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HomeMy WebLinkAboutContract 46618 Microsoft Volume Licensing CITY SECRETARY Program Signature Form CONTRACT 90' L" ( MBA/MBSA number Proposal ID Agreement number 01E73535 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, "Customer" 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 . . <Choose A reement> Document Number or Code <Choose A reement> Document Number or Code <Choose A reement> Document Number or Code <Choose A reement> Document Number or Code <Choose A reement> Document Number or Code Enterprise Enrollment X20-10632 <Choose Enrollment/Re istration> Document Number or Code <Choose Enrollment/Re istration> Document Number or Code <Choose Enrollment/Re istration> Document Number or Code <Choose Enrol Iment/Reg istration> Document Number or Code EA Product Selection Form X20-03622 Document Description Document Number or Code Document Description Document Number or Code Document Description Document Number or Code Document Description Document Number or Code By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2)agree to be bound by the terms of all such documents. Name of Entity(must be legal eptAy name)*City of Fort Worth Water Department Signature* Printed First and Lek Name* OFFICIAL RECORD Printed Title Susan Alaaia CITY SECRETARY cm-) Signature Date* Assistant City 111sasgtr M FT, RTH9TX M Tax ID 40� CD *indicates required field 4> 00000 A steeloQop >D To sssY a o r, Xa �4�d Mary J. Kayser, City Se o p Lar Assistant City Attoxnoy ProgramSignForm(MSSign)(NA,LatA xBAppmVeds tV-1A-'-3 Page 1 of 2 MAM: 6-- ��y,r ration l�rudtlUil Signature Printed First and Last Na a Shtrle y nyder Printed Title Duly Authorized on behalf of Signature Date Microsoft Corporation (date Microsoft Affiliate countersigns) Agreement Effective Date (may be different than Microsoft's signature date) Optional 2nd Customer signature or Outsourcer signature(if applicable) 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 physical media, additional contacts, or is reporting multiple previous Enrollments, include the appropriate form(s)with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer's channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Corporation Dept. 551,Volume Licensing 6100 Neil Road, Suite 210 Reno, Nevada 89511-1137 USA OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Aug2014) Page 2 of 2 Microsoft Volume Licensing Enterprise Enrollment State and Local Enterprise Enrollment number (Microsoft to complete) Proposal ID/Framework ID Previous Enrollment number 6431168 Earliest expiring ' previous 03!31/2015 (Reserver to complete) Enrollment end date This Enrollment must be attached to a signature form to be valid. This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. 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 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 AgreemenVEnroliment form that may be required, (5) any order submitted under 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 conditions of the Enterprise Agreement. All terms used but not defined are located at htto:llwww.microsoft.com/licensing/contractg. 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. Any reference to"anniversary date" refers to the anniversary of the effective date each year this Enrollment is in effect. Term. The initial term of this Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term. If the Enrollment is renewed, the renewal term will expire 36 full calendar months after the effective date of the renewal term. 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. 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. EA2014Enr(30v(US)SLG(ENG)(Dec2014) Page 1 of 10 Document X20-10632 "Enterprise. Online Servicemeans any Online Service designated as an Enterprise Online Service in the Product L st and chosen by Enrolled Affiliate under this Enrollment. Enterprise Orline Services are treated as Oniine Services, except as noted. "Enterprise Product" means any Desktop Platform Froduct that Microsoft designates as an Enterprise Product in the Product List and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for al� Qualified Devices and Qualified Users on an Enterprise-wide basis under this prograrn. "Expiratior Date" means the date upon which the Enrollment expires. "Industry Crevice" (also Known as line of business device) means any device that (1) is net useabie in its deployed rconfguraticn as a general purpose personal computing device (such as a personal computer). a multi- `unction server or a commercially viable substitute for one of these systems; and (2) only empi©,vs an industry or task-spec,fic software program te.g a computer-aided design program used by an a-chitect or a point Df sale program) ("Industry Program") The device may irclude features and functsons derived from Microsoft software or third-party software. If the device performs desktop functions (such as email word processing. spreadsheets, database, network or Interret browsing, or schedu',ing. or personal finance,, teen the desktop functions: (1; may only be used for the purpose of supporting the Industry Program functionaity. and (2) must be technically integrated with the Industry Program or employ technically enforced pcficies or architecture to operate only when used with the industry Program functionalil y. 11 L&SA' mi:'.ans a License with Software Assurance for any Product ordered. 'Qualified Device' mears any device that is used by or for the benefit of Enrolled Affiliates Enterprise and is (1) a pErsonai desktop computer, portable computer; workstation;, or similar device capable of running Windcv.s Professional locally (in a physical or virtual operating system environment), OR (2) a device used to access a virtual desktop infrastructure ("VDI").. Qualified Devices do not includeany device that s (1) designated as a server and not used as a personal computer, OR (2) an Industry Device, OR (3 not manaced (as defined in the Product List at the start of the applicable initial or renewal term of the Enrolimenl) as part of Enrolled Affiliate's Enterprise. 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 Qualifed Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. 'Qualified Jser means a person (e.g.. employee, consultant, contingent staff) who (I) is a user of a Qualified Device or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product List. `Reserved License' means for an Online Service identified as eligible for true-ups in the Product List, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service availabie for activation Transit,on mears the conversion of one or more License to or from another License(s). Products eligible nor Transition and permitted Transitions are identified in the Product List 'Transit on Period" means the time between the Transition and the next Enrollment anniversary date for which tt-:e--ransition is reported. Use Rights' means, with respect to any licensing program the use rights or terms of service for each Product and vers,on published for that licensing program at the Volume Licensing Site The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product Tie Use Rights for Software are published by Microsoft in the Product Use Rights The Use Rights for Online Sery ces are published in the Online Services Terms. A2014�rtr��3ov,USiSI.G(ENG;iCec2Clai Page 2 ct 1C� D_- u,n. ,t X2]-', 632 2. Order requirements. a. Minimum Order requirements. Enrolled Affiliate's Enterprise must have a minimum cf 25�' Qualified Users or Qualified Devices. The in tial order must include at least 25�D Licenses fcr Enterprise Products or Enterprise Online Services. (i) Enterprise Commitment. If ordering any Enterprise Products. Enrolled Affiliate s order must nclude coverage for all Qualified Users and/or all Qualified Devices in any Product pool an Enterprise Product is ordered in Enrolled Affihate may elect to mix Enterprise Products and the corresponding Enterprise Online Services within a Prcduct pool as long as all devices not covered by an Enterprise Product are only used by users covered with a per user license (ii) Enterprise Online Services. If ordering Enterprise Online Services ally, then Enro?led Affiliate must maintain at least 250 Subscription Licenses. b. Additional Products. Upon satisfying the minimum order requirements above Enrolled Affiliate rr,av order Additional Products and Services. c. Use Rights for Enterprise Products. Fcr Enterprise Products. if a new Prodjot version has more restrictive use rights than the version that is current at the start of the applicable initial cr renewal term of the Enrollment. those more restrictive use rights will not apply to Enrolied Affiliates use of that Product during that term d. Country of usage. Enrolled Affiliate must specify the countries where Licenses veil; be use on its initial order and on any additiona', orders. e. 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. (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any tame but must be included in the next true-up order. Additional Licenses for Onlire Services must be ordered prior to use.. unless the Online Services are (I, identified as eligible for true-up in the Product List or (2) included as par of other Licenses. f. 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. ther, an update statement must be submitted instead of a true-up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affi'sate must determine the number of Qualified Devices and Qualified Users (if ordering user-based Licenses; at the time trio 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. :nc!udinc any Enterprise Onirne Services. (ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment Enrolled Affiliate must determine the maximum, number of Additional Products used since the latter of the initial order, the last true-up order, or the prier anniversary date and submit a true-up order that accounts for any ircrease. (iii) Online Services. For Online Services identified as eligible for true-up in the Product List Enrolled Affiliate may 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 to the mcntn ;n which they were reserved. EA2014EnK3>0ViUS)ShG(ENG)�Dec2014i Page 3 a`1'; Dcnu^cr=;x20.10632 (iv) Transitions. Enrolled Affiliate must report all Transit;ons- Transit,ons may result in an increase in certain Licenses to be included on the true-up order and a reduction of other Licenses for prior orders Reductions in Licenses will be effective at end of the Transition Period For Licenses paid up front, Microsoft will issue a credit for the remaining months Of Sof*,Nare Assurance or Subscription Licenses that were reduced as part of the Trans,t+,Dn (v) Subscription License reductions. Enrolled Affiliate may reduce the quannty O` Subscription, Licenses at the Enrollment anniversary date on a prospective basis per=muted in the Product List, as follows: a) 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 app''icable group meets or exceeds the quantity of Qualified Devices and Quallfiee Users (if ordering user-based Licenses) identified on the Product Selection Form, anc includes any additional Qualified Devices and Qualified Users acded in any prior true-up orders Step-up Licenses do -lot count towards this total count. b) For Enterpr,se 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 ma..ntained. c) 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-uD order Enrollment anniversary date and effective as of such date. (vi) 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 Affiliates 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 Affil,ate's authorized representative (vii)True-up order period. The true-up order or update statement rnust be rece ved by iv1!.crosoft between 60 and 30 days prior to each Enrollment anniversary date. Tne third- year true-up order or update statement is due within 30 days prior to the Expiration Date and anv icense reservations within this 30 day period will not be accepted Enrolled Affiliate may submit true-up orders more often to account for increases in Product usage. but an annual true-up order or update statement must stili be submitted during the annual Order period. (viii) Late true-up order. If the true-up order Or update statement 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;. g. 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 'Adding new Products not previously ordered," then for additional step-up Licenses, by following the true-up order process E:A2C14E-nrfj-ioo;US)S!_GiENG)rDecZC 141 Page 4-f I DocJ=e^,XK-'.632 (iii) If Erro!'ed Affiliate has previously o-dered an Online Service as an Additiena' Product and wants to step-up tc an Enterprise Online Service eligible for a Transition, t^e 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 Aff liate 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 h. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any c1ccuments submitted with or under this Enrollment, b'/ 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 materia! terms, such as the identity, quantity or price of a Product ordered. i. Verifying compliance. Microsoft may, in its discretion and at its exper:se, verify compliance rrlth this Enrollment as set ferth in the Enterprise Agreement. 3. Pricing. a. Price Levels. For both the initial and any reiewa term Enrolled Affiliates Price Leve: for a'' Products ordered under this Enrollment wii! be Level "D" throuehout the term= of the Enrollment, b, Setting Prices. Enrolled Affiliate's prices for each Product or Service will be established b,; its Resel.'er. As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft's prices for Resellers for each Product or Service will be fixed throughout the applicable initial or renewal Enrollment term. Price levels and Microsoft's prices for Resellers are reestablished at the beginning of the renewal term. However; if Enrolled Affiliate qualifies for a different price level during the applicable initial or renewal term; Microsoft may at its discretion establish a new price level for future new orders either upon Enrolled Affiliates request cr on its own initiative. Any changes will be based upon price level rules in the Product Selection Form 4. Payment terms. For the ini-ial or renewal order. Enrolled Affiliate may pay upfront or elect to spread its payments over the applicable Enrollment term. if spread payments are ele(;ted, unless indicated otherwise, Microsoft will. invoice Enrolled Affiliate's Reseller in three equal annual installments, The first installment w!ll be invoiced t.pon Microsoft's acceptance of this Enrollment and or each Enrollment anniversary date. Subsecuent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually o,upfront for Online Services and upfront for all other Licenses 5. Transitions. a. Transition requirements. (i) Licenses with active Software Assurance or Subscription Licenses may be Transitioned at any trine if permitted in the Product List. Enrolled Affiliate may not, however, reduce the quantty of Licenses or associated Software Assurance prior to the end of the Transition Period (ii) Enrolled Affiliate must order the Licenses to which it is transitioning, for the years; following the Transition Period. (iii) If a Transition is made back to a License that had active Software Assurance as of the date of Transition then Software Assurance must be re-crdered for all such Licenses on a prospective basis following the Transition Period. Software Assurance coverage may EA20USSLGiENGIiDec20?4) Pace 5 0'7G D;:u,ir i r„X2_ '06,72 not exceed the quantity of perpetual Liceises for which Software Assurance was currerr: at the t!me of any prior Transition Software Assurance may rot be applied to Licenses transferred by Enrolled Affiliate. (iv) If a device-based License is Transitioned to a user-based License all users of the device must be licensed as part of the Transition (v) If a user-based License is Transitioned to a device-based License, ail devices accessed by the User must be licensed as part of the Transition b. Effect of Transition on Licenses. (i) Transition will not affect Enrolled Affiliate's rights in perpetual Licenses pad in fuii (ii) New version rights will be granted for perpetual Licenses covered by Software Assurance up to the end of the Transition Period. (iii) For L&SA not paid in full at the end of the Transition Period. Enrolled Affiliate wJ! have perpetual Licenses for a proportional amount equal to the amounts paid for the Transitioned Product as of the end of the Transition Period. (iv) For L&SA not paid in full or granted a perpetual License in accordance with the aoove or Subscription Licenses. all rights to Transitioned Licenses cease at the end of the Transition Period 6. 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 cf the initial term, Enrolled Affiliate can renew Products by renewing the Enrollment for one additional 36 full calendar month term or signing a new Enrollment. Microsoft must receive 2 Renewal Form, Product Selection Form and renewal order prior to or at the Expiration Date. The renewal term will start on the day following the Expiration Date. Microsoft will riot unreasonably reject any renewal 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 L&SA. (ii) Online Services eligible for an Extended Term. For Online Services identified as e!igibie for an Extended Term in the Product List. the following options are available at the end of the Enrollment initial or renewal term. 1I Extended Term. Licenses for Online Services will automatically expire in, accordance w`.h the terms of the Enrollment. An extended term feature that a`lows Online Services to continue month-to-month ("Extended Term"') is avaiiab e During the Extended Term, Online Services will be invoiced monthly at the then-current publ:'shed price for Enrolled Affiliates price level as of the Expiration Date plus a 35 1 administrative fee for up to one year If Enrolled Affiliate does want an Extended Term, Reseller must submit a request to Microsoft Microsoft must receive the request not less than 30 days prio,to :he Expiration Date. 2) Cancellation during Extended Term. If Enrolled Affiliate has opted for the Extender Term and later determines not to continue with the Extended Term. Reseller must submit a notice of cancellation for each Online Service Cancellation wiil be effective at the end of the =month following 30 days after Microsoft has received the notice. EA20'4Enr(30V US)SLG(ENG) Dec201.4) Page B cf 10 D curer,:X21'-'0632 (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, the Licenses will be cancelled ane will term,nate as of the Expiration Date Any associated media mus: be uninstalled and destroyed and Enroi!ed Affiliates Enterprise must discontinue use Microsoft may request Nritten certification to verify compliance (iv) Customer Data. Upon expiration or termination of a License for Online Services Microsc"t will keep Customer's Data in a lim ted function account for 90 days so that Custor-ner may extract it Enrolled Affi late will reimburse Microsoft if there are any associated costs. After 90 days Microsoft will disable Enrolled Affiliate's acoour't and will delete its Customer Data Enrolled Affiliate agrees that other than as described above Micrescft has no obligation to continue to hold. export or return Enrolled Affiliate's Customer Data and that Microsoft has no liability whatsoever for deletion of Enrolled Affiliate's Customer Data pursuant to .hese terms. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the Termination for cause" section of the Agreement. e. Early termination. Any Eariy termination of this Enrollment will be sub;ect to the "Early Termination" Section of the Enterprise Agreement For Subscription Licenses, in the event of a breach by Microsoft, Microsoft vvi!i issue Reseller a credit for any amount paid in advance that would apply after the date of termination. EA20'4EnrGcv�US)SLC(Et,IG);D(,,c20?4) Page 7 o? 10 Drcu^.ent XK- 063i Enrollment Details 1. Enrolled Affiliate's Enterprise. a. identify w'nich Agency Affiliates are included in the Enterprise. (Required; Enrolled Affiliates Enterprise must consist of entire offices, bureaus, agencies. departments cr other entities o` Enrolled Affiliate, net partial offices, bureaus, agencies or departmentsor other partla entities Check only one box in this section. If no boxes are checked Microsoft will deem the Enterprise .o include the Enrolled Affiliate only If more than one box is checked. Microscft will deem the Enterprise to include the largest number of Affiliates Enrcf,ed Affiliate only Enrol ed Affiliate and all Affiliates U Enrolled Affiliate and the following Affiliate.$) (Only identify specific affiliates io be eciuded if fewer tt,an all Affiliates are to be included in the Enterprise; Enrolled Affiliate and all Affiliates. with following Affiliate(s) excluded: b. Please indicate whether the Enrolled Affiliate's Enterprise will inciude al! new Affiliates acquired after the start of this Enrollment. Include future Affiliates 2, Contact information. Each p.artu w:l notify the other in writing if any of the information in the following contact information page(s', cl-anges The asterisks (`; indicate required fields. By providing contact information. Enrolled Affiliate consents to its use for purposes of administering this Enrollment cy Microsoft. i;s Affiliates and other parties that help administer this Enrollment. The personal information provided in connection with this En-ollment will be used and protected in accordance with the privacy stater*..,enf available at tt �rwJ microsrft,comp€icensing,servicecenter. a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled Affiliates Enterprise. This contact is also an Online Administrator for the Volume Licensing Servi;e Center and may grant online access to others. The primary contact will be the default contact fcr ail purposes unless separate contacts are identi`ied for specific purposes Name of entity (must be legal entity name)* City of Fort Worth Water Department Contact name* First Last Contact email address` Street address* City* iA2J'4Enrc;cvrUS'SLCa!�N�+,Ge.C20'.4, Page 3 of StatefProvince* Postal code*For U,S addresses please provide the zip+ 4, e.g. xxxxx-xxxx) Country* Phone' Tax ID .indicates required fields b. Notices contact and Online Administrator. This contact (1) receives the contractua' notices (2) is the Online Administrator for the Volume Licensing Service Center and may gran: online access to others, and (3) is authorized for applicable Online Serv!ces to add cr reass gn Licenses, step-up, and initiate Transitions prior to a true-up order Z Same as primary contact (default if no information 5s provided below, ever if the box is not checked). Contact name* First Last Contact email address* Street address* City* State/Province' Postal code* (For U.S addresses. please provide the zip + 4, e.g xxxxx-xxxx) Country* Phone* Language preference. Choose the 'language for notices. English r. 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 the Online Services orderer: 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 ,default if no in4orm,ation is provided below, ever if box is not checked) Contact name`: First Last Contact email address* Phone* ❑ This contact is from a third party organization (not the entity;. Warning This contact receives personally identifiable information of the entity. *indi aces required fields d. Reseller information. Reseller contact for th!s Enrollment is. Reseller company name* SHE International Corp Street address (PO boxes will not be accepted)* 290 Davidson Ave City* Sc!nerset State/Province* N. Postal code` 08873 Country* USA Contact name* Lauren Sutera Phone* 888 764 8888 Contact email address* amsteam@shi com *indicates required fields EAK'4E,nt'3uvfUS}St.G#ENG)'Dec2C?4. Page 9 of 1" D-_cu-ert X2J-' 1632 By signing below, the Reseller identified above confirms that all information provides in th!s Enrollment is correct. Signature*�_ - Printed name' Lauren Sutera Printed title" Licensing Specialist Date' 4l9. , Indicates required fields Changing a Reseller. If Microsoft or the Reseller chooses to d!scontinue doing bus;ness with each other, Enrolled Affiliate must choose a replacement Reseller. If Enroled Affd;ate 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 e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supp!ernental 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 I Financing elections. Is a purchase under tl's Enrollment being financed through MS Financing? 7 Yes, L No. If a purchase under this Enrollment is financed through MS Financing and Enrolled Affiliate chooses not to finance ,any associated taxes it must pay these taxes directly to Microsoft. EA2014-nr('7ov;US)SLG-E14G?t,Uec2014. Page ?G of Dccurrent X20-+0632 O Microsoft Volume Licensing Enterprise and Enterprise Subscription Enrollment Product Selection Form — State and Local Enrollment Number Microsoft to complete for initial term Reseller to complete for renewal 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: Components only (not full platform) Qualified Devices: 955 Qualified Users: 955 ❑ Enterprise Online Services' Step 2. Select the Products and Quantities Enrolled Affiliate is ordering on its initial Enrollment Order. Quantity may not include any Licenses which Enrolled Affiliate has selected for optional future use, or to which it is transitioning or stepping up within enrollment term. Products for which the Enrolled Affiliate has an option to transition or step-up should be listed in Step 3. Products' Office Professional Plus Office Pro Plus Office Pro Plus for Office 365 Office 365 Plans' Office 365 Plan E1 Office 365 Plan E2 Office 365 Plan E3 Office 365 Plan E4 Client Access License (CAL). Choose 1 Option. ❑ Core CAL, including Bridge CAL's if applicable) Core CAL Core CAL Bridge for Office 365 Core CAL Bridge for Windows Intune Core CAL Bridge for Office 365 and Windows Intune ❑ 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 CAL per Device or User: <Choose One> Windows Desktop Windows OS Upgrade 955 Windows VDA Windows Intone Windows Intune Windows Intune Add-on3 Other Enterprise Products Microsoft Desktop Optimization Pack MDOP 4 955 EA-EASProdSelForm(US)SLG(ENG)(Oct2012) Page 1 of 2 Document X20-03622 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 reimage the Windows Operating System Upgrade, Enrolled Affiliate must certify that Enrolled Affiliate has acquired qualifying operating system licenses. See the Product List for details. Step 3. Indicate new Enterprise Products and Online Services Enrolled Affiliate has selected for optional future use where not selected on the initial enrollment order(above): • , LJOffice Pro Plus for Office 365 ❑ Office 365 (Plan E1) ❑ 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-on3 This form must be attached to a signature form to be valid. EA-EASProdSelForm(US)SLG(ENG)(Oct2012) Page 2 of 2 Document X20-03622 Microsoft Volume Licensing Previous Enrollment(s)/Agreement(s) Form Entity Name: City of Fort Worth Water Department Contract that this form is attached to: Enterprise Enrollment For the purposes of this form, "entity" can mean the signing entity, Customer, Enrolled Affiliate, Government Partner,Institution,or other party entering into a volume licensing program agreement. Please provide a description of the previous Enrollment(s),Agreement(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 and expiration date of the earliest expiring Enrollment/Agreement with SA or Online Services in the appropriate fields of the new contract. Enrollment/ Transfer Enrollment/Agreement Agreement/Affiliate SA Transfer /Affiliate Registration Registration Public Benefit MSDN Description Customer Number Contact Subscribers Enter rise Enrollment 6431168 ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ PrevEnrAgrFortn(WW)(ENG)(Ocf2013) Page 1 of 1 M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FoR „ COUNCIL ACTION: Approved on 4/14/2015 REFERENCE 04MICROSOFT LICENSES DATE: 4/14/2015 NO.: C-27263 LOG NAME: AND OTHER SOFTWARE AGREEMENT- SHI CODE: C TYPE: NON- PUBLIC NO CONSENT HEARING: SUBJECT: Authorize Agreement with Software House International Government Solutions, Inc., for the Purchase of Microsoft Software Licenses and Maintenance and Standard Software Packages and Related Services Using State of Texas Department of Information Resources Contracts DIR-SDD-2500 and DIR-SDD-2503 for an Amount Up to $8,816,426.00 for a Period up to Three Years with a First Year Cost of$2,338,500.00 (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize an Agreement with Software House International Government Solutions, Inc., for the purchase of Microsoft Software Licenses and maintenance and standard software packages and related services using State of Texas Department of Information Resources Contracts DIR-SDD-2500 and DIR-SDD-2503 for an amount up to $8,816,426.00 for a period up to three years with a first year cost of$2,338,500.00. DISCUSSION: This Agreement will serve as a consolidated Agreement combining previous Agreements approved under M&C P-11717, December 9, 2014 and M&C C-26681, March 4, 2014, and superseding those Agreements. A consolidated Agreement will provide increased transparency and clarity regarding software purchases and licenses with Software House International Government Solutions (SHI). The Information Technology Solutions Department (ITS) will use this Agreement to purchase computer software packages, software maintenance and related services for desktops, laptops, tablets, smartphones and servers. Software packages and services include, but are not limited to, Adobe products, VMware products, monitoring software, security software, backup tools, specialty Microsoft products such as Visio, Project and other departmental required software. The Microsoft Enterprise Agreement (EA) will also be included in this Agreement as the annual Licensing Agreement for the foundation Microsoft products used by most employees. Software under the EA includes, but is not limited to: Windows Desktop and Server, Office, Exchange, Virus Protection and required Client Access Licenses (CAL) to maintain licensing compliance. The City will be transitioning to the Office 365 product suite under the EA during this three year period, providing state-of-the-art cloud- based software and services, with per-user pricing for Departments. Other significant benefits are consistent software availability regardless of the device type (desktop/laptop, tablet, smartphone), fast deployment and broad management controls. Staff plans an Office 365 pilot in the first year of 300 users and full Office 365 deployment beginning in year two. The annual cost for this Agreement is: http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21004&councildate=4/14/2015 4/15/2015 M&C Review Page 2 of 2 A MICROSOFT EA LICENSING IF—SOFTWARE/SERVICES 11 ANNUAL TOTAL Year 1 $ 896,000.00 $1,442,500.00 IF $2,338,500.00 Year 2 $1,965,600.00 $1,070,625.00 IF $3,036,225.00 Year 3 $2,161,660.00 $1,280,041.00 $3,441,701.00 TOTAL $8,816,426.00 ADMINISTRATIVE INCREASE—An administrative increase or change order for this Agreement may be made by the City Manager in the amount up to $50,000.00 per year and does not require specific City Council approval as long as sufficient funds have been appropriated. M/WBE OFFICE —A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Information Technology Solutions Department and approved by the M/WBE Office, in accordance with the BIDE Ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. AGREEMENT TERMS — Upon approval of this recommendation, the Agreement shall remain in effect for a period up to three years in accordance with DIR-SDD-2500 and DIR-SDD-2503 or applicable successive DIR contracts for the same services. FISCAL INFORMATION/CERTIFICATION: The approval of this action provides purchasing authority up to $8,816,426.00 over three years, as specified. The Financial Management Services Director certifies that funds are available in the current operating budget, as appropriated, of the IT Solutions Department and that prior to an expenditure being made, the IT Solutions Department has the responsibility to validate the availability of funds. TO Fund/Account/Centers FROM Fund/Account/Centers Submitted for City Manager's Office by: Susan Alanis (8180) Originating Department Head: Kevin Gunn (2015) Additional Information Contact: Steve Streiffert (2221) ATTACHMENTS http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21004&councildate=4/14/2015 4/15/2015