R-2014-1238 - 3/27/2014RESOLUTION NO. R-2014-1238
WHEREAS, the City of Round Rock wishes to enter into a software licensing agreement with
Microsoft for the use of Microsoft Windows Operating Systems, the Microsoft Office Suite, and
various Microsoft application servers utilized for City operations, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the Mayor is hereby authorized and directed to execute on behalf of the City a Microsoft
Enterprise Enrollment and Microsoft Enterprise Enrollment Product Selection From for participation in
volume licensing, a copy of said documents being attached hereto as Exhibit "A" and incorporated
herein for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 27th day of March, 2014.
ALAN MCGRAW, Y ayor
City of Round Rock, Texas
ATTEST:
SARA L. WHITE, City Clerk
0112 1404, 00294924
EXHIBIT
rj 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: Enterprise Desktop with MDOP
Qualified Devices: 800 Qualified Users: 800
❑ 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
800
Office`; Pro Plus for Office 365
Office 365 Plans'
Office 365 (Plan El)
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
►.1 Enterprise CAL (ECAL)
ECAL
800
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: User
Windows Desktop
Windows OS Upgrade
600
Windows VDA
200
Windows Intone
Windows Intune
Windows Intune Add-on'
Other Enterprise Products
Microsoft Desktop Optimization Pack (MDOP)4
200
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):
Products2
❑ Office Pro Plus for Office 365
❑ Office 365 (Plan El)
❑ Office 365 (Plan E2)
■ Office 365 (Plan E3)
❑ Office 365 (Plan E4)
Enterprise CAL (ECAL) Step-up, including Bridge CALs
❑ Windows Intune
❑ Windows Intune Add-on'
EA-EASProdSelForm(US)SLG(ENG)(Oct2012) Page 2 of 2
Document X20-03622
Government Solutions
Pricing Proposal
Quotation #: 7501640
Created On: 1/12/2014
Valid Until: 1/31/2014
City of Round Rock TX Account Executive
Heath Douglas
TX
United States
Phone: (512) 218-5400
Fax:
Erna hdouglas@round-rock.tx.us
All Prices are in US Dollar (USD)
Product
Craig Bailey
SHI Govemment Solutions
1301 South Mo-Pac, Suite 375
Austin, TX 78746
Mobile Phone: 512-822-0457
Phone: 800-870-6079 x5199
Fax: 512-732-0232
Erna: Craig_Bailey@shi.com
Qty Your Price Total
1 EntCAL ALNG SA MVL Pltfrm UsrCAL wSrvcs
Microsoft - Part#: 76A-00016
800 589.70 $71,760.00
2 OfficeProPlus ALNG SA MVL Pltfrm
Microsoft - Part#: 269-12442
586.40 569,120.00
3 WinProw/MDOP ALNG SA MVL Pltfrm
Microsoft - Part#: K4U-00265
600 $38.70 $23,220.00
4 SQLSvrStdCore ALNG SA MVL 2Lic CoreLic
Microsoft - Part#: 7NQ-00292
24 $579.10 $13,898.40
5 SharePointSvr ALNG SA MVL
Microsoft - Part#: H04-00268
1 51,097.30 $1,097.30
6 SysCtrStd ALNG SA MVL 2Proc
Microsoft - Part#: T9L-00223
1 5143.20 5143.20
7 VDA ALNG SubsVL MVL PerDvc
Microsoft - Part#: 4ZF-00019
200 562.40 512,480.00
8 WinSvrDataCtr ALNG SA MVL 2Proc
Microsoft - Part#: P71-07282
2 $994.50 51,989.00
9 WinSvrStd ALNG SA MVL 2Proc
Microsoft - Part#: P73-05898
3 5143.20 5429.60
10 DsktpOptmztnPkforSA ALNG SubsVL MVL PerDvc forWinSA
Microsoft - Part#: WSB-00068
Additional Comments
200 56.00 51,200.00
Subtotal $195,337.50
Shipping 50.00
Total $195,337.50
Microsoft DIR Contract Number DIR-SDD-2503
ill Microsoft
Enterprise Enrollment
Enterprise Enrollment number
(Microsoft to complete)
Previous Enrollment number
(Reseller to complete)
4634549
Volume Licensing
State and Local
Proposal ID/Framework ID
Earliest expiring previous
Enrollment end date
3/31/2014
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 Agreement/Enrollment form that may be required, (5) any order
submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later
Enterprise Agreement.
AU terms used but not defined are located at http://www.microsoft.com/Iicensinq/contracts. In the
event of any conflict the terms of this Agreement control.
Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from
one or more previous. Enrollments or agreements, then the effective date will be theday after the first
prior Enrollment or agreement expires or terminates. Otherwise, the effective date wiltbethe 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 dateof 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.
"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
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 1 of 9
Document X20-10631
Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise -wide basis
under this program.
"Expiration Date" means the date upon which the Enrollment expires.
"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.
"L&SA" means a License with Software Assurance for any Product ordered.
"Qualified Device" means any device that is used by or for the benefit of Enrolled Affiliate's Enterprise
and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of
running Windows 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 is: (1) designated as a server and not used as a personal computer, OR (2) an Industry
Device, OR (3) not managed (as defined in the Product List at the start of the applicable initial or
renewal term of the Enrollment) 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 Qualified Device for all or a subset of Enterprise
Products or Online Services the Enrolled Affiliate has selected.
"Qualified User" means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a
Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access
License or any Enterprise Online Service. it does not include a person who accesses server software
or an Online Service solely under a License identified in the Qualified User exemptions in the Product
List.
"Reserved License" means for an Online Service identified as eligible for true -ups in the Product List,
the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online
Service available for. activation.
"Transition" means the conversion of one or more License to or from another License(s). Products
eligible for Transition and permitted Transitions are identified in the Product List.
"Transition Period" means the time between the Transition and the next Enrollment anniversary date
for which the Transition is reported.
2. Order requirements.
a. Minimum Order requirements. Enrolled Affiliate's Enterprise must have a minimum of
250 Qualified Users or Qualified Devices. The initial order must include at least 250
Licenses for Enterprise Products or Enterprise Online Services.
(i) Enterprise Commitment. If ordering any Enterprise Products, Enrolled Affiliate's
order must include coverage for all Qualified Users or Qualified Devices, depending
on the License Type, of one or more Enterprise Products or a mix of Enterprise
Products and the corresponding Enterprise Online Services.
(ii) Enterprise Online Services. If ordering Enterprise Online Services only, then
Enrolled Affiliate must maintain at least 250 Subscription Licenses.
b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled
Affiliate may order Additional Products and Services.
c. Product Use Rights for Enterprise Products. For Enterprise Products, if a new Product
version has more restrictive use rights than the version that is current at the start of the
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 2 of 9
Document X20-10631
applicable initial or renewal term of the Enrollment, those more restrictive use rights will
not apply to Enrolled Affiliate's use of that Product during that term.
d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be
used on its initial order and on any additional orders.
e. 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 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 must be included in the next true -up order. Enrolled Affiliate must
purchase Services and 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).
f. True -up requirements.
(i) True -up order. 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, may validate the customer true -
up data submitted through a formal product deployment assessment using an
approved Microsoft partner.
(ii) Enterprise Products. Enrolled Affiliate must determine the number of Qualified
Devices and Qualified Users (if ordering user -based Licenses) at the time the true -up
order is placed and must order additional Licenses for all Qualified Devices and
Qualified Users that are not already covered by existing Licenses, including any
Enterprise Online Services.
(iii) Additional Products. For Products that have been previously ordered, Enrolled
Affiliate must determine the Additional Products used d and order the License
difference (if any).
(iv) Online Services. For Online Services identified as eligible for true -up orders in the
Product List, Enrolled Affiliate may 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.
(v) Transitions. Enrolled Affiliate must report all Transitions. Transitions may result in
an increase in Licenses to be included on the true -up order and a reduction of
Licenses for prior orders. Reductions in Licenses will be effective at end of the
Transition Period. Associated invoices will also reflect this change. For Licenses paid
upfront, Microsoft will issue a credit for the remaining months of Software Assurance
or Subscription Licenses thatwere reduced as part of the Transition.
(vi) True -up due date. 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.
(vii)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).
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 3 of 9
Document X20-10631
(viii) Subscription License reductions. Enrolled Affiliate may reduce the quantity of
Subscription Licenses on a prospective basis if permitted in the Product List as
follows:
1) For Subscription Licenses part of an Enterprise -wide purchase, Licenses may be
reduced if the total quantity of Licenses and Software Assurance for an applicable
group meets or exceeds the quantity of Qualified Devices identified on the
Product Selection Form. Step-up Licenses do not count towards this total count.
2) For Enterprise Online Services not a part of an Enterprise -wide purchase,
Licenses can be reduced as long as the initial order minimum requirements are
maintained.
3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may
reduce the Licenses. If the License count is reduced to zero, then Enrolled
Affiliate's use of the applicable Subscription License will be cancelled.
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.
(ix) 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 within 30 days prior to the Expiration Date_
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 Affiliatemay step-up
initially by following the process described in the Section titled "Addingnew Products
not previously ordered," then for additional step-up Licenses, by following the true -up
order process.
(iii) If Enrolled Affiliate has previously ordered an Online Service as an Additional Product
and wants to step-up to an Enterprise Online Service eligible for a Transition, the
step-up may be reported as a Transition.
(iv) If Enrolled Affiliate Transitions a License, it may be able' to further step-up the
Transitioned License. If Enrolled Affiliate chooses to step-up and the step-up License
is separately eligible to be Transitioned, such step-up Licenses may result in a
License reduction at the Enrollment anniversary date following the step-up.
h. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any
documents submitted with or under this Enrollment, by providing notice by email and a
reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors
include minor mistakes, unintentional additions and omissions. This provision does not
apply to material terms, such as the identity, quantity or price of a Product ordered.
3. Pricing.
a. Price Levels. For both the initial and any renewal term Enrolled Affiliate's Price Level for
all Products ordered under this Enrollment will be Level "D" throughout the term of the
Enrollment. Price Level's will be captured in the Product Selection Form.
b. Setting Prices. Enrolled Affiliate's prices for each Product will be established by its
Reseller. 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. However, if Enrolled Affiliate qualifies for a
different price level, Microsoft will establish a new price level for future new orders either
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 4 of 9
Document X20-10631
upon Enrolled Affiliate's request or on its own initiative. Any changes will be based upon
price level rules in the Product Selection Form.
4. 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.
5. Transitions.
a. Transition requirements.
(i) Licenses with active Software Assurance or Subscription Licenses may be
Transitioned at any time if permitted in the Product List. Enrolled Affiliate may not,
however, reduce the quantity 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 year(s)
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 -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.
(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, all 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 paid in full.
(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 will
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 above
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 of 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 a 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 not unreasonably reject any renewal. Microsoft may
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 5 of 9
Document X20-10631
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
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, Resellermust 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,
Resellermust 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) Subscription Licenses and Online Services not eligible for an Extended Term.
If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will
terminate as of the Expiration Date. Any associated media must be uninstalled and
destroyed and Enrolled Affiliate's Enterprise must discontinue use . Microsoft may
request written certification to verify compliance.
(iv) Customer Data. Upon expiration or termination of a License for Online Services,
Microsoft will keep Customer's Data in a limited function account for 90 days so that
Customer may extract it. Enrolled Affiliate will reimburse Microsoft if there are any
associated costs. After 90 days Microsoft will disable Enrolled Affiliate's account and
will delete its Customer Data. 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 and that Microsoft has no liability whatsoever for deletion of
Enrolled Affiliate's Customer Data pursuant to these 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 Early termination of this Enrollment will be subject to the "Early
Termination" Section of the Enterprise Agreement.
For Subscription Licenses, in the event of a breach by Microsoft, Microsoft will issue
Reseller a credit for any amount paid in advance that would apply after the date of
termination.
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 6 of 9
Document X20-10631
Enrollment Details
1. Enrolled Affiliate's Enterprise.
a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled
Affiliate's Enterprise must consist of entire offices, bureaus, agencies, departments or
other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments,
or other partial entities. Enrolled Affiliate's organization includes .
Check only one box in this section. If no boxes are checked, Microsoft will deem the
Enterprise to include the Enrolled Affiliate only. If more than one box is checked,
Microsoft will deem the Enterprise to include the largest number of Affiliates:
® Enrolled Affiliate only
❑ Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be
included if fewer than 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 include all new Affiliates
acquired after the start of this Enrollment; Check only one box in this section:
O Enrolled Affiliate's Enterprise will include all new Affiliates acquired after the start of this
Enrollment
® Enrolled Affiliate's Enterprise will not include all new Affiliates acquired after the start of
-this Enrollment
If'no selection is made, or if both boxes are checked, Microsoft will deem the Enterprise to
include all future Affiliates
2. Contact information.
Each party will notify the other in writing if any of the information in the following contact information
page(s) changes. The asterisks (*) indicate required fields. By providing contact information, Enrolled
Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates,
and other parties that help administer this Enrollment. The personal information provided in
connection with this Enrollment will be used and protected in accordance with the privacy statement
available at https://www.microsoft.com/licensing/servicecenter.
a. Primary contact. This contact is the primary contact for the Enrollment from within
Enrolled Affiliate's Enterprise. This contact is also an Online Administrator for the Volume
Licensing Service Center and may grant online access to others. The primary contact will
be the default contact for all purposes unless separate contacts are identified for specific
purposes
Name of entity (must be legal entity name)* City of Roud Rock
Contact name* First Heath Last Douglas
Contact email address* hdouglas@round-rock.tx.us
Street address* 221 E. Main Street
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 7 of 9
Document X20-10631
City* Round Rock
State/Province* TX
Postal code* 78664-5271
(For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx)
Country* USA
Phone* 512 218 7097
Tax ID
* indicates required fields
b. Notices contact and Online Administrator. This contact (1) receives the contractual
notices, (2) is the Online Administrator for the Volume Licensing Service Center and may
grant online access to others, and (3) is authorized for applicable Online Services to add
or reassign Licenses, step-up, and initiate Transitions prior to a true -up order.
® Same as primary contact (default if no information is provided below, even 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
D 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 contactis authorized to manage the Online Services
ordered under the Enrollment and (for applicable Online Services) to add or reassign
Licenses, step-up, and initiate Transitions prior to a true -up order.
® Same as notices contact and Online Administrator (default if no information is
provided below, even 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.
* indicates required fields
d. Reseller information. Reseller contact for this Enrollment is:
Reseller company name* SHI International Corp
Street address (PO boxes will not be accepted)* 290 Davidson Rd
City* Somerset
State/Province* NJ
Postal code* 08873
Country* USA
Contact name*
Phone* 888 764 8888
Contact email address*
* indicates required fields
EA2013En rGov(US)SLG(EN G)(Oct2013)
Page 8 of 9
Document X20-10631
By signing below, the Reseller identified above confirms that all information provided in
this Enrollment is correct.
Signature*
Printed name*
Printed title*
Date*
* indicates required fields
Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business
with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled
Affiliate or the Reseller intends to terminate their relationship, the initiating party must
notify Microsoft and the other party using a form provided by Microsoft at least 90 days
prior to the date on which the change is to take effect.
e. If Enrolled Affiliate requires a separate contact for any of the following, attach the
Supplemental Contact Information form. Otherwise, the notices contact and Online
Administrator remains the default.
(i) Additional notices contact
(ii) Software Assurance manager
(iii) Subscriptions manager
(iv) Customer Support Manager (CSM) contact
3. Financing elections.
Is a purchase under this Enrollment being financed through MS Financing? 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 Licensing, GP.
EA2013EnrGov(US)SLG(ENG)(Oct2013) Page 9 of 9
Document X20-10631
In
Microsoft
Program Signature Form
MBA/MBSA number
Agreement number
01E73535
Volume Licensing
Proposal ID
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.
mean the signing: entity nr-oUed . Afflia
entering in 'a velum
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
<Choose Agreement>
Number or Code
Document Number or Code
<Choose Agreement>
Document Number or Code
<Choose Agreement>
Document Number or Code
<Choose Agreement>
Document Number or Code
<Choose Agreement>
Document Number or Code
Enterprise Enrollment
X20-10631
<Choose Enrollment/Registration>
Document Number or Code
<Choose Enrollment/Registration>
Document Number or Code
<Choose Enrollment/Registration>
Document Number or Code
<Choose Enrollment/Registration>
Document Number or Code
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.
Prog ramSign Form(MSSign)(NA, LatAm)ExBRA, MLI (ENG)(Oct2013)
Page 1 of 3
Customer
Name of Entity (must be legal entity name)* City of Round Rock
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
Tax ID
* indicates required field
Microsoft Affiliate
Microsoft Licensing, GP
Signature
Printed First and Last Name
Printed Title
Signature Date
(date Microsoft Affiliate countersigns)
Agreement Effective Date
(may be different than Microsoft's, signature date)
Optional 2"° Customer signature or Outsourcer. signature (if applicable)
Customer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
Outsourcer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
If Customer requires 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
ProgramSignForm(MSSign)(NA, LatAm)ExBRA,MLI(ENG)(Oct2013)
Page 2of3
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
Prog rams ign Form(MSSig n)(NA, LatAm)ExBRA, MLI (ENG)(Oct2013)
Page 3 of 3
EXECUTED
ORIGINAL
DOCUMENT
FOLLOW
Ii Microsoft
Enterprise Enrollment
Enterprise Enrollment number
(Microsoft to complete)
Previous Enrollment number
(Rese&Te'to complete)
13337 7
4634549
Volume Licensing
State and Local
Proposal ID/Framework ID
Earliest expiring previous
Enrollment end date
3f3112014
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 Agreement/Enrollment form that may be required, (5) any order
submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later
Enterprise Agreement.
All terms used but not defined are located at http:/1www.microsoft.comflicensinolcontracts. In the
event of any conflict the terms of this Agreement control.
Effective date. If Enrolled Affte 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 dateof 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.
`Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in
the Product Last 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
R-2014-1238
EA2013EnIGov(US)SLG(ENGXOct2013) Page 1 of g
Document X20-10831
Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise -wide basis
under this program.
`Expiration Date" means the date upon which the Enrollment expires.
`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 paint 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.
"L&SA" means a License with Software Assurance for any Product ordered.
'Qualified Device' means any device that is used by or for the benefit of Enrolled Affiliate's Enterprise
and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of
running Windows 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 is: (1) designated as a server and not used as a personal computer, OR (2) an Industry
Device, OR (3) not managed (as defined in the Product List at the start of the applicable initial or
renewal terry; of the Enrollment) 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 Qualified Device for all or a subset of Enterprise
Products or Online Services the Enrolled Affiliate has selected.
"Qualified User" means a person (e.g., employee, consultant, contingent staff) who; (1) is a user of a
Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access
License or any Enterprise Online Service. It does not include a person who accesses server software
or an Online Service solely under a License identified in the Qualified User exemptions in the Product
List.
"Reserved License means for an Online Service identified as eligible for true -ups in the Product List,
the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online
Service available for activation.
"Transition" means the conversion of one or more License to or from another License(s). Products
eligible for Transition and permitted Transitions are identified in the Product List.
"Transition Period" means the time between the Transition and the next Enrollment anniversary date
for which the Transition is reported.
2. Order requirements.
a. Minimum Order requirements. Enrolled Affiliate's Enterprise must have a minimum of
250 Qualified Users or Qualified Devices. The initial order must include at least 250
Licenses for Enterprise Products or Enterprise Online Services.
(1) Enterprise Commitment. If ordering any Enterprise Products, Enrolled Affiliate's
order must include coverage for all Qualified Users or Qualified Devices, depending
on the License Type, of one or more Enterprise Products or a mix of Enterprise
Products and the corresponding Enterprise Online Services.
(11) Enterprise Online Services. If ordering Enterprise Online Services only, then
Enrolled Affiliate must maintain at least 250 Subscription Licenses.
b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled
Affiliate may order Additional Products and Services.
c. Product Use Rights for Enterprise Products. For Enterprise Products, if a new Product
version has more restrictive use rights than the version that is current at the start of the
EA2013EnrGov(US)SLG(ENG)(002013) Page 2 of 9
Document x20-10631
applicable initial or renewal term of the Enrollment, those more restrictive use rights will
not apply to Enrolled Affiliate's use of that Product during that term.
d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be
used on its initial order and on any additional orders.
e. 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 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 must be included in the next true -up order, Enrolled Affiliate must
purchase Services and 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).
f. True -up requirements.
(i) True -up order. 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, may validate the customer true -
up data submitted through a formal product deployment assessment using an
approved Microsoft partner.
(ii) Enterprise Products. Enrolled Affiliate must determine the number of Qualified
Devices and Qualified Users (if ordering user -based Licenses) at the time the true -up
order is placed and must order additional Licenses for all Qualified Devices and
Qualified Users that are not already covered by existing Licenses, including any
Enterprise Online Services.
(iii) Additional Products. For Products that have been previously ordered, Enrolled
Affiliate must determine the Additional Products used and order the License
difference (if any).
(iv) Online Services. For Online Services identified as eligible for true -up orders in the
Product List, Enrolled Affiliate may 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.
(v) Transitions. Enrolled Affiliate must report all Transitions. Transitions may result in
an increase in Licenses to be included on the true -up order and a reduction of
Licenses for prior orders. Reductions in Licenses will be effective at end of the
Transition Period. Associated invoices will also reflect this change. For Licenses paid
upfront, Microsoft will issue a credit for the remaining months of Software Assurance
or Subscription Licenses thatwere reduced as part of the Transition.
(vi) True -up due date. 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.
(vii)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).
EA2013EnrGov(t15)SLG(ENG)(Oct2013) Page 3 of 9
Document x20-10631
9 -
(viii) Subscription License reductions. Enrolled Affiliate may reduce the quantity of
Subscription Licenses on a prospective basis if permitted in the Product List as
follows:
1) For Subscription Licenses part of an Enterprise -wide purchase, Licenses may be
reduced if the total quantity of Licenses and Software Assurance for an applicable
group meets or exceeds the quantity of Qualified Devices identified on the
Product Selection Form. Step-up Licenses do not count towards this total count.
2) For Enterprise Online Services not a part of an Enterprise -wide purchase,
Licenses can be reduced as long as the initial order minimum requirements are
maintained.
3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may
reduce the Licenses. If the License count is reduced to zero, then Enrolled
Affiliate's use of the applicable Subscription License will be cancelled.
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.
(ix) 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 within 30 days prior to the Expiration Date.
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.
(it) 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.
(ill) If Enrolled Affiliate has previously ordered an Online Service as an Additional Product
and wants to step-up to an Enterprise Online Service eligible for a Transition, the
step-up may be reported as a Transition.
(iv) If Enrolled Affiliate Transitions a License, it may be able to further step-up the
Transitioned License. If Enrolled Affiliate chooses to step-up and the step-up License
is separately eligible to be Transitioned, such step-up Licenses may result in a
License reduction at the Enrollment anniversary date following the step-up.
h. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any
documents submitted with or under this Enrollment, by providing notice by email and a
reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors
include minor mistakes, unintentional additions and omissions. This provision does not
apply to material terms, such as the identity, quantity or price of a Product ordered.
3. Pricing.
a. Price Levels. For both the initial and any renewal term Enrolled Affiliate's Price Level for
all Products ordered under this Enrollment will be Level 'Cr throughout the term of the
Enrollment. Price Level's will be captured in the Product Selection Form.
b. Setting Prices. Enrolled Affiliate's prices for each Product wilt be established by its
Reseller. 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. However, if Enrolled Affiliate qualifies for a
different price level, Microsoft will establish a new price level for future new orders either
EA2413EnrGov(US)SLG(ENG)(Od2813) Page 4 of 9
Document X20-10631
upon Enrolled Affiliate's request or on its own initiative. Any changes will be based upon
price level rules in the Product Selection Form.
4. 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 Enrolied 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.
5. Transitions.
a. Transition requirements.
(i) Licenses with active Software Assurance or Subscription Licenses may be
Transitioned at any time if permitted in the Product List. Enrolled Affiliate may not,
however, reduce the quantity of Licenses or associated Software Assurance prior to
the end of the Transition Period.
(i1) Enrolled Affiliate must order the Licenses to which it is transitioning for the years)
following the Transition Period.
(ill) 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 -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.
(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, all 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 paid In full.
(11) New version Tights 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 will
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 above
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 of 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 a 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 not unreasonably reject any renewal, Microsoft may
EA2013EnrGov(US)SW(ENG)(oct2013) Page 5 of 9
Document X20-10631
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 Tenn. 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, Resellermust 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,
Resellermust 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) Subscription Licenses and Online Services not eligible for an Extended Term.
If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will
terminate as of the Expiration Date, Any associated media must be uninstalled and
destroyed and Enrolled Affiliate's Enterprise must discontinue use. Microsoft may
request written certification to verify compliance.
(iv) Customer Data. Upon expiration or termination of a License for Online Services,
Microsoft will keep Customer's Data in a limited function account for 90 days so that
Customer may extract it. Enrolled Affiliate will reimburse Microsoft if there are any
associated costs. After 90 days Microsoft will disable Enrolled Affiliate's account and
will delete its Customer Data. 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 and that Microsoft has no liability whatsoever for deletion of
Enrolled Affiliate's Customer Data pursuant to these 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 Early termination of this Enrollment will be subject to the "Early
Termination" Section of the Enterprise Agreement.
For Subscription Licenses, in the event of a breach by Microsoft, Microsoft Will issue
Reseller a credit for any amount paid in advance that would apply after the date of
termination.
EA2013EarGov(US)SLG(EN G)(0d2013) Page 6 of 9
Document X20-10631
Enrollment Details
1. Enrolled Affiliate's Enterprise.
a. Identify which Agency Affiliates are included in the Enterprise (Required) Enrolled
Affiliate's Enterprise must consist of entire offices, bureaus, agencies, departments or
other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments,
or other partial entities. Enrolled Affiliate's organization includes .
Check only one box in this section. If no boxes are checked, Microsoft will deem the
Enterprise to include the Enrolled Affiliate only. if more than one box is checked,
Microsoft will deem the Enterprise to include the largest number of Affiliates:
El Enrolled Affiliate only
❑ Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be
included if fewer than all Affiliates are to be included in the Enterprise):
0 Enrolled Affiliate and all Affiliates, with following Affiliates) excluded:
b. Please indicate whether the Enrolled Affiliate's Enterprise will include ail new Affiliates
acquired after the start of this Enrollment: Check only one box in this section:
0 Enrolled Affiliate's Enterprise will include all new Affiliates acquired after the start of this
Enrollment
1:4 Enrolled Affiliate's Enterprise will no include all new Affiliates acquired after the start of
this Enrollment
if no selection is made, or if both boxes are checked, Microsoft will deem the Enterprise to
include all future Affiliates
2. Contact information.
Each party will notify the other in writing if any of the information in the following contact information
page(s) changes. The asterisks (°) indicate required fields. By providing contact information, Enrolled
Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates,
and other parties that help administer this Enrollment. The personal information provided in
connection with this Enrollment will be used and protected in accordance with the privacy statement
available at https://www.microsoft.comtlicensinq/servicecenter.
a. Primary contact. This contact is the primary contact for the Enrollment from within
Enrolled Affiliate's Enterprise. This contact is also an Online Administrator for the Volume
Licensing Service Center and may grant online access to others. The primary contact will
be the default contact for all purposes unless separate contacts are identified for specific
purposes
Name of entity (must be legal entity name)* City of Roud Rock
Contact name* First Heath Last Douglas
Contact email address' hdouglas@round-rock.tx.us
Street address* 221 E. Main Street
EA2013EnrGov(US)SLG(ENG)(O02013) Page 7 of 9
Document x20-10531
City* Round Rock
State/Province* TX
Postal code* 78664-5271
(For U.S. addresses, please provide the zip + 4, e.g. moot -x=0
Country* USA
Phone* 512 218 7097
Tax ID
* indicates required fields
b. Notices contact and Online Administrator. This contact (1) receives the contractual
notices, (2) is the Online Administrator for the Volume Licensing Service Center and may
grant online access to others, and (3) is authorized for applicableOnline Services to add
or reassign Licenses, step-up, and initiate Transitions prior to a true -up order.
rt
Same as primary contact (default if no information is 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
j� 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
ordered under the Enrollment and (for applicable Online Services) to add or reassign
Licenses, step-up, and initiate Transitions prior to a true -up order.
13 Same as notices contact and Online Administrator (default if no information is
provided below, even 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.
* indicates required fields
d. Reseller information. Reseller contact for this Enrollment is:
Reseiler company name* SHI International Corp
Street address (PO boxes will not be accepted)* 290 Davidson Rd
City* Somerset
State/Province* NJ
Postal code* 08873
Country* USA
Contact name* $ c4orr kect ovvta-
Phone* 888 764 8888
Contact email address* .nts C...n&sh i. cont
* indicates required fields
EA2013EnrGov(US)SLG(ENG)(0d2013) Page 8 019
Document X20-10631
By signing below, the Reseller identified above confirms that all information provided in
this Enrollment is correct.
Signature'
Printed name* Sco rr HaaawiF
Printed title` Lic.?..45P:ct4usf'
Date 3 IS 0014
indicates required fields
Changing a Reseller. If Microsoft or the Reseller gooses to discontinue doing business
with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled
Affiliate or the Reseller intends to terminate their relationship, the initiating party must
notify Microsoft and the other party using a form provided by Microsoft at least 90 days
prior to the date on which the change is to take effect.
e. If Enrolled Affiliate requires a separate contact for any of the following, attach the
Supplemental Contact information form. Otherwise, the notices contact and Online
Administrator remains the default.
(1) Additional notices contact
(ii) Software Assurance manager
(W) Subscriptions manager
(iv) Customer Support Manager (CSM) contact
3. Financing elections.
Is a purchase under this Enrollment being financed through MS Financing? 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 Licensing, GP.
F;11.2013EntGov(US),SIG(ENGX0d2013)
Page 9 of 9
Document X20-10631
fl Microsoft
Program Signature Form
MBA/MBSA number
Agreement number
01E73535
Volume Licensing
Proposal ID
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, Enrol 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
<Choose Agreement>
, Document Number or Code
Document Number or Code
Document Number or Code
Document Number or Code
<Choose Agreement>
<Choose Agreement>
<Choose Agreement> -
<Choose Agreement>
Document Number or Code
Enterprise Enrollment
X20-10631
<Choose Enrollment/Registration>
Document Number or Code
Document Number or Code
<Choose Enrollment/Registration>
<Choose Enrollment/Registration>
t
Document Number or Code
Document Number or Code
<Choose Enrollment/Registration>
Product Selection Form
X20-03622
Document Description
Document Number or Code
Document Description
Document Number or Code
Document Number or Code
Document Description
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.
ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLRENGi(oct2013}
Pana 1 nt R
Customer
Name of Entity (must be legal tittynna )* City of Round Rock
Signature*lY �
Printed First and Last Name* ,A,4 M ,Cryy4,w•
Printed Title Mtn' 'Giy-
Signature Date* 3,*
L.
* indicates required field
Tax ID
Microsoft Affiliate
Microsoft L
ens!
Signature
Printed First and Last Name
Printed Title
Signature Date
{date Microsoft Affiliate countersigns)
Agreement Effective Date C// / /,ge l7
((nay be different than Microsoft's signature date)
P * •
Microsoft LioensiriG, .;p
0
1 ?i14
'vbarry Sim
Duly Authorized on behalf of
Microsoft I.I , ,• e
Optional es Customer signature or Outsourcer signature (if applicable)
Customer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
Outsourcer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
If Customer requires 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
Customers channel partner or Microsoft account manager, who must submit them to the following
ProgramSignForm(MSSigr)(NA,LatRm)Ext3RA,ML1(ENG)(Uet2013)
Dane 1 nr'i
address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation
copy.
Microsoft Licensing, GP
Rept. 551, Volume Licensing
6100 Neal Road, Suite 210
Reno, Nevada 89511-1137 •
USA
ProgrartSignFortn(MSSignXNA, LatAm)ExBRA.MLI(ENGxoct2o13)
IV 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
J73337(�
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: Enterprise Desktop with MDOP
Qualified Devices: 800 Qualified Users: 800
❑ 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.
Prod ucts2
Office Pro'' Plus
Office Pro Plus for Office 365
Office 365 Plan El
Office 365 Plan E2
Office 365 Plan E3
Office 365 Plan E4
Quantity
800
• Core CAL, includin • Brid • e CAL's if a • • icable
Core CAL
Core CAL Brid • e for Office 365
Core CAL Brid • e for Windows Intune
Core CAL Brid • e for Office 365 and Windows Intune
►ii Enter• rise CAL ECAL
ECAL
ECAL Brid • e for Office 365
ECAL Brid • e for Windows Intune
ECAL Brid • e for Office 365 and Windows Intune
800
The Client Access License selection must be the same across the Enterprise. Specify whether
licensin• CAL •er Device or User: User
Windows OS U • •rade
Windows VDA
Windows Intune
Windows Intune Add-on
600
200
800
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):
Office Pro Plus for Office 365
Office 365 Plan
Office 365 (Plan E2)
Office 365 (Plan E31_
Office 365 (Plan E
Enterprise CAL (ECAL) Step-up, including Bridge CALs
Windows Intune
Windows Intune Add -ori
This form must be attached to a signature form to be valid.
EA-EASProdSe(Form(uS)SLOCENG){Ck t2012)
Page 2 of 2
Document X20-03622