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CM-07-06-154C compellent End User License Agreement Compellent Technologies, Inc. Software NOTICE TO USER: THIS ISA LEGAL AGREEMENT BETWEEN YOU, THE END-USER, AND COMPELLENT TECHNOLOGIES, INC. ("COMPELLENT"). BY INSTALLING OR USING THIS SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS END-USER LICENSE AGREEMENT ("EULA"), THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, DO NOT INSTALL OR USE THIS SOFTWARE. 1. License Grant. Subject to the terms and conditions of this EULA, Compellent hereby grams you a nonexclusive, nontransferable, limited license to use the copy of the software and any related documentation included therewith (collectively, the "Software"), without the right to sublicense the Software, solely for your intemal use on a single computer or workstation that is compatible with the Software. You may not, nor may you permit any third party to, loan, lease, distribute, transfer or make available the Software to any third party, nor modify or remove any proprietary rights notices in the Software, decompile, disassemble, reverse engineer or otherwise attempt to create the source code for the Software. Except as necessary for the use of the Software, no copying of the Software, in whole or in part, is permitted. 2. License Fee. You have paid or agree to pay the License fee for the Software as set forth in the documentation between you and Compellent related to the licensing and use of the Software. 3. Ownership. Title to the Software is not transferred to you, and ownership of all copies of, and all rights including all intellectual property rights in and to, the Software is and remains vested in Compellent, subject to the limited rights granted to you in this EULA. 4. Term and Termination. This EULA and the license granted to you to use the Software hereunder shall be terminated (i) by Compellent, at its option, if you materially breach any term of this EULA; or (ii) by you, at your option. Upon any termination, you shall promptly return the Software and any copies thereof in any form. Sections 3, 6, 7, 8 and 9 shall survive any termination. 5. Copyright. United States copyright laws and international treaty provisions protect the Software. Unauthorized use or copying of the Software, including Software that has been modified, merged, or included with other software, or of the written materials or documentation included with the Software is expressly prohibited, except as explicitly set forth in this EULA. Any copies that you are authorized to make pursuant to this EULA, must contain the same copyright and other proprietary notices that appear on or in the Software. 6. Confidentiality. You agree that the Software contains proprietary information, including trade secrets, know-how and confidential information, that is Compellent's exclusive property. During the term of this EULA and at all times after its termination, you shall maintain the confidentiality of this information and not sell, license, publish, display, distribute, disclose or otherwise make available this information to any third party nor use such information except as authorized by this EULA. You agree not to disclose any such proprietary information concerning the Software, including any flow charts, logic diagrams, user manuals and screens, to any persons except for your employees without Compellent's prior written consent. 7. LIMITED WARRANTY AND WARRANTY DISCLAIMER. COMPELLENT WARRANTS FOR A PERIOD OF NINETY (90) DAYS AFTER PURCHASE THAT THE SOFTWARE WILL OPERATE SUBSTANTIALLY IN ACCORDANCE WITH THE DOCUMENTATION. SHOULD THE SOFTWARE NOT SO OPERATE, YOUR EXCLUSIVE REMEDY, AND COMPELLENT'S SOLE OBLIGATION UNDER THIS WARRANTY, SHALL BE, AT COMPELLENT'S SOLE DISCRETION, REPLACEMENT OF THE SOFTWARE OR REFUND OF THE FEES PAID FOR THE SOFTWARE. EXCEPT AS EXPLICITLY PROVIDED HEREIN, THE SOFTWARE IS PROVIDED "AS IS" AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF NON - INFRINGEMENT, PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. COMPELLENT DOES NOT WARRANT THAT THE SOFTWARE OR ITS FUNCTIONS WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION OR BE ERROR FREE. YOU BEAR ALL RISK RELATING TO YOUR USE OF THE SOFTWARE. 8. LIMITATION OF LIABILITY. IN NO EVENT WILL COMPELLENT OR ITS LICENSORS BE LIABLE FOR ANY LOST PROFITS OR OTHER DAMAGES, INCLUDING INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR ANY OTHER SIMILAR TYPE OF DAMAGES, ARISING OUT OF THIS AGREEMENT OR THE USE OF THE SOFTWARE, EVEN IF COMPELLENT OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. COMPELLENT'S TOTAL LIABILITY FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF THIS AGREEMENT OR YOUR USE OF THE SOFTWARE, REGARDLESS OF FORM, SHALL NOT EXCEED THE AMOUNT OF THE LICENSE FEES PAID BY YOU FOR THE USE OF THE SOFTWARE. NO ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION HAS ARISEN. 9. General. This EULA (a) constitutes the entire agreement between the parties relating to the subject matter hereof and supersedes any prior negotiations, proposals, representations and agreements; (b) may only be changed by a writing signed by the parties specifically referencing this EULA; (c) shall be interpreted in accordance with the laws of the State of Minnesota, U.S.A., excluding its choice of law rules; and (d) is not assignable, in whole or in part, by you. Any prohibited assignment is null and void. Failure by either party to enforce any term hereof shall not be deemed a waiver. Compellent shall have the right to receive costs and expenses, including reasonable attorneys' fees, incurred in connection with the enforcement of this EULA. All claims arising out of or relating to this EULA shall be heard in an appropriate court sitting in Minneapolis, Minnesota, U.S.A. In the event any provision of this EULA is declared invalid, the remainder shall continue in binding effect. 10. U.S. Government Rights . The Software is commercial computer software provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the government or any agency thereof is subject to restrictions as set forth in (a) this agreement pursuant to DFARs 227.7202-3(a); (b) subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARs 252.227-7013; or (c) the Commercial Computer Software Restricted Rights clause at FAR 52.227-19 subdivision (c)(1) and (2), as applicable. Unpublished -rights reserved under the Copyright Laws of the United States. Contract/Manufacturer 7625 Smetana Lane, Eden Prairie, MN 55344. Re', i Ion 3-1/12 2000 �XY1-D1-0(e-I��i 1 Initial EXECUTED BY DULY AUTHORIZED REPRESENTATIVES OF THE PARTIES ON THE DATE(S) SHOWN BELOW, TO BE EFFECTIVE UPON ACCEPTANCE AND EXECUTION BY END USER. Compellent Technologies, Inc. City of Round Rock .� / 4�L ✓c.s +Q1%) Name Title 7 '(' Date Si 0 tisE Name Title Date 2 • THEHARDINGGROUP e.)/ THE NEXT STEP IN IT ii 1250 E Copeland Road, Suite 800 Arington, TX 78011 (817)481-3393 Fax(817)481-3394 TO: City of Round Rock ATTN: Brian Finger TEL: EMAIL: otereemond-rooktcua Cts Item Quotation - Annual Maintenance Maintenance for Compellent Storage Center with 4 Gb FC Controller, 1 SATA Drive Bay with 8 500 GB FC Drives, Dynamic Capcity, and Snapshot Software Period 10/15/07. 10/14/08 This Quotation valid for 30 days from Quote Date listed above. Pert Number DssorisNon Quote Date: 5/7/2007 Quote No.: -05072007-1240 Service Agreement 1 Hangmen, Maintenance 1 Sotfaere Maintenence 1 Customer Discount CAM HWMahn Component Storage Center Maintenance • 1 year, 24x7x4tit $ Support and Ateintenanoe on al hardest* CMP 8W who Compspsnt Storage Canter Minimums • 1 yea, 242734 $ Sottaere and Co•PSot Service Atalntrrncs tor 55 system software HQ/ Customer Discount on Annual ANintennce Price Una Pricing Extension 3,102 $ 3,5695 (1,502) $ 3,102 $ 3,857 $ (1,602) 5 3,102 3555 (1,802) Total Investment Owls Swim r000tax.oe 5 5,359 • THEHARDINGGROUP THE NEXT STEP IN IT tor iP The Harding Group, Inc. 1250 E. Copeland Suite 800 Arlington, TX 76011 Phone: 817-461-3393 Fax: 817-461-3394 8111 To: City of Round Rock 221 E. Main St. Round Rock, TX 78664 Phone: 512-218-5450 Description QulckStart SATA 2Gb Base Bundle Storage Contro/kr, 31/ 10, FC 466, 4 Port, Std Profile, PCI -E Compe/tent Enclosure, SATA, 2Gb, l6 bay Enclosure SFP Ops/ca/Cab/e, LC/LC, 1 meter, Orange QulckStart SATA Base Software SW Dynamk CapactyBase license SW Storage Center COM Base License Quotation to City of Round Rock Model Number Date: 4/20/2007 Quotation alp: HAR00088 Valid Until: 5/20/2007 Prepared 8(r: Thom, Colin Quantity A ..,.. . Subtotal 50008 SATA 7K RPM HDD W/51huttie 10, (SCSI, 1 Gb, 2 port, Std Profile, PCI -X Dell PowerVault 110T LTO -3 Tape Drive Enclosure Blank, SATA SW, Data instant Replay Base License QS-BASE-SATA-SW OS- 500X71( 10-1IX2S-X PowerVault 110T EN-BLNK-SATA $829.00 `5` 6,632 51,851.00 $ 1;851 52,501.00 $ 2,501 50.00 3 - Power (Watts): 956 Heat (BTUs) 2,820.00 Radc Units: 6 Weight: 168 FC (Raw TB): 0 SATA (taw T8): 4 Total Otaw TIO: 4 Installation Cost .$ 3,500. Hardware Maintenance (1 year) 5 3,102,' Software Maintenance (1 year) S 3,859' CITY MANAGER BLUE SHEET - SAN software agreement DATE: 6/22/07 SUBJECT: City Manager Approval ITEM: End User Ucense Agreement - Compelient Technologies Inc. Software alkiadanenta std[teaun: lisiffireatiou ITC Brian Finger This End User Ucense Agreement is require by the manufacturer of the Storage Area Network software prior to installation by the Information Technology and Communications Department. ERBIUM Cost: $5359 per year Source of funds: 19000-100-5240 ($3483.35) 65% 81000-200-5240 ($1875.65) 35% ground Information:, This agreement is required by the developer and manufacturer of the softwar prior to installation by the City.