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HomeMy WebLinkAboutMicrosoft Volume Licensing 12-19-13 Microsoft I Volume Licensing Enterprise Enrollment — Custom State and Local Enterprise Enrollment number 5�/ t6 O Proposal ID K451 (Microsoft to complete) (7 U Previous Enrollment number Earliest expiring previous 12/31/2013 (Resetier to complete) 8140210 Enrollment end date' This Microsoft Enterprise Enrollment is entered into between the entities as identified in ithe 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 t-a, -'.of the Enterpri$e Agreement identified on the signature form, (3)the Product Selection Form, (4)art y _ ntal contact information form or Previous Agreemen/Enrollment form that may be required, (~ " omit ed under this Enrollment. This Enrollment may only be entered into under a 2011 or t: : •r ent. All terms used but not defin • _ ated at htt•a/www.microsoft «:_: E. z- event of any conflict the terms of � r ent control. Effective date. If Enr+ptted-Affiliate is renewing Software Assurance or or • more prey s,,Enrollmen Ni ts or agreements, then the effective date t + "'-' prior Enrollment or agreement expires or terminates. Otherwise, the effectiv •ate will be - : date this Enrollment is accepted by Microsoft. If renewing Software Assurance,the Resefler ulna ne=• to insert the previous enrollment or agreement number and end date in the respective boxes atiove. 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. Tl g t ll p Affiliate determined nett n and terms for all Products ordered will be by ageemetjeerl Enr olled • the Reseller.The Reseller will provide Microsoft with the order separately from this E' eat. 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. EA2011EnrGov(US)SLG(ENG)(Ju12011) Page 1 of 14 DocuMent x20-02113 Microsoft- 1 Volume Licensing "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, wprkstatipn, or similar device that is used by or for the benefit of Enrolled Affiliate's Enterprise. it does not in¢iude: (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 +ed operating system (e.g., Windows Phone 7)that cues nol access a virtual desktop infrastro a 4).-„any device that is not managed and/or controlled either directly or indirectly by Enrolled ihae=r.tr's Enterprise. Enrolled Affiliate`'may include as a Qualified Device any device which.would be excluded above(e.g., Industry Device). -_ "Qualified User" means a person (e.g.. employee, constultant, contingent staf'i who. (1)y1 a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product`plient 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 activation. T f: eans the conversion of ene or more License to or from another License(s). Products 4‘..' or 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: EA2011 EnrGov(US)SLG(ENGXJuI2011) Page 2 of 14 Document X20-02113 Microsoft' • I Volume Licensing 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) LinuxJ These are 1. examples of exclusions only and may change. Please see Product List for all current qualifying operating systems i c. Transitions.The following requirements apply to Transitions: 1 (I) Licenses with active Software Assurance or Subscription Licenses may be Transitioned at any time if •-=_mitted in the Product List. While Enrolled Affiliate may Transition any time it , `. to reduce Licenses or associated Software'Assure, *e prior to the end . ' - iod. 1 (ii) If a. .. �.n is made back to a License that had active Software Assurance 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 l''' 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 I EA2011EnrGov(US)SLG(ENG)(Ju12011) II Page 3011a Docurhent X20-02113 facrosoft. 1 Volume Licensing Agreement, as amended, throughout the term of the Enrollment Price Level's wil be captured in the Product Selection Form. b. Setting Prices. Enrolled Affiliate's prices for each Product will be established by its Reseiler. 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 (if 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 Dlevices (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. tti (iii) Additional Products. Upon satisfying the minimum order requirements above. Enrolled Affiliate may order Additional Products. (iv) Country '. Enrolled Affiliate must specify the countries where Licenses will be used dtal.order and on any additional orders. b. Adding Products. (i) Adding new Products not previously ordered. Enrolled Affiliate may add new Enterprise Products by entering into a new Enrollment or as part of a renewal. New Enterprise Online Services may be added by contacting a Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use. (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products must be included in the next true-up order. Enrolled Affiliate must Licenses for Online Services prior to use, unless the Online Services are (1) identified as eligible for ' true-up in the Product List or(2)included as part of other Licenses(e.g., Enterprise CAL). c. True-up orders. Enrolled Affiliate must submit an annual true-up order that accounts for changes since the initial order or last true-up order, including: (1) any increase in Licenses, including any increase in Qualified Devices or Qualified Users and Reserved Licenses; (2) Transitions (if permitted); or (3) Subscription License quantity reductions (if permitted). Microsoft, at its discretion and as permitted by applicable law, may validate the customer true-up data submitted through a formal product deployment assessment, using an approved 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 (if ordering user-based Licenses) and order the License difference(if any), including any Enterprise Online Services. EA2011 EnrOov(US)SLG(ENG)(JuI2011) Page 4 of 14 Docurbent X20-021 13 I Microsoft. Volume Licensing (ii) Additional Products. For Products which have been previously ordered, Enrolled Affiliate must determine the Additional Products used and order the License difference (if 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-up 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 maIy 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 thle 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 Assurance* n applicable group m .r exceeds the quantity of Qualified Devices identified isi she Product Selz.* • x • ,.Step-up Licenses do not count towards this total court . �. 2) - •rise Online Services not a part of an Enterprise-wide ,,ent, «-uses can be reduced as long as the initial order minimum req iretnOts are maintained. j 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. 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-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. EA2011EnrGuv(US)SLG(ENGXJuI2011) 1 Page 5 of 14 Document X20-02113 Miasot ( Volume Licensing (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 arid 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 `s ,i =.•lately order and pay for Licenses for Products it has used but has not previously, a�';1 '; '�� A ord r, except as otherwise provided in this Enrollment. ` ' ,41 b. Renewal Option the Expiration Date,Enrolled Affiliate can renew Products by renewing the Enrollm3,,en.;:i!;",42,4idditional 36 full Calendar month term or signing a nev Enrollment. Microsoft ray-_ e a Product Selection Form and renewal`order prior to or at the Expiration'', . They renewal term will start on the day following the Expiration Date. Microsoft will not unreasonably reject any renewal. Microsoft may make a change to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new Agreements and Enrollments c. 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 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 Microsoft ( Volume Licensing 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 Affiate 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 Enrolled Affiliate's Customer Data Enrolled Affiliate agrees Microsoft has no liability $.=,j-,fit d -I• of Enrolled Affiliate' mer Data pursuaritto these terrni�, , r fi = r d. (i) fermination for cause. Either party to an Enrollment m. = _ f* 4,)f the other party materially breaches its obligations under this agreement including any obligation to submit'orders'or pay invoices (even if such non-payment is caused by non-appropriation of funds). Except where the breach i$ 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(11 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(ENGXJu120111 Page 7 of 14 DocurOent X20-021 13 Microsoft- ( Volume Licensing 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 net 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 Serv.ce 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 Onl ne Servile in connection with a government requirement that would cause Microsoft to be4regulated as a telecor= unications provider. {Vi) • reement Program updates. Microsoft may make a Change to t will make it necessary for Customer and its Enrolled Affiliates to o new agreements and Enrollments.For Subscription Licenses,4n the -nt of a breach by Microsoft, Microsoft will issue Reseiler a credit for any amount paid in,adva at woul• ap•iy after the date o' tortn,nat;gri. F 4 EA2011EnrGav(US)$LG(ENG)(Jul2011) Page 8 of '4 Document X20-02113 Microsoft I Volume Licensing Enrollment Details 1. Enrolled Affiliate's Enterprise. Identify which Affiliates are included in the Enterprise. Check only one box in this section: el Enrolled Affiliate ❑ Enrolled Affiliate and the following Affiliate(s): ❑ Enrolled Affiliate and all Affiliates, with following Affiliate(s)excluded. 11166' -"7' Please indicate whets e nrolled Affiliate's Enterprise will include all new Affiliates acquired after the start of this-Enrollment: Exclude future Affiliates 2. Contact information. Each party will notify the other in writing if any of the information in the following contact information pages) 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 https:ilwww.microsoft.com/licensinq/servicecenter. a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolied 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 Cape Canaveral Contact name*First Mia Last GoForth Contact email address* m.goforth @cityofcapecanaveral.org Street address* 105 Polk Avenue City*Cape Canaveral State/Province* FL Postal code`32920-3007 (For U S. addresses, please provide the zip+ 4. e.g, xxxxx-xxxx) Country* US Phone*321-868-1220 x221 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 EA2011 EnrGov(US)SLG(ENG)(Ju12011) Page 9 of 14 Document X20-02113 Micxosoft. I Volume Licensing 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* City of Cape Canaveral Contact name' First Sam Last Thorpe Contact email address* service©sthorpe.com Street address* 178 Bimini Rd City*Cocoa Beach State/Province* FL Postal code* 32931-3216 (For U.S.addresses, please provide the zip +4, e.g. xxxxx-xxxx) Country*US Phone* 321-783-4667 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 E_/ Same as notices contact and Online Administrator Name of entity* Contact name: First* Last' !; Contact email address(required for online access)* Street address (no PO boxes accepted)* City' State/Province* Postal code* - (For U.S. addresses. please provide the zip-r 4,e.g. xxxxx-xxxx) Country' Phone' Fax e. Online Services Manager. This contact is authorized to manage the Online Services dered under the Enrollment and (for applicable Online Services) to add or reassign Icenses, step-up, and initiate Transitions prior to a true-up order. (fit 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* Ht Irt rte-( (;C r1c1.k Got 2- Street address (PO boxes will not be accepted)* . 4D t ,.0■d.son /A tt City*.Sarers State/Province` A) Postal code* -7 Country' ).S Contact name'k k_t EA2011En rGnv(US)SLG(ENG)(Ju12011) Page 10 of 14 Docu ent X20-02113 lificrosoft- 1 Volume Licensing ,-. , ,. Phone*''' ' " 1.Fax W-7641--cS e'61 -1, Contact email address* Ms A ecke.ht i....-'..) H( . Ce . 1 The undersigned confirms that the information is correct. Name of Reseller* 511 I ikrterri.00 iOrta.i coy e Signature* ----/.4'14‘1 hbtiT Printed name*Ac Ad 1.4-&Athp- Printed title*ean4rac lt- Specict /kr/- Date* t-_,..)... -20-II -- Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrcilled 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 Assuronce manager *# ' ', `,., • Subscriptio :44,-ger -,•' 472.4' • CUSfOrriii sl'31.7.f!'" 't-nager(CSM)contact 1 lat • 3, Financing elections. Is a purchase under this Enrollment being fin-' i4. -,,'' ,- - . .:.:.:5iii Yes, 0 No. ''' ''''i'1/4' ,. .iir.*."',4%-:•_..,--...,,..F.,' ... , 1 I 1 EA2011EnrGov(US)SLG(ENGXJul2011) , Page 11 of 14 Docuinent X20-02113 Microsoft. I Volume Licensing 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: <Choose One> Qualified Devices: Qualified Users: ❑ 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. Products2 Quantity Office Professional Plus Office Pro Plus 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 Microsoft- Volume Licensing Products2 Quantity Client Access License(CAL). Choose 1 option for either Core CAL or Enterprise CAL ❑ 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> Enterprise Product Components. Choose 1 or multiple Components 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 [ Exchange Enterprise CAL ❑ SharePoint Enterprise CAL ❑ Lync Server Enterprise CAL ❑ System Center Client Management Suite ML_ ❑ Forefront Protection Suite ❑ Forefront Unified Access Gateway CAL 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 Windows VDA – — Windows Intune _Windows Intune Windows Intune Add-on3 Other Enterprise Products Microsoft Desktop Optimization Pack(M-15(5P71 SQL Server Device CAL ( SQL Server User CAL 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. EA2011EnrGov(US)SLG(ENG)(Ju12011) Page 13 of 14 Document X20-02113 Microsoft Volume Licensing 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): Products2 ❑ Office Pro Plus for Office 365 [� Office 365(Plan El) ❑ Office 365(Plan E2) El Office 365(Plan E3) ❑ Office 365(Plan E4) in 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). Products Price Price Qty from above Qty Group Level Office Professional Plus + Office 250 and Professional Plus for Office 365 + 1 Aboe D 1 Office 365 (Plans E2–E4) ( I Client Access License + Office 365 (Plans El-E4) + Enterprise 2 Product Components Client Access License +Windows Intune Add-on +Windows Intune + 3 Enterprise Product Components Windows Desktop Upgrade + 4 Windows VDA+Windows Intune Price Product Offering/Pool 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 ' 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 Intune Add-on requires purchase of Windows OS Upgrade or Windows VDA. 4 MDOP requires purchase of Windows OS Upgrade,Windows VDA, or Windows Intune, This form must be attached to a signature form to be valid. EA201 t EnrGov(US)SL.G(ENG)(Ju12011) Page 14 of 14 Document X20-02113 MK:sosoit. ' Volume Licensing Enterprise Enrollment Amendment ID W29 1. On the first page of the Enrollment,the following is added after the second paragraph: By entering into this Enrollment, the Enrolled Affiliate agrees that (1) it also hasj.250 or more Qualified Devices or Qualified Users;or(2)as a condition of entering into this Enrollment with 25- 249 Qualified Devices or Qualified Users, Enrolled Affiliate has elected not to receive CD ROMs as part of the Enrollment and therefore no CD ROMs will automatically be shipped. If Enrolled Affiliate is enrolling with 25-249 Qualified Devices or Qualified Users and it would like to receive CD ROM Kits and updates, Enrolled Affiliate may order these through its Resetler fora fee. The submission of this Amendment can only be placed against a 2011 Enterprise!Agreement or an Enrollment that has the Updated EA Amendment terms and conditions applied. The submittal of this Amendment may not be contingent on submittal of a new Enterprise Agreement. 2. Section 5a of the Enrollment titled "Order Requirements",is hereby amended and restated in its entirety with the following: a. Minimum Order Requirements. Enrolled Affiliate s Enterprise must have a minimum of 25 Qualified Users or Qualified Devices. (I) Initial Order. Initial order must include at least 25 Licenses from one of`laic four groups outlined in the°Prdduct Selection Form. (ii) If chpcfsing Enterprise Products. If choosing Enterprise Products in a pecifie group outliktradAn.the Product Selection Form, Enrolled Affiliate's initial order musk include an nterphse-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 requirements above, Enrolled Affiliate may order Additional Products. (iv) Country of Usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. F.3;..:!Software Assurance renewal Renewing Software Assurance: If Enrolled Affiliate will be renewing Products Software Assurance coverage from a separate agreement, check this box. By checking the above box, a new section is added to the Enrollment entitled "Software Assurance addition." Enrolled Affiliate is permitted to and will include in its initial order under this Enrollment Software Assurance quantities from eligible Program's identified in the table below, even though Enrolled Affiliate is not otherwise eligible to order such Software Assurance without simultaneously ordering a License. Enrolled Affiliate agrees that any perpetual Licenses received through the New Software Assurance shall supersede and replace the underlying Licenses, and the underlying Licenses are not to be transferred separately from any Licenses received through the New Software Assurance. Any remaining payment obligations with respect to the underlying Licenses shall continue in effect. vv EAEnrAmend(Sub250)(Indl(ENGXApr2012) Sub 250 Enterprise Enrollment W29 Page 1 of 2 Program License ID Number Expiration Date hd 1 • - ft : = tt 7 t,:.■ , *j 01;„ 1*.:740-44, il`•• 441.011111%*t" NO‘,. \.1.• soptielb.7*" I EAEnrAmend(Sub250XInd X ENG){Ao(2012) Sub 250 Enterprise Enrollment 29 Page 2 of 2 r Microsoft Volume Licensing Program Signature Form . MBA/MBSA number U0275474 001-shancock-s-904 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, For the purposes of this form, "Customer" can mean the signing entitf, Enrolled ?Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing, as of the effective date identified below. Contract Document ;',. " Number or Code ' ,.l: . <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or Coca <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or Code <Choose Agreement> Document Number or Code N_ l Enterprise Enrollment X20-02113(K451) <Choose Enrollment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code <Choose Enroilment/Registration> Document Number or Code <Choose Enrollment/Registration> Document Number or Code Amendment W29(New) Amendment CTM (New) Document Description Document Number or Code Document Description Document Number or Code I Document Description _ Document Number or Code By signing below,.Customer and the Microsoft Affiliate agree that both parties ('.) have r :; ived,-read and understand the above contract documents, including any websites.or doct ments incorporated by reference and any amendments and(2)agree to be bound by the terms of all st:ch docunle.'ts. I . . I ProgramSignForm.(MSSign)(NA LatAm)ExBRA,MLI(ENG)(Oot2013) age 1 of 3 Customer Name of Entity(must be legal entity name)*City of Cape Canaveral i Signature` 0 4...4 `L t-4,1U44,, Printed First and Last Name` David L. Creene Printed Title City Manager Signature Date* 12/19/13 Tax ID *indicates required field ---___ Microsoft Affiliate Microsoft Licensing, Signature _ Printed First and Last Name r Printed Title fi tr°ter; . Microsoft Licensi,.,4, GP Signature Date (date Microsoft Affiliate countersigns) r''" , r' * k Agreement Effective ,� * ;, \ �b\4 '4 .. ,. '_^ - (may be different than a n;€1:610) - = . , e f ?y m� i e" < t S+i Optional 2nd Customer signature or Outsourcer signature(I' Customer Name of Entity(must be legal entity name)* I Signature* *itiited-First and Last Name* Printed Title Signature Date* 1 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 thei following ProgramSignForm(MSSignXNA,LatAm)ExBRA,MLI(ENG)(Oct2013) Rage 2 et 3 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 g I ty filtoi 't ',..eV:',' ;: . 111414 . 24 I Pro ramSignForm(MSSign)(NA.LatAm)Ex6RA.MLRENG)(0ct2013) Poge 3 of 3 Microsoft Volume Licensing Enterprise Enrollment (Indirect) Amendment ID (CTM) 001-shancock-s-904 For the purposes of this Amendment, "Entity"can mean the signing entity, Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement. Notwithstanding anything to the contrary or in addition to any terms in the Enrollment, the Enrollment is amended as follows: Office 365 for Government The following set of Terms applies to Entity when ordering Office 365 for Government Online Services. 1. Definitions: The following definitions are used in this Amendment and apply to documents incorporated by reference: "Office 365 for Government"means Microsoft's family of Office 365 Products that are provisioned in Microsoft's multi-tenant data centers for exclusive use by eligible US Federal, State, Local, and Tribal Government Customers only and offered in accordance with,the "community cloud" definition as defined in the National Institute of Standards and Technology (NIST) Special Publication 800-145. 2. Office 365 for Governments Terms For purposes of this Amendment Office 365 for Government,tables a and b, below. contains mappings for Office 365 for Government Online Services and their equivalent/corresponding Office 365 for Enterprise Online Services ("Equivalent Online Services." Each Office 365 for Government Online Service shown below is subject to the same terms and conditions as its corresponding Equivalent Online Service,except as otherwise provided in the applicable Product List and this Amendment. Notwithstanding references to Transitions and Reserved Licenses Entity's Enterprise Enrollment,Transitions and Reserved Licenses are not available at this time for Office 365 for Government through the Volume Licensing Service Center but may be available through a manual request process using a License Reservation Form to be provided by Microsoft upon request. a. Office 365 for Government component Online Services—Equivalent Online Services Mapping Remainder of page intentionally left blank (CTM)EnrAmend(GOV)(ENG)(Ju12013) Gov Comm Cloud BD CTM Page 1 of 4 Office 365 for Government Online Services Office 365 Equivalent Online Services Exchange Online Plan 1 G Exchange Online Plan 1 Exchange Online Plan 2 G Exchange Online Plan 2 Exchange Online Kiosk G Exchange Online Kiosk Exchange Online Archiving Add-On for on- Exchange Online Archiving Add-On for on- premises servers G j premises servers Lync Online Plan 1 G Lync Online Plan 1 Lync Online Plan 2 G Lync Online Plan 2 Lync Online Plan 3 G Lync Online Plan 3 SharePoint Online Plan 1 G SharePoint Online Plan 1 SharePoint Online Plan 2 G SharePoint Online Plan 2 Office Web Apps w/SharePoint Plan 1 G Office Web Apps w/SharePoirit Plan 1 Office Web Apps w/SharePoint Plan 2 G Office Web Apps w/SharePoint Plan 2 Office Professional Plus for Office 365 G Office Professional Plus for Office 365 b. Office 365 for Government Suites—Equivalent Enterprise Online Services Mapping Office 365 for Government-Equivalent Office 365 Enterprise Online Services "Enterprise Online Services" Suites Office 365 Plan G1 Office 365 Plan El Office 365 Plan G2 Office 365 Plan E2 Office 365 Plan G3 Office 365 Plan E3 Office 365 Plan G4 Office 365 Plan E4 Office 365 Plan K1 G Office 365 Plan K1 Office 365 Plan K2 G Office 365 Plan K2 'Office 365 for Government"Equivalent Online Services" Suite Orders (G1-G4)will be captured on a separate Product Selection Form. 3. Office 365 for Government Customer Requirements. Entity is a United States Federal, State, Local or Tribal government entity. Enterprise and Enterprise Subscription Enrollment Product Selection Form — CTM Office 365 for Government Step 1. Please indicate whether Enrolled Affiliate is ordering Enterprise Products or Office 365 for Government Online Services on the initial enrollment order. Choose both if applicable. /1 Enterprise Products. Choose platform option: Components only(not full platform) Qualified Devices:46 Qualified Users:46 Office 365 for Government Online Services (CTM)EnrAmend(GOV)(ENG)(Ju12013) Gov Comm Clow:, BC CTM Page 2 of 4 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' Quantity Office Professional Plus Office Standard Office Pro Plus 46 Office Pro Plus for Office 365 G/E Office 365 Plans' Office 365(Plan G1/El) 46 Office 365(Plan G2/E2) Office 365(Plan G3/E3) Office 365(Plan G4/E4) Client Access License(CAL). Choose f Option. [j 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 r EnterpriseCAL (ECAL) ECAL ECAL Bridge for Office 365 ECAL Bridge for Windows Intune ECAL Bridge for Office 365 and Windows Intune Products' Quantity IN Component CALs Windows Server CAL Exchange Server Standard CAL SharePoint Server Standard CAL Lync Server Standard CAL I _ System Center Configuration Manager CAL S stem Center End int Protection Exchange Server Enterprise CAL SharePoint Server Enterprise CAL Lync Server Enterprise CAL System Center Client Management Suite Active Directory Rights Management Services CAL Exchange Online Archiving SQL Server CAL 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 Windows VDA Windows Intune Windows Intune Windows Intune Add-on3 Other Enterprise Products Microsoft Desktop Optimization Pack (MDOP)2 (CTM)EnrAmend(GOV)(ENG)(Ju12013) Gov Comm Cloud BO CTM Page 3 of 4 If selecting Windows Desktop, Enrolled Affiliate acknowledges the following: a. The Windows Desktop Operating System Upgrade licenses offered through this Enrollment are not full licenses. The Enrolled Affiliate and any included Affiliates have qualifying operating system licenses for all devices on which the Windows Desktop Operating System Upgrade or Windows Intune licenses are run. 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): Products2 ►Z4 Office Pro Plus for Office 365 GtE • • Office 365(Plan G1/E1) fl Office 365_(Plan G2/E2) 13—Office 365(Plan G3/E3) Z Office 365(Plan G4/E4) ❑ Enterprise CAL(ECAL) Step-up, including Bridge CALs ❑Windows Intune 1j Windows Intune Add-on 3 1 Additional Products may be included on the order.but are not selected on this form. 2 Windows Intune Add-on requires purchase of Windows OS Upgrade or Windows VDA. 3 MDOP requires purchase of Windows OS Upgrade,Windows VDA, or Windows Intune. Fa- This form must be attached to a signature form to be valid. (CTM)EnrAmend(GOV)(ENG)(Jui2013) Gov Comm Cloud BD CTM Page 4 of 4