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HomeMy WebLinkAboutContract 54768-A1 CSC No.54768-A1 FIRST AMENDMENT TO FORT WORTH CITY SECRETARY CONTRACT NO. 54768 This First Amendment to Fort Worth City Secretary Contract No. 54768 ("First Amendment") is made between the City of Fort Worth ("Fort Worth"), a municipal corporation and Presidio Networked Solutions Group, LLC, a Delaware limited liability company("Vendor"). WHEREAS, Fort Worth and Vendor entered into an Agreement identified as Fort Worth City Secretary Contract No. 54768 beginning November 2, 2020 (the "Agreement"); and WHEREAS, it is the collective desire of both Fort Worth and Vendor to amend the Agreement to include an additional schedule NOW THEREFORE,known by all these present,Fort Worth and Vendor,acting herein by the through their duly authorized representatives, agree to the following terms, which amend the Agreement as follows: 1. The Agreement is hereby amended by adding Exhibit A, attached to this first Amendment, as Schedule D of the Agreement. 2. All other terms,provisions, conditions,covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. [Signature Page Follows] OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX First Amendment to Fort Worth City Secretary Contract No. 54768 Page 1 of 15 Executed effective as of the date signed by the Assistant City Manager below. FORT WORTH: City of Fort Worth Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract,including ensuring all performance By: :ashington(Dec30,202012:3s C0 and reporting requirements. Name: Valerie Washington Title: Assistant City Manager Date: Dec 30, 2020 By. Bobby lee(Dec ,202013:25 CST) Name: Bobby Lee Approval Recommended: Title: Sr. IT Solutions Manager By: Approved as to Form and Legality: Name: Kevin Gunn Title: Director,IT Solutions T13,5fron 4,ap44�n�� By: J B Strong(Dec ,202010:09 CST) Attest: p Fkool-0004 FORrkza Name: John B. Strong °° �d Title: Assistant City Attorney d0° mod By: �pa„�O a° Contract Authorization: Name: Mary J. Kayser as °°°°°°°°° a� M&C: 20-0650 a4 nEXAS°a Approval Date: 09/15/2020 Title: City Secretary PP VENDOR: Presidio Networked Solutions Group, LLC. By: Kim Dukes(Dec 21,202013:16 CST) Name: Kim Dukes Title: Director of Sales Operations Date: Dec 21, 2020 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX First Amendment to Fort Worth City Secretary Contract No. 54768 Page 2 of 15 Schedule D End User Information Form First Amendment to Fort Worth City Secretary Contract No. 54768 Page 3 of 15 • To purchase the Cisco Collaboration Flex Plan or Cisco Spark Flex Plan under the Enterprise Agreement ("EA") buying model for you and your Participating Affiliate(s), an authorized representative of the End User must complete this form in its entirety and sign it. This form will be used for provisioning and entitlement under the Flex Plan, as well as to ensure that you understand the terms of use that apply to your Flex Plan. Cisco will provide a quote to your reseller for the selected buying model, based upon the information that you provide in this form. Your reseller will in turn provide a quote to you. Your signature is required on this form prior to receiving access to the program. Cisco Confidential I I 1 1 Cisco End User Overview Defined Terms Used in This Section "Participating Affiliates" means Your Affiliates whose Meter counts are included on the EUIF. "Affiliate" means, with respect to a party, any entity that directly or indirectly Controls, or is Controlled by, or is under common Control with such party. "Control' means to: (a) own more than 50% of the relevant party; or(b) be able to direct the affairs of the relevant party through any lawful means (e.g., a contract that allows control). "End User", "You"or"Your" mean the final purchasing entity as identified on the EUIF. End user information End User's full legal name CITY OF FORT WORTH-INFORMATION TECHNOLOGY SOLUTIONS Address of End User's 200 TEXAS ST principal place of business LOWR LEVEL FORT WORTH, TX, 76102 Participating Affiliates Cisco requires any Participating Affiliate(s) for which you are purchasing coverage to be included in this End User Information Form. Cisco relies on this list to define the scope of the agreement, ensure accurate pricing, as well as effective provisioning and support. Participating Affiliate(s) Ed None ❑ Only listed Participating Affiliates (to be recorded immediately below) Participating Affiliates 2 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I l l l l l CISCO Cisco Collaboration Additional Defined Terms Used in This Section "Employees" means full or part-time employees of You and Your Participating Affiliates. "Contractors" means non-Employees who (i) work on Your or Your Participating Affiliates' behalf, (ii) whose work is under Your or Your Participating Affiliates' control or supervision pursuant to a consulting, staffing or other similar written contract, and (iii) have access to Your or Your Participating Affiliates' systems or networks in the ordinary course of providing their services to You or Your Participating Affiliates. "Knowledge Workers" means You and Your Participating Affiliates' Employees and Contractors who utilize devices capable of running the Software, Cloud Services, or related browser plug-ins as part of their job duties. Your Sulte(s) purchased under the Flex Plan Cisco requires customers purchasing Enterprise Agreement to complete and sign this End User Information form. You will have access to the Software and/or Services in the Suite(s) you purchase and which are identified on your EUIF. 9 Meetings Enterprise Agreement Calling Enterprise Agreement Knowledge Worker Count Worksheet Cisco Flex Plan EA Offers Value Total quantity of Employees of the End User and Participating Affiliates a. +Total quantity of Contractors of the End User and Participating Affiliates b. =Total Employees and Contractors(add a.and b.) c.2500 Knowledge Worker count d.2500 Cisco Collaboration Flex Plan Education Total quantity of faculty/staff(Knowledge Workers)at educational institution a. Knowledge Worker faculty/staff count b. Total quantity of students at educational institution(expected to have access to Meetings) -These are not part of the Knowledge Worker count. 3 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 Cisco End User Information Form Acceptance THE UNDERSIGNED REPRESENTS THAT THEY ARE AUTHORIZED TO SIGN THIS FORM ON THE END USER'S BEHALF AND THATTHE INFORMATION PROVIDED,INCLUDING METER COUNTS FORTHE END USERAND ITS PARTICIPATING AFFILIATES, IS ACCURATE AS OF THE DATE OF SIGNATURE.THE UNDERSIGNED UNDERSTANDS THAT THE APPROVED SOURCE RELIES UPON THE INFORMATION PROVIDED IN THIS FORM TO ESTABLISH THE PRICE QUOTE FOR THE END USER'S PURCHASE. FOR FLEX PLAN EA: I HAVE READ THE ENTERPRISE AGREEMENT PROGRAM TERMS ("PROGRAM TERMS") INCLUDED BELOW, AND UNDERSTAND THAT IN THE EVENT OF AN EA PURCHASE, THESE PROGRAM TERMS APPLY TO THE SOFTWARE AND SERVICES AS DESCRIBED IN THE PROGRAM TERMS. OrganizationFull Legal Name of the End User Last Name,First Name Valerie Washington Title _ Assistant City Manager Date Dec 30,2020 111aA2.e-i alai dl i wl End User Authorized Representative Signature Valerie Wash!ngton(Dec 30,202012:35 CP 4 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO Cisco Enterprise Agreement Program Terms and Conditions for End Users These terms and conditions together with the applicable Enrollment Descriptions and EUIF (collectively, "EA Program Terms")govern any Suites that You order under the Cisco Enterprise Agreement Program ("Purchased Suites"). The EA Program Terms do not modify the terms of any Cisco products or services You purchase outside of the Cisco Enterprise Agreement Program. By signing these terms and conditions You agree to the EA Program Terms and the Licensing Documents. If You do not agree to the EA Program Terms or Licensing Documents, You may not Consume the Software or Cloud Services. Notwithstanding the foregoing, You are not obligated to make a purchase by entering into the EA Program Terms, and neither the EA Program Terms nor the Licensing Documents will apply until You place an order as further described in section 1, below. 1. Orders. To purchase Suites under the EA Program Terms, You must first submit the applicable EUIF and Enrollment Description signed by Your authorized representative to the Approved Source. The EUIF must list: (a) Your Participating Affiliates; (b) the Purchased Suites; (c) the Suite Term; and (d) accurate Meter counts for You and all Participating Affiliates. You will then be required to place an order for the Purchased Suites according to the process set forth in Your purchasing agreement with the Approved Source. 2. Access To Purchased Suites. Subject to Your payment of the applicable fees to the Approved Source, Cisco will grant You and all Participating Affiliates the right to Consume the Purchased Suites during the Suite Term via the EA Workspace or as otherwise set forth in the applicable Enrollment Description. You must pay for all Software and Cloud Services Consumed. You are responsible for keeping all login credentials to the EA Workspace secure and for the actions of any individual You or a Participating Affiliate authorize to access the EA Workspace, including payment for any Software or Cloud Services Consumed by such individuals. 3. Enterprise-wide Commitment. The Approved Source relies on the information You provide in the EUIF to establish the Enterprise-wide Commitment. During the Suite Term, Your payment obligation related to the Enterprise-wide Commitment may increase as a result of any of the following: (a) You exceed the Initial Growth Cap (as described in section 5); (b) You exceed the Initial Entitlement or the previous year's Entitlement subject to a True Forward (as described in section 6); or (c) You purchase an additional Suite (as described in section 9). 4. Term&Termination. a. Term. The Term of the EA Program Terms will commence on the date of signature below and continue so long as there is an active Purchased Suite, unless earlier terminated in accordance with section 4(c)(i), below. b. Suite Term. The Suite Term for each Purchased Suite will commence on the Suite Start Date and last for the period set forth in the EUIF, unless terminated in accordance with section 4(c)(i), below. c. Termination. i. Either party may terminate the EA Program Terms or a Purchased Suite if the other party materially breaches the EA Program Terms and does not cure the breach within 30 days of written notice of the breach. 5 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO ii. In the event of Your uncured material breach of the EA Program Terms for non-payment of fees to the Approved Source, Cisco may, in lieu of termination of the Program Terms pursuant to section 4(c)(i), suspend Your right to Consume the Software and Cloud Services in the Purchased Suite and suspend Your access to the EA Workspace, until Your breach has been cured. iii. In the event of Your termination for Cisco's uncured material breach of the EA Program Terms, Cisco will refund to the Approved Source (or You, if You purchased directly from Cisco) any fees You paid covering the period after the effective date of termination. iv. Other than as provided in this section 4 and to the extent permitted by law,the EA Program Terms and any orders placed thereunder are non-cancellable and may not be terminated. d. Effect of Termination; End of Suite Term. Upon termination or at the end of the Suite Term: i. The following rights will terminate with respect to the Purchased Suites: (1)Your right to Consume Cloud Services and Software; (2)Your right to access the EA Workspace; (3)Your right to receive Support Services; and ii. You must destroy the product activation keys (PAI(s) provided in connection with the Purchased Suites. 5. Initial Growth Cap. If You exceed the Initial Growth Cap during the first six months of the Suite Term, the Approved Source may charge You for such Consumption above the Initial Growth Cap. If the Purchased Suite includes a Growth Allowance (described in the applicable Enrollment Description), the Growth Allowance cannot be used to offset fees for exceeding the Initial Growth Cap. 6. True Forward. a. Cisco performs a True Forward for the Purchased Suites on each anniversary of the Suite Start Date. On the first anniversary of the Suite Start Date, if You have exceeded the Initial Entitlement, the Approved Source will charge You for the Consumption above the Initial Entitlement through the remainder of the Suite Term. On each subsequent anniversary of the Suite Start Date, the Approved Source will charge You for any Consumption above the previous year's Entitlement through the remainder of the Suite Term. b. Your True Forward payment obligation for each Purchased Suite will be calculated by comparing Your Consumption of Software and Cloud Services to Your Entitlement for the previous year. Any payment owed to the Approved Source will be determined as follows and reflected in the price quote from the Approved source: the unit price less any applicable discount or incentive multiplied by the quantity by which You exceeded Your then-current Entitlement. The price used to calculate any True Forward fees will be established when You place the order for each Purchased Suite. c. For some Suites, a portion of Your True Forward payment obligation may be offset by the residual value remaining in Software or Cloud Services in the same Suite. This process is called value shift, and the applicable Enrollment Description indicates whether and to the extent value shift applies to a given Suite. d. There is no fee for exceeding the Entitlement in the final year of the Suite Term. 7. Updates to Purchased Suites. Cisco may enhance or refine the Purchased Suites at no additional cost to You. Such updates will not materially reduce the core functionality of the Purchased Suites. 6 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO 8. End of Life. Notwithstanding anything in the EA Program Terms to the contrary, Cisco reserves the right to discontinue a Suite with at least three years' prior notice. If a Purchased Suite is discontinued, Cisco will either: (a) provide You a substantially similar replacement Suite for the remainder of the Suite Term; or (b) issue a credit to the Approved Source (or You, if You purchased directly from Cisco) for any fees You paid for the Purchased Suite covering the period after the last date such Purchased Suite is available for You to Consume. Such credit can be applied towards the future purchase of Cisco products and services. 9. Purchasing Additional Suites. You may purchase additional Suites by submitting a new EUIF and order to the Approved Source.Additional Suites may co-terminate with a pre-existing Purchased Suite provided there are at least 12 months remaining in the Suite Term of such pre-existing Purchased Suite. Otherwise, additional Purchased Suites will be given a new Suite Term and will be subject to the then-current EA Program Terms in accordance with section 10, below. 10. Modifications. As our business evolves, Cisco may modify the EA Program Terms. Updated EA Program Terms do not apply to pre-existing Purchased Suites or to future orders that co-terminate to a pre-existing Purchased Suite, which will be governed by the version of the EA Program Terms already in effect for the pre-existing Purchased Suite. 11. Participating Affiliates. You are responsible for Your Participating Affiliates' compliance with the EA Program Terms. 12. Support Services. Basic Support Services are included in the price of the Purchased Suite and described in the applicable Enrollment Description and Licensing Documents. Higher levels of Support Services may be available for You to purchase and, if You elect to do so, will be described in documentation provided to You at the time of purchase. 13. Importation Fee for Embedded Software. For Purchased Suites that include Embedded Software, the value of Embedded Software will be deducted from the purchase price of the related Cisco hardware. If You are required to pay an Importation Fee, Your jurisdiction may use the value of both the hardware and Embedded Software to calculate the Importation Fee. Accordingly, the Importation Fee on the value of the combined products may be higher than if calculated solely using the price of the hardware. 14. Delivery of Embedded Software. Embedded Software is delivered pre-installed on Cisco hardware to the address provided on the purchase order for the Cisco hardware. Your use of the smart licensing account Cisco designates for the Embedded Software will ensure accurate pricing of the Embedded Software. 15. No Assignment&Transfer. Neither the EA Program Terms, nor any right or obligation herein may be assigned or transferred by a party (including under Cisco's Software Transfer and Relicensing Policy)without the other party's prior written consent, which may not be unreasonably conditioned, withheld, or delayed. Any attempted assignment without the other party's consent shall be void and of no effect. Notwithstanding the foregoing, Cisco may assign the EA Program Terms and any right or obligation herein to a Cisco Affiliate without Your consent. 16. Verification. Upon reasonable request from Cisco, You will assist Cisco in verifying the quantity of Software and Cloud Services that You have Consumed. If the verification discloses Consumption above Your then- current Entitlement, the Approved Source will charge You for the excess Consumption in accordance with the EA Program Terms. ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO 17. Combined Discounts. The pricing, discounts, and other incentives offered in connection with a Purchased Suite may not be combined with any other price reductions, discounts, promotional pricing, rebates, credits, trade-in, or other pricing programs or incentives offered by Cisco unless expressly agreed by Cisco in writing. 18. Entire Agreement. The EA Program Terms constitute the entire agreement between the parties concerning the Cisco Enterprise Agreement Program and supersede all prior oral or written communications between the parties concerning the program. 19. Order of Precedence. The documents comprising the EA Program Terms are complimentary, and to the extent possible, construed and interpreted consistently. In the event of an inconsistency, conflict, or ambiguity between the EA Program Terms, the order of precedence for any Purchased Suite is first the EUIF, then the Enrollment Description, and then these terms and conditions. The EA Program Terms take precedent over the applicable Licensing Documents. 20. Definitions. a. "Affiliate" means, with respect to a party, any entity that directly or indirectly Controls, or is Controlled by, or is under common Control with such party. "Control" means to: (a) own more than 50% of the relevant party; or (b) be able to direct the affairs of the relevant party through any lawful means (e.g., a contract that allows control). b. "Approved Source" means Cisco or a Cisco authorized reseller, distributor, or systems integrator. c. "Cisco" means Cisco Systems, Inc. or its applicable Affiliate delivering the EA Program Terms. d. "Cloud Service" means the Cisco hosted software-as-a-service listed in the applicable Enrollment Description. e. "Consume" or "Consumption" means to download, install, activate, provision, enable, or otherwise access Software or Cloud Services. f. "EA Program" has the meaning given to it in the introductory paragraph. g. "EA Program Terms" has the meaning given to it in the introductory paragraph. h. "EA Workspace" means the portal from where You Consume Software and Cloud Services and view and manage Your Entitlement. i. "Embedded Software" means Software that is delivered on newly purchased Cisco hardware. j. "End User," "You," or "Your" means the final purchasing entity as identified on the EUIF. k. "Enterprise-wide Commitment" means Your purchase commitment in the Purchased Suite for You and all Participating Affiliates, as reflected on the EUIF. I. "Entitlement" means, at any point in time during the Suite Term, the type and quantity of Software and Services as determined by the Meter counts for which You have already paid the applicable fees to the Approved Source. m. "Enrollment" means a combination of Suites belonging to the same Cisco product family. Cisco DNA, Cisco Data Center, Cisco Security Choice, Cisco Meraki, and Cisco Collaboration Flex Plan each represent an Enrollment. 8 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO n. "Enrollment Description" means the supplemental program terms and description governing an Enrollment. o. "EUIF" means the End User Information Form for the Purchased Suite. p. "EULA" mean's Cisco End User License Agreement, available at cisco.com/go/eula. q. "Growth Allowance" means the right to exceed the Initial Entitlement without incurring additional fees as set forth in the applicable Enrollment Description. r. "Importation Fee" means an import duty or tax on the purchase of Cisco hardware. s. "Initial Entitlement" means Your Entitlement at the start of the Suite Term as determined by the Meter counts for You and all Participating Affiliates provided on the EUIF. t. "Initial Growth Cap" means 105% of the Initial Entitlement. u. "Licensing Documents" means the EULA and SEULAs for the Software and the EULA and ODs for the Cloud Services in the Purchased Suites (or similar terms existing between You and Cisco). The applicable Licensing Documents are listed in the Enrollment Description for each Purchased Suite. v. "Meter" means the unit of measurement for Software or Cloud Services Consumption. w. "OD" means the offer description and supplemental licensing terms governing Cloud Services. x. "Participating Affiliates" means Your Affiliates whose Meter counts are included on the EUIF. y. "Purchased Suites" has the meaning given to it in the introductory paragraph. z. "Services" means both Cloud Services and Support Services. aa. "SEULA" means the supplemental licensing terms governing Software. bb. "Software" means the Cisco software listed in the applicable Enrollment Description. cc. "Suite" means a combination of Software and Services in an Enrollment. dd. "Suite Start Date" means, with respect to each Purchased Suite, the earliest date any Software or Cloud Service in the Purchased Suite is made available for You to Consume. ee. "Suite Term" means, with respect to each Purchased Suite, the duration of the Purchased Suite. ff. "Support Services" means maintenance, technical assistance, or other support provided for the Software and Cloud Services in a Purchased Suite. gg. "Term" means the duration of the EA Program Terms. hh. "True Forward" means an annual adjustment to account for exceeding the previous year's Entitlement. s ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO Cisco Collaboration Flex Plan Enrollment Description & Supplemental EA Program Terms This Enrollment Description lists the available Suites and additional terms and conditions that apply to the Cisco Collaboration Flex Plan Enrollment. You may purchase any or all of the Suites available under the Cisco Collaboration Flex Plan Enrollment, but the collection of Software and Cloud Services that comprise a Suite may not be modified. DocumentsIncluded Licenses License Type Licensing Cisco Cisco Meeting Server Software Cisco Collaboration Flex Deployed Collaboration Cisco Webex Meetings Cloud Service Plan OD; Knowledge Flex Plan Cisco Webex Teams Cloud Service EULA Worker Meetings Enterprise Agreement DocumentsIncluded Licenses License Type Licensing Cisco Cisco Webex Teams Cloud Service Cisco Collaboration Flex Deployed Collaboration Cisco Webex Calling;or Cloud Service Plan OD; Knowledge Flex Plan Calling Cisco Webex Calling for SP; or Cisco EULA Worker Enterprise Webex Calling (formerly Cisco Spark Call) Agreement UCM Cloud Calling Cloud Service Partner-Hosted Unified Communications Software Calling On-Premises Unified Communications Software Manager Callin Suite Included Licenses License Type Cisco Cisco Meeting Server Software Cisco Collaboration Flex Deployed Collaboration Cisco Webex Meetings Cloud Service Plan OD; Knowledge Flex Plan for Cisco Webex Teams Cloud Service EULA Worker; Education Student Meetings Enterprise Agreement Included Licenses License Type Licen — __Documents Cisco Cisco Webex Calling (formerly Cisco Cloud Service Cisco Collaboration Flex Deployed Collaboration Spark Call) Plan OD; Knowledge Flex Plan for EULA Worker Education On-Premises Unified Communications Software Calling Manager Calling Enterprise Agreement 10 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO Included Licenses � . Cisco Cisco FedRAMP Webex Meetings Cloud Service Cisco Collaboration Flex Deployed Collaboration Plan OD; Knowledge Flex Plan EULA Worker Enterprise Unified Communications Manager Cloud Cloud Service Agreement for for Government Public Sector Supplemental Terms and Conditions Applicable Meters The Meter for the Cisco Collaboration Flex Plan Enrollment is the number of Deployed Knowledge Workers. "Deployed Knowledge Worker" means a Knowledge Worker who has a profile configured within the Software or Cloud Service provisioning platform and associates that profile with the applicable desk phone, Jabber client, Webex Teams client, mobile phone, video device, or personal computing device. You must assign each Knowledge Worker a cloud, on-premises, or hosted account to be treated as a single Deployed Knowledge Worker. A Knowledge Worker who is assigned more than one configuration (cloud, on-premises, or hosted) will be counted as multiple Deployed Knowledge Workers. If at any time during the Term You change a Deployed Knowledge Worker's deployment type, You may be required to pay additional applicable fees immediately upon such change. "Knowledge Worker" means an employee or contractor who utilizes devices capable of running the Software, Cloud Services, or related browser plug-ins as part of their job duties. If You purchase the Cisco Collaboration Flex Plan for Education Meetings Enterprise Agreement Suite, Your Students may Consume the Purchased Suite free of charge. "Student" means an individual who is currently enrolled or registered at Your institution for academic study on a full- or part-time basis. Employees, contractors, alumni, former students, prospective students, and students on an extended leave or indefinite absence are not considered Students. You will be required to provide a Student count on the EUIF. Thirty days prior to the True Forward event, you or your Reseller must update your order to reflect the number of Students provisioned at that time, which will be used to determine if you have exceeded your Growth Allowance. Failure to update your subscription will result in the additional Students being counted as Deployed Knowledge Workers for purposes of the True Forward. Access to Purchased Suites The Cisco Collaboration Flex Plan Enrollment does not utilize the EA Workspace. Subject to Your payment of the applicable fees to the Approved Source, Cisco will grant You and all Participating Affiliates access to the Purchased Suites via automated integrated electronic delivery tools and email notification to the point of contact designated in the order. Purchasing Additional Suites During the Suite Term, You may add another Cisco Collaboration Flex Plan Suite without submitting a new EUIF. Common Area Licenses Common area licenses are calling licenses not associated with Knowledge Workers that are intended to be used in lobbies, conference rooms, and other public spaces. If Your Consumption of common area licenses exceeds 50% of Your then-current Deployed Knowledge Worker count, the Approved Source may charge You for such excess Consumption. 11 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020 Cisco Confidential I I 1 1 CISCO Term and Termination At the end of the Suite Term, the Purchased Suite will automatically renew for one year(a "Renewal Suite Term") unless: (a)You elect on the order not to auto-renew; or (b) at least 30 days before the end of then-current Suite Term,You notify the Approved Source of Your intention not to renew the Purchased Suite. If the Growth Allowance has not been exceeded, the Purchased Suite will renew for the Knowledge Worker count on the EUIF. If the Growth Allowance has been exceeded,the Purchased Suite will renew for the Deployed Knowledge Worker count at the end of the then-current Suite Term. Notwithstanding the foregoing, the Approved Source will notify You of any fee changes reasonably in advance of the Renewal Term. The new fees will apply for the upcoming Renewal Term unless You notify the Approved Source that You do not accept the fee changes before the next Suite Start Date. Growth Allowance The Growth Allowance for the Cisco Collaboration Flex Plan Enrollment is 20%. During the Suite Term, You may Consume up to 120% of the Initial Entitlement without incurring any additional charges. The True Forward is calculated once You exceed the Growth Allowance. For clarity, if You exceed the Initial Entitlement but do not exceed the Growth Allowance, You will not incur any True Forward charges. Support Services The basic Support Services are set forth in the Cisco Collaboration Flex Plan OD. 12 ©2020 Cisco and/or its affiliates.All rights reserved.This document is Cisco Confidential Information. March 2020