl communication) Contract# 844 ❑ Verbal/Nrltten bids)or proposal(s) D Request for QugJl!cations(Public W. - 0 State of Washington Date approved by 4 nc• • Contract# Attach coo o 4 uncll .4 mm nication ❑ Other government agenc i r intermediate Procurement 0 Sole Sour = .1 en: GOODS&SERVICES ❑ Appiicabl orm(#5,6,7 0`) Contract# Greater than$5,000 and less than$100,000 0 Written quote or proposal attached Intergovernmental Agreement ❑ (3)Written bids&solicitation attached 0 Form#4,Personal Services$5K to$75K Agency PERSONAL SERVICES Date approved by Council: • 0 Annual cost to City does not exceed$25,000, Greater than$5,000 and less than$75,000 Valid until: Date Agreement approved by Legal and approvedlsigned by ❑ Less than$35,000,by direct appointment 0 Special Procurement City Administrator,AMC 2.50.070(4) - ❑ (3)Written proposals&solicitation attached 0 Forma,Request for Approval 0 Annual cost to City exceeds$25,000,Council ❑ Form#4,Personal Services$5K to$75K D Written quote or proposal attached approval required.(Attach copy of council communication) Date approved by Council: Valid until: _(Date) • Description of SERVICES Total Cost per attached quote,coverage from 05/01/2021 to 05/01/2023;Year 1-$52,332.99; Year 2-$52,332.99;Year 3$52,332.99 :$ 156908.97; • •,.•;:::•..:• `� • Item# Quantity Unit Description of MATERIALS Unit Price Total Cost Year one of three-year agreement 05-01-21 to 04- $52,332.99 •an nn Year two--05/01/22 to 04/30/23 $52,332.99 . year three--05/01/23 to 04/30/24 $52,332.99 ❑ Per attached quote/proposal TOTAL COST , ,Project Number 4 2 4- 0 0 s Account Number - • 166998.97 Account Number • Account Number 0 2 0 6 0 0.8 0 5 7 0 0 . *Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actu elCpenditures, IT Director in collaboration with department to approve all hardware and software purchases: ^" May 7,2021 IT Director Date Support-Yes I No By signing this requisition form,I certify that the City's public contracting requirements have been satisfied, Employee: Department Head: /o /kik (Equal to or greaterthan$5,000) City Manager: r . Department Manager/Supervisor: �- Adr Htrk.u1.11J111J36PO11 Afighl d-l5 punt ! (Equal to orgel/MIAMI Funds appropriated for current fiscal year: YES I NO NP,nAOPoI„1101,T10,10110131POT) Finance Director-(Equal to orgrearer than$5,000) Date Comments: • • Form#3-Requisition Pricing Proposal Quotation#: 20351693 Created On: 4/16/2021 Valid Until: 4/30/2021 • City of Ashland Inside Account Manager Pat Hopkins/ Yasmean Brown 20 E Main Street 290 Davidson Ave Ashland,OR 97520 Somerset,NJ 08873 United States Phone:(732)652.4710 Phone:541-552-2401 Fax: • Fax: Email: Yasmean_Brown@shi.com Email: patrick.hopkins@ashland.or.us • All Prices are in US Dollar(USD) Product / Qty Your Price Total 1 Defender for 0365 Plan 1 GCC SubVL Per User 8 $18.51 $148.08 Microsoft-Part#:3GU-00001 • Inttact amerNASPO;Ctotifd S6I itiiir sg tr # 82488 ') ub /1::9404' ote:Year 1 • 2 ExchgOnlnP1GCC ShrdSvrALNG SubsVL MVL PerUsr • 30 $36.89 $1,106.70 Microsoft-Part#:3MS-00001 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 • Note:Year 1 3 O365GCCE1 ShrdSvrALNG SubsVL MVL PerUsr 80 $78.72 $6,297.60 Microsoft-Part#:U4S-00002 Contract Name:NASPO Cloud Solutions Contract#:AR2488 • Subcontract#:9404 Note:Year 1 4 0365GCCE3 ShrdSvrALNG SubsVL MVL PerUsr 177 $217.17 $38,439.09 Microsoft-Part#:AAA-11894 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 1 5 Project Plan3 GCC Shared All Lng Subs VL MVL Per User 4 $276.89 $1,107.56 Microsoft-Part#:7MS-00001 Contract Name:NASPO Cloud Solutions • Contract#:AR2488 Subcontract#:9404 Note:Year 1 6 VisioPlan2GCC ShrdSvrALNG SubsVL MVL PerUsr 9 $138.45 $1,246.05 Microsoft-,Part#:P3U-00001 Contract Name:NASPO Cloud Solutions - Contract#:AR2488 Subcontract#:9404 • Note:Year 1 7 WinRmtDsktpSrvcsCAL ALNG SA MVL DvcCAL 10 $18.26 $182.60 Microsoft-Part#:6VC-01253 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 1 8 WinSvrSTDCore ALNG SA MVL 2Lic CoreLic 16 $18.02 $288.32 Microsoft-Part#:9EM-00270 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 1 9 CoreCALBridgeO365 ALNG SubsVL MVL PerUsr 177 $19.87 $3,516.99 . Microsoft-Part#:AAA-12414 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 • Note:Year 1 • 10 Defender for 0365 Plan 1 GCC SubVL Per User 8 $18.51 $148.08 Microsoft-Part#:3GU-00001 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 11 ExchgOnInP1GCC ShrdSvrALNG SubsVL MVL PerUsr 30 $36.89 $1,106.70 Microsoft-Part#:3MS-00001 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 12 O365GCCE1 ShrdSvrALNG SubsVL MVL PerUsr 80 $78.72 $6,297.60 r Microsoft-Part#: U4S-00002 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 13 0365GCCE3 ShrdSvrALNG SubsVL MVL PerUsr 177 $217.17 $38,439.09 Microsoft-Part#:AAA-11894 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 14 Project Plan3 GCC Shared All Lng Subs VL MVL Per User 4 $276.89 $1,107.56 Microsoft-Part#:7MS-00001 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 15 VisioPlan2GCC ShrdSvrALNG SubsVL MVL PerUsr 9 $138.45 $1,246.05 Microsoft-Part#:P3U-00001 Contract Name:NASPO Cloud Solutions. . Contract#:AR2488 Subcontract#:9404 Note:Year 2 16 WinRmtDsktpSrvcsCAL ALNG SA MVL DvcCAL 10 $18.26 $182.60 Microsoft-Part#:6VC-01253 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 . 17 WinSvrSTDCore ALNG SA MVL 2Lic CoreLic 16 $18.02 $288.32 Microsoft-Part#:9EM-00270 • Contract.Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 18 CoreCALBridgeO365 ALNG SubsVL MVL PerUsr 177 $19.87 $3,516.99 Microsoft-Part#:AAA-12414 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 2 19 Defender for 0365 Plan 1 GCC SubVL Per User 8 $18.51 $148.08 Microsoft-Part#:3GU-00001 - Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 20 ExchgOnlnP1GCC ShrdSvrALNG SubsVL MVL PerUsr 30 $36.89 $1,106.70 Microsoft-Part#:3MS-00001 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 21 O365GCCE1 ShrdSvr ALNG SubsVL MVL PerUsr • 80 $78.72 $6,297.60 Microsoft-Part#:U4S-00002 Contract Name:NASPO Cloud Solutions Contract#:AR2488 • Subcontract#:9404 Note:Year 3 22 O365GCCE3 ShrdSvrALNG SubsVL MVL PerUsr 177 $217.'17 $38,439.09 Microsoft-Part#:AAA-11894 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 23 Project Plan3 GCC Shared All Lng Subs VL MVL Per User 4 $276.89 $1,107.56 Microsoft-Part#:7MS-00001 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 24- VisioPlan2GCC ShrdSvrALNG SubsVL MVL PerUsr • 9 $138.45 $1,246.05 Microsoft-Part#:P3U-00001 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 25 WinRmtDsktpSrvcsCAL ALNG SA MVL DvcCAL 10 $18.26 $182.60 Microsoft-Part#:6VC-01253 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 26 WinSvrSTDCore ALNG SA MVL 2Lic CoreLic 16 $18.02 $288.32 Microsoft-Part#:9EM-00270 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 27 CoreCALBridgeO365 ALNG SubsVL MVL PerUsr 177 $19.87 $3,516.99 Microsoft-Part#:AAA-12414 Contract Name:NASPO Cloud Solutions Contract#:AR2488 Subcontract#:9404 Note:Year 3 Shipping $0.00 Total $156,998.97 Additional Comments Purchase orders and inquiries can be sent to the team at TeamOregon@shi.com. Hardware items on this quote may be updated to reflect changes due to industry wide constraints and fluctuations. Thank you for choosing SHI International Corp!The pricing offered on this quote proposal is valid through the expiration date listed above.To ensure the best level of service,please provide End User Name,Phone Number, Email Address and applicable Contract Number when submitting a Purchase Order.For any additional information including Hardware,Software and Services Contracts, please contact an SHI Inside Sales Representative at(888)744-4084.SHI International Corp.is 100%Minority Owned,Woman Owned Business.TAX ID#22-3009648;DUNS#61-1429481;CCR#61-243957G;CAGE 1 HTFO The products offered under this proposal are resold in accordance with the terms and conditions of the Contract referenced under that applicable line item. r � � Microsoft Volume Licensing • Amendment to Contract Documents Enrollment Number y 540000906933482 This amendment("Amendment")is entered into between the parties identified on the'attached program signature form. It amends the Enrollment or Agreement identified above. All terms used but not defined in this Amendment will have the same meanings provided in that Enrollment or Agreement. Enterprise Enrollment (Indirect) Invoice for Quoted Price Amendment ID M97 The price quoted to Enrolled Affiliate's Reseller is a fixed price based on an estimated order submission date. Microsoft will invoice Enrolled Affiliate's Reseller based on this fixed price quote. If this order is submitted later than the estimated order submission date, Enrolled Affiliate's Reseller will be charged for net new Monthly Subscriptions(including Online Services)for the period during which these services were not provided. Pricing to Enrolled Affiliate is agreed between Enrolled,Affiliateand Enrolled Affiliate's Reseller. • '� � -Ts' 3Fi+"`.!, ty'"'',r. ` i.s-� c ' v ' i v „J``'amC r' ` R"•T w3.''�' W65''1 '':,�[r ^r. SKU Number ` =,SKU Descnption '' K� Existing Quantity ` l} Incremental (, ' qj M.R�+6 �Z �''ry.� Y` S ~4 :3 �ifl�� it:..'+l�iw* '? J • AAA-12414 CoreCALBridge0365, 177 ALNG SubsVL. MVL PerUsr AAA-11894 0365GCCE3 ShrdSvr ALNG SubsVL MVL 177 PerUs -04S1.00002 O365GCCE1 ShrdSvr 80 ALNG SubsVL MVL PerUsr 3GU-00001 Defender for 0365 Plan 1 8 GCC SubVL Per User • P3U-00001 VisioPlan2GCC ShrdSvr 9 • ALNG SubsVL MVL PerUsr 3MS-00001 ExchgOnlnP1 GCC 30 ShrdSvr ALNG SubsVL MVL PerUsr 7MS-00001 Project Plan3 GCC 4 Shared All Lng Subs VL MVL Per User AmendmentApp v4.0 M97 B Page 1 of 2 Except for changes made by this Amendment, the Enrollment or Agreement identified above remains unchanged and in full force and effect. If there is any conflict between any provision in this Amendment and any provision in the Enrollment or Agreement identified above,this Amendment shall control. This Amendment must be attacfed`'.to a signature formto be valid. . Microsoft Internal Use Only: (M97)EnrAmend(Ind)(InvoiceforQuotedPrice)( M97 B WW)(ENG)(Oct2020)(IU).docx • • AmendmentApp v4.0 M97 B Page 2 of 2 mu Microsoft Volume Licensing Enterprise Enrollment State and Local Enterprise Enrollment number Framework ID • (Microsoft to complete) 48232961_ (if applicable) Previous Enrollment number 80567874 (Reseller to complete) This Enrollment must lie attached to a signature form to be valid. This Microsoft Enterprise Enrollment is entered into between the entities as identtied`in-,the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same=Customer,or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the prograrn signature form. This Enrollment consists.of: (1) these terms and conditions, (2) the teris ofthe Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) the:Product Terms, (5) the Online Services Terms, (6) any Supplemental Contact Information Form, previousrAgreement%Enrollment form, and other forms that may be4equired, and (7) any order submitted`u_nder,this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. �By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditionsof_=the Enterprise Agreement. All terms used but not defined are located at http://www.inicrogoft.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, t15'en they effective date will be the day after the first prior Enrollment or agreement expires or terminates_::If this Enrollment is renewed, the effective date of the renewal term will be the day after the,Expirati'on;`Date of the initial term. Otherwise, the effective date will be the date this Enrollment is accepted, by;Microsoft. Any reference to "anniversary date" refers to the anniversary of the effective date of;t_ie applicable initial or renewal term for each year this Enrollment is in effect. u r, Term. The initial term of thisEnrollrnent will expire on the last day of the month, 36 full calendar months from the effective date(of,the°initial term. The renewal term will expire 36 full calendar months after the effective date of the renewal_terrri :' - hI `-' Terms and Conditions I Definitions, Terms;_Used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The followingtidefinitions are used in this Enrollment: "Additional Product" means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. "Community" means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community,or(3)a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer's regulatory requirements. EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 1 of 10 Document X20-10635 Membership in the Community is ultimately at Microsoft's discretion, which may vary by Government Community Cloud Service. "Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the Product Terms 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 Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must 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. "Federal Agency" means a bureau, office, agency, department or other entity of the :Upited States Government. "Government" means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity. "Government Community Cloud Services" means Microsoft Online Services that are provisioned in Microsoft's multi-tenant data centers for exclusive use by or for the Community and offered in accordance with the National' Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft Online Services that are Government Community Cloud Services are desig°tiated as such in the Use Rights and Product Terms. "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 includefeatures 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. "Managed Device" means any device.on vOhich any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product Terms. "Qualified Device" means any device that is used by or for the benefit of Enrolled Affiliate's Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally(in aphysical or virtual operating system environment), or(2) a device used to access a virtual desktop infrastructure ("VDI"). Qualified Devices do not include any device that is: (1) designated as a server and not used'as a personal computer, (2) an Industry Device, or(3) not a Managed Device. At its option, the. Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate's Enterprise as a Qualified Device for all or a subset of Enterprise Pheducts 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 Terms. "Reseller" means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre-and post-transaction assistance related to this agreement; "Reserved License" means for an Online Service identified as eligible for true-ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. • EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 2 of 10 Document X20-10635 "State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer's state and located within Customer's state's jurisdiction and geographic boundaries. "Tribal Entity" means a federally recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe. "Use Rights" means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product-Specific License Terms, the License Modelterms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The -Use''Rights supersede the terms of any end user license agreement (on-screen or otherwise) that;accompanies a Product. r' "Volume Licensing Site" means htto://www.microsoft.com/licensing/contracts or a si ecesso site. • 2. Order requirements. a. Minimum order requirements. Enrolled Affiliate's Enterprise rnut-have a minimum of 250 Qualified Users or Qualified Devices. The initial order must-include at least 250 Licenses for Enterprise Products or Enterprise Online Services. (i) Enterprise commitment. Enrolled Affiliate rnust'order enough Licenses to cover all Qualified Users or Qualified Devices, depending.on r=:the License Type, with one or more Enterprise Products or a mix of Enterprise=Products and the corresponding Enterprise Online Services (as long as all Qualiffied`Devices not covered by a License are only used by users covered with a user License)_ _;_ (ii) Enterprise Online Services only. If jib Enterprise Product is ordered, then Enrolled Affiliate need only maintain at,least`250 Subscription Licenses for Enterprise Online Services. "r. b. Additional Products. -'Upon-satisfying the minimum order requirements above, Enrolled Affiliate may order Additional;_Products: c. Use Rights for EnteFprise=Products. For Enterprise Products, if a new Product version has more restrictive us°e'rights::thian 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 Enrolled Affiliate's Use- that=:Product during that term. d. Countryofusage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. e. Resellers: Enrolled Affiliate must choose and maintain a Reseller authorized in the United • F.4States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be '_submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the • Reseller based on those terms.Throughout this Agreement the term"price" refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft. • f. Adding Products. (i) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or 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. EA20201 ErirGov(US)SLG(ENG)(Oct2019) — Page 3 of 10 Document X20-10635 (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously • ordered Products other than Online Services may be added at any time but must be included in the next true-up order. Additional Licenses for Online Services must be ordered prior to use, unless the Online Services are (1) identified as eligible for true-up in the Product Terms or(2) included as part of other Licenses. g. True-up requirements. Enrolled Affiliate must submit an annual true-up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true-up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user-based Licenses) at the time the true-up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services. (ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the maximum nurnter of Additional Products used since the latter of the initial order, the last true-up order, or the prior anniversary date and submit a true-up order that accounts for e'ny increase. (iii) Online Services. For Online Services identified as eligible for true-up in the Product Terms, Enrolled Affiliate may place a reservation order foNhe additional Licenses prior to use and payment may be deferred until the next true-up order. Microsoft will-provide a report of Reserved Licenses ordered but riotyet invoiced to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced-retrospectively to the month in which they were ordered. (iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows: 1) For Subscription Licenses that are part of an Enterprise-wide purchase, Licenses may be reduced if the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if ordering user-based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true-up orders. Step-up Licenses do.not count towards this total count. 2) For Enterprise Online Services that are not a part of an Enterprise-wide purchase, 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. Ihyoice5 will be adjusted to reflect any reductions in Subscription Licenses at the true-up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true-up order if, since the initial order or last true-up order, Enrolled Affiliate's Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliate's authorized representative. (vi) True-up order period. The true-up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third- year true-up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 4 of 10 Document X20-10635 may submit true-up orders more often to account for increases in Product usage, but an annual true-up order or update statement must still be submitted during the annual order period. (vii)Late true-up order. If the true-up order or update statement is not received when due, Microsoft will invoice Reseller for all Reserved Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. 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. (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 "Adder g new,.Products not previously ordered," then for additional step-up Licenses, by following the true-up order ' - process. I. Clerical errors. Microsoft may correct clerical errors in this Enrollment,..and any documents submitted with or under this Enrollment, by providing notice'-by email and a reasonable opportunity for Enrolled Affiliate to object to the correction:. Clerical errors include minor mistakes, unintentional additions and omissions. This provision does not apply to material terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise-Agreement. 3. 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. b. Setting Prices. Enrolled Affiliate's prices for each Product or Service will be established by its Reseller. Except for Online Services designated in the Product Terms as being exempt from fixed pricing, As long;:as Enrolled Affiliate continues to qualify for the same price level, Microsoft's prices for=lesellers for each Product or Service ordered will be fixed throughout the applicable initial or renewal Enrollment term. Microsoft's prices to Resellers are reestablished at the beginhing'of the renewal term.. 4, Payment terms: For the initial as renewal order, 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 remaining_installments:twill be invoiced on each subsequent 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. 5. End of Enrollment term and termination. a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwise provided in this Enrollment. b. Renewal option,. At the Expiration Date of the initial''term, Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36-month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal. EA20201EnrGov(US)SLG(EN G)(Oct2019) _ Page 5 of 10 Document X20-10635 Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. c. If Enrolled Affiliate elects not to renew. (i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, 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 fhe terms of the Enrollment.An extended term feature that allows On,ine Services to continue month-to-month ("Extended Term") is available. During the Extended Term, Online Services will be invoiced monthly at the then-curtentt published price as of the Expiration Date plus a 3% administrative fee for up to ohe year. If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must submit a request to Microsoft at least 30 days prior to the Expiration Date. 2) Cancellation during Extended Term. At any time during the first year of the Extended Term, Enrolled Affiliate may terminate the Extended Term by submitting a notice of cancellation to Microsoft for each Online Service. Thereafter, either party may terminate the Extended Term by providing the other with a notice of cancellation for each Online Service. Cancellation will be effective at the end of the month following 30 days after Microsoft has received or issued the notice. (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, 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. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the "Termination for cause" section of the,Agreement. In addition, it shall be a breach of this Enrollment if Enrolled.Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Comnnity. e. Early termination. Any early termination of this Enrollment will be subject to the "Early Termination"Section of the Enterprise Agreement. For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination. - 6, Government Community-Cloud. a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an-entity that is not a member of the Community or to provide services to non-Community members is strictly prohibited and could result in termination of Enrolled Affiliate's license(s) for Government . Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. b. All terms and conditions applicable to non-Government Community Cloud Services also apply EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 6 of 10 Document X20-10635 to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment. c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non-Government Community Cloud Services in the same domain. • d. Use Rights for Government Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights: (i) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth in the Use Rights, will not l p 9 � apply. (iii) References to geographic areas in the Use Rights with respect to the location of Customer Data at rest, as set forth in the Use Rights, refer only to the United States • • • • EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 7 of 1 0 Document X20-10635 Enrollment Details 1. Enrolled Affiliate's Enterprise. a. 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. Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft wild>deem the Enterprise to include the largest number of Affiliates: ll Enrolled Affiliate only ❑ Enrolled Affiliate and all Affiliates - _ ❑ Enrolled Affiliate and the following Affiliate(s) (Only identify specific afifiliates.to-be included if fewer than all Affiliates are to be included in the Enterprise): _- ❑ Enrolled Affiliate and all Affiliates,with following Affiliate(s)`°exeluded: b. Please indicate whether the Enrolled Affiliate's Enterprise will include all new 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;inforrnation in the following contact information page(s) changes. The asterisks (*) indicate required fields. Byproviding 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 will be used and protected in`-:_accordance with the privacy statement available at https://www.microsoft.com/licensing/servicebenter- a. Primary contact. This contact is the primary contact for the Enrollment 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. The primary contact will be the default contact for all`purposes unless separate contacts are identified for specific purposes Name of-entity °bust be legal entity name)* City of Ashland Oregon Contact name*'First Dan Last Hendrix Contact`emal address* Dan.hendrix@ashland.or.us $treet address* 90 N. Mountain Ave. Ckit Ashiand Mate*OR Postal code* 97520-2014- (Please provide the zip +4, e.g.'xxx)o-xxxx) Country* United States Phone* 541-552-2441 Tax ID *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 to order Reserved Licenses for eligible Online Servies, including adding or reassigning Licenses and stepping-up prior to a true-up order. EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 8 of 10 Document X20-10635 ll Same as primary contact(default if no information is provided below, even if the box is not checked). Contact name* First Dan Last Hendrix Contact email address* Dan.hendrix@as.hland.or.us Street address* 90 N. Mountain Ave. City*Ashland State* OR Postal code* 97520-2014- (Please provide the zip+4, e.g. xxxxx-xxxx) Country* United States Phone* 541-552-2441 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. Online Services Manager. This contact is authorized to manage theOnline Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true-up order. Same as notices contact and Online Administrator(defagtif no information is provided below, even if box is not checked) Contact name*: First Dan Last Hendrix Contact email address* Dan.hendrix@ashland or us.,_; Phone* 541-552-2441 • ❑This contact is from a third party organization; not:the entity). Warning: This contact receives personally identifiable information of the entity. *indicates required fields d. Reseller information. Reseller contact for this Enrollment is: Reseller company nan`-e* SHI International Corp. Street address (PO boxeswill not be accepted)*290 Davidson Ave City* Somerset State* NJ Postal code* 0883-4145 Country* lnited':States - - Contact name*:Rupa*Mitra Phone* 888-764-8888 Contact email address* msteam@shi.com *indicates reifulred fields :By signing below, the Reseller identified above confirms that all information provided in this Enrollment:is correct. Signature* Printed name* Printed title*, Date* *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 EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 9 of 10 Document X20-10635 f other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect. e. 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) Additional notices contact (ii) Software Assurance manager (iii) Subscriptions manager (iv) Customer Support Manager(CSM) contact 3. Financing elections. Is a purchase under this Enrollment being financed through MS Financing? 0 Yes, I I No. If a purchase under this Enrollment is financed through MS Financing, and Enrol.ert Afatate chooses not to finance any associated taxes, it must pay these taxes directly to Microsoft. r EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 10 of 10 Document X20-10635 E® Microsoft Volume Licensing Previous Enrollment(s)/Agreement(s) Form' Entity Name: City of Ashland Oregon Contract that this form is attached to: State Local Government For the purposes of thitform "entity' can mean,the signing;,entity, Customer, Enrrolled.:Affiliate.. • Government Partner;Institution,or other party entering,intoa volume licensingprogram agreement,: Please provide a description of the previous Enrollment(s), Agreement(s), Purchasing Account(s), and/or Affiliate Registration(s) being renewed or consolidated into the new contract identified above. a. Entity may select below any previous contract(s)from which to transfer MSDN subscribers to this new contract. Entity shall ensure that each MSDN subscriber transferred is either properly licensed under the new contract or is removed. b. Entity may select below only one previous contract from which to transfer the Software Assurance(SA) Benefit contact details, i.e., benefits contact(not the SA manager) and the program codes, to this new contract. c. ,An Open License cannot be used to transfer either the SA Benefit details or MSDN subscribers. d. The date of the earliest expiring Enrollment/Agreement that contains SA or Online Services will be the effective date of the new contract(or SA coverage period for Select Plus). e. Please insert the number of the earliest expiring Enrollment/Agreement with SA or Online Services in the appropriate fields of the new contract. Enrollment/Agreement/ EnrollmentlAgreementTransfer Transfer • Purchasing Account/Affiliate Purchasing Account/Affiliate SA Benefit MSDN Registration Description Registration Public Customer Contact Subscribers Number Standard Enrollment 80567874 X X • • • • PrevEnrAgrForm(VVVV)(ENG)(Oct2019) Page 1 of 1 Enterprise Enrollment Product Selection Form Microsoft I Volume Licensing Proposal ID Enrollment Number 1071157.003 Language: English(United States) Enrolled Affiliate's'Enterprise Products and Enterprise.Online"Services summary for the initial.order. • Profile Devlifie ±Qualified Users, Dei ice o ser Enterprise Product.Platform ',CALlicensing Model Enterprise 177 177 1.0 No User Licenses Field Worker 80 80 1.0 No User Licenses Total 257 257 • P Enterprise Quantity .,Field Worker Quantity'>; , Client Access L`icense`(CAL)i Core CAL Bridge for Office 365 177 Office 365 Plans 0365 GCC E3 177 0365 GCC E1 80 Enrolled Affiliate's Product Quantities •." Price Group 1 2 3 4 Enterprise Products' ' Office Professional Plus+Office Client Access License+ Client Access License Win E3+Win E5+ 365 ProPlus+Office 365(Plans Office 365(Plans El,E3 +Windows Intune+ Win VDA+Microsoft E3 and E5)+Microsoft 365 and E5)+Microsoft 365 EMS USL+Microsoft 365 Enterprise ' Enterprise Enterprise 365 Enterprise Quantiy. ' 177 257 0 0 • Enrolled'Affiliate's-Price Level. Product Offering+l Poof Pace'Level>' Enterprise Products and Enterprise Online Services USLs:Unless otherwise indicated in associated contract documents,Price level set using the highest quantity from Groups 1 through 4. D Additional Product Application Pool:Unless otherwise indicated in associated contract documents,Price level set using quantity from Group 1. D -I Additional Product Server Pool:Unless otherwise indicated in associated contract documents,Price level set using the highest quantity from Group 2 or 3. D Additional Product Systems Pool:Unless otherwise indicated in associated contract documents,Price level set using quantity from Group 4. D CTM EA-EASProdSelForm(WW)(ENG) Page 1 of 2 • Enterprise Enrollment Product Selection Form Microsoft Volume Licensing x , , ,, NOTES Unless otherwise indicated in the associated contract documents;the price level for each Product offering/pool is set as described above,based upon the quantity to price level mapping below: Quantity,of L.ucenses and:Software•Assurance , ' PriceLevel` 2,399 and below - A 2,400 to 5,999 B • 6,000 to 14,999 C 15,000 and above V D Note 1:Enterprise Online Services may not be available in all locations. Please see the Product List for a list of locations where these may be purchased. - Note 2:If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool,the price level for Additional Products in the same pool will be price level"A"throughout the term of the Enrollment.Refer to the Qualifying Government Entity Addendum pricing provision for more details on price leveling. Note 3:Bridge CAL,Office 365 Plan E3 Add Ons,EMS Add Ons,Windows Ent SA Per User Add Ons,and Enterprise Cloud Suite Add On quantities are not included for Price Leveling,as License quantities are determined by the corresponding Enterprise Online Service(s). CTM EA-EASProdSelForrn(WW)(ENG) Page 2 of 2 fl Microsoft Volume Licensing Program Signature Form MBA/MBSA number 5-0000006933482 Agreement number 01 E73877 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 of this form, Customert' can mean the''signing`;entity Enrolled Affiliate Government Partner,Institution or other party'entering into a volume licensing program;agreement ~, 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 Enter•rise Enrollment Indirect X20-10635 Enter•rise Amendment M97 NE Product Selection Form 1071157.003 PSF 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. Customer Name of Entity (must be legal entity name)*City of Ashland Oregon Signature* i / Printed First and Last Name* Adam Hanks Printed Title City Manager Pro Tern Signature Date* May 12,2021 Tax ID 93-6002117 *indicates required field Microsoft Affiliate Microsoft Corporation • . Signature Printed First and Last Name Printed Title • Signature Date (date Microsoft Affiliate countersigns) Agreement Effective Date (may be different than Microsoft's signature date) ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 1 of 2 Document X20-12883 Optional 2nd 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 required field 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 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 Corporation Dept.551,Volume Licensing 6880 Sierra Center Parkway Reno, Nevada 89511 USA • ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 2 of 2 Document X20-12883