CM-2023-011 - 1/20/2023Microsoft Master Services Agreement
State and Local Government & Public Educational Institutions
Microsoft Master Services Agreement Number
Microsoft Affiliate to complete
This Microsoft Master Services Agreement ("Agreement") is entered Into between the following entities as of the
Effective Date identified below. This Agreement is comprised of this cover page and the attached terms and conditions,
the terms of which are incorporated herein by this reference.
This Agreement contains terms of the relationship between Customer (the entity signing the Agreement and its
Affiliates) and Microsoft Corporation (the Microsoft Affiliate signing below and its Affiliates). If Customer contracts for
Professional Services from Microsoft under this Agreement, the specific terms of those transactions will be contained
in this Agreement and any Statement of Services incorporating the terms of this Agreement.
If the first Statement of Services entered into under this Agreement is given an effective date that is earlier than the
Effective Date of this Agreement, the Effective Date of this Agreement will be that earlier date for the purposes of that
Statement of Services.
By signing below, each party acknowledges that it has read and understood the terms of this Agreement and agrees
to be bound by these terms.
Micros.
Name of Customer (please print)
Name
City of Round Rock
Microsoft Corporation
Sig ture
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Signature date (may be different than Effective Date)
Effective Date (may be different than Signature Date)
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Contact information. Each party will notify the other in writing if any of the information in the following
table changes. The " indicates required fields. By providing contact information, Customer consents to its
use for purposes of administering this Agreement by Microsoft, Microsoft's Affiliates, and other parties that
help Microsoft administer this Agreement.
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Terms and Conditions
1. Definitions. In this Agreement, a "party" or "parties" means Customer and/or Microsoft as the context
requires. In addition, the following definitions apply:
"Affiliate" means (i) with regard to Customer, any government agency, department, office, instrumentality,
division, unit or other entity of Customer's state or local government that is supervised by or is part of Customer,
or which supervises Customer or of which Customer is a part, or which is under common supervision with
Customer; together with, as mandated by law, any county, borough, commonwealth, city, municipality, town,
township, special purpose district, or other similar type of governmental instrumentality located within
Customer's state jurisdiction and geographic boundaries; provided that a state and its Affiliates shall not, for
purposes of this definition, be considered to be Affiliates of the federal government and its Affiliates; and (ii) with
regard to Microsoft, any legal entity that Microsoft controls, which controls Microsoft, or which is under common
control with Microsoft. "Control" means ownership of more than a 50% interest of voting securities in an entity
or the power to direct the management and policies of an entity;
"Customer" means the legal entity that has entered into this Agreement;
"Customer Data" means all data, including all text, sound, software, image or video files that are provided to
Microsoft by, or on behalf of, Customer and its Affiliates in connection with Professional Services;
"day" means a calendar day, except references that specify "business day";
"Fix" or "Fixes" means Product fixes, modifications, enhancements, or their derivatives, that Microsoft either
releases generally (such as Product service packs) or that Microsoft provides to Customer when performing
Professional Services to address a specific issue (including, but not limited to, workarounds, patches, bug fixes,
beta fixes and beta builds);
"Microsoft" means the Microsoft Affiliate that has entered into this Agreement and its Affiliates, as
appropriate;
"Online Services" means the Microsoft -hosted services identified as Online Services in the Microsoft
Product Perms. Online Services are not offered under the scope of this Agreement.;
"Online Services Terms" means the additional terms that apply to Customers use of Online Services published
on the Volume Licensing Site and updated from time to time;
"Pre -Existing Work" means any computer code or materials developed or otherwise obtained independently of
the efforts of a party under a Statement of Services;
"Product" means all products identified in the Product Terms, such as all Software, Online Services and other
web -based services, including pre-release or beta versions;
"Product Terms" means the document that provides information about Microsoft Products. The Product Terms
document is published on the Volume Licensing Site and is updated from time to time;
"Professional Services" means all Product support services and Microsoft consulting services or advice
provided to Customer under this Agreement. 'Professional Services" does not include Online Services;
"Professional Services Data" means all data, including all text, sound, video, image files, or software, that are
provided to Microsoft by, or on behalf of, Customer (or that Customer authorizes Microsoft to obtain from an
Online Service) or otherwise obtained or processed by or on behalf of Microsoft through an engagement with
Microsoft to obtain Professional Services;
"Service Deliverables" means any computer code or materials, other than Products or Fixes, that Microsoft
leaves with Customer at the conclusion of Microsoft's performance of the Professional Services;
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"Software" means licensed copies of Microsoft software identified on the Product Terms. Software does not
include Online Services or Services Deliverables, but Software may be part of an Online Service;
"Statement of Services" means any work orders, services descriptions, or other description of Professional
Services that incorporates this Agreement;
"Trade Secret" means information that is not generally known or readily ascertainable to the public, has
economic value as a result, and has been subject to reasonable steps under the circumstances to maintain its
secrecy;
"use" or "run" means to copy, install, use, access, display, run or otherwise interact with;
"Use Rights" means, with respect to any Product licensing program, the use rights or terms of service for each
Product published on the Volume Licensing Site and updated from time to time. The Use Rights supersede the
terms of any end user license agreement that accompanies a Product. The Use Rights for Software are published
by Microsoft in the Product Terms, The Use Rights for Online Services are published in the Online Services
Terms;
"Volume Licensing Site" means http:iiwww.microsoft.com/licensing/contracts or a successor site
2. Services. The precise scope of the Professional Services will be specified in a Statement of Services.
Customer or any of Customer's Affiliates may enter into Statements of Services under this Agreement with
Microsoft's local Affiliates. Microsoft's ability to deliver the Professional Services depends upon Customer's full
and timely cooperation, as well as the accuracy and completeness of any information Customer provides. This
Agreement does not obligate either party or its Affiliates to enter into any Statements of Services.
3. Use, ownership, rights and restrictions.
a. Products. Unless otherwise specified in a license agreement, use of any Product is governed by the
Use Rights specific to each Product and version and by the terms of the applicable license agreement.
Products will not be purchased under this Agreement.
b. Fixes and Services Deliverables.
i. Fixes. Each Fix is licensed under the same terms as the Product to which it applies. If the Fix
is not provided for a specific Product, any use terms Microsoft provides with the Fix will apply.
If no use terms are provided, Customer shall have a non-exclusive, perpetual, fully paid -up
license to use and reproduce the Fix solely for its internal business purposes. Customer may
not modify, change the file name or combine any Fix with any non -Microsoft computer code,
except as expressly permitted in a licensing agreement.
ii. Pre -Existing Work. All rights in Pre -Existing Work will remain the sole property of the party
providing the Pre -Existing Work. Each party may use, reproduce and modify the other party's
Pre -Existing Work only as needed to perform obligations related to Professional Services.
ill. Services Deliverables. Upon payment in full, Microsoft grants Customer a non-exclusive, non-
transferable, perpetual license to reproduce, use and modify the Services Deliverables solely
for Customer's internal business purposes, subject to the terms and conditions in this
Agreement_
iv. Affrliates'rights. Customer may only sublicense its rights in Services Deliverables and Sample
Code granted hereunder to its Affiliates, but Customers Affiliates may not sublicense these
rights. Customer is responsible for ensuring its Affiliates' compliance with this Agreement.
c. Non -Microsoft software and technology. Customer is solely responsible for any non -Microsoft
software or technology that Customer installs or uses with the Products, Fixes or Services Deliverables.
Customer may not install or use non -Microsoft software or technology in any way that would subject
Microsoft's intellectual property or technology to obligations beyond those included in this Agreement.
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d. Sample Code. Upon payment in full, Microsoft grants Customer a non-exclusive, perpetual, non-
transferable license to use and modify any Software code provided by Microsoft for the purposes of
illustration ("Sample Code") and to reproduce and distribute the object code form of the Sample Code
for Customer's internal business purposes only and not to any unaffiliated third party.
e. Restrictions on use. Customer must not (and is not licensed to) (1) reverse engineer, de -compile or
disassemble any Product, Fix or Service Deliverable; (2) install or use non -Microsoft software or
technology in any way that would subject Microsoft's intellectual property or technology to any other
license terms; or (3) work around any technical limitations in a Product, Fix or Services Deliverable or
restrictions in Product documentation. Except as expressly permitted in this Agreement or a Statement
of Services, Customer must not distribute, sublicense, rent, lease or lend any Product, Fix or Service
Deliverable, in whole or in part, or use them to offer hosting services to a third party.
f. Reservation of Rights. Products, Fixes, and Service Deliverables are protected by copyright and other
intellectual property rights laws and international treaties. Microsoft reserves all rights not expressly
granted in this Agreement. No rights will be granted or implied by waiver or estoppel.
g. Supportability of Products. Support for Products is available under the terms of a licensing
agreement, a separate Statement of Services or under the terms set forth at htto:Hsu000rt.microsoft.com
or a successor site.
4. Confidentiality. Subject to the requirements of your public records and trade secret laws (if any):
"Confidential Information" is non-public information that is designated "confidential" or that a reasonable person
should understand is confidential, including Customer Data, Professional Services Data, and the terms of this
Agreement. It includes, but is not limited to, non-public information regarding either party's products, features,
marketing and promotions, and the negotiated terms of any Statement of Services.
Confidential Information does not include information that (a) becomes publicly available without a breach of this
Agreement, (b) the receiving party received lawfully from another source without a confidentiality obligation, (c)
is independently developed, or (d) is a comment or suggestion volunteered about the other party's business,
products or services.
Each party will take reasonable steps to protect the other's Confidential Information and will use the other party's
Confidential Information only for purposes of the parties' business relationship. Neither party will disclose that
Confidential Information to third parties, except to its employees, Affiliates, contractors, advisors, and consultants
(collectively "Representatives") and then only on a need -to -know basis, under non -disclosure obligations at least
as protective as this Agreement. Each party remains responsible for the use of the Confidential Information by
its Representatives and, in the event of discovery of any unauthorized use or disclosure, must promptly notify
the other party.
A party may disclose the other party's Confidential Information if required by law; but only after it notifies the other
party (if legally permissible) to enable the other party to seek a protective order.
Neither party is required to restrict work assignments of its Representatives who have had access to Confidential
Information. Each party agrees that use of information in Representatives' unaided memories in the development
or deployment of the parties' respective products or services does not create liability under this Agreement or
Trade Secret law, and each party agrees to limit what it discloses to the other accordingly.
These obligations apply for a period of five years after the confidential information is received.
5. Compliance with applicable laws, privacy and security.
a. Customer consents to the processing of personal information by Microsoft and its agents to facilitate the
subject matter of this Agreement. Customer will obtain all required consents from third parties (including
Customer's contacts, resellers, distributors, administrators, and employees) under applicable privacy
and data protection law before providing personal information to Microsoft.
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b. Personal information collected through Professional Services (i) may be transferred, stored and
processed in the United States or any other country in which Microsoft or its contractors maintain facilities
and (ii) will be subject to the privacy terms specified in the Use Rights. Microsoft will abide by the
requirements of European Economic Area and Swiss data protection law regarding the collection, use,
transfer, retention and processing of personal data from the European Economic Area and Switzerland.
c. U.S. Export. Microsoft Products, Fixes and Services Deliverables are subject to U.S. export jurisdiction.
Customer must comply with all applicable international and national laws, including the U.S. Export
Administration Regulations, the International Traffic in Arms Regulations, and end -user, end use and
destination restrictions by U.S. and other governments related to Microsoft Products, services, and
technologies.
6. Warranties.
a. Limited warranties and remedies — Professional Services. Microsoft warrants that it will perform
Professional Services with professional care and skill. If Microsoft fails to do so, and Customer notifies
Microsoft within 94 days of the date the Professional Services were performed, then Microsoft will, at its
discretion, either re -perform the Professional Services or return the price paid for them. These remedies
are Customer's sole remedies for breach of warranties in this section. Customer waives any breach of
warranty claims not made during the warranty period.
b. Exclusions. The warranties in this section do not cover problems caused by accident, abuse or use in
a manner inconsistent with this Agreement, including failure to meet minimum system requirements.
These warranties do not apply to free, trial, pre-release or beta Products or to components of Products
that Customer is permitted to redistribute. DISCLAIMER. Except for the limited warranties above,
Microsoft provides no other warranties or conditions and disclaims any other express, implied
or statutory warranties, including warranties of quality, merchantability, fitness for a particular
purpose, title and non -infringement.
7. Defense of third party claims.
The parties will defend each other against the third -party claims described in this section and will pay the amount
of any resulting adverse final judgment or approved settlement, but only if the defending party is promptly notified
in writing of the claim and has the right to control the defense and any settlement of it. The party being defended
must provide the defending party with all requested assistance, information and authority. The defending party
will reimburse the other party for reasonable out-of-pocket expenses it incurs in providing assistance. This
section describes the parties' sole remedies and entire liability for such claims.
a. By Microsoft Microsoft will defend Customer against any third -party claim to the extent it alleges that
any Fix or Services Deliverable made available by Microsoft for a fee and used within the scope of
Section 3 of this Agreement (unmodified from the form provided by Microsoft and not combined with
anything else) misappropriates a trade secret or directly infringes a patent, copyright, or trademark or
other proprietary right of a third party. if Microsoft is unable to resolve a claim of infringement under
commercially reasonable terms, it may, at its option, either (1) modify or replace the Fix or Services
Deliverable with a functional equivalent; or (2) terminate Customer's license and refund any fees paid
for such Fix(es) and Services Deliverable(s). Microsoft will not be liable for any claims or damages due
to Customers continued use of a Product, Fix or Services Deliverable after being notified to stop due to
a third party claim.
b. By Customer. To the extent permitted by applicable law, Customer will defend Microsoft against any
third -party claim to the extent it alleges that Customer's use of any Fix or Services Deliverable alone or
in combination with anything else, violates the law or damages a third party.
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8. Limitations of liability.
Each party's maximum, aggregate liability to the other is limited to direct damages finally awarded
in an amount not to exceed the amounts Customer was required to pay for the applicable
Statement of Services, subject to the following.
a. Free Professional Services and Distributable Code. For Professional Services provided
free of charge and code that Customer is authorized to redistribute to third parties without a
separate payment to Microsoft, Microsoft's liability is limited to direct damages finally awarded
up to US$5000.
b. Exclusions. In no event will either party be liable for any indirect, incidental, special,
punitive, or consequential damages, or for loss of use, loss of business information,
loss of revenue, or interruption of business, however caused or on any theory of
liability.
c. Exceptions. No limitation or exclusions will apply to liability arising out of either party's (1)
confidentiality obligations (except for all liability related to Customer Data and Professional
Services Data, which will remain subject to the limitations and exclusions above); (2) defense
obligations; or (3) violation of the other party's intellectual property rights.
9. Term and termination. This Agreement will remain in effect until terminated.
Either party may terminate this Agreement at any time without cause by giving the other party at least 60 calendar
days prior written notice. Terminating this Agreement will not affect any existing Statements of Services, but will
terminate the ability of the parties to enter into subsequent Statements of Services.
Customer may terminate a Statement of Services upon 30 days' notice. Microsoft may terminate a Statement of
Services if Customer fails to pay any invoice that is more than 60 days outstanding. Microsoft may terminate a
Statement of Services if Customer fails to pay any invoice that is more than 60 days outstanding. Customer
agrees to pay all fees for Professional Services performed and expenses incurred prior to termination and any
additional amounts that may be specified in a Statement of Services. Upon Microsoft's receipt of payment for
the Professional Services, Customer's interests in the Services Deliverables will vest.
10. Miscellaneous.
a. Notices. Notices must be sent to the address on the signature page of this Agreement or on an
applicable Statement of Services. All notices, authorizations, and requests given or made in connection
with this Agreement must be in writing and will be treated as delivered on the date shown on the return
receipt or on the courier or fax confirmation of delivery. Microsoft may provide information to Customer
about upcoming ordering deadlines, services and subscription information in electronic form, including
by email to contacts provided by the Customer. Emails will be treated as delivered on the transmission
date.
b. Assignment. Either party may assign this Agreement to an Affiliate, but it must notify the other party in
writing of the assignment. Any other proposed assignment must be approved by the non -assigning party
in writing. Assignment will not relieve the assigning party of its obligations under the assigned
Agreement. Any attempted assignment without required approval will be void.
c. Applicable law, dispute resolution. This Agreement together with the applicable Statement of
Services will be governed by the laws of Customers stale, without giving effect to its conflict of law
provisions. Disputes relating to this Agreement will be subject to applicable mandatory dispute resolution
statutes and regulations of Customer's state.
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d. Severability. If any provision of this Agreement is held to be unenforceable, the balance of the
Agreement will remain in full force and effect.
e. Waiver. Failure to enforce any provision of this Agreement will not constitute a waiver. Any waiver must
be made in writing and signed by an authorized representative of the waiving party.
f. Survival. All provisions survive termination or expiration of this Agreement, except those requiring
performance only during the term of a Statement of Services.
g. Agreement not exclusive, Customer is free to enter into agreements to license, use or promote non -
Microsoft products or services.
h. Microsoft as independent contractor. The parties are independent contractors. Customer and
Microsoft each may develop products independently without using the other's Confidential Information.
i. Use of contractors. Microsoft may use contractors to perform. Professional Services, but will be
responsible for their performance subject to the terms of this Agreement.
j. Insurance while performing Professional Services on Customer's premises. Microsoft will
maintain industry -appropriate insurance coverage at all times when performing Professional Services
on Customer's premises under this Agreement via commercial insurance, self-insurance, or any other
similar risk financing alternative. Microsoft will provide Customer with evidence of coverage on request.
k. Amendments. Any amendment to this Agreement must be executed by both parties, except that
Microsoft may change the Product Terms and Use Rights in accordance with the terms of this
Agreement. Any additional or conflicting terms and conditions contained in Customer's purchase order
are expressly rejected and will not apply.
1. No transfer of ownership. Microsoft does not transfer ownership rights in any Product. The Products
are protected by copyright and other intellectual property rights, laws and international treaties.
m. Professional Services payment terms. Customer agrees to pay all fees in a Statement of Services
within 30 days of the date of Microsoft's invoice; unless the Statement of Services provides otherwise.
Microsoft may assess a finance charge of the lesser of 18% per annum, accrued, calculated and payable
monthly or the highest amount allowed by law on all past due amounts due to Microsoft. Microsoft will
have no obligation to continue to provide Professional Services if Customer fails to make timely payment.
n. Taxes. If any amounts are to be paid to Microsoft, the amounts owed are exclusive of any
taxes. Customer shall pay all value added, goods and services, sales, gross receipts or other
transaction taxes, fees, charges or surcharges or other similar taxes, charges or fees or any regulatory
cost recovery and other surcharges that are owed under this Agreement and which Microsoft is permitted
to collect from Customer. Customer shall also be responsible for an applicable stamp taxes and for all
other taxes that it is legally obligated to pay, including any taxes that arise on the distribution of provision
of Professional Services by Customer to its Affiliates. Microsoft shall be responsible for payment of all
taxes based upon its net income, gross receipts taxes imposed in lieu of taxes on income or profits, or
taxes on Microsoft's property ownership.
If any taxes are required to be withheld on payments made to Microsoft, Customer may deduct such
taxes from the amount owed and pay them to the appropriate taxing authority; provided however, that
Customer shall promptly secure and deliver an official receipt for those withholdings and other
documents reasonably requested by Microsoft to claim a foreign tax credit or refund. Customer will
ensure that any taxes withheld are minimized to the extent possible under applicable law.
o. Cost or pricing data. We will not, under any circumstances, accept any statement of services that
would require the submission of cost or pricing data.
p. No third -party beneficiaries. This Agreement does not create any third -party beneficiary rights
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Microsoft
Microsoft Enterprise Services Work Order i I
(For Microsoft Internal Purposes Only) GVS1229-405514-507307 Work Order Number .
TX DIR-CPO-4911
This Work Order consists of the terms and conditions below, and the provisions of the Microsoft
Business and Services Agreement reference , effective as of (the
"Agreement"), the provisions of the Unified Enterprise Support Services Description applicable to
the Professional Services identified in this Work Order, and any attachments or exhibits
referenced in this Work Order, all of which are incorporated herein by this reference. In this
Work Order "Customer," "you," or "your" means the undersigned customer or its affiliate and
"Microsoft", "we," "us," or "our" means the undersigned Microsoft affiliate.
By signing below the parties acknowledge and agree to be bound to the terms of this Work Order,
the Agreement and all other provisions incorporated in them. This Work Order is effective as of
the date that Microsoft signs this Work Order. Regardless of any terms and conditions contained
in a purchase order, if any, the terms of this Work Order apply.
Name of Customer ; ; anti Name
TX - City of Round Rock I Microsoft Corporation
Signature
Name of person signing (please print)
LA" im LQL�
Title of person signing (please print)
GY
Signature date
Signature
Name of person signing (please print)
Title of person signing [please print)
Signature date (effective date)
Name of Customer or its Affiliate that executed the Agreement (if different from Customer
above)
Enterprise5ervicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CP] Page 1 of 7
(jn�t-2o2�-ill .
Customer invoice information
Name of Customer Contact Name (Receives invoices under this work order)
TX - City of Round Rock Ramset Saad
Street Address Contact E-Mail Address
221 East Main Street rsaad@roundrocktexas. ov
City State/Province Phone
Round Rock Texas 512-218-5400
Country Postal Code Fax
United States 78664-5299
1. Support Services and Fees.
1.1. Term.
Microsoft Enterprise Support Services will commence on 12/20/2022 (the "Support
Commencement Date") and will expire on 12/19/2023 (the "Support Expiration Date").
2. Description of Services.
Please refer to the current Unified Enterprise Support Services Description ("USSD") which will be
incorporated by reference and is published by Microsoft from time to time at
https://www.microsoft.com/unified-support-services-description. Microsoft may update the
support services you purchase under this agreement from time to time, provided that the level
of support services you purchase will not materially decrease during the current Term.
EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep201$) [CP] Page 2 of 7
Services by Support Location
Unified Enterprise
Support 2022-23 USA - SLG - Enterprise West
12/20/2022 -
Included
Enterprise Advisory Support Hours As -needed
Advisory Services
Included
Enterprise Azure Problem Resolution Hours As-
Problem Resolution
needed
Support
Included
Enterprise On -demand Assessment
On -Demand Assessment
Included
Enterprise On -Demand Assessment - Setup and
On -Demand Assessment
Confiq Service As -needed
Remote
Included
Enterprise On -Demand Education
On -Demand Education
Included
Enterprise Online Support Portal
Administrative
Included
Enterprise Problem Resolution Hours As -needed
Problem Resolution
Included
Enterprise Reactive Support Management
,,Support
Service Delivery
Management
Included
Enterprise Service Delivery Management
Service Delivery
Management
Included
Enterprise Webcasts As -Needed
Webcast
Included
Reactive Enabled Contacts
Problem Resolution
Support
1 ea
Microsoft Teams Media Quality Assessment
Assessment Program
1 ea
Onsite Visit
Onsite Support
50 ea
Proactive Credits
Proactive Credits
Included
Service Delivery Management Extended
Service Delivery
Management
1 ea
WorkshopPLUS - Power Platform - PowerApps for
WorkshopPLUS
Power User 1 Day with Lab - Open Workshop
1 ea
WorkshopPLUS Remote - Microsoft 365 Security
WorkshopPLUS
and Compliance: Security Center - Open
Workshop
Ent erpriseServicesWorkOrder-PuBec-MUS-v2.0(US)(ENG)(Se p2018) [CP] Page 3 of 7
2.1.Support Services Fees.
The items listed in the table above represent the services that Customer has pre -purchased for
use during the term of this Work Order, and applicable fees are shown in the table below.
Microsoft Support Services are a non-refundable, prepaid service. Microsoft must receive
Customer purchase order or payment before Microsoft commences or continues, as applicable,
provision of Microsoft Support Services, If Customer issues a purchase order, Microsoft will invoice
Customer, and Customer agrees to pay Microsoft within 30 calendar days of the date of Microsoft
invoice. Microsoft reserves the right to adjust Microsoft fees prior to entering into any changes to
the Microsoft Support Services ordered herein.
{ �, -
Unified Enterprise Support 2022-23
-12/20/2022
$58,962,06
Unified Proactive Services Add on I Unified Proactive Svcs
Enterprise
12/20/2022
$35,264.00
Subtotal
$94,226.06
Flex Allowance
($25,000.00)
Software Assurance Benefits *
($19,362.00)
Total Fees (excluding taxes)
$49,864.06
Software Assurance Benefits
* Customer will transfer 14.00 Software Assurance PRS incidents to this support agreement as
part of this support package.
Billing Schedule Billing Date Fee USD
One Time Payment •12/20/2022 $49,864.06
Total Fees (excluding taxes) $49,864.06
2.2.Support for Microsoft Products
Microsoft will provide support for Customer's licensed, commercially released, and generally
available Microsoft products, and cloud services subscriptions purchased by Customer or
Customer's Affiliate: i) as indicated in Appendix A; and ii) during the Term of this Work Order. Such
products and subscriptions exclude those purchased by any party that is not Customer's Affiliate
as of the Support Commencement Date.
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2.3.Customer Named Contact(s).
Any changes to the named contacts should be submitted to Microsoft Contact.
Name of Customer Support Service Administrator
Ramset Saad
Street Address
Contact E-Mail Address
221 East Main Street
rsaad@roundrocktexas.gov
City
State/Province
Phone
Round Rock
Texas
512-218-5400
Country
Postal Code
Fax
United States
78664-5299
3. Use, ownership, rights, and restrictions.
3.1. Products.
"Product" means all products identified in the Product Terms, such as all Software, Online Services
and other web -based services, including pre-release or beta versions. Product availability may
vary by region. "Product Terms" means the document that provides information about Microsoft
Products available through volume licensing. The Product Terms document is published on the
Volume Licensing Site (http://www.microsoft.com/licensing/contracts or successor site) and is
updated from time to time.
All products and related solutions provided under this Work Order will be licensed according to
the terms of the license agreement packaged with or otherwise applicable to such product.
Customer is responsible for paying any licensing fees associated with Products.
3.2. Fixes.
"Fixes" means Product fixes, modifications, enhancements, or their derivatives, that Microsoft
either releases generally (such as service packs), or that Microsoft provides to Customer when
performing Professional Services (all support, planning, consulting and other professional services
or advice, including any resulting deliverables provided to Customer under this Work Order, to
address a specific issue. "Professional Services" means Product support services and Microsoft
consulting services provided to Customer under this Work Order. "Professional Services" or
"services" does not include Online Services, unless specifically noted.
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Fixes are licensed according to the license terms applicable to the Product to which those Fixes
relate. If the Fixes are not provided for a specific Product, any other use terms Microsoft provides
with the Fixes will apply.
3.3. Pre-existing Work.
"Pre-existing Work" means any computer code or other written materials developed or otherwise
obtained independent of this Work Order.
All rights in Pre-existing Work shall remain the sole property of the party providing the Pre-
existing Work. Each party may use, reproduce and modify the other party's Pre-existing Work only
as needed to perform obligations related to Professional Services.
3.4,Services Deliverables.
"Services Deliverables" means any computer code or materials, other than Products or Fixes that
Microsoft leaves with Customer at the conclusion of Microsoft's performance of Professional
Services. Upon payment in full for the Professional Services, Microsoft grants Customer a non-
exclusive, non -transferable perpetual, fully paid -up license to reproduce, use and modify the
Services Deliverable, solely in the form delivered to Customer and solely for Customer's internal
business purposes, subject to the terms and conditions of this Work Order.
3.5.Affiliates' rights.
"Affiliate" means any legal entity that a party owns, that owns a party, or that is under common
ownership with a party. "Ownership" means, for purposes of this definition, control of more than
a 50% interest in an entity.
Customer may sublicense the rights contained in this subsection relating to Services Deliverables
to its Affiliates, but Customer's Affiliates may not sublicense these rights and Customer's Affiliates'
use must be consistent with the license terms contained in this Work Order.
3.6. Restrictions on use.
Customer must not (and must not attempt to) (1) reverse engineer, decompile or disassemble any
Product, Fix, or Services Deliverable, (2) install or use non -Microsoft software or technology in any
way that would subject Microsoft's intellectual property or technology to obligations beyond
those included in this Work Order; or (3) work around any technical limitations in the Products or
Services Deliverables or restrictions in Product documentation. Except as expressly permitted in
this Work Order, Customer must not (1) separate and run parts of a Product on more than one
device, upgrade or downgrade parts of a Product at different times, or transfer parts of a Product
separately; or (2) distribute, sublicense, rent, lease, lend, or use any Product, Fix, or Services
Deliverable to offer hosting services to a third party.
3.7. Reservation of rights.
All rights not expressly granted are reserved to Microsoft.
4. Microsoft Professional Services Data Protection Addendum.
EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CP] Page 6 of 7
The Microsoft Professional Services Data Protection Addendum in effect on the effective date of
this Work Order and available on the Volume licensing Site at
https://aka.ms/ProfessionaIServicesDPA is incorporated herein by this reference.
5. Microsoft Contact
Customer contact for questions and notices about this Work Order.
Microsoft Contact Name
Leslie Foster
Phone , Contact E-Mail Address
v-(foster@microsoft.com
Appendix A
As of the Support Commencement Date, below is a list of your declared licensing enrollments
and agreements for which Microsoft will provide support services'as defined within this Work
Order.
UTILITY SYSTEMS INTEGRATOR
OPEN
03913224ZZS2208
CITY OF ROUND ROCK
Enterprise 6
70314099
CITY OF ROUND ROCK-70314099-
Enterprise 6
7492926
CORRCOMM
EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep20l8) [CP] Page 7 of 7
ORIGINAL EXECUTED DOCUMENT TO
FOLLOW...
Microsoft Master Services Agreement reference U6265905, effective as of 1/25/2023
Josh Stikeleather (Jan 26, 2023 09:52 EST)
Josh Stikeleather
Support Specialist
Jan 26, 2023
All
Name of Customer Contact Name (Receives invoices under this work order)
TX - City of Round Rock Ramset Saad
Street Address Contact E-Mail Address
221 East Main Street rsaad@roundrocktexas. ov
City State/Province Phone
Round Rock Texas 512-218-5400
Country Postal Code Fax
United States 78664-5299
1. Support Services and Fees.
1.1.Term.
Microsoft Enterprise Support Services will commence on 12/20/2022 (the "Support
Commencement Date") and will expire on 12/19/2023 (the "Support Expiration Date").
2. Description of Services.
Please refer to the current Unified Enterprise Support Services Description ("USSD") which will be
incorporated by reference and is published by Microsoft from time to time at
https://www.microsoft.com/unified-support-services-description. Microsoft may update the
support services you purchase under this agreement from time to time, provided that the level
of support services you purchase will not materially decrease during the current Term.
EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CP] Page 2 of 7
Services by Support Location
Unified Enterprise Support
12/19/2023
buantity ALServic2diNjXN&_ Service Type
Included Enterprise Advisory Support Hours As-needed Advisory Services
Included Enterprise Azure Problem Resolution Hours As- Problem Resolution
needed_ Support
Included Enterprise On-demand Assessment On-Demand Assessment
Included Enterprise On-Demand Assessment - Setup and On-Demand Assessment
Config Service As-needed Remote
Included Enterprise On-Demand Education On-Demand Education
Included Enterprise Online Support Portal Administrative
Included Enterprise Problem Resolution Hours As-needed Problem Resolution
.Support
Included Enterprise Reactive Support Management Service Delivery
Mana gement
Included Enterprise Service Delivery Management Service Delivery
Management
Included Enterprise Webcasts As-Needed Webcast
Included Reactive Enabled Contacts Problem Resolution
Support
1 ea Microsoft Teams Media Quality Assessment Assessment Pro ram
1 ea Onsite Visit Onsite Support
50 ea Proactive Credits Proactive Credits
Included Service Delivery Management Extended Service Delivery
Management
1 ea WorkshopPLUS - Power Platform - PowerApps for WorkshopPLUS
Power User 1 Day with Lab - Open Workshop
1 ea WorkshopPLUS Remote - Microsoft 365 Security WorkshopPLUS
and Compliance: Security Center - Open
Workshop
Ent erpriseServicesWorkOrder-PuBec-MUS-v2.0(US)(ENG)(Se p2018) [CP] Page 3 of 7
2.1.Support Services Fees.
The items listed in the table above represent the services that Customer has pre-purchased for
use during the term of this Work Order, and applicable fees are shown in the table below.
Microsoft Support Services are a non-refundable, prepaid service. Microsoft must receive
Customer purchase order or payment before Microsoft commences or continues, as applicable,
provision of Microsoft Support Services, If Customer issues a purchase order, Microsoft will invoice
Customer, and Customer agrees to pay Microsoft within 30 calendar days of the date of Microsoft
invoice. Microsoft reserves the right to adjust Microsoft fees prior to entering into any changes to
the Microsoft Support Services ordered herein.
•ae .y�. i„ 'e r
Unified Enterprise Support 2022-23 12/20/2022 $58,962.06
Unified Proactive Services Add on I Unified Proactive Svcs 12/20/2022 $35,264.00
Enterprise
Subtotal $94,226.06
Flex Allowance ($25,000.00)
Software Assurance Benefits * ($19,362.00)
Total Fees (excluding taxes) $49,864.06
Software Assurance Benefits
* Customer will transfer 14.00 Software Assurance PRS incidents to this support agreement as
part of this support package.
One Time Payment •12/20/2022 $49,864.06
Total Fees (excluding taxes) $49,864.06
2.2.Support for Microsoft Products
Microsoft will provide support for Customer's licensed, commercially released, and generally
available Microsoft products, and cloud services subscriptions purchased by Customer or
Customer's Affiliate:i) as indicated in Appendix A;and ii)during the Term of this Work Order. Such
products and subscriptions exclude those purchased by any party that is not Customer's Affiliate
as of the Support Commencement Date.
EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) (CP) Page 4 of 7
2.3.Customer Named Contact(s).
Any changes to the named contacts should be submitted to Microsoft Contact.
Name of Customer Support Service Administrator
Ramset Saad
Street Address Contact E-Mail Address
221 East Main Street rsaad@roundrocktexas.gov
City State/Province Phone
Round Rock Texas 512-218-5400
Country Postal Code Fax
United States 78664-5299
3. Use, ownership, rights, and restrictions.
3.1.Products.
"Product" means all products identified in the Product Terms, such as all Software, Online Services
and other web-based services, including pre-release or beta versions. Product availability may
vary by region. "Product Terms" means the document that provides information about Microsoft
Products available through volume licensing. The Product Terms document is published on the
Volume Licensing Site (http://www.microsoft.com/licensing/contracts or successor site) and is
updated from time to time.
All products and related solutions provided under this Work Order will be licensed according to
the terms of the license agreement packaged with or otherwise applicable to such product.
Customer is responsible for paying any licensing fees associated with Products.
3.2.Fixes.
"Fixes" means Product fixes, modifications, enhancements, or their derivatives, that Microsoft
either releases generally (such as service packs), or that Microsoft provides to Customer when
performing Professional Services (all support, planning,consulting and other professional services
or advice, including any resulting deliverables provided to Customer under this Work Order, to
address a specific issue. "Professional Services" means Product support services and Microsoft
consulting services provided to Customer under this Work Order. "Professional Services" or
"services" does not include Online Services, unless specifically noted.
Enter prise5ervicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep 2018) [CP) Page 5 of 7
Fixes are licensed according to the license terms applicable to the Product to which those Fixes
relate. If the Fixes are not provided for a specific Product, any other use terms Microsoft provides
with the Fixes will apply.
3.3.Pre-existing Work.
"Pre-existing Work" means any computer code or other written materials developed or otherwise
obtained independent of this Work Order.
All rights in Pre-existing Work shall remain the sole property of the party providing the Pre-
existing Work. Each party may use, reproduce and modify the other party's Pre-existing Work only
as needed to perform obligations related to Professional Services.
3.4,Services Deliverables.
"Services Deliverables" means any computer code or materials, other than Products or Fixes that
Microsoft leaves with Customer at the conclusion of Microsoft's performance of Professional
Services. Upon payment in full for the Professional Services, Microsoft grants Customer a non-
exclusive, non-transferable perpetual, fully paid-up license to reproduce, use and modify the
Services Deliverable, solely in the form delivered to Customer and solely for Customer's internal
business purposes, subject to the terms and conditions of this Work Order.
3.5.Affiliates' rights.
"Affiliate" means any legal entity that a party owns, that owns a party, or that is under common
ownership with a party. "Ownership" means, for purposes of this definition, control of more than
a 50% interest in an entity.
Customer may sublicense the rights contained in this subsection relating to Services Deliverables
to its Affiliates, but Customer's Affiliates may not sublicense these rights and Customer's Affiliates'
use must be consistent with the license terms contained in this Work Order.
3.6.Restrictions on use.
Customer must not(and must not attempt to) (1) reverse engineer, decompile or disassemble any
Product, Fix, or Services Deliverable, (2) install or use non-Microsoft software or technology in any
way that would subject Microsoft's intellectual property or technology to obligations beyond
those included in this Work Order; or (3)work around any technical limitations in the Products or
Services Deliverables or restrictions in Product documentation. Except as expressly permitted in
this Work Order, Customer must not (1) separate and run parts of a Product on more than one
device, upgrade or downgrade parts of a Product at different times, or transfer parts of a Product
separately; or (2) distribute, sublicense, rent, lease, lend, or use any Product, Fix, or Services
Deliverable to offer hosting services to a third party.
3.7.Reservation of rights.
All rights not expressly granted are reserved to Microsoft.
4. Microsoft Professional Services Data Protection Addendum.
EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CP) Page 6 of 7
The Microsoft Professional Services Data Protection Addendum in effect on the effective date of
this Work Order and available on the Volume licensing Site at
https://aka.ms/ProfessionaIServicesDPA is incorporated herein by this reference.
5. Microsoft Contact
Customer contact for questions and notices about this Work Order.
Microsoft Contact Name
Leslie Foster
Phone Contact E-Mail Address
v-(foster@microsoft.com
Appendix A
As of the Support Commencement Date, below is a list of your declared licensing enrollments
and agreements for which Microsoft will provide support services as defined within this Work
Order.
Who • ' •• •
UTILITY SYSTEMS INTEGRATOR OPEN 03913224ZZS2208
CITY OF ROUND ROCK Enterprise 6 70314099
CITY OF ROUND ROCK-70314099- Enterprise 6 7492926
CORRCOMM
EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep20l8) [CP] Page 7 of 7
ESWO for TX - City of Round Rock - signed
Final Audit Report 2023-01-26
Created:2023-01-26
By:Alejandro Arias Cubero (v-alcube@microsoft.com)
Status:Signed
Transaction ID:CBJCHBCAABAARc3EGsxvvaoqCNHumsUEvTsRkNSkUnXi
"ESWO for TX - City of Round Rock - signed" History
Document created by Alejandro Arias Cubero (v-alcube@microsoft.com)
2023-01-26 - 2:47:12 PM GMT- IP address: 52.1.18.168
Document emailed to Josh Stikeleather (Josh.Stikeleather@microsoft.com) for signature
2023-01-26 - 2:49:03 PM GMT
Email viewed by Josh Stikeleather (Josh.Stikeleather@microsoft.com)
2023-01-26 - 2:51:54 PM GMT- IP address: 104.47.53.254
Document e-signed by Josh Stikeleather (Josh.Stikeleather@microsoft.com)
Signature Date: 2023-01-26 - 2:52:08 PM GMT - Time Source: server- IP address: 206.85.199.108
Agreement completed.
2023-01-26 - 2:52:08 PM GMT