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R12-137 If 1 RESOLUTION NO. R12 -137 2 3 i A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF 4 BOYNTON BEACH, FLORIDA, APPROVING A THREE YEAR 5 AGREEMENT WITH MICROSOFT CORPORATION FOR 6 LOFTWARE LICENSING THROUGH SOFTWARE HOUSE 7 INTERNATIONAL IN THE ANNUAL AMOUNT OF $269,346.32; 8 AUTHORIZING THE INTERIM CITY MANAGER AND CITY 9 CLERK TO EXECUTE SAID AGREEMENT; AND PROVIDING AN 10 EFFECTIVE DATE. 11 12 13 WHEREAS, the City of Boynton Beach is currently using several core Microsoft 14 products for which mainstream support has already ended and extended support will be 15 ending soon; and 16 WHEREAS, in order to provide the City with a supportable infrastructure and avoid 17 support issues with its core software the upgrade to new Microsoft software and the 18 decommissioning of the currently used software is necessary; and 19 WHEREAS, the City Commission of the City of Boynton Beach, upon the 20 recommendation of staff, deems it in the best interest of the citizens and residents of the City 21 of Boynton Beach to approve a three year Agreement between Microsoft Corporation and the 22 City of Boynton Beach for software licensing through Software House International in the 23 annual amount of $269,346.32. 24 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF 25 THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 26 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 27 being true and correct and are hereby made a specific part of this Resolution upon adoption 28 hereof. 29 Section 2. The City Commission of the City of Boynton Beach hereby approves Document in Windows Internet Explorer 11 1 the three year Agreement between the City of Boynton Beach and Microsoft Corporation for 2 software licensing through Software House International (sole source supplier for Microsoft 3 Software under State Contract number 252- 001 -09 -1) in the annual amount of $269,346.32 4 and authorizes the Interim City Manager and the City Clerk to execute said Agreement, a 5 copy of which is attached hereto as Exhibit "A" 6 Section 3. That this Resolution shall become effective immediately upon passage. 7 PASSED AND ADOPTED this 18 day of December, 2012. 8 CITY OF BOYNTON BEACH, F 3 RIDA 9 10 %LLB/ 11 Mayor _W. • .. .eT-j 12 13 1 ■[ 14 Vice Mayor — Mack McCray 15 2 16 /k� t 0 1 7 C6mmis • : - , — 18 19 20 Com Tone ► - Steven Ho an 21 22 6.,44/06 4,‘ 23 Comm loner — 24 ATTEST: 25 26 27 er. _ 28 il a i F M. Prainito, MMC 29 Clerk 30 31 G 32 33 (1 `ry. a %eat) 34 ON Document in Windows Internet Explorer op IV P la -13 Document Revision Authorization By signing below, you agree to allow the SHI Microsoft Contracts audit team to make necessary changes and minor revisions to your Microsoft Enrollment including, but not limited to: • Correcting typographical errors • Adding /changing enrollment numbers • Adding /changing amendment numbers Additionally, you acknowledge and consent that: • You will be notified of any change the SHI Microsoft Contracts team makes while submitting your Enrollment to Microsoft. • No alteration by the SHI Microsoft Contracts team will alter your terms and /or pricing for your Enrollment. Customer Name City of Boynton Beach Customer Rep sentative ignature Customer Printed Name and Title Lori LaVernere, Interim City Manager Date Microsoft Volume Licensing Program Signature Form MBA/MBSA number UO275474 SGN- Agreement number 01E73214 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 R" • S } g a. � `e ! 4 t 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 Number orrIpde < Choose Agreement> Document Number or free <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or cede <Choose Agreement> Document Number or_Code Enterprise Enrollment X20 -02113 <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> 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 ProgramSignForm( MSSign)( NA ,LatAm)ExBRA,MLI(ENG)(Oct2o11) Page 1 of 2 Customer Microsoft Affiliate Name of Entity (must be legal entity name)* Microsoft Licensing, GP City of Boynton Beach Signature* Signature Printed First and Last Name* Lon LaVerrlere Printed First and Last Name Printed Title* Interim City Manager Printed Title Signature Date* Signature Date (date Microsoft Affiliate countersigns) Effective Date Tax ID (may be different than Microsoft's signature date) * indicates required field Optional 2 Customer signature or Outsourcer signature (if applicable) Customer Outsourcer Name of Entity (must be legal entity name)* Name of Entity ( le legal entity name)* Signature* Signature* Printed First and Last Name* Printed First and Last Name* Printed Title* Printed Title* Signature Date* Signature Date* If Customer requires physical media, additional contacts, or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form If no media form is included, no physical media will be sent 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 Prepared By: ProgramSignForm( MSSign)( NA ,LatAm)ExBRA,MLI(ENG)(Oct2011) Page 2 of 2 Enterprise Enrollment — Custom State and Local Enterprise Enrollment number UO275474 Proposal ID K451 (Microsoft to complete) Previous Enrollment number 01E61767 Earliest expiring previous (Reseller to complete) Enrollment end date 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) any supplemental contact information form or Previous Agreement/Enrollment form that may be required, (5) any order submitted under this Enrollment This Enrollment may only be entered into under a 2011 or latertriterprise Agreement All terms used but not defined are located at http / /www microsoft.comilicenAgicontracts. 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 will be the day after the first prior Enrollment or agreement expires or terminates. Otherwise, the effective` date will be the date this Enrollment is accepted by Microsoft If renewing Software Assurahce,,te Reseller will need to insert the previous enrollment or agreement number and end date 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 EA2011 EnrGov(US)SLG(ENG)(Ju12011) Page 1 of 14 Document X20 -02113 "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 "Qualified Device" means any personal desktop computer, portable computer, workstation, or similar device that is used by or for the benefit of Enrolled Affiliate's Enterprise. It does not include (1) any computer that is designated as a server and not used as a personal computer, (2) any Industry Device, (3) any device running an embedded operating system (e g., Windows Phone 7) that does not access a virtual desktop infrastruct " : ' (4) any device that is not managed and /or contra per directly or indirectly by Enrolled s Enterprise, Enrolled Affiliate may include as a Q" ;g Device any device which would be excluded above (e g., Industry Device). "Qualified User" means a person (e g., employee, consultant, contingent off) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an *trise 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- premise 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 Rights, Qualifying Systems Licenses and Transitions. In addition to applicable terms of the Enterprise Agreement, the following terms apply to this Enrollment EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 2 of 14 Document X20 -02113 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 LiCarises may be Transitioned at any time if permitted in the Product List While Enrolled rate may Transition any time, it will not be able to reduce Licenses or associated So re Assurance prior to the end of the Traiflslion Period (ii) If a Trah ition is made back to a License that had active So rare Asatibliboe as of the date of Transition, then Software Assurance will need 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 (iii) 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 (iv) 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 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 are subject to Section 2(e)(i) of the Enterprise EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 3 of 14 Document X20 -02113 Agreement, as amended, 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 applicable), and (ii) Prices for Transitions, including any prices related to the use of a Product during the Transition Period Of applicable) 5. Order requirements. a. Minimum Order Requirements. Except as may be otherwise agreed to in writing, 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 of the 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 Affiliate's initial order must include an Enterprise -wide selection of one or more Enterprise Products or a mix of Enterprise Products and corresponding Enterprise Online Services for that group. (iii) Additional Products. Upon satisfying the minimum order=rrements above, Enrolled Affiliate may order Additional Products. (iv) Country of U thiage. Enrolled Affiliate must specify the countries w Licenses will be used on its initial order and on any additional orders. b. Adding Products. (i) Adding new Products not previously ordered. Ertroired Affiliate may add new Enterprise Products by entering into a new Enrollmelif 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 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 Of 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 Software Asset Management ('SAM') 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 (i) Enterprise Products. Enrolled Affiliate must determine the current number of Qualified Devices and Qualified Users Of ordering user -based Licenses) and order the License difference (if any), including any Enterprise Online Services EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 4 of 14 Document X20 -02113 (ii) Additional Products. For Products which have been previously ordered, Enrolled Affiliate must determine the Additional Products used and order the License difference Of any) (iii) 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 - order. If the true -up order is not received when due 1) Microsoft will invoice Reseller for all 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 (vi) Subscription License Reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses on a prospective basis if permitted in the Product List as follows 1) For Subscription Licenses part of an Enterprise -wide commitment, Licenses may be reduced if the total quantity of Licenses and Software Meilurance for an applicable group meets or exceeds the quantity of Qualified De I ' „ ' 4dentified on the Product Selection Fm1. Step -up Licenses do not count towards this total hunt. 2) For ntterprise Online Services not a part of )3 n Ent rpris ' ' commitment, Licenses can be reduced as long as the initial Oder minimum 'retirements 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 d. Step - 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 "Adding new Products not previously ordered," then for additional step -up Licenses, by following the true -up order process EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 5 of 14 Document X20 -02113 (iii) 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 otherwise, 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 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, Enrolled Affiliate can t 11ew Products by renewing the Enrollment WOO additional 36 full calendar month term of `s1gni Enrollment Microsoft meet redeive a Product Selection Form and renewal old= =`to or at the Expiration bate The renewal term will start on the day fotloteing the "` 'ration Date Microsoft will not unreasonably reject any renewal Micrdsoft 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. If Enrolled Affiliate elects not to renew. (1) 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 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 for 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 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 EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 6 of 14 Document X20 -02113 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 (iv) 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, Microsoft will retain Enrolled Affiliate's Customer Data in accordance with the Retention Period 4) Following the expiration of the Retention Period, Microsoft will disable Enrolled Affiliate's account and then delete Its Customer Data 5) Enrolled Affiliate agrees that, other than as described above, Microsoft has no obligation to continue to hold, export or return Enroiled Affliiate's Customer Data Enrolled Affiliate agrees Microsoft has no liability whatSo for deletion of Enrolled Affiliate's Cutomer Data pursuant to these terms. d. Termination (I) termination for cause. Either party to an Enrollment may terminate it if the other party materially breaches its obligations under this agreement, including any obligation to submit orders or pay invoices (eVen if such non - payment is caused by non - appropriation of funds). Exceppmhetie the breach is by its nature not curable within 30 days, the terminating party must give the other party 30 days notice and opportunity to cure (ii) The parties acknowledge and agree that the State of Florida's performance and obligation to pay under this Agreement is contingent upon an annual appropriation by the Legislature In the event funds are not appropriated by the Legislature, the State of Florida will provide 30 days written notice to Microsoft of such non - appropriation and intent to terminate any applicable Enrollments (iii) (iii) Early termination. If (1) an Enrolled Affiliate terminates its Enrollment as a result of a breach by Microsoft, or (2) if Microsoft terminates an Enrollment because the Enrolled Affiliate has ceased to be an Affiliate of Customer, or (3) Enrolled Affiliate terminates an Enrollment for non - appropriation of funds, or (4) Microsoft terminate an Enrollment for non - payment due to non - appropriation of funds, then the Enrolled Affiliate will have the following options ■ It may immediately pay the total remaining amount due, including all Installments, in which case, the Enrolled Affiliate will have perpetual rights for all Licenses it has ordered, or • It may pay only amounts due as of the termination date, in which case the Enrolled Affiliate will have perpetual Licenses for 1) all copies of Products (including the latest version of Products ordered under SA coverage in the current term) for which payment has been made in full, and 2) the number of copies of Products it has ordered (including the latest version of Products ordered under Software Assurance coverage in current term) that is proportional to the total of EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 7 of 14 Document X20 -02113 installment payments paid versus total amounts due (paid and payable) if the early termination had not occurred Nothing in this section shall affect perpetual License rights acquired either in a separate agreement or in a prior term of the terminated Enrollment (iv) Effect of termination or expiration. When an Enrollment expires or is terminated, • Enrolled Affiliate must order Licenses for all copies of Products it has run for which it has not previously submitted an order Any and all unpaid payments or any order of any kind, Including subscription services, remain due and payable Except as provided in the subsection titled "Early termination," all unpaid payments for Licenses immediately become due and payable • Enrolled Affiliate's right to Software Assurance benefits under this agreement ends if it does not renew Software Assurance (v) Modification or termination of an Online Service for regulatory reasons. Microsoft may modify or terminate an Online Service where there is any current or future government requirement or obligation that (1) subjects Microsoft to any regulation or requirement not generally applicable to businesses operating there, (2) presents a hardship for Microsoft to continue operating the Online Service without modification, and /or (3) causes Microsoft to believe these terms or the Online Service may be in conflict with any such requirement or obligation For example, Microsoft may modify or terminate an Online Service in connection with a government requirement that would cause MicrOSOft to be regulated as a telecommunications provider (vi) End ,, Agreement Program updates. MicroSe t may eke a change to thl Program that will make it necessary for Customer and its "' led Affiliates to enter into new agreements and Enrollmenta;For Sul cription Wenses, 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 dffie of termination. EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 8 of 14 Document X20 -02113 Enrollment Details 1. Enrolled Affiliate's Enterprise. Identify which Affiliates are included in the Enterprise Check only one box in this section ® Enrolled Affiliate ❑ Enrolled Affiliate and the following Affiliate(s) ❑ Enrolled Affiliate and all Affiliates, with following Affiliate(s) excluded f Please indicate whether the Enrolled Affiliate's Enterprise will include all new Affiliates **iced after the start of this Enrollment: Include 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 will be used and protected in accordance with the privacy statement available at h#gsJ /www microsoft com /licensing /servicecenter 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 Name of entity (must be legal entity name)* City of Boynton Beach Contact name* First Last Contact email address* Street address* City* State /Province* FL Postal code* - (For U S addresses, please provide the zip + 4, e g xxxxx - xxxx) Country* USA Phone* Fax Tax ID 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 EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 9 of 14 Document X20 -02113 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 ® 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 - )xxx) Country* Phone* Fax 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 c. Microsoft Account Manager. Microsoft Account Manager for this Enrolled Affiliate is Microsoft account manager name: Microsoft account manager email address: d. Media delivery contact (DO NOT COMPLETE IF ATTACHING MEDIA ELECTION FORM). This is the contact at the ship to /electronic delivery address ® Same as notices contact and Online Administrator Name of entity* Contact nant#,' Iltit" t* Last* Contact eniall address (required for online access)* Street address (no PO boxes accepted)* City* State /Province* Postal code* - (For U S addresses, please provide the zip + 4, e.g. x)oxxx x000c) Country* Phone* Fax e. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses, step -up, and initiate Transitions prior to a true -up order ® 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* Fax ❑ This contact is from a third party organization (not the entity) Warning This contact receives personally identifiable information of the entity f. Reseller information. Reseller contact for this Enrollment is Reseller company name* SHI International Corp Street address (PO boxes will not be accepted)* 290 Davidson Ave City* Somerset State /Province* NJ Postal code* 08873 Country* USA Contact name* Daniel Bellinger EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 10 of 14 Document X20 -02113 Phone* 813 - 340 -5677 Fax Contact email address* daniel_bellinger @shi com The undersigned confirms that the information is correct Name of Reseller* SHI International Signature* Printed name* Printed title* Microsoft Contracts Specialist Date* 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 g. 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 • Additional notices contact • Software Assurance manager • Subscriptions tanager • Customer ' tt - Manager (CSM) contact 3. Financing elections. Is a purchase under this Enrollment being financed through MS Financing? in Yes, ® No EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 11 of 14 Document X20 -02113 Enterprise and Enterprise Subscription Enrollment Product Selection Form — Amendment ID CTM - SplitCC The following Amendment replaces the standard Enterprise and Enterprise Subscription Enrollment Product Selection Form and Amends the "Order Requirements" Section of the Enrollment This Amendment enables the Enrolled Affiliate the ability to meet the initial Enrollment Order requirements with Products other than Enterprise Products and Enterprise Online Services Products, These Products are captured under the Platform Option of "Enterprise Product Components" specified in Step 1 below Enrolled Affiliate may select "Enterprise Product Components" for all Qualified Users /Devices without the requirement of also having Enterprise Products or Enterprise Online Services specified on this Amendment Step 1. Please indicate whether Enrolled Affiliate is ordering Enterprise Products or Enterprise Online Services on the initial enrollment order. Choose both if applicable. ❑ Enterprise Products. Choose platform option Professional Desktop Qualified Devices: 765 Qualified Users: 700 ❑ Enterprise Online Services Step 2. Select the Produptiviand Quantities Enrolled Affiliate is ordering on it ttial Enrollment Order. Quantity;rnai not include any Licenses which Enrolled Affiliate has _ for optional future use or to which it is transitioning or stepping up within erOirrienOenti. 4: E;Cts for which the Enrolled Affiliate has an option to transition or step -up should be,1 -ted in Step 3. P roducts Quantity Office Pro Plus 765 Office Pro Plus for Office 365 Office Standard Office 365 Plans Office 365 Plan El Office 365 Plan E2 Office 365 Plan E3 Office 365 Plan E4 EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 12 of 14 Document X20 -02113 Products Quantity C' - 11t Mows 1I °K , ), * ooh . , ; , . a r > , ` er w 4 re • AL ❑ Core CAL, including Bridge CAL's (if applicable) Core CAL 700 Core CAL Bridge for Office 365 Core CAL Bridge for Windows Intune Core CAL Bridge for Office 365 and Windows Intune ❑ Enterprise CAL (ECAL) ECAL ECAL Bridge for Office 365 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 CALper Device or User User !; . dose 1 or mutter COttitl t ❑ Windows CAL ❑ Exchange Standard CAL ❑ SharePoint Standard CAL ❑ Lync Server Standard CAL ❑ System Center Configuration Manager Client ML ❑ Forefront End Point Protection ❑ Windows Remote Desktop Services CAL ❑ Exch 1 nterprise CAL ❑ �_ nterprise CAL v rver Enterer se CAL System Center Cliert.Management Suite ML ❑ Forefront Protection Suite ❑ Forefront Unified Access Gateway CAL da The Client Access License selection must be the same scrota th e Enterprise Specify whether licensing CAL per Device or User User Windows Desktop Windows OS Upgrade 765 Windows VDA Windows Intune Windows Intune Windows Intune Add -on' Other Enterprise Products Microsoft Desktop Optimization Pack (MDOP) If selecting Windows Desktop or Windows Intune option, 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 b. In order to use a third party to renege 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): EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 13 of 14 Document X20 -02113 Products' • Office Pro Plus for Office 365 ❑ Office 365 (Plan El) ❑ Office 365 (Plan E2) ❑ Office 365 (Plan E3) ❑ Office 365 (Plan E4) ❑ Enterprise CAL (ECAL) Step -up, including Bridge CALs ❑ Windows Intune ❑ Windows Intune Add -on' Step 4. Establish the Enrolled Affiliate's Price Level. Enrolled Affiliate must first count the quantity of Software Assurance and Licenses in each of the groups as described below by using the quantities entered in the above table 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 "D" throughout the term of the Enrollment Do not include Bridge CALs, as License quantities are determined by the corresponding Enterprise Online Service(s). Price rice Products Group Qty from above Qty Level Office Professional Plus + Office 250 and Professional Plus for Office 365 + 1 765 Above D Office 365 (Plans E2 —E4) Client Access License + Office 365 (Plans E1 ),+ Enterprise 2 700 Produce « eats Client Ace - -} ' =rise + Windows Intune Add -on + Windows lntune + 3 700 Enterprise Product Components Windows Desktop Upgrade + 4 765 Windows VDA + Windows lntune Prcduct Offering /Pool Price Level Enterprise Products and Enterprise Online Services: Set price level using the D _ highest quantity from Groups 1 through 4 _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 D Group 2 or 3 Additional Product Systems Pool: Set price level using quantity from Group 4 D 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 2 Additional Products may be included on the order, but are not selected on this form 3 Windows lntune Add -on requires purchase of Windows OS Upgrade or Windows VDA 4 MDOP requires purchase of Windows OS Upgrade, Windows VDA, or Windows Intune k t 1‘04, .' r ,1 EA2011EnrGov (US)SLG(ENG)(Ju12011) Page 14 of 14 Document X20 -02113 � I- ft My MYCIU ft .r a aA.- ., r,` i :,r,. +. s•t3 PrRttltrat ` ionic - M r* . • (. dt SCAUtlUt83 '" '00011 ., ACCotnt i01 =• 11, lrrry N nacrm . Welcome to SHI's web site for Florida Government and Academic State Contract Information and Pricing. SHI is the Florida Department of Management Services chosen sole source supplier for Microsoft Software under State Contract number 252- 001 -09 -1. SHI is also the sole source provider of Adobe, Oracle, Symantec, McAfee, Corel, and Trend Micro under State Contract 252 - 030 -09 -ACS. SHI can also provide IT Services under State Contract 973 - 561 -10 -1. As one of the world's largest Resellers SH1 provides not only Software but Hardware and Services as well. SHI is also a Top GSA Contract Reseller, please click the link below for GSA Pricing and information. If you would like pricing or product information on any of these or other products, please contact your State of Florida Account Team at 1- 800 - 543 -0432 of FloridaTeam@ shi. com. Thank you for choosing SHI for all of your computer related needs Microsoft License, Maintenance, & Services / State Term Contracts / State Contracts, Agreements and Price Lists / Vendor Infor... Page 1 of MyFlondaHome Contact DMS Site Map Notification Settings Notify Me Department_of Management Services > Business Operations > State Purchasing > Vendor Information > State Contracts, Agreements and Price Lists > State Term Contracts > Microsoft License, Maintenance, & Services Rate this Contract View Survey Results « Return Microsoft License, Maintenance, & Services 252- 001-09-1 Effective Period 04/01/2009 through 03/31/2013 Contract Type State Term Contract • Pricing Contract Information • Contractors How to Use this Contract Frequently Asked Questions Microsoft Word - (msword 499.50 kB) Contract Documents PDF - (pdf 1.32 MB) Amendments and Memorandums Forms and Other Information • Lon Alberstadt Contract Administration • 850 - 488 -4945 • lori .alberstadt@dms,myflorida.cam Commodity Codes 252 -030 1 Description This state term contract includes the purchase of Microsoft software licenses, maintenance and services. The large account reseller (SHI) offers products under the Microsoft Select, Enterprise, Academic Select and SPLA agreements. Microsoft provides consulting services. Additional services available include software product and documentation updates and installation. Benefits • Discounts of 27.9 percent (Select), 24.6 percent (EA), 23.40 percent (Academic), and 33.33 percent (Misc.) off of special state level D pricing • Additional discounts for large quantity orders • Statewide coverage • Toll -free access to customer service representatives • 3 -year maintenance coverage • Contractor (SHI) will be happy to work with any state or local entity on early renewals of software that need tc be invoiced prior to fiscal year end. If you have a renewals occurring in the latter part of 2009 but need to be invoiced now, please contact the Florida sales team at 800- 543 -0432. http: / /www. dms.myf:orida.com/bus mess_ operations /state_purchasing/vendor_ information/ state _contracts_agreements_and _pric.. 11/26/2012 Revised to remove physical servers and add 2 ESX hosts Pricing Proposal Quotation #: 6055707 Description: Microsoft Enterprise Agreement 2012(2) Created On: Nov -26 -2012 Valid Until: Nov -30 -2012 City of Boynton Beach FL Laurie Gagner 100 East Boynton Beach Blvd Boynton Beach, FL 33425 -0310 LED STATES Phone (561) 742 -6079 Fax (561) 742 -6092 Ematl. GagnerLcibbfl.us All Pnces are in US Dollar(USD) Product Qty Your Price Total 1 Microsoft Enterprise Desktop Professional Platform - License & software assurance 700 $272 00 5190,400 00 - EA Annual Payment (1 of 3) Microsoft - Partial A07 -00041 Note: Includes Windows OS Upgrade, Office Pro, and Core CAL (client access licenses for Windows, Exchange, SharePoint, SCCM, Forefront, and Lync) 2 Microsoft Enterprise Desktop Professional Platform ADDITIONAL WINDOWS OS & 65 5215.00 513,975 00 OFFICE PRO - License & software assurance - EA Annual Payment (1 of 3) Microsoft - Part# A07 -00041 Note. Includes Windows OS Upgrade, Office Pro 3 Microsoft Office SharePoint Server - License & software assurance - 1 server - EA 1 51,996 00 51,996 00 annual Payment (1 of 3) Microsoft Part# H04 -00232 4 Microsoft Exchange Server Enterprise Edition - License & software assurance - 1 2 $1,641 20 $3,282 40 server - EA Annual Payment (1 of 3) M.crosoft - Part# 395 -02412 5 Microsoft MapPomt - License & software assurance -1 PC - EA Annual Payment (1 3 510215 5306 45 cf 3) Microsoft - Part* B21 -00326 6 Microsoft Visio Standard - License & software assurance - 1 user - EA Annual 42 $89.89 $3,775 38 Payment (1 of 3) Microsoft - Part# D86 -01175 7 Microsoft Project - License & software assurance - 1 user - EA Annual Payment (1 60 $232 17 513,930 20 of 3) Microsoft - Part# 076 -01776 8 Microsoft Windows Server Standard Edition - License & software assurance - 2 17 $357 46 56,076 82 processors - Select, Select Plus - All Languages Microsoft - Part#. P73 -05897 9 Microsoft Windows Server Datacenter Edition - License & software assurance - 2 8 51,948 65 515,589 20 processors - Select, Select Plus - All Languages Microsoft - Part# P71 -07280 10 Microsoft SQL Server Standard Core Edition - License & software assurance - 2 14 $1,452 69 $20,337 66 cores - EA Annual Payment (1 of 3) Microsoft - Part# 7NQ -00302 Note: Per Core Model for City and Utilities virtual infrastructure Total' $269,669 11 Additional Comments *Please note that SHI now has Adobe, Oracle, Symantec, McAfee, Trend Micro and Corel under State Contract # 252 - 030 -09 -ACS * To process your order, you can e-mail your request to flondateam @shi.com. You can also fax it to 732 -868 -6055 Please include a contact e-mail address on all orders, as this is required by most vendors SHI Fed ID# 22- 3009648 SHI is a Certified Minority (Asian - Pacific) Large Account Readier, specializing in the sale and distnbution of government pnced software and hardware .including, but not limited to- Microsoft, Symantec, Adobe, Trend Micro, Citrix, Nuance, McAfee, LANDesk, Intel, Cisco, HP, IBM, VMware and more Retrieve your quote: https 1 /www shidirect com /Quotes/Quoteinfo aspx The Products offered under this proposal are subject to the SH1 Return Policy unless there is an existing agreement between SHI end the Customer