Cities Index.
Agenda packet

Finance Committee
June 23, 2025

Document
Agenda packet
Meeting
June 23, 2025
Body
Finance Committee
Pages
67
Original file
76.8 MB
Text extracted from the city's file for reading and search. Open the original on agenda2.modestogov.com. That file is the official record.

DOC #4
C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM
Public Agency Instructions
This page provides guidance to public agencies entering into contracts with business entities that are required to file Political Contribution Disclosure forms with the agency. It is not intended to be provided to contractors. What follows are instructions on the use of form local units can provide to contractors that are required to disclose political contributions pursuant to N.J.S.A. 19:44A-20.26 (P.L. 2005, c. 271, s.2). Additional information on the process is available in Local Finance Notice 2006-1 (http://www.nj.gov/dca/divisions/dlgs/resources/lfns_2006.html). Please refer back to these instructions for the appropriate links, as the Local Finance Notices include links that are no longer operational.

1. The disclosure is required for all contracts in excess of $17,500 that are not awarded process (N.J.S.A. 19:44A-20.7).

2. Due to the potential length of some contractor submissions, the public agency should consider allowing data to be submitted in electronic form (i.e., spreadsheet, pdf file, etc.). Submissions must be kept with the contract documents or in an appropriate computer file and be available for public access. The form is worded to accept this alternate submission. The text should be amended if electronic submission will not be allowed.

3. The submission must be received from the contractor and on file at least 10 days prior to award of the contract.

Resolutions of award should reflect that the disclosure has been received and is on file.

4. The contractor must disclose contributions made to candidate and party committees covering a wide range of public agencies, including all public agencies that have elected officials in the county of the public agency, state legislative positions, and various state entities. The Division of Local Government Services recommends that contractors be provided a list of the affected agencies. This will assist contractors in determining the campaign and political committees of the officials and candidates affected by the disclosure. a.
-to-Play web site at http://www.nj.gov/dca/divisions/dlgs/programs/lpcl.html#12.

They will be updated from time-to-time as necessary.
b. A public agency using these forms should edit them to properly reflect the correct legislative district(s). As the forms are county-based, they list all legislative districts in each county. Districts that do not represent the public agency should be removed from the lists.
c. Some contractors may find it easier to provide a single list that covers all contributions, regardless of the county.

These submissions are appropriate and should be accepted. d. -
e.

Instructions and the form be printed on the same piece of paper. The form notes that the Instructions are printed on the back of the form; where that is not the case, the text should be edited accordingly. f. The form is a Word document and can be edited to meet local needs, and posted for download on web sites, used as an e-mail attachment, or provided as a printed document.

5. local unit in its obligation to ensure that contractor did not make any prohibited contributions to the committees listed on the Business Entity Disclosure Certification in the 12 months prior to the contract (See Local Finance Notice 2006-7 for additional information on this obligation at http://www.nj.gov/dca/divisions/dlgs/resources/lfns_2006.html). A sample Certification form is part of this package and the instruction to complete it is included in the Contractor Instructions. NOTE: This section is not applicable to Boards of Education.

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DOC #4, continued
C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM
Contractor Instructions
N.J.S.A. 19:44A-20.7) are subject to the provisions of P.L. 2005, c. 271, s.2 (N.J.S.A. 19:44A20.26). This law provides that 10 days prior to the award of such a contract, the contractor shall disclose contributions to:
any State, county, or municipal committee of a political party any legislative leadership committee*
any continuing political committee (a.k.a., political action committee) any candidate committee of a candidate for, or holder of, an elective office:
o of the public entity awarding the contract
o of that county in which that public entity is located o of another public entity within that county
o or of a legislative district in which that public entity is located or, when the public entity is a county, of any legislative district which includes all or part of the county The disclosure must list reportable contributions to any of the committees that exceed $300 per election cycle that were made during the 12 months prior to award of the contract. See N.J.S.A. 19:44A-8 and 19:44A-16 for more details on reportable contributions.

N.J.S.A. 19:44A-20.26 itemizes the parties from whom contributions must be disclosed when a business entity is not a natural person. This includes the following:
or 10% of the stock in the case of a business entity that is a corporation for profit all principals, partners, officers, or directors of the business entity or their spouses any subsidiaries directly or indirectly controlled by the business entity IRS Code Section 527 New Jersey based organizations, directly or indirectly controlled by the business entity and filing as continuing political committees, (PACs).

When
N.J.S.A. 19:44A-20.26(b)] The contributor must be listed on the disclosure.

Any business entity that fails to comply with the disclosure provisions shall be subject to a fine imposed by ELEC in an amount to be determined by the Commission which may be based upon the amount that the business entity failed to report.

The enclosed list of agencies is provided to assist the contractor in identifying those public agencies whose elected official identify the specific committees to which contributions may have been made and need to be disclosed. The disclosed information may exceed the minimum requirement.

The enclosed form, a content-consistent facsimile, or an electronic data file containing the required details (along with a Records Act.

The contractor must also complete the attached Stockholder Disclosure Certification. This will assist the agency in meeting its obligations under the law. NOTE: This section does not apply to Board of Education contracts. * N.J.S.A. 19:44Aestablished, or designated by the President of the Senate, the Minority Leader of the Senate, the Speaker of the General Assembly or the Minority Leader of the General Assembly pursuant to section 16 of P.L.1993, c.65 (C.19:44A-10.1) for the purpose of receiving contributions and mak
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DOC #4, continued
C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM
Required Pursuant to N.J.S.A. 19:44A-20.26
This form or its permitted facsimile must be submitted to the local unit no later than 10 days prior to the award of the contract.

Part I Vendor Information
Vendor Name:

Address:

City: State: Zip:

The undersigned being authorized to certify, hereby certifies that the submission provided herein represents compliance with the provisions of N.J.S.A. 19:44A-20.26 and as represented by the Instructions accompanying this form.

Signature Printed Name Title
Part II Contribution Disclosure
Disclosure requirement: Pursuant to N.J.S.A. 19:44A-20.26 this disclosure must include all reportable political contributions (more than $300 per election cycle) over the 12 months prior to submission to the committees of the government entities listed on the form provided by the local unit.

Check here if disclosure is provided in electronic form Contributor Name Recipient Name Date Dollar Amount
$
Check here if the information is continued on subsequent page(s) RingCentral Inc.
20 Davis Drive
Belmont CA 94002
_______________________ ___________
Naveed Husain
____________ ___VP, Vertical Programs
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DOC #4, continued
List of Agencies with Elected Officials Required for Political Contribution Disclosure N.J.S.A. 19:44A-20.26
County Name:

State: Governor, and Legislative Leadership Committees
Legislative District #s:

State Senator and two members of the General Assembly per district.

County:

Freeholders County Clerk Sheriff
{County Executive} Surrogate
Municipalities (Mayor and members of governing body, regardless of title):

USERS SHOULD CREATE THEIR OWN FORM, OR DOWNLOAD

FROM THE PAY TO PLAY SECTION OF THE DLGS WEBSITE A
COUNTY-BASED, CUSTOMIZABLE FORM.

DocuSign Envelope ID: 289D8D01-AFA7-49DF-B86C-4B05A54B6CB2 #3..
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DOC #5

STOCKHOLDER DISCLOSURE CERTIFICATION
Name of Business:

I certify that the list below contains the names and home addresses of all stockholders holding 10% or more of the issued and outstanding stock of the undersigned.

OR
I certify that no one stockholder owns 10% or more of the issued and outstanding stock of the undersigned.

Check the box that represents the type of business organization:

Partnership Corporation Sole Proprietorship
Limited Partnership Limited Liability Corporation Limited Liability Partnership Subchapter S Corporation
Sign and notarize the form below, and, if necessary, complete the stockholder list below.

Stockholders:

Name: Name:

Home Address: Home Address:

Name: Name:

Home Address: Home Address:

Name: Name:

Home Address: Home Address:

Subscribed and sworn before me this ___ day of ___________, 2__.
(Notary Public)
My Commission expires:
_________________________________
(Affiant)
________________________________
(Print name & title of affiant)
(Corporate Seal)
Bruce Johnson / VP Legal
entities affiliated with Vladimir Shmunis entities affiliated with Vlad Vendrow 14195 Powder River Dr.

DriveReno, NV 89511
Remote Nevada
Carson City, NV 89701
DocuSign Envelope ID: A25151D8-CBDF-44D1-A6DF-8681FEEAE30B #3..
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DOC #6
Certification of Non-Involvement in Prohibited Activities in Iran Pursuant to N.J.S.A. 52:32-58, Offerors must certify that neither the Offeror, nor any of its parents, subsidiaries, and/or affiliates (as defined in N.J.S.A. 52:32 56(e) (3)), is listed on the Department and that neither is involved in any of the investment activities set forth in N.J.S.A. 52:32 56(f).

Offerors wishing to do business in New Jersey through this contract must fill out the Certification of Non-Involvement in Prohibited Activities in Iran here:
http://www.state.nj.us/humanservices/dfd/info/standard/fdc/disclosure_investmentact.pdf.

Offerors should submit the above form completed with their proposal.

DocuSign Envelope ID: C7646223-56C8-43A2-934D-B13CB7FD7B5F DocuSign Envelope ID: 2B0F9604-4529-411C-BBBB-B4977B03BB7A #3..
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STATE OF NEW JERSEY-- DIVISION OF PURCHASE AND PROPERTY

DISCLOSURE OF INVESTMENT ACTIVITIES IN IRAN
Quote Number: Bidder /Offeror:

PART 1: CERTIFICATION
BIDDERS MUST COMPLETE PART 1 BY CHECKING EITHER BOX.

FAILURE TO CHECK ONE OF THE BOXES WILL RENDER THE PROPOSAL NON-RESPONSIVE.

Pursuant to Public Law 2012, c. 25, any person or entity that submits a bid or proposal or otherwise proposes to enter into or renew a contract must complete the certification below to attest, under penalty of perjury, that neither the person or entity, nor any of its parents, subsidiaries, or affiliates, is identified on the Department of Treasury's Chapter 25 list as a person or entity engaging in investment activities in Iran. The Chapter 25 list is found on the Division's website at http://www.state.nj.us/treasury/purchase/pdf/Chapter25List.pdf. Bidders must review this list prior to completing the below certification. Failure to complete the certification will render a bidder's proposal non-responsive. If the Director finds a person or entity to be in violation of law, s/he shall take action as may be appropriate and provided by law, rule or contract, including but not limited to, imposing sanctions, seeking compliance, recovering damages, declaring the party in default and seeking debarment or suspension of the party PLEASE CHECK THE APPROPRIATE BOX:

I certify, pursuant to Public Law 2012, c. 25, that neither the bidder listed above nor any of the bidder's parents, subsidiaries, or affiliates is listed on the N.J. Department of the Treasury"s list of entities determined to be engaged in prohibited □ activities in Iran pursuant to P.L. 2012, c. 25 ("Chapter 25 List"). I further certify that I am the person listed above, or I am an officer or representative of the entity listed above and am authorized to make this certification on its behalf. I will skip Part 2 and sign and complete the Certification below.

OR
I am unable to certify as above because the bidder and/or one or more of its parents, subsidiaries, or affiliates is listed on □ the Department's Chapter 25 list. I will provide a detailed, accurate and precise description of the activities in Part 2 below and sign and complete the Certification below. Failure to provide such will result in the proposal being rendered as nonresponsive and appropriate penalties, fines and/or sanctions will be assessed as provided by law.

PART 2: PLEASE PROVIDE FURTHER INFORMATION RELATED TO INVESTMENT ACTIVITIES IN IRAN You must provide a detailed, accurate and precise description of the activities of the bidding person/entity, or one of its parents, subsidiaries or affiliates, engaging in the investment activities in Iran outlined above by completing the boxes below.

EACH BOX WILL PROMPT YOU TO PROVIDE INFORMATION RELATIVE TO THE ABOVE QUESTIONS. PLEASE PROVIDE THOROUGH ANSWERS TO EACH QUESTION. IF YOU NEED TO MAKE ADDITIONAL ENTRIES, CLICK THE "ADD AN ADDITIONAL ACTIVITIES ENTRY" BUTTON.

Name Relationship to Bidder/Offerer
Description of Activities
Duration of Engagement Anticipated Cessation Date
Bidder/Offeror Contact Name Contact Phone Number

I ADD AN ADDITIONAL ACTIVITIES ENTRY I
Certification: I, being duly sworn upon my oath, hereby represent and state that the foregoing information and any attachments thereto to the best of my knowledge are true and complete. I attest that I am authorized to execute this certification on behalf of the above-referenced person or entity. I acknowledge that the State of New Jersey is relying on the information contained herein and thereby acknowledge that I am under a continuing obligation from the date of this certification through the completion of any contracts with the State to notify the State in writing of any changes to the answers of information contained herein. I acknowledge that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification, and if I do so, I recognize that I am subject to criminal prosecution under the law and that it will also constitute a material breach of my agreement(s) with the State of New Jersey and that the State at its option may declare any contract(s) resulting from this certification void and unenforceable.

Full Name (Print): Signature:

Title: Date:

OPP Standard Forms Packet 11/2013
RingCentral Inc. VP, Vertical Programs Request for proposal to enter into a contract for Unified Communications as a Service (UCaaS) for Region 4 Education Service Center. Naveed Husain (650) 667-1056 Naveed Husain VP, Vertical Programs DocuSign Envelope ID: C7646223-56C8-43A2-934D-B13CB7FD7B5F 5/19/2020
DocuSign Envelope ID: 2B0F9604-4529-411C-BBBB-B4977B03BB7A X
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DOC #7

NEW JERSEY BUSINESS REGISTRATION CERTIFICATE
(N.J.S.A. 52:32-44)
Offerors wishing to do business in New Jersey must submit their State Division of Revenue issued Business Registration Certificate with their proposal here. Failure to do so will disqualify the Offeror from offering products or services in New Jersey through any resulting contract. http://www.state.nj.us/treasury/revenue/forms/njreg.pdf #3..
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The Division of Revenue and Enterprise Services hereby affirms that the following annual report for RINGCENTRAL, INC was submitted on 11/20/2018 for the year: 2018
Registered Agent and Office

INCORP SERVICES INC
208 WEST STATE STREET
TRENTON, NJ 08608-1002
Main Business Address
20 DAVIS DRIVE
BELMONT, CA 94002
Officers and Directors

PRESIDENT

VLADIMIR SHMUNIS
20 DAVIS DRIVE
BELMONT,, CA 94002

TREASURER

MITESH DHRUV
20 DAVIS DRIVE
BELMONT,, CA 94002

SECRETARY

JOHN MARLOW
20 DAVIS DRIVE
BELMONT,, CA 94002

DIRECTORS

VLADIMIR SHMUNIS
20 DAVIS DRIVE
BELMONT, CA 94002

DIRECTORS

NEIL WILLIAMS
20 DAVIS DRIVE
BELMONT, CA 94002

STATE OF NEW JERSEY

DEPARTMENT OF THE TREASURY

DIVISION OF REVENUE AND ENTERPRISE SERVICES

ANNUAL REPORT CERTIFICATE

RINGCENTRAL, INC
0400455692
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Certificate Number : 2367791168
Verify this certificate online at
https://www1.state.nj.us/TYTR_StandingCert/JSP/Verify_Cert.jsp IN TESTIMONY WHEREOF, I have
hereunto set my hand and affixed
my Official Seal, this
20th day of November, 2018
Elizabeth Maher Muoio
State Treasurer

STATE OF NEW JERSEY

DEPARTMENT OF THE TREASURY

DIVISION OF REVENUE AND ENTERPRISE SERVICES

ANNUAL REPORT CERTIFICATE

RINGCENTRAL, INC
0400455692

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Region 4 Education
Service Center
RFP
iv. Describe how Offeror handles emergency downtime.

RingCentral maintains 99.999% availability SLA for all customers and has for the last seven quarters (as of Q2 2020). Our clients rely on RingCentral when emergency situations arise that could impact their ability to answer calls. Since RingCentral's service is a cloudbased solution, with redundancy built in, you are automatically provided with a disaster recovery or business continuity option to continue operations and minimizing the risk of loss and regional service interruption due to natural disasters and other catastrophic situations. In the event of a failure, RingCentral's automated systems, in conjunction with an always-on, world-class network operations center (NOC), ensure rapid transition to back up systems as needed to maintain uninterrupted service availability. If a system failure is detected within one of RingCentral's data centers, the redundant system—whether within that same data center or at another data center—takes over operations in accordance with internal fail over policies and procedures. cuts, RingCentral ensures no loss of functionality or customer data. RingCentral’s NOC operates 24/7/365 and engineering teams continuously monitor countless systems, metrics, and alarms to ensure optimal system configuration and service availability.

RingCentral has built our global cloud-based network architecture with multiple layers of redundancy at all levels within our Data Centers and private network. We operate all components at approximately 35% load which allows for complete fail-over and/or rapid customer expansion. Every customer's instance is built in an Active/Active High Availability mode across multiple server instances and multiple Data Centers. Each school's PBX instance will operate simultaneously in 6 different places so there will be no service outage in the event of a component, network or Data Center failure.

RingCentral operates our High Available Global Cloud Architecture across 28 Data Centers around the world, which are interconnected by a private meshed point to point network architecture. RingCentral does not utilize shared networks such as the Internet or MPLS in our backbone to minimize any possible congestion and maximize voice quality. v. Describe Offeror’s ability to meet service and warranty needs beyond standard.

RingCentral is a pure cloud-based communication solution that uses a micro service architecture which allows dynamic growth able to perform service updates without any down time. Our solution requires no physical PBX equipment or appliances, which removes the single point of failure risk and provides inherent geographic diversity and business continuity.

Optional telephone handsets and headsets are offered for sale through RingCentral and shipped from the manufacturer. Accordingly, all telephones are sold subject to the express warranty terms, if any, specified by the original manufacturer of the telephone. Any software supplied to Region 4 ESC is supplied subject to the provisions of the manufacturer's licensing terms. RingCentral will pass through to Region 4 ESC all #3..
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Region 4 Education
Service Center
RFP
warranties that RingCentral is expressly authorized by the original manufacturer to pass through to customers.
vi. Describe Offeror’s customer fulfillment process
Order fulfillment via RingCentral is accomplished the following way:

Existing RingCentral customers can leverage the online administration portal for all their needs. RingCentral customers can provision, manage, and gain insights anywhere with advanced administrative and analytics tools using the RingCentral portal. Using the administration portal, a RingCentral customer can Initiate instant employee moves, adds, and changes from anywhere. A RingCentral client success manager or support representative can help answer any administration portal questions to promote a successful transition to RingCentral.

A new customer would work with the RingCentral account executive and the sales engineer to confirm the scope of the engagement and outline the solution components. These solution components will be entered into an order form and reviewed with the customer.

The customer will confirm their understanding of the solution and order form. Once the customer agrees with the components on the order form, the customer will be asked to sign the order form. The order form is returned to the RingCentral account executive so they can process the order by leveraging the sales operation team. The order is entered and process by the sales operations team, then phone lines are activated, and the phones are provisioned and shipped. The process of the order and activation of the lines can be accomplished in less than 12 hours.
vii. Describe Offeror’s customer service/problem resolution process. Include hours of operation, number of services, etc.

RingCentral has a well-defined problem resolution process. This process begins when the customer enters a trouble ticket into the RingCentral Support portal (the ticket status can be reviewed online if entered in this manner). A trouble ticket can also be initiated by opening a chat session or calling RingCentral Support. The problem is categorized by severity and responded to with the appropriate level of action.

Four levels of severity are used: Priority 1 through Priority 4. RingCentral works directly with the customer on their inquiry and resolves a significant percent of the issues upon first contact. Should an advanced issue require a higher level of support, RingCentral provides 24x7x365 support for all users and administrators following a tier-based escalation process from Tier 1 to Tier 3. When this occurs, a response time is provided to the customer and they are kept abreast of issue status. Customers who enter tickets via the online portal can monitor ticket progress, updates and status via this portal. Tickets are closed only when the customer agrees the issue is resolved.
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Region 4 Education
Service Center
RFP
For any major issues, the assigned RingCentral Account Executive will be the point of contact (PoC) until they are operational. RingCentral additionally provides a dedicated Customer Success Manager (CSM) who serves as a single PoC for the customer. This is a crucial role in maintaining the overall health of the account and offers a voice within RingCentral for any and all issues which may arise.
viii. Describe Offeror’s invoicing process. Include payment terms and acceptable methods of payments. Offerors shall describe any associated fees pertaining to credit cards/p-cards.

Customers are invoiced directly by RingCentral. RingCentral can create cost centers and manage them per location, offering billing breakdowns by location. RingCentral can explore the possibility of integrating with billing systems using the RingCentral platform.

Billing is typically issued annually, but we are able to bill monthly if required. RingCentral "billing codes" allow customers to consolidate billing by department, location, project, etc. RingCentral can provide hard-copy and/or machine-readable invoices to help facilitate internal departmental billing and/or charge backs. At the request of the customer we can accommodate the request for a consolidated bill.

As new services are added through the billing cycle the new services will be co-termed to the end of the billing cycle. All RingCentral services will be billed in advance of services provided. RingCentral's default payment term is 30 days and deviations to 45 days and 60 days are possible, pending negotiation of final contract terms and pricing. RingCentral accepts major credit cards or will extend payment terms to customers (usually net 30 days).

We will work with each customer to determine preferred payment structure.

We have provided a copy of the RingCentral Invoice Billing Guide which explains the various components.
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RingCentral®
Invoice Billing Guide
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RingCentral | Invoice Billing Guide | 2
What You’ll See
This guide provides you with helpful information regarding your RingCentral invoice.

RingCentral’s month-to-month bill cycle can have several events that show on your invoice:
• Product Plan
• Product Add-Ons
• Product Add/Remove Prorate
• Calling Charges
Here are some tips to help you understand your invoice:

1. Billed To: Address provided on the credit application.

2. Account Information: Your Customer ID number,
Invoice number, and Invoice Amount to Pay.

3. Invoice Date: The date your invoice is billed.

4. Statement Summary: High-level summary of the
charges.

5. Products: Lists the RingCentral products on the
account.

6. Calling Credit Package: An allotment of purchased
calling credit charged when the below call types are
initiated and repurchased once credits are depleted.

These can be:
• Included calling credits for incoming toll free
calls are exhausted.
• Included calling credits for international calls are
exhausted.
• Calls to information (411) are made.

7. Taxes and Fees: Lists a summary of applicable
federal, state, and local taxes.

8. Prorate Credit: Credit provided for the unused
portion of an added product mid billing cycle.

9. Credit/Money Back: Credit provided for the unused
portion of a removed product or changed plan mid
billing cycle.

10. Refund: Refund is a billing credit that RingCentral deemed as your sole and exclusive remedy with
respect to any erroneous billing. Service Refund is a
credit for agreed upon free service.
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RingCentral | Invoice Billing Guide | 3

11. Cost Center: If Cost Center Management has been
enabled on your account, you have successfully
created cost centers and allocated services
accordingly, cost centers and associated charges will
reflect on your invoice as shown.

12. Payment Methods:
• Checks Regular Mail to Lock box
• Wire Instructions (USD)
• Courier Check Payment
• ACH Payment (USD)

13. Billing Questions? Instructions about how to contact RingCentral.
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RingCentral | Invoice Billing Guide | 4

14. Statement Details

15. Cost Center: Associated charges for the
particular call center.

How to Contact RingCentral
Details about your specific invoice can be found in the Billing tab of the RingCentral Phone System. If you still have questions, here’s how to contact RingCentral:

Please contact [email protected] for the
following:
• Payment inquiries.
• Make a one-time payment via credit card.
• Respond to a notification of a past-due balance.

If you have billing questions, call 888-389-1755 or
email [email protected].

Further information and frequently asked questions
can also be found in this Knowledgebase article.

Business hours: 9:00AM to 5:00PM (PST)
Ξ2017 RingCentral, Inc. All Rights Reserved. RingCentral, RingCentral Office, RingCentral Meetings, Glip, and the RingCentral logo are registered trademarks of RingCentral, Inc.

RingCentral Rooms is a trademark of RingCentral, Inc. Other third-party marks and logos displayed in this document are the trademarks of their respective owners. KID-9716 #3..
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Region 4 Education
Service Center
RFP
ix. Describe Offeror’s contract implementation/customer transition plan.

RingCentral's standard process for contract implementation begins with a high-level overview of the milestones and tasks included in a RingCentral project plan. A Business Requirements Document (BRD) is used throughout the initial planning and design to document the project details. Customer and RingCentral sign off is required at each step of the way to ensure project transparency and success.

We have included our detailed implementation document attached on the next page for your reference. Professional Services - Implementation.docx.

Ease of Transitioning to New System: RingCentral deploys new systems congruently with existing systems to eliminate service disruption, allowing both systems to operate side by side. Once deployed, systems are scrutinized and tested. Once testing is completed, all administrators, IT staff, and users are trained, the number porting process can begin. #3..
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Table of Contents
Standard Process Overview 2
Project Methodology 4
Project Acceptance 5
Training Included 5
Preferred Project Management Methodology 6
Org Chart or Roles / Responsibilities 7
Risk Assessment 7
VAR / Third Party Alignment 8
System / Load Testing 8
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Standard Process Overview
The following is a high-level overview of the Milestones and tasks included in a RingCentral project plan. A Business Requirements Document (BRD) is used throughout the initial Planning and Design to document the project details. Customer and RingCentral sign off is required at each step of the way to ensure project transparency and success.

A description of the major steps in the migration and implementation process:

RingCentral adheres to PMI best practices by utilizing a Project Life Cycle (PLC), or Waterfall, model for project delivery and building upon it for the modern customer. The project is broken into five stages including Initiation, Planning and Design, Implementation, Control and Monitor, and finally Acceptance and Closure. Traditionally a PLC model requires strict adherence to gating events to move from stage to stage, however RingCentral interjects aspects of Software Development Life Cycle (SDLC), or Agile, modeling to create a unique experience for every customer. Major milestones in the delivery process include:

Initiation – During the initiation stage of the project the RingCentral Project Manager (PM) will partner with the Customer Single Point of Contact (SPOC) to create the project governance and / or Project Management Office (PMO). This will include a mutually agreement upon change management planning, escalation management planning, risk management planning (or register), resource management planning, communication planning, project milestone planning, and Work Breakdown Structure (WBS) creation, to establish the project collateral. During this time the PM and SPOC will bring their respective resources to an internal and external call to review project expectations, project charter, best practices, and next steps. The RingCentral PM will introduce the Customer to any designated support resources and prior to moving to the Planning and Design stage the PM and SPOC should baseline the Scope of Work and Project Plan for a mutual understanding of the goals and process to achieve mutual success.

Planning and Design – During the planning and design stage of the project the PM and SPOC will organize their respective Subject Matter Experts (SME) to review the necessary client data to complete the Business Requirements Document (BRD). RingCentral resources will partner with the Customer to review and document the business requirements in the UC and CC BRD document(s) as the basis upon which the solution is built. A RingCentral Engineer will visit customer designated location(s) to work with the Customer resources focused on gathering the necessary client data to complete the system build-out, submit the port request(s) and to ensure network readiness. Further discovery and discussion is required with the Customer to determine how many locations require on-site Planning and Design services for the UC and CC solutions. Specific details gathered in this stage include call routing details for UC users, user profiles, providing an inventory of main and direct dial numbers, in-depth network mapping and topology, collection of integration requirements for CRM and Third-party systems. Additional data for Contact Center includes information for agents, skills, teams, campaigns, integrations, screen-pops, call routing, multi-channel integration, advanced applications, and inbound call treatment. Throughout the planning and design stage the PM and SPOC track key milestones and deliverables against the baseline project plan, address and track any identified risks in the risk register, and provide status updates to stakeholders via agreed upon dashboard and cadence meetings. Following the completion of the BRD a formal review is held between key stakeholders from RingCentral and the Customer to walk through the entire document in detail. At the conclusion of the final review RingCentral will ask the Customer to sign the final BRD as the trigger that both parties have an agreed upon final design and signal the transition into the implementation stage of the project.

Implementation – During the implementation stage of the project RingCentral will take the complete UC and CC BRD documents and begin execution of the steps necessary to match the build to the design. At this time RingCentral will provide feedback to the Customer on progress via scheduled conference calls and project plan updates. The RingCentral team will also start prepping the Customer team for the Control and Monitor stage. The PM will provide a curriculum of web based training classes for the Contact Center agents, supervisors, and administrators to review and achieve before the transition into the Control and Monitor stage. This web based training provides the foundation for the Contact Center users to understand the basics of the console and reporting applications. RingCentral will work with the customer to complete the network assessment and #3..
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remediation during this time (if it was not completed earlier) to ensure proper configuration for optimal voice quality. The Customer developers will need to participate with any API integration configurations necessary for CRM and Third-party integrations, and the PM and SPOC will work to schedule those resources according to the Resource Plan and Project Plan. At the conclusion of this stage RingCentral will conduct a Quality Assurance (QA) testing prior to handoff to the Customer for User Acceptance Testing (UAT).

Control and Monitor – During the control and monitor stage of the project the Customer will complete UAT on for the UC and CC platforms. RingCentral can provide baseline UAT plans, as needed, but this stage is the opportunity for the Customer to make sure the build completed by RingCentral matches the design completed, and documented, during the Planning and Design stage. The Customer SPOC will work with the RingCentral PM to schedule any instructor guided training sessions for users, agents, supervisors, and administrators during this stage, to build upon the remote web based training classes identified in the curriculum provided in the Implementation stage of the project. During this stage all on-site delivery services and training are completed and staging of all necessary go-live activities are prepared. At the conclusion of all training classes and the Customer UAT, RingCentral and the Customer will conduct a project go/no-go review, or a customer readiness review. During this review RingCentral and the Customer will evaluate the results of the training, and the QA and UAT processes conducted by RingCentral and the Customer respectively. Both parties will evaluate the system and users for readiness and mutually agree to proceed with the scheduled go-live date. RingCentral will request the customer execute a Readiness Checklist as record of mutual agreement to move forward, and the project will transition into the final stage, acceptance and closure).

Acceptance and Closure – During the final stage of the project RingCentral will support the Customer through the scheduled golive and facilitate the transition into day 2 support services. Services performed during a go-live may include porting of customer telephone numbers to RingCentral, final hardware placement, additional training and floor-walking, and/or Contact Center supervisor reports training. Following the successful go live, the RingCentral PM will work with all assigned relationship resources to complete the smooth transfer of ownership from Professional Services into the Customer Success and Support teams.

Project Methodology
All Professional Service engagements include a designated Project Manager skilled in the practice of PMI methodology. The initial Planning and Design follows a comprehensive Business Requirements Document (BRD) that requires signature by both parties for each component. Project initiation (outlined above) can include any number of project governance documents. RingCentral has a vast library of documents in our Project Management Office that we can leverage to align project documents with customer requirements for tracking and documentation. Standard documents included for all projects include:

Documentation used during project:
● BRD checklists for both RingCentral Office and Contact Center; ● PMI based project plan (Gantt chart);
● LOA (letter of authorization) for porting;
● Site network readiness;
● Site implementation completion form;
● Customer readiness report card;
● Final project sign off
Project Acceptance
The executed Professional Services SOW will clearly define each phase and the cost associated to that phase at the time of signature. Each phase of the project is discussed in the pre-sales process to document the delivery strategy for the Customer. This strategy may include multiple go-live instances by site, it may include phasing by solution or technology, it may #3..
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include phasing by business unit, but every scope of work document is crafted to align with customer expectations for the desired roll-out.

The RingCentral Project Manager will provide a detailed project plan with milestones and work breakdown structure followed by RingCentral to take the customer from signature to go live as seamlessly as possible and throughout that process guides a high quality product at go live. A customer readiness review (more commonly known as a go/no-go review) is completed for a final risk and issue review before moving into production covering results of the QA and UAT testing, as well as results of the included training sessions. Upon agreement in the readiness review, the go-live is confirmed and resources finalized. At the completion of the scheduled go-live, RingCentral will review any open items, lessons learned, tickets, and / or requested changes with the customer and submit the Project Closure document for review and execution. Acceptance criteria is built into the overall process to drive quality throughout to allow a seamless migration to RingCentral Training Included
RingCentral Office and Contact Center both strive to achieve a high adoption and usability rate for the end users and agents. On the RC Office side that begins during the Planning and Design stage to assign users to "profiles" for similar functionality and usage. This leads to targeted training for end users on the functions and responsibilities most closely tied to their role in the organization. An example is the functional training provided to a billing / accounting resource is different than the training provided to an executive administrator). On the CC side the training provided has a layered approach with one session building upon the next. The CC training starts with providing online pre-recorded general training classes. This serves as the foundation for the agent interface, basic usage, and supervisor functions. The next step is providing remote guided training sessions that target the functionality the agent, supervisor, and administrators will use in their daily life. This is provided remotely via RC Meetings and recorded for the Customer to use for reference back, or future onboarding. The last step is on-site training. In this session the RC trainer will visit the customer location and provide hands on training for the agents, supervisors and administrators to further reinforce the features, functionality, and usage of the new solution. Additional sessions are available after go live, as well as continued education provided at no additional cost via the University page for online education. All provided training services must be scoped into the Statement of Work prior to contracting with Professional Services

1. RingCentral Office
● Administrator Training - 3-4 remote sessions once the client portal has been built. Reviews high level functionality including MACDs and call flow to granular details like advanced rules and roles and permissions. Training sessions conducted by PS Trainer or Project Manager in advance of the first deployment. ● End User Training Remote - Focused around the features/functionality required day one. Typical training sessions are one hour in length to include Q&A. Several sessions are scheduled in advance of site go-live to capture as many users as possible.
● End User Training Onsite - 2-3 group sessions, scheduled in advance, prior to the port. Focused on the features and functions required day 1 to ensure adoption.
● Executive Trainings Onsite - 15-20 minute one on one sessions with senior leadership and Executive Assistants to provide focused feature/function training plus completing personal settings so those users are ready to go when the port takes place.
● Administrative Review Onsite - Once the port has taken place and the system is functioning live, final details are reviewed to ensure proper build out of call flows, groups and settings before site sign off.

2. RingCentral Contact Center
● Administrator Training – RingCentral training resource to provide an overview of the Central and Studio applications to help THE CUSTOMER facilitate the day-to-day operation of the Contact Center ● Agent Training Remote - Focused around the features/functionality required day one. Typical training sessions are one hour in length to include Q&A. Training included for Contact Center agents is “train the trainer” to a subset of the user population
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● Supervisor Training Remote – Focused on the day 2 analytics and reporting for the operation of the Contact Center. Includes features for monitor, barge, coaching, etc. ● Agent Training Onsite (optional) – RingCentral training at the Customer facility to provide instructor led agent and supervisor training to local resources. Implementation Manager would stay for go-live and help with any floor walking and questions pertinent to the Contact Center ● Additional training sessions are available at an additional cost. Some examples include:
a. Advanced IVR Scripting training
b. Scripting integration with multi-media
c. Scripting integration with Web Interactions
d. Outbound dialer training
e. Workforce Optimization
i. Workforce Management
ii. Quality Monitoring
iii. Analytics
After Implementation: RingCentral will also provide THE CUSTOMER access to the RingCentral University which includes ongoing live and on-demand video trainings, self-paced courses and training materials. THE CUSTOMER can customize selfpaced training plans in the RingCentral LMS and keep track of training requirements for compliance. The RingCentral Customer Success Manager aligned to THE CUSTOMER can help plan, coordinate and schedule ongoing customized training programs both onsite and remote at no additional costs to help continue to drive adoption after the initial implementation period has been completed. Additional formal training classes are available from the Professional Services product catalog at an additional cost End User Adoption
RingCentral Office and Contact Center both strive to ensure a high success rate for adoption and usability for the end users and agents. On the RC Office side that begins during the Planning and Design stage to assign users to "profiles" for similar functionality and usage. This leads to targeted training for end users on the functions and responsibilities most closely tied to their role in the organization. An example is the functional training provided to a billing / accounting resource is different than the training provided to an executive administrator). On the CC side the training provided has a layered approach with one session building upon the next. The CC training starts with providing online pre-recorded general training classes. This serves as the foundation for the agent interface, basic usage, and supervisor functions. The next step is providing remote guided training sessions that target the functionality the agent, supervisor, and administrators will use in their daily life. This is provided remotely via RC Meetings and recorded for the Customer to use for reference back, or future onboarding. The last step, which is an optional charge, is on-site training. In this session the RC trainer will visit the customer location and provide hands on training for the agents, supervisors and administrators to further reinforce the features, functionality, and usage of the new solution. Additional sessions are available after go live, as well as continued education provided at no additional cost via the University page for online education
Preferred Project Management Methodology
All Professional Service engagements include a designated Project Manager skilled in the practice of PMI methodology. RingCentral adheres to PMI best practices by utilizing a Project Life Cycle (PLC), or Waterfall, model for project delivery and building upon it for the modern customer. The project is broken into five stages including Initiation, Planning and Design, Implementation, Control and Monitor, and finally Acceptance and Closure. Traditionally a PLC model requires strict adherence to gating events to move from stage to stage, however RingCentral interjects aspects of Software Development Life Cycle (SDLC), or Agile, modeling to create a unique experience for every customer. The initial Planning and Design follows a comprehensive Business Requirements Document (BRD) that requires signature by both parties for each component. Project initiation (outlined above) can include any number of project governance documents. RingCentral has a vast library of documents in our Project Management Office that we can leverage to align project documents with customer requirements for tracking and documentation. Standard documents included for all projects include:

Documentation used during project:
● BRD checklists for both RingCentral Office and Contact Center; ● PMI based project plan (Gantt chart);
● LOA (letter of authorization) for porting;
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● Site network readiness;
● Site implementation completion form;
● Customer readiness report card;
● Final project sign off
Org Chart or Roles / Responsibilities
Project Manager ● Overall owner of the project and delivery services ● Experience ranges from 2-30 years
● Certification and training in PMI / PMP methodology as well as training by RingCentral in technology and delivery services
● Achieved or working toward PMP certification
Build Engineer ● Overall owner of the PBX Planning and Design ● Experience ranges from 2-15 years
● Certification and training by RingCentral technology and delivery services Implementation
Advisor
● Owner of the PBX build following the Planning and Design / BRD document ● Experience ranges from 2-15 years
● Certification and training by RingCentral in technology and delivery services Implementation
Manager
● Owner of the CC build
● Experience ranges from 2-20 years
● Certification and training in RingCentral technology and delivery services On-Site Delivery
Services
● Overall owner of the on-site delivery services
● Experience ranges from 2-20 years
● Certification and training in PMI / PMP methodology as well as training by RingCentral in technology and delivery services
Trainer ● Overall owner of training services Experience ranges from 2-15 years ● Certification and training by RingCentral in technology and delivery services Network Engineering ● Overall owner of Network Services Experience ranges from 10-20 years ● Certification and training by RingCentral in technology and delivery services Risk Assessment

1. Porting the Customer’s numbers is an external risk that can make or break the success of any project. RingCentral submits the port requests early to ensure that, even with potential rejections, the timeline stays on track.

2. Maintaining the project timeline is critical as it relates to scheduling resources both internally and for onsite support. Clear timelines will ensure all stakeholders have visibility into when sites are going live and that the necessary RingCentral and Customer resources are available.

3. Project success often hinges on driving adoption across your end users. Training provides that aspect of the project. RingCentral has a team, RingCentral University, of trained professionals who cater specifically to adult users who can be resistant to change. Training is provided both remotely via webinars and onsite (optional) if included in scope.

4. Client data collection early in the project requires client involvement to provide the necessary user, call routing and porting documentation. The speed and accuracy of this data will determine the how quickly the portal can be built and when the ports can be scheduled.
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VAR / Third Party Alignment
RingCentral Professional Services includes both direct implementation and support services through badged employees. VAR are utilized based on technology alignment and / or location, but all Professional Services are included on RingCentral paper and fully owned by RingCentral for successful delivery of services to the Customer.

Or
RingCentral uses badged employees for the installation of both Contact Center and Office solutions for our customers but can leverage third party contractors for delivery services based on need, bandwidth, and technical expertise. All resources contracted to complete work on behalf of RingCentral are certified to deliver their solution, or specifically licensed for that expertise. Examples of those third parties include NICEinContact to deliver the NICE WFO suite of services, or a MS Dynamics partner to deliver integrations with MS Dynamics. All Professional Services are licensed on RingCentral paper and as such RingCentral is held accountable for the successful delivery of all solutions System / Load Testing
RingCentral provides level of effort to support both Quality Assurance (QA) and User Acceptance Testing (UAT) in the executed SOW. QA testing is traditionally delivered remotely in partnership with the customer development or IT resources to review the core business function against the designed solution, review basic feature / functionality matches the designed request, and ensures proper use cases are accepted. Once QA is successfully completed RingCentral will turn the solution over to the Customer to execute their UAT plan and provide guidance and support where needed / necessary Applications potentially included in the scope include:
● RingCentral Office
● RingCentral Contact Center ACD routing
● Omni-channel integration (email, chat, etc)
● Speech Recognition
● Callback in queue
● Automated outbound dialer
● Workforce Optimization Suite
o Quality Monitoring / Screen Recording
o Workforce Management
Each application will include standalone testing as an individual application prior to integration testing with all related applications via QA and UAT prior to acceptance and go live Test results are provided to the customer for retention and storage after QA and throughout UAT Load testing is completed on the RingCentral Enterprise rather than on the individual business unit. Inbound circuits are not specific to the Customer, but rather a tenant in a cluster, and as such load testing is Not Applicable as the Customer is sharing resources. Network bandwidth requirements are provided to the customer and a network probe is placed on the customer network to gather traffic information to analyze WAN details for RingCentral to review for corrections or recommendations. Load testing to the customer network is available, but additional information and details are required prior to scoping.

Consulting Pre and Post Installation
RingCentral will typically conduct this process in two steps. The simplest way to think of these steps is to break them down into "Pre-sales”, "Post-sales", and “Post Go-live”
● “Pre-sales” – During pre-sales the Ringcentral Contact Center Solutions Engineer will spend time with the customer stakeholders to review The Customer's needs. This discussion can include a review of any existing call flows, existing and desired functionality, additional integrations, and any advanced applications required to achieve The Customer's desired end state. The CC SE will then capture all necessary technical requirements via the Solution Overview (SO) document and review those requirements during a read-back session with The Customer. This document will typically #3..
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cover any high level IVR flows provided by the customer, while providing Professional Services the input to build the level of effort for the implementation quote.
● “Post-sales” – Upon signature The Customer is assigned a Project Manager who would lead the delivery effort to execute against the statement of work. The Project Manager will assign delivery resources to the project team and work with the customer designated Subject Matter Experts (SME) to complete a detailed data collection on the design and build of the Office and Contact Center (including IVR flows). During the discovery process, the assigned RingCentral technical resources will take point on reviewing the provided customer data and make recommendations to current flows and features to best utilize the new system. These resources will consult with the customer and provide them a thorough understanding of the pros and cons of certain flows and features to make the best informed decision on the final IVR flows.
● "Post go-live" - Following the Acceptance of the solution by the customer RingCentral offers post-installation consulting through one-time Professional Services Now services, continued consulting via Health Check and Consulting offers, or through University and follow-on Training services.

Customer Responsibilities

ROLE ROLE DESCRIPTION NAME/NOTES
Executive Sponsor Executive Sponsor of the project.

Project Manager Responsible for success of project and the main contact for the RingCentral team. Responsible to assign customer resources to tasks as defined. For example: train the trainer tasks.

Business Requirements Experts
ACD
Define requirements of ACD/IVR, call flows expert, extensive knowledge of customer experience requirements in terms of call flow. This role should attend RingCentral Contact Center training and should also be responsible for testing call flows.

IT Infrastructure Knowledge of company network, perform ping test, etc., bandwidth, desktop and application support
Telephony Technical PBX knowledge, phone/agent leg knowledge, carrier coordination Agent Trainer(s) This role should attend RingCentral agent training.

Contact Center Managers and
Agent Administrators and
Trainers
Responsible for administering user in RingCentral Contact Center application, setting security profiles as access. Responsible for managing contact center KPI’s and performance reporting. Responsible for training agents on new platform. This role should attend training on Central reporting.

API Development Resource(s) Responsible to assist RingCentral with API integration with any scoped Third Party solution including CRM, Payment System, Database, etc.

Only as
applicable to
project.

Workforce Optimization
Administrator(s)
Responsible for WFM and WFO requirements and application set up. Attend WFM enablement sessions to gain training necessary to set up application.

Only as
applicable to
project.

IVR Prompt Creators,
Administrator(s)
Role responsible to create content and managing updates of prompts. This role should get training in Studio to update prompts.

Only as
applicable to
project.

Dialer Campaign
Administrators(s)
Responsible to create dialer campaigns and assigning them to agents. This includes management of lists to be called.

Only as
applicable to
project.

Call Flow Scripting - Technical Responsible for updating scripts in Studio. This role should attend Studio training.

Only as
applicable to
project.

Customer Survey
Administrator(s)
Responsible for creating and maintaining surveys to customers. Only as applicable to
project.
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Region 4 Education
Service Center
RFP
x. Describe the financial condition of offeror.

As a publicly traded organization, all of our SEC financial filings may be accessed under the Investor Relations section of our website here:
https://ir.ringcentral.com/financials/sec-filings/default.aspx 1) >$1B annual recurring revenue rate, up 33% y/y (1Q20) 2) $524M mid-market & enterprise annual recurring revenue rate, up 52% y/y (1Q20)
3) $318M enterprise annual recurring revenue rate, up 59% y/y (1Q20) 4) Profitable, with 2019 non-GAAP operating margins of 9.2% (up from 8.7% in 2018)
5) Generated positive annual free cash flow since 2016
6) Cash balance as of 1Q20 of $762M
RingCentral from a market perspective
1) $24B market cap with stock up >60% year to date
2) 24 wall street institutions cover us; 23 have buy (or equivalent) ratings; 1 has a neutral
xi. Provide a website link in order to review website ease of use, availability, and capabilities related to ordering, returns and reporting. Describe the website’s capabilities and functionality.

RingCentral is a UCaaS provider with a Software as a Service (SaaS) model - our services are completely cloud-based. Our public website (www.ringcentral.com) does not really work in the same way an e-commerce site may work for physical goods. We will generally have an Account Executive work with a customer to make the original purchase or our services and plan the implementation. Once the customer is up and running, they will have a private portal that will allow for the ability to add users as needed, and see reporting on billing, utilization, etc. RingCentral can demo this admin site on request but are not able to provide a working link in this response.
xii. Provide any additional information relevant to this section.

RingCentral is an industry leading provider of UCaaS technology. We have been rated as a Gartner Group Magic Quadrant leader for the last five years. RingCentral invests over $130M annually in the on-going development of our platform, which is significantly more than any or our competitors. RingCentral can deliver the most complete and most reliable platform available, and pair that with outstanding support and partnership.

RingCentral has built out it's SLED (Public Sector/Education) vertical, so we have focus on this vertical and the people that help drive our success in this space. We have the capacity to handle the OMNIA relationship with Region 4 and all of the eligible entities #3..
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Region 4 Education
Service Center
RFP
that can purchase off this contract. We have over 500 sales & support professionals across the United States.

RingCentral was started over 15 years ago by the same person (Vlad Schmunis) the is our CEO today. We recently passed the $1B mark in annual revenue, but the company still runs with a small company's attention to detail and support with every customer. We take that same focus with our partnerships.

Working with OMNIA and Region 4 to help better serve the public sector and education space is an opportunity that our team is very enthusiastic about moving forward. We are committed to providing the best combination of solution, support, partnership and pricing.

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Request for Proposal (“RFP”) by Region 4 Education Service Center (“ESC”) for Unified Communications as a Service (UCaaS) Solicitation Number 20-09
Tab 4: Qualification and Experience
Contact:

Naveed Husain
VP Vertical Programs
[email protected]
(650) 667-1056

LEGAL DISCLAIMER
All information and pricing data submitted by Region 4 ESC. is non-binding and is for evaluation purposes only and is subject to adjustment and/or modification by RingCentral after its review, consideration, and negotiation of the terms and conditions of a definitive final contract. All data and information contained herein and provided by Region 4 ESC. is considered confidential and proprietary. The data and information contained herein may not be reproduced, published or distributed to, or for, any third parties without the express prior written consent of RingCentral. #3..
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Region 4 Education
Service Center
RFP
Tab 4: Qualification and Experience
a. References
i. Provide a brief history of the Offeror, including year it was established and corporate office location.

RingCentral has been implementing unified communication services in the United States and Canada since 2003 and began implementing globally to organizations in 2013. We are currently providing exceptional communications solutions to more than 350,000 businesses across the globe, with continued international expansion as a core tenant of our ongoing growth strategy. We serve very large customers with more than 10,000 users, as well as small businesses. Our Enterprise segment is the fastest growing segment of our business. As the largest hosted-VoIP provider, RingCentral handles over 4 billion minutes of voice traffic annually.

RingCentral pioneered cloud-based business communications and we are a 100% hosted provider of Unified Communications as a Service (UCaaS). We include PBX, Fax, conferencing, Contact Center, Web/Video Meetings, IM, Group Chat, Team Collaboration, VM, QoS Reporting, Live Queue Reporting, File Sharing, and Task Management all under a single solution supported by an open platform, enabling further custom development and workflows.

We provide a single solution to multi-national companies that have offices around the world. Our phone system is cloud-based and can be used on desktop apps, desk phones as well as mobile apps, simplifying the management of the phone system across all international branch offices. RingCentral is currently serving more than 80 countries with a full local experience in the majority of these locations.

RingCentral uses its own VoIP, Contact Center, and UC technology to support its internal operations. RingCentral is a highly strategic and collaborative organization with distributed teams. Our technology stack and internal adoption of those technologies have enabled us to work and collaborate effectively.
ii. Describe Offeror’s reputation in the marketplace.

RingCentral has an excellent reputation in the marketplace, both with our customers, and with technology advisors. In the following paragraphs, we demonstrate our reputation as a customer service organization. In item iii we demonstrate our reputation as a technology solutions organization.

Customer Testimonials
 “I really have nothing but praise for RingCentral Professional Services. They helped us implement the system several months faster than we could have done it #3..
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RFP
on our own. All agree it was a very worthwhile investment.” --Randy Boyd, Infrastructure Architect, World Vision US
 “In a lot of ways, RingCentral saved the day for us.” --Bryan Lucas, Chief Technology Officer, Texas Christian University
 “There are a lot of reasons we chose RingCentral, but our need for a disaster-proof phone system was one of them. And they sure proved themselves worthy of that label right away.” --Eric Wang, Vice President of IT and CIO, Woodbury University
Customer Satisfaction (CSAT)
RingCentral excels in customer satisfaction levels for both our solutions and our support center ratings. Since launching our comprehensive Global Customer Care initiative in 2013, we have achieved many milestones, including:
 TSIA Pacesetter status with a 9.4 CSAT score
 The launch of our Customer Success Manager initiative to provide dedicated oneon-one service and support for our mid- to large-enterprise customers  Nine new offerings from Professional Services with a 1,000% increase in customer engagements in 2016 and a 9.9/10 CSAT score
 Expansion of our international customer support team to serve our 600 new global enterprise customers
 A 175% increase in our NPS score for the 100+ customer segment  2017 Silver Stevie Award for Customer Service Department of the Year The Technology Services Industry Association rated us 9.4 out of 10 in service and support which is ahead of the top 15 pacesetter value of 9.2.

This is especially important to us as a SaaS company, as we recognize the need to retain customers and also bring them into our business to be guided by them as how to continue to grow. We are a single focus company and so the entire organization is solely focused on adding, growing and serving customers that use our platform. The benefit to our customers is greater investment protection, greater quality of service, enhanced reliability and resiliency, and greater coverage. RingCentral's financial strength and stability ensures that not only are we making investments in the future but we also have the resources necessary to ensure our customers receive the highest degree of customer service after the sale. This is evidenced by the fact that RingCentral has less than a 3% churn rate; meaning that more than 97% of our customers renew their service after the initial term. Additionally, RingCentral holds a Net Promoter Score (NPS) of 67, which is considered exceptional. The NPS is a customer loyalty metric that measures customers’ willingness to not only return for another purchase or service but also make a recommendation to their family, friends or colleagues. RingCentral promoters are those who respond with a score of 9 to 10, and they are likely to create most value, such as buying more, remaining customers for longer, and making more positive referrals to other potential customers. The NPS is a number from - 100 to 100 calculated by subtracting the percentage of detractors from the percentage of #3..
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Region 4 Education
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RFP
customers who are Promoters. Scores higher than 0 are typically considered to be good and scores above 50 are considered to be excellent.

Customer Retention
RingCentral has an exceptional customer retention rate, verifiable through our subscription renewals. For the previous five financial quarters, our net monthly subscription dollar retention rate has exceeded 99%.

Top Place to Work
In addition to our reputation for customer satisfaction, RingCentral also holds numerous awards as a top employer, including the following:
 2013, 2014, 2015, 2017, 2018, 2019 and 2020, Denver Post lists RingCentral as a Top Place to Work
 San Francisco Business Times and the Silicon Valley Business Journal recognized RingCentral as a 2018 Bay Area Best Places to Work
Industry Recognition
In the question iii below, we discuss the excellent reputation of our technology solutions. iii. Describe Offeror’s reputation of products and services in the marketplace.

RingCentral is the #1 Cloud-Based business phone system trusted by over 350,000 companies to provide high-quality business VoIP services. We are the fastest growing company in the industry and have held an A+ rating with the Better Business Bureau for the past 9 years. As the largest hosted-VoIP provider, RingCentral handles over 4 billion minutes of voice traffic annually.

RingCentral is the only UCaaS provider to have leadership or top rank recognition by four major analyst firms:
 Gartner has placed RingCentral as a Magic Quadrant Leader for five consecutive years, since 2015.
 TMC Unified Communications Product of the Year Award 2014, 2017, 2018 and Internet Telephony Product of the Year award in 2016
 IHS Markit has placed RingCentral as a Leader in the 2018 North American UCaaS Scorecard Report
 Aragon has placed RingCentral as a Leader in The Aragon Research Globe for Unified Communications and Collaboration, 2018
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Service Center
RFP
Additional awards include:
 Market Leadership Award from Frost & Sullivan for the second consecutive year  Numerous reviews and awards from respected publications including PC Magazine Editor's Choice in 2015 and 2016
A full listing of RingCentral awards and recognition is available at:
https://www.ringcentral.com/whyringcentral/awards.html.

RingCentral’s recognition for these above awards are a result of our world-class Network Operations Center (NOC) which is monitored 24x7 by highly skilled engineers.

Maintaining a 24x7 world-class NOC is an investment not found amongst all cloud-based business phone systems, but we consider it to be crucial in delivering the utmost in voice quality and reliability.

RingCentral is a global and publicly traded company. If you would like additional information regarding the structure of our organization as well as a partial breakdown of our personnel, please see our public SEC filings here:
http://ir.ringcentral.com/CorporateProfile.aspx?iid=4406983 iv. Describe the experience and qualification of key employees.

RingCentral was founded 15 years ago by Vlad Schmunis who remains the active CEO of the company. Under his leadership RingCentral has gone from start-up to over $1B in revenue. The Senior Executive team is staffed by extremely experienced leaders in the UCaaS industry, the majority of which have a long tenure with our organization.

RingCentral has been recognized as a leader in this space for many years and this team has been the group driving that innovation and performance.

Specific to the team engaged on this contract, RingCentral has built and extremely experienced team to address our public sector and education business. Naveed Husain (VP of Verticals Program) is an industry professional with 25 years of experience. He is a highly motivated and expert business leader, proficient in defining and guiding information systems vision, strategy and execution for large enterprise corporations. Naveed has most recently served as the CIO of Columbia University, Teachers College and is a thought leader in communication technology for Education. The sales and engineering teams that support and drive our public sector business are comprised of a very experienced group of industry professionals that have been formed based on their knowledge of our offerings #3..
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and the public sector and education space. We also have a dedicated legal and contracts team to support our public sector business efforts.

Derek Morgan, the Senior Partnership Manager for this engagement, has 25 years of technology sales and partnership experience and has worked in a role supporting OMNIA on the commercial side for nearly three years.

Michael Fiocca, the Director of Public Sector Sales, has 20+ years of industry and public sector sales experience, including five years with RingCentral.

Our Customer Success Managers have market leading qualifications to ensure success of each account. These qualifications include:
 5+ years of enterprise-level customer success experience at a SaaS company,  3+ years Customer Success Management experience
 A proven track record of achieving and exceeding adoption, revenue and customer satisfaction goals
 Driven by personal, team and company achievement with a commitment to excellence
 Possess blend of technical expertise and sales acumen wrapped in a strong customer-centric mentality
 Strong analytical, problem-solving and dot connecting skills with the ability to develop quick, accurate situational awareness
 Enterprise-ready, solution-oriented mindset to understand and solve complex customer issues
 Experience and comfort interacting with and influencing C-level executives  Strong communication skills – written and verbal – with an understanding of situational best practices
 Excellent presentation skills – from small to large audiences  Ability to lead, manage or influence both internal RingCentral resources as well as customer resources to achieve successful outcomes
 Experience with VoIP and Contact Center technology
 BS or equivalent education and relevant experience
v. Describe Offeror’s experience working with the government sector.

RingCentral has been helping government organizations transform processes, improve collaboration, and deliver visionary solutions for over ten years. RingCentral has a comprehensive public sector segment with customers that provide input on our product functionality and features. As more government entities move to the cloud, they are partnering with RingCentral to deliver the same functionality and reliability they have with their existing on-premises voice solutions. RingCentral has over two thousand government sector customers today, and we continue to grow as more government sector companies embrace cloud.
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vi. Describe in detail what level of assistance will be provided to a Participating Public Agency to secure e-rate funding. Identify how much effort will be required in obtaining this funding. Specify the services available to the agency for project planning, specialized program assistance, and other services provided to the agency dealing with the e-rate program.

The Federal Communications Commission (FCC) eliminated the “Eligible Voice Services” section of the E-Rate Eligible Services List (ESL) so Voice Services are no longer eligible for E-Rate funding consistent with the FCC’s decision in the 2014 First E-Rate Order to phase down E-Rate program support for voice services by FY2019. Therefore, our services are not eligible.
vii. Describe past litigation, bankruptcy, reorganization, state investigations of entity or current officers and directors.

Litigation: RingCentral is a publicly traded company. Our Class A common stock has been listed on the New York Stock Exchange under the symbol “RNG” since September 27, 2013. As a public entity, any material disclosure must conform to the guidelines established by the U.S. Securities and Exchange Commission (SEC). We refer you to our SEC filings which may be accessed under the Investor Relations section of RingCentral's website here:
http://ir.ringcentral.com/docs.aspx?iid=4406983 where matters requiring disclosure are set out in RingCentral's Annual Report on Form 10-K. See Part I, Item 3 of RingCentral's Annual Report on Form 10-K entitled “Legal Proceedings” for details. In summary, RingCentral is subject to certain legal proceedings, and from time to time may be involved in a variety of claims, lawsuits, investigations, and proceedings relating to contractual disputes, intellectual property rights, employment matters, regulatory compliance matters, and other litigation matters relating to various claims that arise in the normal course of business.

Bankruptcy: No. RingCentral has never declared nor been involved in any bankruptcy proceeding.

Reorganization: RingCentral has had no recent reorganization, merger, divestiture, and/or acquisition. Details for the Executive Team and Board of Directors can be found on our website at https://www.ringcentral.com/whyringcentral/leadership.html.

State investigations of entity or current officers and directors: RingCentral as a publicly traded company cannot disclose material information here that has not been made publicly available. As a publicly traded company, our SEC filings may be accessed under the Investor Relations section of our website here:
http://ir.ringcentral.com/docs.aspx?iid=4406983. In the ordinary course of business, there may be occasions where routine audits may occur (for example, verification of sales tax collections / payments). However, there have been no audits by a federal or state agency requiring disclosure per SEC guidelines.
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viii. Provide a minimum of 5 customer references relating to the products and services within this RFP. Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume.

As a matter of corporate policy, and out of consideration of our valued customers, RingCentral does not provide reference contact information in an RFP response. We can guarantee this same level of respect and privacy for Region 4 ESC should you select RingCentral as your vendor of choice.

Because of the volume of requests we receive, our clients have asked that we institute a policy that reflects the value of their time and that we limit these calls to “by appointment only.” Once RingCentral is selected to proceed to the next stage, we will be happy to provide references.

The following customer case studies, found on our website, describe some relevant customer successes.

Customer Project Description Link to Full Story
California Bay Area
Unified School District
UCaaS, RingCentral AutoReceptionist, G Suite
integration, and RingCentral
Professional Services™ for 28
campuses and the district
office, serving more than
17,000 students and1,700+
teachers, administrators, and
other staff
https://www.ringcentral.com
/whyringcentral/casestudies/
school-district.html
Santa Clara Unified School
District
RingCentral UCaaS and
Professional Services, with
seamless integration with
Google Apps for Education,
and serving 28 locations,
nearly 2,000 district
administrators, faculty, and
staff members
https://www.ringcentral.com
/whyringcentral/company/pr
essreleases/pressreleases2016/santa-clara-unifiedschool-district-moves-itscommunications-inf.html City of Williamsburg,
Virginia
RingCentral Office for voice
and fax and RingCentral Glip
and Meetings for 200+
employees serving a city of
15,000+ residents
https://www.ringcentral.com
/whyringcentral/casestudies/
city-of-williamsburg.html
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Texas Christian
University, Texas
UCaaS to maintain business
continuity during COVID
shutdown for 10,000 students
and nearly 1,000-member staff
https://www.ringcentral.com
/blog/top-ranked-universitykeeps-the-learning-goingthrough-covid-19/ Central Health - Travis
County, Texas
RingCentral's Glip provides
real-time communication to
improve performance of
Central Health's Joint
Technology group
https://www.ringcentral.com
/whyringcentral/casestudies/
central-health.html
Please refer to: https://www.ringcentral.com/whyringcentral/casestudies.html which lists Case Studies and Customer Testimonials for reference. This page may be filtered by industry.
ix. Provide any additional information relevant to this section.

Please refer to: https://www.ringcentral.com/whyringcentral/casestudies.html which lists Case Studies and Customer Testimonials for reference. This page may be filtered by industry.
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Request for Proposal (“RFP”) by Region 4 Education Service Center (“ESC”) for Unified Communications as a Service (UCaaS) Solicitation Number 20-09
Tab 5: Value Add
Contact:

Naveed Husain
VP Vertical Programs
[email protected]
(650) 667-1056

LEGAL DISCLAIMER
All information and pricing data submitted by Region 4 ESC. is non-binding and is for evaluation purposes only and is subject to adjustment and/or modification by RingCentral after its review, consideration, and negotiation of the terms and conditions of a definitive final contract. All data and information contained herein and provided by Region 4 ESC. is considered confidential and proprietary. The data and information contained herein may not be reproduced, published or distributed to, or for, any third parties without the express prior written consent of RingCentral. #3..
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Tab 5: Value Add
i. Provide any additional information related to products and services Offeror proposes to enhance and add value to the Contract.

RingCentral is excited about the opportunity to work with Region 4 ESC providing a truly differentiated RFP by Region 4 Education Service Center (“ESC”) for Unified Communications as a Service (UCaaS) solution. We see a tremendous opportunity to deliver a world class, cloud-based business communications solution to meet the evolving needs of Region 4 ESC’s business. We believe that RingCentral’s extensive cloud experience will deliver a great modernization opportunity for Region 4 ESC, with meaningful, qualitative, and measurable quantitative benefits to operations and economics.

Vertical Focus and Thought Leadership
RingCentral has developed an organization that focuses specifically on vertical industries, specifically, Public Sector/Education, Healthcare, Retail, and Financial Services. The benefit is that RingCentral has built expertise around these focus verticals. This enables us to best serve customers in these industries and provide thought leadership in how our clients are leveraging our platform and integrating with other key technologies and or operational practices. This puts RingCentral in a great position to create even more value for OMNIA, Region 4 and participating entities to best leverage our technology.

Quality of Service Tool (QoS)
RingCentral applies analytics to enable predictive Quality of Service (QoS) capabilities, with real-time dashboard visibility. QoS Analytics gives you the ability to anticipate and diagnose call quality issues impacting your users. In near real time, troubleshoot problems globally before they escalate to critical issues.

QoS Analytics can help an administrator understand:
 Overall health of phone service
 Compare locations, regions, and offices for quality trends  User experience of a particular group of users
 Quality changes of the course of a day due to overall call volume  Codec data transmission reaction to network issues
We have attached our QoS data sheet on the next page for further explanation of key features and benefits.

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RingCentral® Brief | Quality of Service
Quality of Service Analytics
RingCentral Quality of Service Analytics gives you the ability to anticipate and diagnose call quality issues impacting your users. In near real time, troubleshoot problems globally before they escalate to critical issues.

How it works
When making a voice over IP (VoIP) phone
call, the sound of your voice is broken
into thousands of packets. These packets
travel various paths on the internet
to RingCentral and on to their final
destination, where they are reassembled.

Many factors can affect packets on this
journey, and thus impact the quality of the
call. The three most common are latency,
jitter, and packet loss. By collecting quality
of service (QoS) information on both
media streams for each call participant,
RingCentral can provide in-depth analytics
for quick identification of any poor-quality
calls and patterns in problematic calls
for immediate isolation, troubleshooting,
and resolution.

The Overview dashboard allows you to easily monitor, analyze, and resolve issues proactively.

Features and benefits
• Powerful dashboard displays call quality
information, giving you the ability to
diagnose issues in near real time.
• At-a-glance overview of the global
health of a phone system, incorporating
multiple scenarios for proactive
monitoring and investigation.
• Analysis of the user experience based
on their device type.
• Pinpoint problematic calls to identify
patterns in quality degradation on
country, regional, and local levels.
• Ability to compare between voice
codecs and internet service providers.
• Analysis of voice quality over time and
in relation to call volume.
• Extension analytics allow tracking of
quality trends down to the individual
user level.
• Fast search for specific calls with
in-depth information for each caller
involved in a conversation.
• Easy-to-understand quality scores
for media streams based on transport
information: jitter, latency, packet loss,
and codecs.
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RingCentral, Inc. 20 Davis Drive, Belmont, CA 94002. ringcentral.com ©2017 RingCentral, Inc. All rights reserved. RingCentral, and the RingCentral logo are trademarks of RingCentral, Inc.

Other third-party marks and logos displayed in this document are the trademarks of their respective owners.

KID-9069 06/2017
Call Card allows you to see the QoS details for each call participant in separate tabs.

Each tab contains QoS details for the upstream: from the client to the RingCentral grid (green arrow on the picture to the right); and for the downstream: from the RingCentral grid to the client (blue arrow).

In the future, we will be able to provide additional information for the RingCentral side up to the PSTN (public switched telephone network, yellow arrow).

Cloud
HMP
HMP
PSTN

GATEWAY
PSTN

NETWORKS ISP
SBC
SBC
The RingCentral Quality of Service page helps you to locate or compare particular calls.
• Flexible, intuitive search for fast issue identification • Multidimensional filters to deal with user escalations in proactive and reactive scenarios • Detailed information for each call participant to identify the root cause RingCentral® Brief | Quality of Service
Quality of Service Analytics
can help an administrator
understand:
• Overall health of phone service
• Compare locations, regions, and
offices for quality trends
• User experience of a particular
group of users
• Quality changes of the course of a
day due to overall call volume
• Codec data transmission reaction
to network issues
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Reliability
The RingCentral solution is an award-winning solution providing unparalleled flexibility, ease of use, and ease of administration. RingCentral will bring to Region 4 ESC a comprehensive, complete, cloud-based business communication solution that will unify all of your locations, employees, and devices under one solution. All of this will be supported by our world class round-the-clock support and carrier grade infrastructure.

UPTIME AND SLAs: RingCentral offers financially backed 99.999% Service Uptime.

SCALABILITY: RingCentral’s multi-tenant network is designed with 2x capacity built in, allowing our customers to double in size overnight if need be with no issue.

DATA CENTERS: RingCentral houses its core technology infrastructure and global network in multiple geographically diverse, state-of-the-art, Tier-4 data centers, minimizing the risk of loss and regional service interruption due to natural disasters and other catastrophic situations. RingCentral's major data centers are located on the East and West Coasts of North America. Additionally, RingCentral has multiple point-of-presence (POP) data centers located throughout North America. This geo-redundant, active-active architecture ensures high availability even when faced with major regional natural or other disasters.

Within each major data center, RingCentral provides high availability, redundant architecture. Access to the Internet is ensured through the purchases of multiple Internet transits at each data center. All of RingCentral's service components are designed with high availability, fault tolerance, and fault impact segregation in mind. Customer data - including service configurations, messages, etc. - is fully replicated across RingCentral's data centers in real time. PSTN access is ensured through the purchase of connectivity from multiple Tier 1 global telecommunications providers at each data center.

CONNECTIVITY AND BANDWIDTH: Our customers may connect to RingCentral via Over-the-Top (using public internet), or by private connection via MPLS, whichever is preferred. RingCentral works perfectly well Over-the-Top (OTT).

RingCentral supports G.711, G.729, G.722, and OPUS on mobile devices. G.711 is our default codec for desk phones and requires 80 kilobits per active phone call. G.729 is our low bandwidth mode which requires 10 kilobits per active call. G.722 is for pure HD voice and requires 95.2 kilobits per active call. OPUS is supported only on mobile and is an adaptive codec with variable bandwidth requirements depending on availability.

RingCentral provides you with reliable, high quality voice service. Your local network, Internet connection, and router devices all contribute to overall call quality. To help you manage your call quality, RingCentral offers tools to check your Internet connection speed, and instructions to configure the Quality of Service (QoS) settings of your routers. As part of a network assessment, we will be able to suggest any additional requirements. #3..
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SECURITY: RingCentral’s network and application perimeter is protected with firewalls and session border controllers. Administrative access requires authenticating through a production VPN gateway, then authenticating to local infrastructure systems. Only authorized personnel are given access to the production environment. Technology layers include intrusion detection systems, system logs, and fraud analytics. Operational processes include system and service-level monitoring, system hardening, change management, and regular vulnerability scans.

RingCentral is SSAE16 SOC2 Type II compliant. We can provide the SOC2 report after an NDA is signed. Our data centers are SSAE16, SAS70 & ISO 27001 compliant.

MAINTENANCE AND SUPPORT: RingCentral provides proactive notifications for upcoming releases. Additionally, your RingCentral account-aligned Customer Service Manager details these during periodic meetings. Certain applications (mobile, desktop) allow you to opt-out of an update, otherwise updates are provided through the applications upon first login after the update is released. Physical phones seldom have updates pushed to them (twice in the last 3 years). If an update to physical devices is required, the reboot will be performed between 2-4 AM PST, the reboot will not occur during an active call.

With RingCentral, no separate, exclusive maintenance options, support, or contracts are needed. No on-site maintenance service is required as the system is maintained by RingCentral, updating it automatically to ensure functionality is uninterrupted and of high quality.

Maintenance and support of the system and hardware (phones provided by RingCentral) are included free of charge with 24/7 coverage. Software upgrades to the RingCentral system are always included free of charge.

All phones purchased from RingCentral including soft endpoints, are pre-configured and provisioned. Soft end points on tablets, desktops, and mobile devices simply need to be logged into.

Our physical desk phones are supported with a 90-day money back guarantee and a 2-year manufacturer warranty.

RingCentral provides a 24x7x365 customer care with a “follow-the-sun” model of an internal support organization resolving 90% of support cases with at the first support tier level without escalation. The majority of customer cases are resolved within one business day, depending upon the priority, severity and nature of the problem.

RingCentral customers are notified by email of issues and outages affecting their service.

Customers are also notified when the issue is resolved, what the issue was, and how it was resolved.
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Also, available at the Customer Care Center, is the Service Status, where customerimpacting system issues are reported and updated as resolution progresses. This feature also gives you the ability to see the status of the network node where your account resides.

RingCentral does not rely on third party suppliers for any of its support offerings.

RingCentral provides support with multiple tiers (for escalation purposes) for all users.

Support issues may be submitted online or by calling into our support line anytime.

RingCentral Support is broken up into three tiers, with tier 1 support serving as initial point of contact, escalating to tier 2 with sophisticated troubleshooting and support capabilities, eventually escalating to tier 3 support with our most technical support personnel and direct ticketing into the RingCentral engineering department.

Our in-depth knowledge base, complete with FAQs, video tutorials, screenshots, as well as administrative and user guides are available online to everyone within your organization.

Ongoing support through our online learning center, support over web, chat etc. are also available to users.

As new features are released, information is disseminated through newsletters and feature videos. We also employ these same videos throughout our administration interface online, so if you need help through a feature over time you can have a quick reminder. Support is still unlimited as long as your contract lasts, so if there are particular questions, you have plenty of ways to get answers.

Usability
INTEGRATIONS: From a 3rd party integration perspective, RingCentral’s platform is built on open standards and includes an extensive library of RESTful APIs, permitting custom integrations to be built with any solution being used by customers including home grown solutions, and any future solutions which may be used.

We focus on building integrations based on need and customer feedback, refer https://developer.ringcentral.com/app-gallery.html#/apps for our growing list of existing integrations. These are all available to our customers on Day1.

Your developers can use the RingCentral family of cloud APIs and SDKs to seamlessly integrate RingCentral into their enterprise workflow, or RingCentral can be involved in this process. Many of our customers have built their own integrations, seeking help from our developer community https://developer.ringcentral.com/.

EASE OF USE AND MANAGEMENT: RingCentral Office is easy to understand and use.

Also, RingCentral was built to be largely self-managed. Our interface follows logical call flows and allows the entire system to be administered from a single web interface by #3..
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designated personnel. Permissions may be defined to allow access to various roles ensuring that the system management does not fall on a single administrator.

Moves, adds, changes, deletions (MACDs) can be made instantly through the administrator interface. RingCentral provides an administrator portal which allows a system administrator with the highest levels of access to control every aspect of the solution.

RingCentral allows administrators to manage the entire system from anywhere, at any time.

Administrators have full managerial control over the system from the web portal. Of even greater value to our customers is the ability to manage the entire system right from the administrator's mobile application. Full administrative settings and functionality is available natively on the mobile client.

EASE OF TRANSITIONING TO NEW SYSTEM: RingCentral deploys the new system congruently with existing systems to eliminate service disruption, allowing both systems to operate side by side. Once deployed, systems are scrutinized and tested. Once testing is completed, all administrators, IT staff, and users are trained, the number porting process can begin.

We believe that our solutions go beyond the core functionality of existing on-premises communications solutions by providing additional key benefits that address the changing requirements of business, to allow business communications using voice, SMS, team messaging, collaboration, fax, and HD video web conferencing. The key benefits of our solutions include:
 Location Independence. Our cloud-based solutions are designed to be location independent. We seamlessly connect distributed and mobile users, enabling employees to communicate with a single identity whether working from a central location, a branch office, on the road, or at home.
 Global. Our RingCentral Global Office capabilities support multinational enterprise workforces. RingCentral Global Office connects multinational workforces globally, while reducing the complexity and high costs of maintaining multiple, legacy on-premises PBX systems with a single global cloud solution.  Device Independence. Our solutions are designed to work with a broad range of devices, including smartphones, tablets, PCs, and desk phones, enabling businesses to successfully implement a “bring-your-own” communications device strategy.  Instant Activation and Easy Account Management. Our solutions are designed for rapid deployment and ease of management. Our intuitive graphical user interfaces allow administrators and users to set up and manage their business communications system with little or no IT expertise, training, or dedicated staffing.  Scalability. Our cloud-based solutions scale easily and efficiently with the growth of our customers. Customers can add users, regardless of their location, without having to purchase additional infrastructure hardware or software upgrades.  Lower Cost of Ownership. We believe that our customers experience significantly lower cost of ownership compared to legacy on-premises systems. Using our cloudbased solutions, our customers can avoid the significant upfront costs of #3..
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infrastructure hardware, software, ongoing maintenance and upgrade costs, and the need for dedicated and trained IT personnel to support these systems.  Seamless and Intuitive Integration with Other Applications. Applications are proliferating within businesses of all sizes. Integration of these business applications with legacy on-premises systems is typically complex and expensive, which limits the ability of businesses to leverage cloud-based applications. Our platform provides seamless and intuitive integration with multiple, popular, cloudbased business applications such as Office365, Google G-Suite, Salesforce CRM, Oracle, Okta, Zendesk, and Box, as well as customer lines-of-business applications.

Turnkey Solution
RingCentral is an all-inclusive provider. We are able to provide Region 4 ESC a complete cloud communications solution supporting not just contact center, but also voice, SMS, video/audio conferencing, screen sharing, and team/project collaboration. We tend to replace such solutions that customers might be using already, providing them a one-stop solution, streamlined processes, greater business and process efficiencies, and significant cost savings.

The following is a snapshot of our complete offering:

RingCentral offers Region 4 ESC an industry-leading solution supported by a world-class service and support organization and backed by RingCentral’s experienced research and development and executive teams. Our organization has been uniquely successful in addressing the needs of modern businesses through our cloud-based offering. We strongly believe we are the best strategic partner for Region 4 ESC and are willing to put the entire resources of our organization behind this project to ensure its resounding success. #3..
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Request for Proposal (“RFP”) by Region 4 Education Service Center (“ESC”) for Unified Communications as a Service (UCaaS) Solicitation Number 20-09
Tab 6: Additional Required Documents (Appendix C)
Contact:

Naveed Husain
VP Vertical Programs
[email protected]
(650) 667-1056

LEGAL DISCLAIMER
All information and pricing data submitted by Region 4 ESC. is non-binding and is for evaluation purposes only and is subject to adjustment and/or modification by RingCentral after its review, consideration, and negotiation of the terms and conditions of a definitive final contract. All data and information contained herein and provided by Region 4 ESC. is considered confidential and proprietary. The data and information contained herein may not be reproduced, published or distributed to, or for, any third parties without the express prior written consent of RingCentral. #3..
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Tab 6: Additional Required Documents (Appendix C)
a. Acknowledgment and Acceptance of Region 4 ESC’s Open Records Policy (Appendix C, Doc #1)
Please see attached document after this page.
b. Antitrust Certification Statement (Tex. Government Code § 2155.005) (Appendix C, Doc #2)
Please see attached document after this page.
c. Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295) (Appendix C, Doc #3)
Please see attached document after this page.
d. Texas Government Code 2270 Verification Form (Appendix C, Doc #4) Please see attached document after this page.
e. Any additional agreements Offeror will require Participating Agencies to sign Please see attached document after Appendix #7 Additional Agreement page. #3..
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Appendix C, Doc #2

ANTITRUST CERTIFICATION STATEMENTS
(Tex. Government Code § 2155.005)
Attorney General Form
I affirm under penalty of perjury of the laws of the State of Texas that:

1. I am duly authorized to execute this Contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Company) listed below;

2. In connection with this proposal, neither I nor any representative of the Company has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15;

3. In connection with this proposal, neither I nor any representative of the Company has violated any federal antitrust law; and

4. Neither I nor any representative of the Company has directly or indirectly communicated any of the contents of this proposal to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Company.

Company Contact
Signature
Printed Name
Address Position with Company
Official
Authorizing
Proposal
Signature
Phone
Printed Name
Fax
Position with Company
RingCentral Inc.
20 Davis Drive
Belmont, CA
94002, USA
+1 888-528-RING (7464)
+1 650-472-4100
Naveed Husain
VP Vertical Programs
DocuSign Envelope ID: 044E64B6-14D0-4F15-9669-3643376E99A6 #3..
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Appendix C, DOC # 3
Implementation of House Bill 1295
Certificate of Interested Parties (Form 1295):

In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that a governmental entity or state agency may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity or state agency at the time the business entity submits the signed contract to the governmental entity or state agency. The law applies only to a contract of a governmental entity or state agency that either (1) requires an action or vote by the governing body of the entity or agency before the contract may be signed or (2) has a value of at least $1 million. The disclosure requirement applies to a contract entered into on or after January 1, 2016.

The Texas Ethics Commission was required to adopt rules necessary to implement that law, prescribe the disclosure of interested parties form, and post a copy of the form on the sted Parties form
(Form 1295) on October 5, 2015. The commission also adopted new rules (Chapter 46) on November 30, 2015, to implement the law. The commission does not have any additional authority to enforce or interpret House Bill 1295.

Filing Process:

Staring on January 1, 2016, the commission made available on its website a new filing application that must be used to file Form 1295. A business entity must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent of the business entity must sign the printed copy of the form. The completed Form 1295 with the certification of filing must be filed with the governmental body or state agency with which the business entity is entering into the contract. filing application, of the receipt of the filed Form 1295 with the certification of filing not later than the 30th day after the date the contract binds all parties to the contract. This process is known as acknowledging the certificate. The commission will post the acknowledged Form 1295 to its website within seven business days after receiving notice from the governmental entity or state agency. The posted acknowledged form does not contain the declaration of signature information provided by the business.

A certificate will stay in the pending state until it is acknowledged by the governmental agency.

Electronic Filing Application:
https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm Frequently Asked Questions:
https://www.ethics.state.tx.us/resources/FAQs/FAQ_Form1295.php Changes to Form 1295: https://www.ethics.state.tx.us/data/filinginfo/1295Changes.pdf #3..
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Changes to Form 1295
Changes to the law requiring certain businesses to file a Form 1295 are in effect for contracts entered into or amended on or after January 1, 2018. The changes exempt businesses from filing a Form 1295 for certain types of contracts and replace the need for a completed Form 1295 to be notarized. Instead, the person filing a 1295 needs to complete an “unsworn declaration.”
What type of contracts are exempt from the Form 1295 filing requirement under the amended law?
The amended law adds to the list of types of contract exempt from the Form 1295 filing requirement. A completed Form 1295 is not required for:
 a sponsored research contract of an institution of higher education;  an interagency contract of a state agency or an institution of higher education;  a contract related to health and human services if:
o the value of the contract cannot be determined at the time the contract is executed; and
o any qualified vendor is eligible for the contract;
 a contract with a publicly traded business entity, including a wholly owned subsidiary of the business entity;*
 a contract with an electric utility, as that term is defined by Section 31.002, Utilities Code;* or
 a contract with a gas utility, as that term is defined by Section 121.001, Utilities Code.*
The newly exempt contract types are marked with an asterisk.

Why do I need to include my date of birth and address when I sign Form 1295? Was this always the case?
In 2017, the legislature amended the law to require Form 1295 to include an “unsworn declaration” which includes, among other things, the date of birth and address of the authorized representative signing the form. The change in the law applies to contracts entered into, renewed, or amended on or after January 1, 2018.

The unsworn declaration, including the date of birth and address of the signatory, replaces the notary requirement that applied to contracts entered into before January 1, 2018.
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Will my date of birth and address appear on the TEC’s website when I file the form?
No. The TEC filing application does not capture the date of birth or street address of the signatory and it will not appear on forms that are filed using the TEC filing application.

Although the TEC does not capture the date of birth and street address of the signatory, the contracting state agency or governmental agency will have a physical copy of the form that includes the date of birth and address of the signatory. The TEC cannot answer whether the contracting state agency or governmental agency may release such information. Questions regarding the Texas Public Information Act may be directed to the Office of the Attorney General. See also Paxton v. City of Dall., No. 03-13-00546-CV, 2015 Tex. App. LEXIS 5228, at *10-11 (App.—Austin May 22, 2015) (mem. op.) (pet. denied) (available here). #3..
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Appendix C, DOC # 4
Texas Government Code 2270 Verification Form
House Bill 89 (85R Legislative Session), which adds Chapter 2270 to the Texas Government Code, provides that a governmental entity may not enter into a contract with a company without verification that the contracting vendor does not and will not boycott Israel during the term of the contract.

Furthermore, Senate Bill 252 (85R Legislative Session), which amends Chapter 2252 of the Texas Government Code to add Subchapter F, prohibits contracting with a company engaged in business with Iran, Sudan or a foreign terrorist organization identified on a list prepared by the Texas Comptroller.

I, ___________________________________________________, as an authorized representative of
_____________________________________________________________, a contractor engaged by
Insert Name of Company
Region 4 Education Service Center, 7145 West Tidwell Road, Houston, TX 77092, verify by this writing that the above-named company affirms that it (1) does not boycott Israel; and (2) will not boycott Israel during the term of this contract, or any contract with the above-named Texas governmental entity in the future.

Also, our company is not listed on and we do not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations found at https://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf.

I further affirm that if our company's position on this issue is reversed and this affirmation is no longer valid, that the above-named Texas governmental entity will be notified in writing within one (1) business day and we understand that our company's failure to affirm and comply with the requirements of Texas Government Code 2270 et seq. shall be grounds for immediate contract termination without penalty to the above-named Texas governmental entity.

I swear and affirm that the above is true and correct.
______________________________________________ ________________ Signature of Named Authorized Company Representative Date Naveed Husain
RingCentral Inc.

DocuSign Envelope ID: 7DD961E8-BEC1-46F2-91ED-F418BE43BF34 6/23/2020
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Designated Foreign Terrorist Organizations Pursuant to Texas Government Code Chapter 2270 March 1, 2019 Source: U.S. Department of State https://www.state.gov/j/ct/rls/other/des/123085.htm Abdallah Azzam Brigades (AAB) ISIL-Khorasan (ISIL-K)
Abu Sayyaf Group (ASG) ISIS-Bangladesh
Al-Aqsa Martyrs Brigade (AAMB) ISIS-Greater Sahara
al-Ashtar Brigades (AAB) ISIS-Philippines
al-Mulathamun Battalion (AMB) ISIS-West Africa
al-Nusrah Front Islamic Jihad Union (IJU)
al-Qa’ida (AQ) Islamic Movement of Uzbekistan (IMU)
Al-Qa’ida in the Indian Subcontinent Islamic State of Iraq and the Levant (formerly al-Qa'ida in Iraq) al-Qa'ida in the Arabian Peninsula (AQAP) Islamic State of Iraq and the Levant's Branch in Libya (ISIL-Libya) al-Qaida in the Islamic Maghreb (AQIM) Jaish-e-Mohammed (JEM) al-Shabaab Jama'at Nusrat al-Islam wal-Muslimin (JNIM)
Ansar al-Dine (AAD) Jaysh Rijal al-Tariq al Naqshabandi (JRTN) Ansar al-Islam (AAI) Jemaah Anshorut Tauhid (JAT)
Ansar al-Shari'a in Benghazi Jemaah Islamiya (JI)
Ansar al-Shari'a in Darnah Jundallah
Ansar al-Shari'a in Tunisia Kahane Chai (Kach)
Ansaru Kata'ib Hizballah (KH)
Army of Islam (AOI) Kurdistan Workers Party (PKK, aka Kongra-Gel) Asbat al-Ansar (AAA) Lashkar i Jhangvi (LJ)
Aum Shinrikyo (AUM) Lashkar-e Tayyiba (LeT)
Basque Fatherland and Liberty (ETA) Liberation Tigers of Tamil Eelam (LTTE) Boko Haram Mujahidin Shura Council in the Environs of Jerusalem (MSC) Communist Party of the Philippines/New People's Army (CPP/NPA) National Liberation Army (ELN) Continuity Irish Republican Army (CIRA) Palestine Islamic Jihad (PIJ) Gama’a al-Islamiyya (Islamic Group - IG) Palestine Liberation Front (PLF) HAMAS PFLP-General Command (PFLP-GC)
Haqqani Network (HQN) Popular Front for the Liberation of Palestine (PFLP) Harakat ul-Jihad-i-Islami (HUJI) Real Irish Republican Army (RIRA) Harakat ul-Jihad-i-Islami/Bangladesh (HUJI-B) Revolutionary Armed Forces of Colombia (FARC) Harakat ul-Mujahidin (HUM) Revolutionary People’s Liberation Party/Front (DHKP/C) Hizballah Revolutionary Struggle (RS)
Hizbul Mujahideen (HM) Shining Path (SL)
Indian Mujahedeen (IM) Tehrik-e Taliban Pakistan (TTP)
ISIL Sinai Province (formerly Ansar Bayt al-Maqdis)
DocuSign Envelope ID: 7DD961E8-BEC1-46F2-91ED-F418BE43BF34 #3..

Request for Proposal (“RFP”) by Region 4 Education Service Center (“ESC”) for Unified Communications as a Service (UCaaS) Solicitation Number 20-09
Appendix
Contact:

Naveed Husain
VP Vertical Programs
[email protected]
(650) 667-1056

LEGAL DISCLAIMER
All information and pricing data submitted by Region 4 ESC. is non-binding and is for evaluation purposes only and is subject to adjustment and/or modification by RingCentral after its review, consideration, and negotiation of the terms and conditions of a definitive final contract. All data and information contained herein and provided by Region 4 ESC. is considered confidential and proprietary. The data and information contained herein may not be reproduced, published or distributed to, or for, any third parties without the express prior written consent of RingCentral. #3..
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Region 4 Education
Service Center
RFP
Appendix

7. Additional Agreements
Any additional agreements Offeror will require Participating Agencies to sign. If an Offeror requires additional agreements, a copy of the proposed agreement must be included with the proposal
RingCentral's price and delivery proposed in response to the RFP is predicated on all transactions being governed by the terms and conditions of the RingCentral Master Services Agreement, including those Attachments to it responsive to requirements set out in the RFP (the "MSA"). A draft MSA is submitted as an integral part of RingCentral's proposal. RingCentral is a highly regulated provider of internet communications services and is subject to a wide array of laws and regulations in jurisdictions in which RingCentral offers subscriptions for RingCentral services.

Further, RingCentral has a wholly owned subsidiary certified as a competitive local exchange carrier and is subject to FCC regulations in the USA applicable to telecommunications companies, as well as regulation by the public utility commissions in jurisdictions where the subsidiary provides services. Specific regulations vary but generally include the requirement to register or seek certification to provide the services, to file and update tariffs setting forth the terms, conditions and prices for RingCentral services and to comply with various reporting, record-keeping, surcharge collection, and consumer protection requirements. RingCentral’s MSA is crafted so as to maintain compliance with these various legal and regulatory requirements. #3..
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MSA USA 20190207 Page 1 of 17

MASTER SERVICES AGREEMENT
THIS MASTER SERVICES AGREEMENT (together with its Attachments, the “Agreement”) between RingCentral, Inc., a Delaware corporation with its primary office at 20 Davis Drive, Belmont, CA 94002, (“RingCentral”), and << Customer Name>>, organized and existing under the laws of _ _ and having its registeredoffice at
(“Customer”) is effective as of the last date of signature below (“Effective Date”). RingCentral and Customer may be individually referred to as a “Party” or collectively asthe “Parties.”

BACKGROUND
A. RingCentral is a provider of cloud-based unified communications and collaboration services, including voice, online meeting, video conferencing, contact center and related services, applications and productintegrations.

B. Customer wantsto receive certain RingCentralservices and products asthe Parties may agree in writing from time to time, described more fully in the relevantAttachments.

C. This Agreement sets forth the terms and conditions under which RingCentral will provide such services and products to Customer.

The Parties agree as follows:

1. Definitions
Capitalized terms not defined have the meaning given to them in Exhibit A.

2. Ordering and Term
A. Ordering Services
Customer may order the Services set forth in the relevant Attachments, attached hereto, by executing an Order Form in the format provided by RingCentral. Customer must submit the Order Form to RingCentral either in writing or electronically via the Administrative Portal. The Order Form will identify the Services requested by Customer together with: (i) the price for each Service; (ii) scheduled Start Date; (iii) and products rented, licensed or sold to Customer, if any.

An Order Form will become binding when it is executed by the Customer and accepted by RingCentral. RingCentral may accept an Order Form by commencing performance of the requested Services. The Services will begin on the Start Date, as identified in the applicable Order Form or on the day Services are ordered via the Administrative Portal. Customer may purchase additional Services, software, and equipment via the Administrative Portal or by executing additional Order Forms.

B. Attachments
The Service Attachments applicable to Customer’s Services, and any other Attachments agreed by the parties, are incorporated into and form a part of this Agreement.  Exhibit A – Definitions
 Service Attachment A – RingCentral Office
 Service Attachment B – Professional Services Agreement  Attachment C – Service Level Agreement for Office Services  Attachment D – Service Level Agreement for Support Services  Attachment E – Business Associate Agreement
 Attachment F – Security Addendum
 Attachment G – Public Sector Entity – Ts & Cs Addendum draft for rfp
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MSA USA 20190207 Page 2 of 17
 Attachment H – Data Processing Addendum
C. Equipment
Customer may purchase or rent equipment from RingCentral for use with the Services. The terms and conditions that govern any such transaction can be found at:
(i) Purchase: http://www.ringcentral.com/legal/ringcentral-hardware-terms-conditions.html (ii) Rental: https://www.ringcentral.com/legal/lease-rental.html D. Term of thisAgreement.

The Term of this Agreement will commence on the Effective Date and continue until the last Order Form is terminated or expires, unless terminated earlier in accordance with its terms.

E. Services Term
The Services Term will begin on the Start Date of the initial Order Form and continue for the initial term set forth in the initial Order Form (“Initial Term”). Upon expiration of the Initial Term, unless otherwise set forth in the Order Form, recurring Services will automatically renew for successive periods of the same length as the Initial Term (each a “Renewal Term”) unless either Party gives notice of non-renewal at least thirty (30) days before the expiration of the Initial Term or the then-current Renewal Term. The term of any recurring Services added to your Account after the initial Order Form is executed will start on the Start Date in the applicable Order Form, will run coterminously with the then-current Term of any preexisting Services unless otherwise extended in the applicable Order Form, and will be invoiced on the same billing cycles as the preexisting Services.

3. Invoicing and Payment
A. Prices and Charges.

All prices are identified in US dollars on the Administrative Portal or in the applicable Order Form unless otherwise agreed by the Parties. Additional charges may result if Customer activates additional features, exceeds usage thresholds, or purchases additional Services or equipment. Customer will be liable for all charges resulting from use of the Services on its Account.

Unless otherwise agreed between the Parties, recurring charges for the Services begin on the Start Date identified in the Administrative Portal or in the applicable Order Form, and will continue for the Term. Recurring charges (such as charges for Digital Lines, product licenses, minute bundles, and equipment rental fees) will, unless otherwise agreed between the Parties, once incurred, remain in effect for the then-current Term. RingCentral will provide notice of any proposed increase in such charges no later than sixty (60) days before the end of the Initial Term or then-current Renewal Term, and any such increase will be effective on the first day of the next Renewal Term. Administrative Fees that RingCentral is entitled to pass on to its customers as a surcharge pursuant to applicable Law may be increased on thirty (30) days’ written notice.

Outbound calling rates will be applied based on the rate in effect at the time of use. Customer may locate the currently effective rates in the Administrative Portal.

B.
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Invoicing and Payment
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Invoices will be issued in accordance with the payment terms set forth in the Order Form. If Customer chooses to pay by credit or debit card, by providing a valid credit or debit card, Customer is expressly authorizing all Services and equipment charges and fees to be charged to such payment card, including recurring payments billed on a monthly or annual basis. In addition, Customer’s provided payment card shall be used for any in-month purchases of additional Services and equipment, or where Customer has exceeded usage or threshold limits, any overage charges. Unless otherwise stated in the applicable Order Form, recurring charges are billed in advance in the frequency set forth in the Order Form, and usage-based and onetime charges are billed monthly in arrears. Customer shall make payment in full, without deduction or set-off, within thirty (30) days of the invoice date. Any payment not made when due may be subject to a late payment fee equivalent to the lesser of (i) one and a half percent (1.5%) per month or (ii) if applicable, the highest rate allowed by Law. In no event may payment be subject to delays due to Customer internal purchase order process.

C. Taxes
All rates, fees, and charges are exclusive of applicable Taxes, for which Customer is solely responsible. Taxes may vary based on jurisdiction and the Services provided. If any withholding tax is levied on the payments, then Customer must increase the sums paid to RingCentral so that the amount received by RingCentral after the withholding tax is deducted is the full amount RingCentral would have received if no withholding or deduction had been made.

D. Billing Disputes
If a Customer reasonably and in good faith disputes any portion of RingCentral’s invoice, it must provide written notice to RingCentral within thirty (30) days of the invoice date, identifying the reason for the dispute and the amount being disputed. Customer’s dispute as to any portion of the invoice will not excuse Customer’s obligation to timely pay the undisputed portion of the invoice. Upon resolution, Customer must pay any validly invoiced unpaid amounts within thirty (30) days. Any amounts that are found to be in error resulting in an overpayment by the Customer will be applied as a billing credit against future invoices. Customer will be reimbursed any outstanding billing credits at the expiration or termination of this Agreement.

4. Provision of the Service
A. General Terms
RingCentral will provide the Services as described in the relevant Service Attachment.

RingCentral may enhance, replace, and/or change the features of the Services, but it will not materially reduce the core features, functions, or security of the Services during the Term without Customer’s consent.

B. Customer Care
i. Customer must provide all first-tier support to Customer’s End Users.

RingCentral may require Customer’s Helpdesk support personnel to complete a series of training courses on RingCentral’s Services. Such training will be provided online by RingCentral at no cost. ii. RingCentral will make second-tier remote support available to Customer’s Helpdesk personnel and/or Account Administrators via RingCentral Customer Care call center, which will be available 24/7, to attempt to resolve technical issues with, and answer questions regarding the use of the Services. Onsite and implementation services are not included inthe RingCentral Customer Care support.
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MSA USA 20190207 Page 4 of 17
iii. Customer may open a case with RingCentral Customer Care at http://support.ringcentral.com. Any individual contacting Customer Care on behalf of Customer must be authorized to do so on behalf of the Account, and will be required to follow RingCentral’s authentication protocol.

C. Professional Services
RingCentral offers a broad portfolio of professional services that includes onsite and remote implementation services; extended enterprise services including dedicated proactive network monitoring and premium technical support; and consulting. Any such services are governed by this Agreement, the Professional Services terms, and any applicable Statement of Work (SOW), which may be attached hereto.

D. Subcontracting
RingCentral may provide any of the Services hereunder through any of its Affiliates or subcontractors, provided that RingCentral will bear the same degree of responsibility for acts and omissions for those subcontractors acting on RingCentral’s behalf in the performance of its obligations under this Agreement as it would bear if such acts and omissions were performed by RingCentral directly.

E. Limitations
RingCentral may access your Account and related data as required to provide the Services.

5. Use of the Service
A. Service Requirements
The Services are dependent upon Customer’s maintenance of sufficient Internet access, networks and power as set forth in RingCentral’s Technical Sufficiency Criteria, available at https://www.ringcentral.com/legal/policies/technical-sufficiency-criteria.html. RingCentral will not be responsible for any deficiencies in the provision of the Services if Customer’s network does not meet RingCentral’s Technical Sufficiency Criteria.

B. Use Policies
Customer and its End Users may use the Services only in compliance with this Agreement, applicable Law, and the Use Policies referenced below, which are incorporated into and form part of this Agreement. Customer may not use, or permit the use of the Services, to interfere with the use of RingCentral’s service by others or with the operation of the RingCentral Network. Customer may not resell the Services. Customer must ensure that its End Users comply with the Use Policies. Any breach of this Section (Use Policies) will be deemed a material breach of this Agreement.

RingCentral may update the Use Policies from time to time, and will provide notice to Customer at the email address on file with the Account. Such updates will become effective thirty (30) days after such notice to Customer.
i. Acceptable Use Policy
The Services must be used in accordance with RingCentral’s Acceptable Use Policy, available at https://www.ringcentral.com/legal/acceptable-use-policy.html.

Notwithstanding anything to the contrary in this Agreement, RingCentral may act immediately and without notice to suspend or limit the Services if RingCentral reasonably suspects fraudulent or illegal activity in the Customer’s Account, material breach of the Acceptable Use draft for rfp
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MSA USA 20190207 Page 5 of 17
Policy, or use of the Services that could interfere with the functioning of the RingCentral Network provided such suspension or limitation may only be to the extent reasonably necessary to protect against the applicable condition, activity, or use. RingCentral will promptly remove the suspension or limitation as soon as the condition, activity or use is resolved and mitigated in full. If Customer anticipates legitimate but unusual activity on its Account, Customer should contact RingCentral Support in advance to avoid any Service disruption. ii. Emergency Services
RingCentral’s policy governing the provision of emergency services accessed via the Services is available at https://www.ringcentral.com/legal/emergency-services.html. iii. Numbering Policies
The provision, use, and publication of numbers used in conjunction with the Services are governed by RingCentral’s Numbering Policies, available at https://www.ringcentral.com/legal/policies/numbering-policy.html.

6. Termination
A. Termination for Cause
Either Party may terminate this Agreement and any Services purchased hereunder in whole or part by giving written notice to the other Party: i) if the other Party breaches any material term of this Agreement and fails to cure such breach within thirty (30) days after receipt of such notice; ii) at the written recommendation of a government or regulatory agency following a change in either applicable Law or the Services; or iii) upon the commencement by or against the other Party of insolvency, receivership or bankruptcy proceedings or any other proceedings or an assignment for the benefit of creditors.

In the event that RingCentral notifies Customer of a modification to any Use Policy made pursuant to this Agreement, that has a material adverse effect on Customer’s use of the Services and is not required by Law, the Customer may object to the modification by sending written notice to RingCentral within thirty (30) days from the date such modification is notified. In that case, the Parties shall work in good faith to find a mutually agreeable solution. If after negotiating in good faith the Parties cannot reach agreement, then either Party may terminate the affected Services without penalty with a thirty (30) days written notice to RingCentral. Any use of the Services after the effective date of such modification will be deemed Customer’s acceptance of the change.

B. Effect of Termination
If Customer terminates the Services, a portion of the Services, or this Agreement in its entirety due to RingCentral’s material breach under Section 6(A) (Termination for Cause), Customer will not be liable for any fees or charges for terminated Services for any period subsequent to the effective date of such termination (except those arising from continued usage before the Services are disconnected), and RingCentral will provide Customer a pro-rata refund of any prepaid and unused fees or charges paid by Customer for terminated Services.

If this Agreement or any Services are terminated for any reason other than as a result of a material breach by RingCentral or as set forth in Section 14((Regulatory and Legal Changes) the Customer must, to the extent permitted by applicable Law and without limiting any other right or remedy of RingCentral, pay within thirty (30) days of such termination all amounts that have accrued prior to such termination, as well as all sums draft for rfp
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remaining unpaid for the Services for the remainder of the then-current Term plus related Taxes and fees.

7. Intellectual Property
A. Limited License

1. Subject to, and conditional upon Customer’s compliance with, the terms ofthis Agreement, RingCentral grants to Customer and its End User, a limited, personal, revocable, non-exclusive, non-transferable (other than as permitted under this Agreement), non-sublicensable license to use any softwareprovided or made available by RingCentral to the Customer as part of the Services (“Software”) to the extentreasonably required to use the Services as permitted by this Agreement, only for the duration that Customer is entitled to use the Services and subject to the Customer being current on its paymentobligations.

2. Customer will not, and will not allow its End Users,to:
a) Sublicense, resell, distribute or assign itsright under the license granted under this Agreement to any other person or entity;
b) modify, adapt or create derivative works of the Software or any associated documentation;
c) reverse engineer, decompile, decrypt, disassemble or otherwise attempt to derive the source code for theSoftware;
d) use the Software for infringement analysis, benchmarking, or for any purpose other than as necessary to use the Services Customer is authorized to use;
e) create any competing Software or Services; or
f) remove any copyright or other proprietary or confidential notices on any Software or Services.

B. IP Rights
i. RingCentral’s Rights
Except as expressly provided in this Agreement, the limited license granted to Customer under Section 7(A) (Limited License) does not convey any ownership or other rights or licenses, express or implied, in the Services, any related materials, or in any Intellectual Property and no IP Rights or other rights or licenses are granted, transferred, or assigned to Customer, any End User, or any other party by implication, estoppel, or otherwise. All rights not expressly granted herein are reserved and retained by RingCentral and its licensors. The Software and Services may comprise or incorporate services, software, technology or products developed or provided by third parties, including open source software or code. Customer acknowledges that misuse of RingCentral Services may violate third-party IPrights.
ii. Customer Rights
As between RingCentral and Customer, Customer retains title to all IP Rights that are owned by the Customer or its suppliers. To the extent reasonably required or desirable for the provision of the Services, Customer grants to RingCentral a limited, personal, non-exclusive, royalty-free, license to use Customer’s IP Rights in the same. Customer must provide (and is solely responsible for providing) all required notices and obtaining all licenses, consents, authorizations or other approvals related to the use, reproduction, transmission, or receipt of any Customer Content that includes personal or Confidential Information or incorporates any third-party IP rights.
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MSA USA 20190207 Page 7 of 17
C. Use ofMarks
Neither Party may use or display the other Party’s trademarks, service mark or logos in any manner without such Party’s prior writtenconsent.

8. Confidentiality
A. Restrictions on Use or Disclosures by Either Party
During the Term of this Agreement and for at least one (1) year thereafter, the Receiving Party shall hold the Disclosing Party’s Confidential Information in confidence, shall use such Confidential Information only for the purpose of fulfilling its obligations under this Agreement, and shall use at least as great a standard of care in protecting the Confidential Information as it uses to protect its own Confidential Information.

Each Party may disclose Confidential Information only to those of its employees, agents or subcontractors who have a need to it in order to perform or exercise such Party’s rights or obligations under this Agreement and who are required to protect it against unauthorized disclosure in a manner no less protective than required under this Agreement. Each Party may disclose the other Party’s Confidential Information in any legal proceeding or to a governmental entity as required by Law.

These restrictions on the use or disclosure of Confidential Information do not apply to any information which is independently developed by the Receiving Party or lawfully received free of restriction from another source having the right to so furnish such information; after it has become generally available to the public without breach of this Agreement by the Receiving Party; which at the time of disclosure was already known to the Receiving Party, without restriction as evidenced by documentation in such Party's possession; or which the Disclosing Party confirms in writing is free of such restrictions.

Upon termination of this Agreement, the Receiving Party will promptly delete, destroy or, at the Disclosing Party’s request, return to the Disclosing Party, all Disclosing Party’s Confidential Information in its possession, including deleting or rendering unusable all electronic files and data that contain Confidential Information, and upon request will provide the Disclosing Party with certification of compliance with this subsection.

9. Data Protection
A. Data Privacy
RingCentral respects Customer’s privacy and will only use the information provided by Customer to RingCentral or collected in the provision of the Services in accordance with the Privacy Notice, which can be found at http://www.ringcentral.com/legal/privacy-notice.html. RingCentral may update the Privacy Notice from time to time and will provide notice of such update to Customer at the email address on file with the Account. Such updates will be effective thirty (30) days after such notice to Customer.

B. Data Security
RingCentral will take commercially reasonable precautions, including, without limitation, technical (e.g., firewalls and data encryption), administrative and physical measures, to help safeguard Customer’s Account, Account Data, and Customer Content against unauthorized use, disclosure, or modification.

Customer must protect all End Points using commercially reasonable security measures.

Customer is solely responsible to keep all user identifications and passwords secure. Customer must monitor use of the Services for possible unlawful or fraudulent use. Customer must notify draft for rfp
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RingCentral immediately if Customer becomes aware or has reason to believe that the Services are being used fraudulently or without authorization by any End User or third party. Failure to notify RingCentral may result in the suspension or termination of the Services and additional charges to Customer resulting from such use. RingCentral will not be liable for any charges resulting from unauthorized use of Customer’s Account.

C. Software Changes
RingCentral may from time to time push software updates and patches directly to Customer’s device(s) for installation and Customer will not prevent RingCentral from doing so. Customer must implement promptly all fixes, updates, upgrades and replacements of software and thirdparty software that may be provided by RingCentral. RingCentral will not be liable for inoperability of the Services or any other Services failures due to failure of Customer to timely implement the required changes.

10. Limitation of Liability
A. Excluded Damages.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR (1) INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, REPUTATIONAL, SPECIAL OR PUNITIVE DAMAGES OF ANY KIND; (2) COSTS OF PROCUREMENT, COVER, OR SUBSTITUTE GOODS OR SERVICES; (3) LOSS OF USE, LOSS OR CORRUPTION OF DATA; OR (4) LOSS OF BUSINESS OPPORTUNITIES, PROFITS, GOODWILL, OR SAVINGS, WHETHER IN ANY

OF THE FOREGOING, ARISING UNDER CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE

OR STRICT LIABILITY), OR ANY OTHER THEORY OF LIABILITY, EVEN IF SUCH PARTY HAS BEEN

INFORMED IN ADVANCE OF SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN. NEITHER PARTY WILL BE LIABLE FOR ACTIONS REASONABLY TAKEN TO COMPLY WITH LAW.

B. Direct Damages.

EXCEPT AS SET FORTH HEREIN, THE TOTAL CUMULATIVE LIABILITY OF THE PARTIES UNDER THIS

AGREEMENT WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE UNDER THIS AGREEMENT DURING THE PREVIOUS SIX (6) MONTHS. LIMITATIONS UNDER THIS SECTION 10(B) (DIRECT DAMAGES) WILL NOT APPLY TO: I) CUSTOMER PAYMENT OBLIGATIONS; II) EITHER PARTY’S LIABILITY FOR INFRINGEMENT OF THE OTHER PARTY’S IP RIGHTS; III) EITHER PARTY’S LIABILITY RESULTING FROM GROSS NEGLIGENCE, FRAUD, OR WILLFUL OR CRIMINAL MISCONDUCT; OR IV) CUSTOMER’S LIABILITY RESULTING FROM USE OF THE SERVICES IN BREACH OF THE ACCEPTABLE USE POLICY OR EMERGENCY SERVICES POLICY.

NOTHING IN THIS AGREEMENT SHALL LIMIT OR EXCLUDE A PARTY’S LIABILITY ARISING FROM

DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, OR FOR ANY OTHER LIABILITY WHICH MAY NOT BE RESTRICTED, LIMITED OR EXCLUDED PURSUANT TO APPLICABLE LAW.

C. Survival.

The limitations of liability contained in this Section 10 (Limitation of Liability) will survive termination or expiration of this Agreement and apply in any and all circumstances (except as expressly set forth above), including without limitation in the event of any failure of the essential purpose of any limited warranty or available remedy provided herein.

11. Indemnification
A. Indemnification by RingCentral
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i) RingCentral agrees to indemnify, defend, and hold harmless the Customer at RingCentral’s expense, from and against any and all third-party claims or causes of action, (“Third Party Claim”) alleging that the Services as provided by RingCentral infringe or misappropriate the patent, copyright, trademark or trade secret rights of a third party. Further, RingCentral will indemnify and hold harmless the Customer from all damages, reasonable costs and attorneys’ fees finally awarded against the Customer by a court of competent jurisdiction in connection with such Third-Party Claim or agreed to in a written settlement agreement approved in writing by RingCentral.
ii) RingCentral will have no indemnification obligations under subsection (i) above if the Third Party Claim arises from: (a) use of the Services in combination with data, software, hardware, equipment, or technology not provided or authorized by RingCentral in writing; (b) modifications to the Services not made by RingCentral; (c) Customer Content; (d) failure to promptly install any updates of any software or firmware or accept or use any modified or replacementitems provided by or on behalf of RingCentral, provided free of charge, (e) breach of the Agreement or misuse of the Services, or (f) a Third Party Claim by Customer’s Affiliate, successor, or assignee.
iii) If such a claim is made or appears possible, Customer agrees to permit RingCentral, at RingCentral’s sole discretion, to (a) modify or replace the Services, or component or part thereof, to make it non-infringing, or (b) obtain the right for Customer to continue use. If RingCentral determines that neither alternative is commercially reasonable, RingCentral may terminate this Agreement, in its entirety or with respect to the affected Service, component or part, effective immediately on written notice to Customer in which case Customer will not owe any fees or charges for any period subsequent to the date of such termination, and will be entitled to receive a refund of any prepaid but unused fees for the terminated Services.

RingCentral’s obligations under this Sub-Section will be RingCentral’s sole and exclusive liability and Customer’s sole and exclusive remedies with respect to any actual or alleged intellectual property violations.

B. Indemnification by Customer
Customer agrees to indemnify , defend RingCentral and its Affiliates at Customer’s expense, from and against any and all Third Party Claims, arising out of or in connection with: i) material violation of applicable Law by the Customer or its End Users in connection with the use of the Services; ii) use of the Services in a manner not authorized by this Agreement; iii) failure to promptly install any updates of any software or firmware or accept or use modified or replacement items provided by or on behalf of RingCentral, or iv) claims relating to Customer Content. Further, Customer will indemnify and hold harmless RingCentral against all damages, costs, and attorneys’ fees finally awarded against RingCentral by a court of competent jurisdiction in connection with such Third-Party Claim, or agreed to in a written settlement agreement approved in writing by the Customer.

C. Defense and Indemnification Procedures
Any Party seeking defense or indemnification (the “Indemnified Party”) must provide the Party from which it seeks such indemnification or defense (the “Indemnifying Party”) with the following: (a) prompt written notice of the Third-Party Claim, (b) sole control over the defense and settlement of the Third-Party Claim, and (c) reasonable information, cooperation, and assistance in connection with the defense and settlement of the Third-Party Claim. The Indemnified Party’s failure to comply with the foregoing obligations will not relieve the Indemnifying Party of its defense or indemnification obligations under this Section (Indemnification), except to the extent that the Indemnifying Party is prejudiced by such failure.

The Indemnified Party will have the right to participate at its own expense in the defense of such draft for rfp
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Third-Party Claim, including any related settlement negotiations. No such claim may be settled or compromised by the Indemnifying Party without the Indemnified Party’s express written consent (which such consent may not be unreasonably withheld, conditioned, or delayed), unless such settlement or compromise includes a full and complete release of all claims and actions against the Indemnified Party by each party bringing such Third-Party Claim.

12. Warranties
A. RingCentral Warranty
RingCentral will provide the Services using a commercially reasonable level of skill and care, in material compliance with all applicable Laws and otherwise subject to the terms of this Agreement. To the extent permitted by Law, RingCentral shall pass through to Customer any and all warranties RingCentral receives in connection with equipment provided to Customer.

B. Customer Warranty
Customer’s and its End Users’ use of the Services must at all times comply with all applicable Laws and this Agreement.

C. Disclaimer of Warranties

EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND

RINGCENTRAL MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT

LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, QUIET

ENJOYMENT, AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM

A COURSE OF DEALING OR USAGE IN TRADE, TOGETHER WITH SIMILAR WARRANTIES, WHETHER ARISING UNDER ANY LAW OR OTHERWISE. TO THE EXTENT THAT RINGCENTRAL CANNOT

DISCLAIM ANY SUCH WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BYLAW.

13. Dispute Resolution
A. Good Faith Attempt to Settle Disputes
In the event of any dispute or claim arising out of or relating to the Agreement (a “Dispute”), each Party will appoint a duly authorized representative which will confer before either Party brings legal action, to make a reasonable and good faith effort to settle or otherwise resolve such Dispute.

B. Venue
In the event that the Parties are unable to resolve a Dispute, any related action, lawsuit, or proceeding must be brought in and adjudicated exclusively by state or federal courts located in the city and county of San Francisco, California, United States of America. Each Party hereby consents to and agrees to submit to the exclusive venue and personal jurisdiction of such courts with respect to any such actions or lawsuits and irrevocably waives any right that it might have to assert that either forum is not convenient or that any such courts lack jurisdiction.

C. Equitable Relief
Any breach of either Party’s IP Rights will cause that Party irreparable harm for which monetary damages will be inadequate and such Party may, in addition to other remedies available at Law or in equity, obtain injunctive relief without the necessity of posting a bond or other security, proof of damages, or similar requirement, in additional to any other relief to which such Party may be entitled under applicable Law.
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D. Limitations
Except for actions for nonpayment or liability arising from Section 10 (Indemnification), no claim,suit, action or proceeding relating to this Agreement may be brought by either Party more than two (2) years after the cause of action has accrued. Any actions, lawsuits, or proceedings must be conducted solely on an individual basis and the Parties expressly waive any right to bring any action, lawsuit or proceeding as a class or collective action, private attorney general action or in any other capacity acting in a representativecapacity.

14. Miscellaneous
A. Relationship of the Parties
RingCentral and Customer are independent contractors and this Agreement will not establish any relationship of partnership, joint venture, employment, franchise or agency between RingCentral and Customer.

B. Assignment
Neither Party may assign the Agreement or any portion thereof without the other Party’s prior written consent (which such consent may not be unreasonably withheld or delayed), however either Party may assign the Agreement and all of that Party’s rights and obligations thereunder without consent (a) to an Affiliate; (b) to the Party’s successor or surviving entity in connection with a merger, acquisition, consolidation, sale of all or substantially all of its assets used in connection with the provision of Services under this Agreement; or (c) as part of the transfer or disposition of more than fifty percent (50%) of a Party’s voting control or assets. This Agreement will bind and inure to the benefit of the Parties, and their permitted assigns and successors.

C. Notices
Except where otherwise expressly stated in the Agreement, all notices or other communications must be in English and are deemed to have been fully given when made in writing and delivered in person, upon delivered email, confirmed facsimile, or five days after deposit with an reputable overnight courier service, and addressed as follows: to RingCentral at RingCentral, Inc., Legal Dept., 20 Davis Drive, Belmont, CA 94002 USA, with a copy to [email protected], and to Customer at either the physical address or email address associated with the Customer Account.

Customer acknowledges and agrees that all electronic notices have the full force and effect of paper notices. The addresses to which notices may be given by either Party may be changed (a) by RingCentral upon written notice given to Customer pursuant to this Section or (b) by Customer in the Administrative Portal.

D. Force Majeure
Excluding either Party’s payment obligations under the Agreement, neither Party will be responsible or liable for any failure to perform or delay in performing to the extent resulting from any event or circumstance that is beyond that Party’s reasonable control, including without limitation any act of God; national emergency; third-party telecommunications networks; riot; war; terrorism; governmental act or direction; change in Laws; fiber, cable, or wire cut; power outage or reduction; rebellion; revolution; insurrection; earthquake; storm; hurricane; flood, fire, or other natural disaster; strike or labor disturbance; or other cause, whether similar or dissimilar to the foregoing, not resulting from the actions or inactions of such Party.
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E. Third-Party Beneficiaries
RingCentral and Customer agree that there will be no third-party beneficiaries to this Agreement by virtue of the Contracts (Rights of Third Parties) Act 1999 or otherwise.

F. Headings, Interpretation
The headings, section titles, and captions used in the Agreement are for convenience of reference only and will have no legal effect. All defined terms include related grammatical forms, and, whenever the context may require, the singular form of nouns and pronouns include the plural, and vice versa. The Parties agree that this Agreement will be deemed to have been jointly and equally drafted by them, and that the provisions of this Agreement therefore should not be construed against a Party or Parties on the grounds that the Party or Parties drafted or was more responsible for drafting the provision(s).

G. Governing Law
The Agreement is governed by the Laws of the State of California, excluding its choice of Law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement or Customer’s use of the products or Services.

H. Anti-Bribery
Each Party represents that in the execution of this Agreement and in the performance of its obligations under this Agreement it has complied and will comply with all applicable anti-bribery Laws and regulations, including, without limitation, the U.S. Foreign Corrupt Practices Act, the UK Bribery Act and similar applicable Laws.

I. Family Education Rights and Privacy Act(FERPA)
Customer Content when in-transit on the RingCentral Network and when at-rest within RingCentral Data Centers may contain communications and/or educational records pertaining to students in connection with the performance of the Services pursuant to the Agreement.

RingCentral shall only use or disclose such Customer Content as is reasonably necessary to provide the Services or for RingCentral to otherwise perform its obligations under the Agreement.

J. Export Control
Any services, products, software, and technical information (including, but not limited to, services and training) provided pursuant to the Agreement may be subject to U.S. export Laws and regulations. Customer will not use distribute, transfer, or transmit the services, products, software, or technical information (even if incorporated into other products) except in compliance with U.S. and other applicable export regulations.

K. Regulatory and Legal Changes
In the event of any change in Law, regulation or industry change that would prohibit or otherwise materially interfere with RingCentral’s ability to provide Services under this Agreement, RingCentral may terminate the affected Services or this Agreement or otherwise modify the terms thereof.

L. Entire Agreement
The Agreement, together with any exhibits, Order Forms, and Attachments, each of which is expressly incorporated into this Agreement with this reference, constitutes the entire agreement between the Parties and supersedes and replaces any and all prior or contemporaneous understandings, proposals, representations, marketing materials, statements, or agreements, whether oral, written, or otherwise, regarding suchsubject. draft for rfp
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M. Order of Precedence
In the event of any conflict between the documents comprising this Agreement, precedence will be given to the documents in the following descending order: (i) the applicable Order Form; (ii) the applicable Service Attachment; (iii) the main body of this Agreement; (iv) Use Policies and Privacy Notice incorporated by reference in this Agreement; and (v) and any other document expressly referred to in this Agreement which governs the Services.

N. Amendments
Except as otherwise provided, this Agreement may only be modified by a written amendment executed by authorized representatives of both Parties. In no event will handwritten changes to any terms or conditions, including in the applicable Order Form, be effective.

O. Severability and Waiver
In the event any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, such provision(s) will be stricken and the remainder of this Agreement will remain legal, valid and binding. The failure by either Party to exercise or enforce any right conferred by this Agreement will not be deemed to be a waiver of any such right or to operate so as to bar the exercise or enforcement of any such or other right on any later occasion. Except as otherwise expressly stated in this Agreement, all rights and remedies stated in the Agreement are cumulative and in addition to any other rights and remedies available under the Agreement, at Law, or in equity.

P. Publicity
Subject to Customer’s prior written approval, which may not be unreasonably withheld or denied, in each instance, and notwithstanding anything to the contrary in this Agreement, RingCentral may identify Customer as a customer (including use of any Customer logo or trademark) and may refer to this Agreement during its earnings calls and in connection with its business deals, press releases, and marketing and/or promotional materials.

Q. Execution
Each Party represents and warrants that: (a) it possesses the legal right and capacity to enter into the Agreement and to perform all of its obligations thereunder; (b) the individual signing the Agreement and (each executable part thereof) on that Party’s behalf has full power and authority to execute and deliver the same; and (c) the Agreement will be a binding obligation of that Party. Each Party agrees that an Electronic Signature, whether digital or encrypted, is intended to authenticate this Agreement and to have the same force and effect as manual signatures.

R. Counterparts
This Agreement may be executed electronically and in separate counterparts each of which when taken together will constitute one in the same original.

S. Survival
The rights and obligations of either Party that by their nature would continue beyond the expiration or termination of this Agreement or an Order Form will survive expiration or termination of this Agreement or the Order Form, including without limitation payment obligations, warranty disclaimers, indemnities, limitations of liability, definitions and miscellaneous.
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IN WITNESS WHEREOF, the Parties have executed this Agreement below through their duly authorized representatives.

Customer RingCentral
<< Customer Name>> RingCentral, Inc.

By: By:

Name: Name:

Title: Title:

Date: Date:
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EXHIBIT A

DEFINITIONS
Definitions. Capitalized terms used in this Agreement but otherwise not defined have the following meaning:

1. “Account” means the numbered account established with RingCentral and associated with Customer and the Services provided to Customer under this Agreement. For billing and convenience purposes, multiple services, Digital Lines, or End Users may be included in a single billing account, and/or a single Customer may have multiple billing accounts encompassing different geographic locations, business units, or other designations as requested by Customer and accepted by RingCentral.

2. “Account Administrator” means the person(s) who have been granted authority by Customer to set up, amend, or otherwise control settings and/or make additional purchases for the Account via the Administrative Portal. Account Administrators may have varying levels of Account rights, skills, orpermissions.

3. “Account Data” means: any business contact information provided with the Account; RingCentral-generated logs of calling or other metadata developed or collected in the provision of the Services; configuration data; and records of Digital Lines and any Services purchased under this Agreement.

4. “Administrative Fees” means any administrative recovery fees, 911 cost recovery fees and the like separately charged by RingCentral toCustomer.

5. “Administrative Portal” means the online administrative portal through which Account Administrators control settings and/or make additional purchases for the Account.

6. “Affiliate(s)” means a person or entity that is controlled by a Party hereto, controls a Party hereto, or is under common control with a Party hereto, and “control” means beneficial ownership of greater than fifty percent (50%) of an entity’s thenoutstanding voting securities or ownership interests.

7. “Attachment (s)” means documents appended to the contract containing additional terms for products and Services. Attachments are part of thisAgreement.

8. “Confidential Information” means any information disclosed by or on behalf of the Disclosing Party) to the Receiving Party that should reasonably be considered as confidential given the nature of the information and the circumstances surrounding its disclosure.

9. “Customer Content” means the content of calls, facsimiles, SMS messages, voicemails, voice recordings, shared files, conferences or other communications transmitted or stored through the Services.

10. “Digital Line” means a phone number assigned to an End User or a specifically designated location (e.g., conference room) and the associated voice service for inbound and outbound calling that permits an End User generally to make and receive calls to and from the public switched telephone network as well as to and from other extensions within the same Account.

11. “Disclosing Party” means the Party disclosing Confidential Information or on whose behalf Confidential Information is disclosed by such Party’s agents, including but not limited to, its Affiliates, officers, directors, employees andattorneys.

12. “Dispute” has themeaning set forth in Section 13(A) (Good Faith Attempt to Settle Disputes).

13. “Electronic Signatures” means an electronic sound, symbol, or process, including clicking a draft for rfp
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digital button to accept, attached to or logically associated with a contract or other record and executed or adopted by a person with the intent to sign the record.

14. “End Point” means an application or device through which any End-User might access and/or use any of the Services, including without limitation IP Desk Phones, Desktop Clients, Web Clients, Mobile Applications, and SoftwareIntegrations.

15. “End User” means an individual user to whom Customer makes the Services available, and may be a natural person, and may include but is not limited to Customer’s employees, consultants, clients, external users, invitees, contractors andagents.

16. “Helpdesk” means first-tier support provided to End Users byCustomer.

17. “Indemnifying Party” and “Indemnified Party” have the meaningsset forth in Section 11(C) (Defense and Indemnification Procedures).

18. “Initial Term” has the meaning set forth in Section 2(E) (ServicesTerm).

19. “Intellectual Property Rights” or “IP Rights” means all common law and statutory rights (whether registered or unregistered, or recorded or unrecorded, regardless of method) arising out of or associated with: (a) patents and patent applications, inventions, industrial designs, discoveries, business methods, and processes; (b) copyrights and copyright registrations, and “moral” rights; (c) the protection of trade and industrial secrets and Confidential Information; (d) other proprietary rights relating to intangible property; (e) trademarks, trade names and service marks; (f) a person’s name, likeness, voice, photograph or signature, including without limitation rights of personality, privacy, and publicity; (g) analogous rights to those set forth above; and (h) divisions, continuations, continuations-in-part, renewals, reissuances and extensions of the foregoing (as applicable).

20. “Law” means any law, statute, regulation, rule, ordinance, administrative guidance, treaty or convention, or court or administrative order or ruling of any governing Federal, State, local or non-U.S. governmental body with jurisdiction over theServices.

21. “Order Form(s)” means a request for Service describing the type and quantity of Services required by Customer and submitted and accepted by the Parties in accordance with Section 2(A) (Ordering Services). The Order Form may be presented and executed via the AdministrativePortal.

22. “Receiving Party” means the Party or its agents, including, but not limited to its Affiliates, officers, directors, employees and attorneys receiving Confidential Information.

23. “Renewal Term” has the meaning set forth in Section 2(E) (ServicesTerm).

24. “RingCentral Customer Care” means RingCentral’s Customer support operations, available at http://support.ringcentral.com.

25. “RingCentral Network” means the network and supporting facilities between and among the RingCentral points of presence (“PoP(s)”), up to and including the interconnection point between the RingCentral’s network and facilities, and the public Internet, private IP networks, and the Public Switched Telephone Network (PSTN). The RingCentral Network does not include the public Internet, a Customer’s own private network, or the PSTN.

26. “Service(s)” means allservices provided under this Agreement, and set forth in one or more Order Form(s).

27. “Start Date” means the date so identified in the relevant Order Form or the date on which Customer orders Services via the AdministrativePortal.

28. “Taxes” means any and all federal,state, local, municipal, foreign and other taxes and fees charged or collected from Customers, including but not limited to any Universal Service Fund, TRS and 911 taxes and fees.

29. “Term” means the Initial Term plus any Renewal Terms. draft for rfp
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30. “Third Party Claim” has the meaning set forth in Section 11(A) (Indemnification by RingCentral).

31. “Use Policy” refers to any of the policies identified in Section 5(B) (UsePolicies). draft for rfp
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Service Attachment – RC Office 20180315 Page 1 of 4

SERVICE ATTACHMENT A
Service Attachment – RingCentral Office Services
This Service Attachment is a part of the Master Services Agreement that includes the terms and conditions agreed by the Parties under which RingCentral will provide the RingCentral Office Services to Customer.

1. Service Overview
RingCentral Office is a cloud-based unified communications service that includes enterpriseclass voice, fax, text, call handling, mobile apps, and BYOD capability that integrates with a growing list of applications.

RingCentral Office includes
• Voice Services, including extension-to-extension calling and the ability to make and receive calls to and from the public switched telephone network(PSTN) • RingCentral Meetings, a video and audio conferencing service, including screensharing • Collaboration Tools, including One-to-One and Team Chat, File Sharing, task management, SMS/Texting (where available) and other innovative tools RingCentral Office Services may be accessed from a variety of user End Points, including IP Desk Phones, Desktop Clients, Web Clients, Mobile Applications, and Software Integrations.

2. Office Purchase Plans
A. Tiers of Service
RingCentral Office is made available in several pricing tiers, which are described more fully at https://www.ringcentral.com/office/plansandpricing.html.

While RingCentral offers unlimited monthly plans for some of its products and services, RingCentral Services are intended for regular business use. "Unlimited" use does not permit any use otherwise prohibited by the Acceptable Use Policy, available at https://www.ringcentral.com/legal/acceptable-use-policy.html, including trunking, access stimulation, reselling of the Services, etc.

B. Minute and Calling Credit Bundles
Minute Bundles, e.g., Toll Free Minute Bundles, can be purchased in incremental buckets of minute in addition to any number of minutes included with the purchased tier. Inbound Toll Free minutes are deducted from included minutes, purchased Minute Bundles, or charged as overage at the rates currently in effect.

International Calling Credit Bundles can be purchased in addition to any base amount included with the purchased tier. International External Calls are charged against Calling Credits on the draft for rfp
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Account per destination rates, or as overage once Calling Credits are exceeded. Currently effective rates are available at https://www.ringcentral.com/support/international-rates.html.

Extension-to-Extension Calls within the Customer account never incur any usage fee and are unlimited, except to the extent that such calls are forwarded to another number that is not on the Customer account.

Additional Calling Credits may be purchased through the Auto-Purchase feature, which can be selected for automatic purchase in various increments on the Administrative Portal. AutoPurchase is triggered when the combined usage of all End Users on an Account exceeds the total Calling Credits or when End Users make calls with additional fees (e.g., 411).

Minute Bundles and Calling Credit Bundles expire at the end of month and cannot roll over to the following month. Auto-Purchased Calling Credits expire twelve (12) months from date of purchase. Bundles may not be sold, transferred, assigned, or applied to any other customer.

3. N11 and other Calling
Operator Assisted Calling, 311, 511 and other N11 Calling. RingCentral does not support 0+ or operator assisted calling (including, without limitation, collect calls, third party billing calls, 900, or calling card calls). The Services may not support 211, 311, 411, 511 and/or N11 calling in one or more service areas. Additional charges may apply for these calls.

4. Directory Listing Service
RingCentral offers directory listing (the “Directory Listing Service”). If Customer subscribes to the Directory Listing Service, RingCentral will share certain Customer Contact Data with third parties as reasonably necessary to include in the phone directory (“Listing Information”). This information may include, but is not limited to, Customer’s company name, address, and phone numbers. Customer authorizes RingCentral to use and disclose the Listing Information for the purpose of publishing in, and making publicly available through, third-party directory listing services, to be selected by RingCentral or third-party service providers in their sole discretion.

Customer acknowledges that by subscribing to the Directory Listing Service, Customer’s Listing Information may enter the public domain and that RingCentral cannot control third parties’ use of such information obtained through the Directory Listing Service.

Opt Out. Customer may opt out of the Directory Listing Service at any time, however RingCentral is not obligated to have Customer’s Listing Information removed from third-party directory assistance listing services that have already received Customer’s information.

No Liability. RingCentral will have no responsibility or liability for any cost, damages, liabilities, or inconvenience caused by calls made to Customer’s telephone number; materials sent to Customer, inaccuracies, errors or omissions with Listing Information; or any other use of such information. RingCentral will not be liable to Customer for any use by third parties of Customer’s Listing Information obtained through the Directory Listing Service, including without limitation the use of such information after Customer has opted out of the Directory draft for rfp
Listing Service.
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5. RingCentral Global Office
RingCentral Global Office provides a single communications system to companies that have offices around the world, offering localized service in countries for which Global Office is available. Additional information related to Global Office Services is available at http://www.ringcentral.com/legal/policies/global-office-countries.html.

This section sets forth additional terms and conditions concerning RingCentral’s Global Office for customers that subscribe to it.

A. Emergency Service Limitations for GlobalOffice
RingCentral provides access to Emergency Calling Services in many, but not all, countries in which RingCentral Global Office is available, allowing End Users in most countries to access Emergency Services (911 in the United States and Canada, 999/112 in the United Kingdom and throughout the European Union, and any other applicable Emergency Services number).

Emergency Services may only be accessed within the country in which the Digital Line is assigned, e.g., an End User with a Digital Line assigned in Ireland may dial Emergency Services only within Ireland. Access to Emergency Calling Services in RingCentral Global Office countries, where available, is subject to the Emergency Services Policy, available at https://www.ringcentral.com/legal/emergency-services.html. Customer must make available and will maintain at all times traditional landline and/or mobile network telephone services that will enable End Users to call the applicable Emergency Services number. Customer may not use the RingCentral Services in environments requiring fail-safe performance or in which the failure of the RingCentral Services could lead directly to death, personal injury, or severe physical or environmental damage.

B. Global Office Provided Only in Connection with Home Country Service.

RingCentral provides Global Office Service only in connection with Services purchased in the Home Country. RingCentral may immediately suspend or terminate Customer’s Global Office Services if Customer terminates its Digital Lines in the Home Country. All invoicing for the Global Office Services will be done in the Home Country on the Customer’s Account, together with other Services purchased under this Agreement, using the Home Country’s currency.

Customer must at all times provide a billing address located in the Home Country.

RingCentral will provide all documentation, licenses, and services in connection with the Global Office Service in English; additional language support may be provided at RingCentral’s sole discretion.

C. Relationships with Local Providers.

In connection with the provision of RingCentral Global Office Services, RingCentral relies on local providers to supply certain regulated communication services; for example (i) for the provision of local telephone numbers within local jurisdictions; (ii) to enable you to place local calls within local jurisdictions; and (iii) to enable You to receive calls from non-RingCentral numbers on Customer’s Global Office telephone number(s), by connecting with the local public switched telephone network. Customer hereby appoints RingCentral as Customer’s agent with power of attorney (and such appointment is coupled with an interest and is irrevocable during the Term) draft for rfp
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to conclude and enter into agreements with such local providers on Customer’s behalf to secure such services.

RingCentral’s locally licensed affiliates provide all telecommunications services offered to Customer within the countries in which such affiliates are licensed. RingCentral, Inc., is responsible for all contracting, billing, and customer care related to those services.

6. Definitions
Definitions. Terms used herein but not otherwise defined have the meanings ascribed to them in the Agreement. For purposes of this Service Attachment, the following terms have the meanings set forth below:

1. “Digital Line” means a phone number assigned to an End User or a specifically designated location (e.g., conference room) and the associated voice service for inbound and outbound calling that permits the End User generally to make and receive calls to and from the public switched telephone network as well as to and from other extensions within the same Account.

2. “End Point” means an application or device through which any End-User might access and/or use any of the Services, including without limitation IP Desk Phones, Desktop Clients, Web Clients, Mobile Applications, and SoftwareIntegrations.

3. “Extension-to-Extension Calls” means calls made and received between End Points on the Customer Account with RingCentral, regardless of whether the calls are domestic or international.

4. “External Calls” means calls made to or received from external numbers on the PSTN that are not on the Customer Account withRingCentral.

5. “Home Country” meansthe United States or the country that is otherwise designated as Customer’s primary or home country in the OrderForm.
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Service Attachment – PS Agreement 20180802 Page 1 of 5

SERVICE ATTACHMENT B
SERVICE ATTACHMENT – RINGCENTRAL PROFESSIONAL SERVICES AGREEMENT This Service Attachment is a part of the Master Services Agreement (the “Agreement”) that includes the terms and conditions agreed by the Parties under which RingCentral will provide the RingCentral Professional Services to Customer.

In the event of any conflict between the provisions of the Agreement and the provisions of this Professional Services Agreement (the “PS Agreement”), such provisions of this PS Agreement will prevail.

1. Service Overview
RingCentral shall provide the implementation, installation, consulting, configuration services and other professional services (“Professional Services”) as described and agreed upon in writing between the Parties pursuant to a statement of work (“Statement of Work” or “SOW”). The Professional Services may include the creation and delivery of customized software, documentation or other work product (“Deliverables”).

2. Project Phases
The Professional Services may be delivered in one or more phases. The SOW will specify the milestone, objectives, Deliverables, Sites, fees and other components that are included in the scope of each phase (“Project Phase”). The Professional Services may also be provided on a time and material basis (“T&M Services”) paid by the hour based on the then current T&M Services hourly rate offered by RingCentral, and calculated on the bases of RingCentral service records.

Customer agrees that the delivery, installation, testing, acceptance and payment for the Professional Services rendered under any one Project Phase is not dependent on the delivery, installation, testing, acceptance and payment for the Professional Services under any other Project Phase. Each Project Phase will be billed upon Acceptance, and payment for each Project Phase is due in full within the applicable payment period agreed between the parties and is nonrefundable.

3. Customer Sites and Site Visits
In the event the Parties agree that the Professional Services must be performed at one or more Customer facility(ies) (“Site(s)”), the Site(s) will be separately identified in the applicable SOW.

Each visit to a separate Customer Site will be considered a separate “Site Visit”. When so stipulated in the SOW, each Site may constitute a Project Phase. Customer has the following obligations with respect to all Site Visits:
a. Customer will maintain and ensure safe working conditions at each Site and shall promptly inform the RingCentral project manager of any known hazardous conditions at any Site prior to any visit by RingCentral draft for rfp
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b. Customer shall ensure that all Site hardware and network environment meets or exceed the requirements set forth in the Statement of Work and in “RingCentral VoIP Network Requirements and Recommendations” which can found at:
https://success.ringcentral.com/articles/RC_Knowledge_Article/9233 c. Customer shall provide RingCentral with all reasonable information, cooperation, and assistance that RingCentral requests in connection with performing the Services, including without limitation providingRingCentral with access to Customer’s systems and networks and related system and network administrators. Any failure on the part of Customer to providethe cooperation requested by RingCentral, or to provide the information or hardware and software environment required, may result in the need fora Change Order to contemplate additional fees and extended timelines to accommodate Customer’s failure to do so.
d. Customer shall ensure that at least ten (10) business days prior to a SiteVisit or as otherwise agreed in the applicable SOW, the Customer Project Manager shall provide to the RingCentral Project Manager the following information for the Site to be visited:
i. a fully completed Site Survey Data form which can be accessed and completed at http://www.quickbase.com (Customer will be given a username and password for access to the site upon execution of the applicable SOW);
ii. the first and last name, extension number, and email address for delivery of message notification emails of each User for which the Services are to be implemented at the Site and any other information that RingCentral requests to configure the digital lines that are part of such Services to be implemented (this information needs to be in the form of a Microsoft Excel file suitable for use with the Plan Service’s bulk configuration utility);
iii. written or illustrated diagrams of Customer’s current and proposed dial plans and data and call flows; and
iv. information related to configurations, equipment, and deployment requirements for the Site, as requested by RingCentral.

4. Late Site Visit Change.

The Parties acknowledge and agree that Customer’s cancellation or change of the dates of a Site Visit at any time during the ten (10) business days immediately prior to the date that the Site Visit is scheduled to take place (a “Late Site Visit Change”) will cause RingCentral to incur in expenses and losses (including without limitation RingCentral’s costs in rescheduling the Site Visit and/or loss of opportunity for other business during the period during which such Site Visit was to take place). Accordingly, Customer agrees that for each Late Site Visit Change, Customer shall incur (at the time of cancellation or change) and be liable for, as liquidated damages, an amount equal to eight (8) hours of RingCentral T&M Services at RingCentral’s then-current T&M Services hourly rate (as set forth in the applicable SOW), as well as any Service Expenses (set at $2,500 per trip)
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agree that this amount is a fair, reasonable, and appropriate pre-estimate of the losses that RingCentral will incur as a result of any single Late Site Visit Change.

5. Professional Services Acceptance
Each SOW will identify the specific criteria required for the completion of each Project Phase (“Completion Criteria”). Unless otherwise agreed between the parties in the SOW, upon RingCentral’s completion of the Professional Services for each Project Phase, RingCentral will review the Completion Criteria with Customer and will present to the Customer the Professional Services Project Completion Signoff Form (“PCF”) for that Project Phase. Notwithstanding anything to the contrary in this PS Agreement or any SOW, RingCentral’s obligations under any Project Phase are deemed accepted and the Professional Services under such Project Phase shall be considered completed in full and billable upon any of the following (“Acceptance”):
a. Customer executes the PCF.
b. If RingCentral presents Customer with the PCF and the Customer fails to execute the PCF within three (3) days, unless the Customer provides to RingCentral, within those three (3) days, with a detailed description of the items that are outstanding or that are materially non- conforming with the Completion Criteria applicable to the specific Project Phase. If RingCentral timely receives a rejection notice, then RingCentral will complete or re-perform any portion of the nonconforming Professional Services, and re-submit the PCF for the Project Phase to the Customer for Acceptance as described above. If RingCentral timely receives from the Customer a second rejection notice, and RingCentral, in its reasonable discretion determines that the Professional Services for the Project Phase were properly completed in accordance with the Completion Criteria, the Project Phase will be deemed to have been Accepted.
c. Production Use: Unless otherwise agreed in writing between the parties, production use will constitute Acceptance for all purposes of thisPS Agreement.
d. In the event of termination of the applicable SOW as set forth below. e. T&M Services. Acceptance for T&M Services is deemed accepted upon performance.

6. Payment
a. The SOW will set forth the fees that the Customer will pay to RingCentral for each Project Phase, and the rates for T&M Services. Customer will compensate RingCentral fees and expenses for the Services as set forth in the applicable SOW.

Customer acknowledges and agrees that all fees and charges shall be due and payable without any deduction, withholding, or offset of any kind, including without limitation for any levy ortax.
b. Invoicing and Payment of Professional Services fees. Except to the extent otherwise provided in an SOW, all amounts due under this PS Agreement for Professional Services other than T&M Services,shall be invoiced upon Acceptance of each Project Phase. T&M Services will be invoiced Monthly in arrears. The payment term for each invoice is set forth in the
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c. Service Expenses. In addition to the fees and expenses set forth in the applicable SOW, Customer agrees to reimburse RingCentral for its fixed travel, meal, and lodging expenses incurred in connection with any Site Visit (“Service Expenses”).

Travel, meal, and lodging expenses shall be invoiced upon Acceptance of each Project phase, alongside all other amounts due under this PS Agreement, on a pertrip/per resource basis, at a fixed rate of $2,500 per trip. RingCentral shall, after Customer request, provide information verifying the deployment of on-site resources, but all invoices regarding Service Expenses shall only reference the fixed cost mentioned above, as applicable.
d. Additional Fees. Customer agrees to incur and be liable for any additional fees or other amounts provided for in this PS Agreement or the applicable SOW. These Additional fees may include, but are not limited to thefollowing:
i. For any additional Site Visit(s) not included in the SOW, the Customer agrees to pay on a T&M Services basis, with a minimum fee equal to eight (8) hours of RingCentral per day at RingCentral’s then-current T&M Services hourly rate.
ii. Customer agrees to pay a reschedule fee of five hundred dollars ($500.00) for any Site Visit that must be rescheduled without at least ten (10) business days’ notice to RingCentral.
e. Full Statement of Conditions for Customer Payment Obligations. In no eventshall Customer’s incurring of or obligation to pay any amount under this PS Agreement be contingent on or tied in any way to the occurrence of any event not specifically identified in this PS Agreement, as such a condition with respect to such amounts.

7. Changes to SOWs
Changes to any applicable SOW shall be made only in a mutually executed written change order between RingCentral and Customer (a “Change Order”), outlining the requested change and the effect of such change on the Services, including without limitation the fees and the timeline as determined by RingCentral in its reasonable discretion. RingCentral shall have no obligation to commence work in connection with any Change Order until the Change Order is agreed upon by both Parties in writing. RingCentral has no obligation to provide any Professional Services outside the scope of an SOW.

8. Term and Termination
a. Term. This PS Agreement shall remain in effect for as long as the Agreement is in effect, unless terminated in accordance with this Section. b. Termination. Either Party may terminate this PS Agreement, in whole or in part, with thirty (30) days’ advance written notice to the other Party. Unless otherwise specified in the termination notice, the termination of one SOW or Project Phase shall not necessarily result in the termination of, or otherwise affect, any other SOW or Project Phase.
c. Effect of Termination. In the event that this PS Agreement, a SOW, or a Project Phase is terminated, in whole or in part, for any reason other than for RingCentral’s material breach of this PS Agreement, Customer shall be obligated to pay RingCentral
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i. any Professional Services and T&M Services that have been rendered up until the effective date of thetermination;
ii. all applicable Service Expenses incurred; and
iii. (50%) of the fees for any other Professional Services not yet performed, due under the Project Phase(s) beingcancelled.
d. Post-Termination Notice Wrap-Up. Upon receiving or providing notice of termination of this PS Agreement, RingCentral shall be relieved of and excused from any obligation to continue to perform Services or to perform under any thencurrent SOWs or Project Phase, as the case may be, but shall have the right to elect in its sole discretion to continue to perform such Services in the period prior to the applicable SOW’s or Project Phase, as the case may be,termination. e. Obligations Upon Termination. Upon termination of this PS Agreement, Customer will promptly destroy or, at RingCentral’s request, return to RingCentral, all RingCentral Confidential Information in their possession, including deleting or rendering unusable all electronic files and data that contain RingCentral Confidential Information, and will provide RingCentral with certification of compliance with this subsection.
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Attachment – SLAOF 20180315 Page 1 of 4

ATTACHMENT C

SERVICE LEVEL AGREEMENT FOR OFFICE SERVICES
This Service Level Agreement for Office Services (the “Office SLA”) is a part of the Master Services Agreement (the “Agreement”) that includes the Service Availability levels RingCentral commits to deliver on the RingCentral Network for Voice Services, solely for Office Services.

1. Overview
RingCentral will maintain the Quality of Service for Voice Services at the performance levels as defined below:

Performance Level
Service Availability
(Monthly Calculation)

99.999%
Maximum Service Credit
(Monthly)
30% of MRC
Quality of Voice Service
(Monthly Calculation)

3.8 MOS Score

2. Minimum Eligibility
Customer is entitled to the benefits of this Office SLA only to the extent that Customer maintains a minimum of fifty (50) Digital Lines under the Office Service Attachment with a minimum twelve (12) month Initial Term and twelve (12) month Renewal Term. This Office SLA shall not apply to any period of time where Customer does not meet the foregoing requirements.

3. Service Delivery Commitments
a. Calculation of Service Availability.

Service Availability = [ 1 – ((number of minutes of Down Time x number of impacted users) / (total number users x total number of minutes in a calendar month)) x 100]
Availability shall be rounded to nearest thousandth of a percent in determining the applicable credit. Service Credits for Down Time will not exceed 30% MRC. draft for rfp
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b. Calculation of Service Credits. Customer is entitled to Service Credits according to the following table:

Service Availability Service Credits
≥ 99.999 0% MRC
≥ 99.500 and < 99.999% 5% MRC
≥ 99.000 and < 99.5000% 10% MRC
≥ 95.000 and < 99.000% 20% MRC
< 95.000% 30% MRC
c. Qualifying for Service Credits. Service Credits for Down Time will accrue only to the extent:
i. Down Time exceeds 1minute;
ii. Customer reports the occurrence of Down Time to RingCentralCustomer Service by opening a Support Case within twenty-four (24) hours of the beginning of the applicable Down Time period and in accordance with RingCentral’s published customer service procedures;
iii. Customer submits a written request for Service Credits to RingCentral Customer Service within ten (10) business days of the date the Support Case was opened by Customer, including a short explanation of the credit claimed and the number of the corresponding SupportCase; iv. RingCentral confirms that the Down Time was the result of an outage or fault on the RingCentral Network; and
v. Customer is not in material breach of the Agreement, including itspayments obligations.
d. Finality of Decisions. Credits may be issued in RingCentral’s sole reasonable discretion, and will expire at the expiration or termination ofthe Agreement.

4. Quality of Service Commitments
a. Quality of Service Targets. RingCentral will maintain an average MOS score of 3.8 over each calendar month for Customer Sites in the Territory, except to the extent that Customer endpoints connect via public WiFi, a low bandwidth mobile data connection (3G or lower), or Customer uses of narrowband codecs such as G.729.
b. Quality of Service Report: Customer may request a Quality of Service Report for the preceding calendar month by submitting a Support Case. RingCentral will endeavor to provide the Quality of Service Report within five (5) businessdays. c. Diagnostic Investigation: If the Quality of Service Report shows a failure to meet the target
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3.8 averageMOS as calculated underthis Section,RingCentral will useindustry- #3..
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standard diagnostic techniques to investigate the cause of the failure. Customer shall cooperate with RingCentral in this investigation fully and in good faith. d. Diagnostic Remediation. Based on its investigation, RingCentral will provide a reasonable determination of the root cause(s) of any failure for the quality of service to meet the target MOS of 3.8. RingCentral will resolve any root cause(s) on the RingCentral Network; Customer shall timely implement settings or other resolution advised by RingCentral to improve the quality ofservice.

5. Chronic Service Failures
a) Service Availability: Customer may terminate the Agreement without penalty, and will receive a pro-rata refund of all prepaid, unused fees in the following circumstancesif RingCentral failsto meet a Service Availability of at least 99.9% on the RingCentral Network for Voice Services during any three (3) calendar Months in any continuous 6-Month period, and customer has timely reported Down Time as set forth herein.
b) Quality of Service: Customer may terminate the affected Customers Sites under its Agreement without penalty, and will receive a pro-rata refund of all prepaid, unused fees in the following circumstances if RingCentral fails to meet the Minimum MOS, as measured in duly requested Quality of Service Reports, for the affected Customer Sites within four (4) months of the date of Customer’s initial Support Case requesting a Quality of Service Report, except that such right inures only to the extent that Customer has complied fully and in good faith with the cooperation requirements and timely implemented all suggestions from RingCentral, in RingCentral’s sole reasonablejudgment. c) To exercise its termination right under this Office SLA, Customer must deliver written notice of termination to RingCentral no later than ten (10) business days after its right to right to terminate under this Section accrues.

6. Sole Remedy
The remedies available pursuant to this SLA (i.e. the issuance of credits and termination for chronic service failure) shall be Customer’s sole remedy for any failure to meet committed services levels under this SLA. For the avoidance of doubt, this clause does not bar or otherwise limit the remedies Customer may otherwise have for RingCentral’s breach of the Agreement, subject to the limitations therein.

7. Definitions
Terms used herein but not otherwise defined have the meanings ascribed to them in the Agreement. For purposes of this Service Level Agreement, the following terms have the meanings set forth below:
a) “Down Time” is an unscheduled period during which the Voice Services for RingCentral Office on the RingCentral Network are interrupted and not usable, except that Down Time does not include unavailability or interruptions due to (1) acts or omissions of Customer; (2) an event of a Force Majeure; or (3) Customer’s breach of the Agreement. Down Time begins to accrue after one (1) minute of unavailability, per incident. b) “MOS” means the Mean Opinion Score, determined according to the ITU-T E-model, as approved in June 2015, rounding to the nearest tenth of a percent. MOS provides a prediction
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end-to-end (i.e. mouth-to-ear) telephone connection under conversational conditions.

MOS is measured by RingCentral using network parameters between the Customer endpoint, e.g., the IP Phone or Softphone, and the RingCentral Network, and will accurately reflect quality of the call to the caller using the Voice Services. c) “MRC” means the monthly recurring subscription charges (excluding taxes, administrative or government mandated fees, metered billings, etc.) owed by Customer to RingCentral for Office Services for the relevant month. If customer is billed other than on a monthly basis, MRC refers to the pro-rata portion of the recurring subscription charges for the relevant calendar month. MRC does not include one-time charges such as phone equipment costs, set-up fees, and similar amounts, nor does it include any charges or fees for services other than Office Services. d) “Quality of Service Report” means a technical report provided by RingCentral, detailing MOS and related technical information.
e) “RingCentral Network” means the network and supporting facilities between and among the RingCentral points of presence (“PoP(s)”), up to and including the interconnection point between the RingCentral’s network and facilities, and the public Internet, private IP networks, and the PSTN. The RingCentral Network does not include the public Internet, a Customer’s own private network, or the Public Switched Telephone Network(PSTN). f) “Service Availability” is the time for which Voice Services for RingCentral Office are available on the RingCentral Network, expressed as a percentage of the total time in the relevant calendar month, and calculated as set forth below. g) “Service Credits” means the amount that RingCentral will credit a Customer’s account pursuant to this Office SLA.
h) “Site” means a physical location in the Territory at which Customer deploys and regularly uses at least five (5) RingCentral Digital Lines. A Digital Line used outside such physical location for a majority of days in the relevant calendar month, such as home offices, virtual offices, or otherremote use, will not be included in the line count for this purpose. i) “Support Case” means an inquiry or incident reported by the Customer, through its helpdesk, to RingCentral’s Customer Care department, by placing a telephone call as outlined at http://success.ringcentral.com/RCContactSupp. j) “Territory” means those countries in which Customers subscribes to RingCentral Office or Global Office Services.
k) “Voice Services” meansthe audio portion of the Plan Services, across endpoints, including the Softphone, and IP deskphone.
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Attachment - SLAENT 20180802 Page 1 of 4

ATTACHMENT D

SERVICE LEVEL AGREEMENT FOR SUPPORT SERVICES
This Service Level Agreement for Support Services (the “Support SLA”) is a part of the Master Services Agreement (the “Agreement”) that includes the performance levels RingCentral provides to its customers via RingCentral’s Global Customer Care (“Customer Care”) organization for the Services.

1. RingCentral Support Service Availability
Customer may open a Support Case by either opening a Web Case or placing a telephone call to Customer Care. All urgent inquiries must utilize Phone Support to receive the defined SLA that RingCentral commits to. These, and other support options, are outlined at http://success.ringcentral.com/RCContactSupp. RingCentral will respond to each properly submitted Support Case and will strive to meet the following response time metrics with respect to Support Cases opened by telephone or Web Case. For a Support Case to be properly submitted, Customer must provide a brief description of their issue and include the appropriate customer contact name, phone number and e-mail address. a. Phone Support – RingCentral willstrive to answerseventy-five percent (75%) of all support calls placed by Customer within an average of two (2) minutes. All urgent inquiries must utilize PhoneSupport.
b. Web Ticket Support – RingCentral will provide a response within twenty-four (24) hours, seven days per week.

Technical Support. RingCentral will maintain Technical Support availability via telephone and web access twenty-four (24) hours per day, seven (7) days per week and three hundred sixtyfive (365) days per year.

2. RingCentral Support Reporting
If requested, RingCentral shall provide Customer with any of the following reports for review on a quarterly (calendar quarter) basis. RingCentral will provide the reporting for the immediately preceding calendar quarter within ten (10) business days of any such request.

The available reports are as follows:
a. Calls Offered – This report details the total number of support phone calls made to RingCentral by the Customer per Month in the calendarquarter. b. Calls Handled – This report details the total number of calls made by the Customer and answered by RingCentral per Month in the calendarquarter. c. Service Level – This report details the percentage of calls which were answered within an average of two minutes for the support queue the customer callsinto, measured per Month for the calendar quarter.
d. Aging Report for Support Cases that are Open – This report details the number of support cases that are open and the age of the open cases at the time thereport is run for the
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e. Call Driver Report – This is a report that details the history of the quantity and types of inquiries the Customer has opened with Technical Support, measured per Month for the calendar quarter.

3. RingCentral Support Mean Time to Case Resolution
RingCentral shall maintain a Mean Time to Case Resolution of Support Cases which are submitted by Customer via telephone call to Customer Support in accordance with the severity level assignments defined below. RingCentral’s response time and resolution specifications do not begin until the Support Case has been properly submitted by phone.

Mean Time to Case Resolution
Urgency Description
Updates Mean time to
Resolution
Priority 1 • Customer experiences a loss
of Service at one or more
Customer Sites: Customer
cannot place and receive
voice calls, cannot receive
voice messages, cannotsend
and receive internet faxes,
cannot host and participate
in audio conference calling
• Situations Impacting50+
Users
Every thirty (30)
minutes, as
requested, until
service is
restored
4 Hours
Priority 2 • Customer has partial Service
at one or more Customer
Sites: Customer can place
and receive voice calls, can
receive voice messages, can
send and receive internet
faxes, can host and
participate in audio
conference calling but other
Service Features are
unavailable
• Situations impacting50+
Users
Every ninety (90)
minutes, as
requested, until
service is
restored
1 Business Day
Priority 3 • Minor functionality
impairment: All Service
Features are available
• Loss of features that are
non-service impacting:

Customer has access toall
Service Features
Every business
day, as
requested, until
service is
restored
Mutual
Agreement, in
writing, between
RingCentral and
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Customer
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Priority 4 • Requests for cosmetic orUI
enhancements not
impacting ServiceFeatures
• Non-service impacting
questions (no loss or
impairment of Service
Features is involved)
Initial
update/response
provided upon
case being
opened.

Mutual
Agreement, in
writing between
RingCentral and
Customer

4. Rules Governing the Calculation of Support Services Performance Credits andRemedies Notwithstanding anything set forth elsewhere in this Support Service Level Agreement, the calculation of Performance Credits shall in all cases be subject to the following rules and conditions:

1. In all cases, the Performance Credits to which Customer is entitled for any given Month shall be capped by, and limited to, five percent (5%) of the Customer’s Recurring Office Services Charges for that Month (the “Maximum PerformanceCredit”).

2. Performance Credits shall be calculated as follows:
a. Mean Time to Case Resolution – If RingCentral fails to restore services forthe Support Cases designated as Priority 1 or Priority 2 in accordance with “Mean Time to Case Resolution” in the chart above Customer shall be entitled to a credit equal to two percent (2%) of the Customer’s Monthly Recurring Office Service Charges for that Month.

3. In no event shall a Performance Credit be deemed to have accruedunless:
a. Customer applies for the Performance Credit by submitting a Performance Credit Request form to RingCentral Customer Service within five (5) business days of the last date of the Month for which the Performance Credit is requested;
b. the occurrence of the Performance Credit is confirmed by RingCentral(such confirmation shall not be unreasonably withheld and shall be based on the relevant reports listed above); and
c. Customer is in Good Standing with RingCentral at the time that it applies for Performance Credit.
d. Notification of the impact and initial case being opened occurred by phone call to Customer Care.

5. Definitions
Terms used herein but not otherwise defined have the meanings ascribed to them in the Agreement. For purposes of this Service Level Agreement, the following terms have the meanings set forth below:

1. “Technical Support” shall mean: RingCentral’s support team that receives technical inquiries from customers Help
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2. “Phone Support” shall mean: Customer support inquiries made by phone to RingCentral’s Technical Support team. All urgent inquiries must utilize Phone Support to receive the defined Support SLA’s that RingCentral commitsto.

3. “Web Case” shall mean: Support inquiries made by opening a support case via RingCentral’s online support portal atsuccess.ringcentral.com.

4. “Support Case” shall mean: For each customer inquiry from customers Help Desk received by the RingCentral Support team, a Support Case is opened which details pertinent customer information, a description of the issue, case owner and issue status.

5. In order to be in “Good Standing” with RingCentral, Customer must have paid all amounts then owed and not under dispute with respect to Customer’s Services and must be in full compliance with the provisions of theAgreement.

6. A “Month” shall mean a monthly billing cycle for Customer’s RingCentral Services occurring within the Initial or then-current Renewal Term. Specific to Support metric reporting, a “Month” shall mean a calendar month.

7. Customer’s “Recurring Office Service Charges” or “MRSC” for a Month means the monthly recurring charges (excluding taxes, fees, metered billings, etc.) owed by Customer to RingCentral for the Office Services for that Month.

8. The “Services” means the Plan Services which are defined in the Agreement, and any applicable Service Attachments.
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Attachment - BAA 20180320 Page 1 of 5

ATTACHMENT E

RINGCENTRAL BUSINESS ASSOCIATE AGREEMENT
RingCentral and Customer (each a “Party” and collectively the “Parties”) hereby agree to the following terms and conditions of this Business Associate Agreement (this “BAA”), which is attached to the RingCentral Master Service Agreement (the “Agreement”) and is effective as of the execution date of this BAA (the “BAA Effective Date”).

RECITALS
Whereas, Customer has, pursuant to the Agreement, purchased the Services; Whereas, Customer desires to comply with the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), as amended, along with applicable provisions of the Standards for Privacy of Individually Identifiable Health Information (the "Privacy Rule") and applicable provisions of the Security Standards for the Protection of Electronic Protected Health Information ("Security Rule") (collectively the “HIPAA Rules”) and, in compliance with the HIPAA Rules, Customer desires to safeguard Customer’s PHI transmitted, received, or maintained by Customer using the Customer’s Account (“Account”).

Whereas, as a business associate (as that term is defined in the HIPAA Rules) RingCentral wishes to accommodate Customer’s desire to safeguard PHI that Customer creates, receives, transmits, or maintains using the RingCentral Services, by entering into this BAA, which meets the requirements of 45 C.F.R. §§ 164.314(a) and 164.504(e); Now, Therefore, in consideration of the mutual covenants and representations, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

AGREEMENT

1. Obligations of RingCentral. RingCentral agrees:
a) subject to the provisions of Section 2, to use and disclose Customer’s PHI only in connection with the provision of the Services purchased by Customer as part of or related to Customer’s Account(s), as required by law, or for any other purpose permitted by the Agreement, or this BAA, provided that RingCentral may not use or disclose Customer’s PHI in a manner that would violate the requirements of subpart E of 45 C.F.R. Part 164 if done byCustomer;
b) not to use or further disclose Customer’s PHI other than as permitted or required by this BAA, or as required by law;
c) where applicable, to make reasonable efforts to use, disclose, and request only the minimum necessary amount of PHI;
d) to use appropriate safeguards and comply, where applicable, with subpart C of 45 C.F.R.

Part 164 with respect to the protection of Electronic PHI, to prevent use or disclosure of Customer’s PHI other than as provided for by this BAA;
e) to report
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BAA of which RingCentral becomes aware, including any breach of unsecured PHI as required by 45 C.F.R. § 164.410, and any security incident involving Customer’s PHI of which RingCentral becomes aware; provided, however, that notwithstanding the foregoing, the Parties agree that this BAA serves as notification, and that no further notification is required, of the ongoing existence of Unsuccessful Security Incidents. For purposes of this BAA, an “Unsuccessful Security Incident” includes, without limitation, activity such as pings and other broadcast attacks on RingCentral’s firewall, port scans, unsuccessful log-on attempts, denials of service, and any combination of the above, so long as such activity does not result in unauthorized access, use, acquisition, or disclosure of Customer’s PHI;
f) to ensure that any subcontractor that creates, receives, maintains or transmits Customer’s PHI on behalf of RingCentral agrees to substantially the same restrictions and conditions that apply to RingCentral with respect to such PHI, as required by the HIPAA Rules;
g) to the extent that RingCentral has been delegated under the Agreement and is to carry out an obligation of Customer under Subpart E of 45 C.F.R. Part 164, RingCentral will comply with the requirement(s) of Subpart E of 45 C.F.R. Part 164 that apply to Customer in the performance of such delegatedobligation; h) to the extent that: (i) Customer provides advanced written notice to RingCentral that RingCentral will maintain PHI in a "designated record set" as defined in the HIPAA Rules ("Designated Record Set") (and with the understanding that the Parties do not intend for RingCentral to maintain PHI in a Designated Record Set), (ii) the Designated Record Set (if any) maintained by RingCentral is not duplicative of records maintained by Customer, and (iii) to the extent possible in light of the Customer’s option to enable the HIPAA Setting (“HS”) (described in Section 4): RingCentral agreesto:
a. upon receipt of a written request from Customer, make available to Customer to inspect and/or obtain a copy of Customer’s PHI maintained by RingCentral in a Designated Record Set, as required under 45 C.F.R. § 164.524, for so long as RingCentral maintains such PHI in a Designated Record Set; and b. upon receipt of a written request from Customer, provide such information to Customer for amendment and incorporate amendments to PHI maintained by RingCentral in a Designated Record Set as agreed to by Customer under45 C.F.R. § 164.526, for so long as RingCentral maintains such PHI in a Designated Record Set.
i) to the extent possible in light of the Customer’s option to enable the HIPAA Setting (described in Section 4), and to the extent no disclosure exceptions applyunder45 C.F.R. § 164.528, to maintain and to make available to Customer the information required for Customer to provide an accounting of disclosures in accordance with 45 C.F.R. § 164.528;
j) In the event any individual delivers directly to RingCentral a request for an amendment to PHI, access to PHI, or an accounting of disclosures of PHI, to promptly forward individual to Customer. Customer must provide request to RingCentral. ; k) to make its internal practices, books, and records relating to the Use and Disclosure of Customer’s
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PHI available to the Secretary (as defined in the HIPAA Rules) for purposes of #3..
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determining Customer's compliance with 45 C.F.R Part 164, Subpart E; and l) upon termination of this BAA for any reason, if feasible, to return or destroy all PHI received from Customer, or created or received by RingCentral on behalf of Customer, in connection with this BAA, to the extent it has not been already erased, returned or destroyed, and retain no copies thereof, or, if in RingCentral’s opinion such return or destruction is not feasible, to extend the protections of this BAA to the PHI and limit further uses and disclosures to those purposes that make the return or destruction of the PHI infeasible.

2. Permitted Uses and Disclosures of PHI. Notwithstanding the other provisions of this BAA, RingCentral is permitted to use or disclose Customer’s PHI for its proper management and administration or to carry out its legal responsibilities, provided that RingCentral may only disclose PHI for such purposes if: (i) the disclosure is required by law or (ii) RingCentral obtains reasonable assurances from the person to whom the PHI is disclosed that the information will remain confidential and will be used or further disclosed only as required by law or for the purpose for which it was disclosed to the person, and the person notifies RingCentral when the confidentiality of the PHI has been breached.

3. Obligations of Customer. Customerwill:
a) obtain any consent, authorization, or permission that may be required by the HIPAA Rules, or any other applicable laws or regulations prior to using the Services to create, receive, maintain, or transmit PHI, or otherwise provide PHI to RingCentral. Without limiting the generality of the foregoing, in the event Customer transmits PHI via text message, or any other method of transmission of PHI as part of the Plan Services, Customer agrees to notify the individual whose PHI is to be transmitted that such transmission is not secure and to obtain such individual’s consent or authorization, consistent with applicable law, before transmitting any suchPHI. b) use, disclose, request, and otherwise provide to RingCentral and RingCentral employees only the minimum amount of PHI necessary for RingCentral to provideServices. c) notify RingCentral, in writing, of any limitation(s) in Customer’s notice of privacy practices that may affect RingCentral’s Use or Disclosure of Customer’sPHI; d) notify RingCentral, in writing, of any changes in, or revocation of, permission by an individual to use or disclose any of his or her PHI, to the extent that such changes may affect RingCentral’s Use or Disclosure of Customer’sPHI; e) notify RingCentral, in writing, of any restriction on the use or disclosure of PHI that Customer has agreed to in accordance with 45 C.F.R. §164.522, to the extent thatsuch restriction may affect RingCentral’s use or disclosure of Customer’s PHI;and f) not request that RingCentral use or disclose Customer’s PHI in a manner that would not be permissible under the HIPAA Rules if done byCustomer. g) The Parties agree that in the event RingCentral believes that any limitation(s) or restriction(s) on the use or disclosure of PHI pursuant to this Section 3 may materially impair RingCentral's ability to provide Services or materially affect RingCentral's costs of providing Services, the Parties will promptly negotiate in good faith an amendment to Agreement that is necessary to adjust RingCentral's obligations and/or reflect RingCentral's increased costs. In the event such neg
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Attachment - BAA 20180320 Page 4 of 5
RingCentral may terminate this BAA and the Agreement without penalty or further obligation to RingCentral.

4. Additional Options Related to the Services
a) HIPAA Setting Description and Availability
i. RingCentral has created a “HIPAA Setting” (“HS”) that Customer has the ability to enable for the RingCentral Office and RingCentral Glip Services (but not for Contact Center Customer Accounts). When enabled, the HS will delete the following every thirty (30) days for RingCentral Office: voice recordings, voicemail, facsimile, short message service ("SMS"), and multimediamessage service ("MMS") for RingCentral Office. When enabled, the HS will delete the following every thirty (30) days for RingCentral Glip Services: chat content, time and date of message, text messages, tasks, notes, files, images, links, events, call activities, and/or posts from third party integrated applications. In addition, the activation of the HS may disable the attachment of voicemail and facsimile/internet facsimile messages to message notification emails sent using the RingCentral Office or RingCentral Glip Services.
ii. The HS option is not available for RingCentral’s Contact Center Services and therefore PHI that is created, received, maintained or transmitted using the Contact Center Services will not be deleted within 30days. iii. Customer will be solely responsible for activating the HS and ensuring it remains active. If the Customer has more than one Account with RingCentral, the HS needs to be activated for each Account separately.

5. Customer Integrations. Notwithstanding any provision to the contrary in any agreement between the Parties, this BAA applies only to the Services. Notwithstanding any provision to the contrary in any agreement between the Parties, RingCentral has no responsibility or liability for, and disclaims any warranties or representations relating to, any Customer applications, services, devices, APIs, or any other technology (whether utilized by Customer or a third party on behalf of Customer) that are not managed by RingCentral.

Any such technology which integrate with the Services or that transfer data to or from the Services (“Customer Integrations”). For the avoidance of doubt, RingCentral will have no obligations or liability for the privacy, security, confidentiality, availability, or integrity of any Customer Integrations, or any PHI or other data processed, handled, sent, stored, created, received, maintained, or transmitted in connection with any Customer Integrations or through any applications, services, devices, APIs, or any other technology not provided within RingCentral Services.

6. Term. The term of this BAA (the “BAA Term”) commences on the BAA Effective Date and runs conterminously with the term of the Agreement, unless sooner terminated by either Party in accordance with Section 7.

7. Termination.
a) Automatic BAA Termination. Termination or expiration of the Agreement for any reason will result in the termination of this BAA.
b) Direct BAA Termination.
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BAA, the other Party may terminate the BAA, provided that the non-breaching Party provides written notice to the breaching Party of such breach and provides the breaching Party with an opportunity to cure the breach or end the violation. If such violation is not cured within thirty (30) days, the non-breaching Party may terminate this BAA. In the event that the BAA is terminated pursuant to this section, either Party may terminate the Agreement.

8. Miscellaneous.
a) Definitions. All capitalized terms used herein but not otherwise defined have the meanings ascribed to them in the Agreement. Subject to the immediately foregoing sentence, any other terms that are not defined in this BAA or the Agreement but that are defined under the HIPAA Rules have the same meaning as defined under the HIPAA Rules. For purposes of this BAA, "PHI" means "protected health information"as that term is defined in the HIPAA Rules, limited to such information created, received, maintained, or transmitted by RingCentral for or on behalf of Customer. b) No Third Party Beneficiaries. Nothing in this BAA, express or implied, is intended to confer or will confer upon any person or entity other than the Parties any right, benefit, or remedy as a third party beneficiary or by any other nature whatsoever under or by reason of this BAA.
c) Notices. All notices or other communications to be given under this BAA are deemed given when emailed.

To Customer: The postal and email address on file at the time of notice for an Account
To RingCentral: RingCentral, Inc.

Attn.: Legal Department
20 Davis Drive
Belmont, California 94002
[email protected]
d) Modification. No modification or amendment of this BAA will be effective unless set forth in a document specifically referencing this BAA that is executed by both Parties. e) Counterparts. This BAA may be executed in any number of counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.
f) Entire Agreement. RingCentral will be bound by the terms of this BAA only to the extent that: (i) Customer is a "Covered Entity" or “Business Associate” (as that term is defined in the HIPAA Rules) pursuant to HIPAA; and (ii) RingCentral is acting as Customer's "business associate" (as that term is defined in the HIPAA Rules) pursuant to HIPAA. This BAA, together with the Agreement, states the entire understanding and agreement between the Parties with respect to the subject matter hereof, and supersedes and replaces all prior and contemporaneous understandings or agreements, written or oral, regarding such subject
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Attachment – Security Addendum 20180315 Page 1 of 7

ATTACHMENT F

RINGCENTRAL SECURITY ADDENDUM
This Security Addendum ("Security Addendum") is made as of the Effective Date by and between RingCentral and Customer (each a "party", together the "parties"), pursuant to the Master Services Agreement (the “Agreement”) for the provision of RingCentral Services to Customer.

1. This RingCentral Security Addendum (this “Security Addendum”) sets forth the minimum terms and conditions related to RingCentral’s information security program and infrastructure policies that RingCentral agrees to meet and maintain pursuant to the Master Services Agreement (the “Agreement”) to which this Security Addendum is attached. RingCentral has determined that the terms and conditions outlined in this Security Addendum (the “Security Terms”) are the minimum requirements necessary to protect the content of communications transmitted or stored through the Services (as defined in the Agreement) from unauthorized use, access, disclosure, theft, manipulation, reproduction or breach of Confidential Information (“Security Breach”) during the Term, as defined in the Agreement to which this Security Addendum is attached and for any period of time thereafter during which RingCentral has possession of or access to Confidential Information.

The Security Terms outlined below shall not apply to customer-facing Servicesfeatures, nor shall these terms and conditions apply to how Customer managestheir own internal corporate security measures or Customer’s management of any security settings on the Customer’s instance of the RingCentral Services.

2. Information Security Management.
a) Policies and Standards: RingCentral has established, and will maintain, documented policies or standards appropriate to govern the handling of Confidential Customer Data in compliance with the Agreement and applicable law.
b) Administrative, Technical and Physical Safeguards: RingCentral has implemented and will maintain administrative, technical, and physical safeguards to protect Confidential Customer Data. These safeguards include measures to: (i) to protect the security and confidentiality of Confidential Customer Data; (ii) to protect against reasonably anticipated threats or hazards to the security or integrity of Confidential Customer Data; and (iii) to protect against unauthorized access to or use of Confidential Customer Data which could reasonably result in harm to Customer.
c) Revisions to Security Measures: RingCentral reserves the right to modify and revise its technical and non-technical security measures over time.

3. Human Resource Security.
a) Background Checks: Prior to assigning any of its employees to positions in which they will, or RingCentral
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will conduct background checks on such employees, except where prohibited by law.

Background checks will include, for US personnel:
i. a search of the National Criminal Database and a search in each county, if any, in which a criminal history is identified by the National Criminal Database search;
ii. a federal crimessearch of all federal districts in which the applicant haslived (as determined by a self-report and a search against Social Security numbers); iii. a felony and misdemeanor search of all county courts in which the applicant has lived in the past 7 years (as determined by a self-report and the SSN Search; provided that for former addresses located within AL, CO, FL, GA, KY, MD, MO, NE, NM, NY, NC, OR, SC, UT, WA, or WI only, a “statewide” search is permitted in lieu of a county court search; and
iv. a search of any relevant national governmental restricted list, including any list of restricted or prohibited individuals issued by theOFAC. b) Training: RingCentral shall provide training to RingCentral employees and contractors on security and privacy requirements applicable to RingCentral and to the handling and processing of customer information. Such training shall occur at least annually and also during new employee orientation.
c) Non-disclosure: RingCentral shall ensure that its Personnel with access to Customer Confidential Data are bound in writing by obligations of confidentiality sufficient to protect the Customer Confidential Data in accordance with the terms of the Agreement and applicable laws.

4. Asset Management.
a) Media Management: When disposing of or otherwise taking media out of service that contains Confidential Customer Data, RingCentral will destroy or securely erase the media prior to removing it from service.

5. Access Control.
a) Authorized Personnel: RingCentral will limit access to Confidential Customer Data to only those Personnel who have a reasonable need to access the Confidential Customer Data to enable RingCentral to perform its obligations under the Agreement. RingCentral will reevaluate its list of authorized Personnel at least annually. b) Access Controls: RingCentral shall employ access control mechanisms to prevent unauthorized access to Customer Confidential Data. Such mechanisms will have the capability of detecting and logging access to the system or network.
c) Password Administration: Passwords that are associated with RingCentral’s access to the Confidential Customer Data will consist of at least eight (8) alpha numeric characters will include both upper and lower case and include special characters. Passwords, if known by others, must be changed on first login. Passwords must be changed at least every one hundred twenty (120) days.
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Note: one-time-use passwords (such as those associated with Strong Authentication) are exempt from these requirements.
d) Account Lockout due to Failed Login Attempts: Account lockout will occur after no more than six (6) failed access attempts.
e) Unique User Accounts: RingCentral Personnel will have individual User Accounts that authenticate that individual’s access to Confidential Customer Data. RingCentral will not allow sharing of Accounts. For the avoidance of doubt, this does not require RingCentral to rename or cease using admin Accounts that cannot technically or within commercial reason be renamed (Example: root).
f) Periodic Review of Authorized Personnel: RingCentral will maintain a process to review no less frequently than annually the list of authorized Personnel with access to RingCentral production networks and RingCentral data centers.
g) Remote Access Authentication: RingCentral will configure remote access to all production networks containing Confidential Customer Data to require Strong Authentication for such access.
h) Revocation of Access: RingCentral will promptly revoke Personnel’s access to physical locations, networks, and applications that Process Confidential Customer Data upon such Personnel’s termination.

6. Cryptography
a) Data Encryption: RingCentral will encrypt Customer Confidential Data, at Customer’s election, when stored at-rest within RingCentral Data Centers and backups, at-rest if stored on RingCentral laptops, and in-transit over public networks in connection with the performance of the Services pursuant to the Agreement, except for encryption over Public Switch Telephone Networks. Encryption will be implemented using commercial grade, industrystandard encryption with a key length of no less than 256 bits.

7. Physical and Environmental Security
a) Secure Areas: Physicalsecurity safeguards will include physicalsafety and security safeguards at RingCentral controlled facilities where Processing of Confidential Customer Data is performed.

Such physical security safeguards shall meet reasonable commercial standards for office buildings, and reasonable commercial standards for data centers. b) Access and Authorization Processes: RingCentral will maintain a documented authorization and logging process for all persons, including Personnel and visitors, who maintain or otherwise have access to Secure Areas. RingCentral’s authorization process will include at leastthe following:
i. RingCentral will maintain reports for a minimum of 90 days detailing all access to Secure Areas;
ii. RingCentral access systems will be capable of monitoring and logging door alarms at Secure Areas, subject to the terms and conditions of any prior or contemporaneous agreements between RingCentral and any third party vendors or service providers;
iii. Subject to the terms and conditions of any prior or contemporaneous agreements between RingCentral and any third party vendorsor service providers, and to the extent RingCentral is required to maintain card access or video surveillance capability in accordance with those draft for rfp
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agreements:
(1) RingCentral will maintain active service agreements with card access and video surveillance equipmentsupport vendors; and (2) RingCentral will retain all video surveillance image data for a minimum of ninety (90) days from the date such image data was collected.
c) Data Centers: To the extent RingCentral is operating a Data Center, all access to RingCentral areas or cabinets that house service infrastructure equipment will be controlled as follows:
(i) access will be controlled by badge reader at one or more entrance points; (ii) doors used only as exit points will have only “one way” doorknobs or crash bar exit devices installed; (iii) all exit doors will have video surveillance capability; and (iv) card access and video surveillance systems will be tied into generator or UPS backup systems.

8. Operations Security
a) Malicious Code Protection: To the extent practicable, RingCentral will have current antivirus software installed and running to scan for and promptly remove or quarantine viruses and other malware on Windows servers and workstations.
b) Intrusion Detection and Prevention: RingCentral will deploy network intrusion detection and/or network intrusion prevention systems (NIDS/NIPS) that monitor all traffic entering or leaving the Data Centers.
c) Audit and Reporting: For systems or applications associated with the access, processing, storage, communication and/or transmission of Confidential Customer Data, RingCentral will generate audit logs on at least on a daily basis. RingCentral will review the audit logs in accordance with RingCentral’s information security and other Operations policies or at least monthly for indicators of unauthorized access and/or Security Breach. d) Vulnerability Management: RingCentral will use commercially reasonable efforts to run internal and external network vulnerability scans of the Services at least quarterly and after any material change in the network configuration (e.g., new system component installations, changes in network topology, firewall rule modifications, or product upgrades). Vulnerabilities identified and rated as high risk by RingCentral will be remediated within a reasonable time period after RingCentral has actual or constructive knowledge of such security vulnerabilities. e) Annual Pen-Test: RingCentral agrees to annually conduct a penetration test of its RingCentral Office and Glip products. Where applicable, such test will include efforts to find security bugs/bug types listed in the then-current OWASP Top 10 and CWE/SANS Top 25 vulnerabilities.

Vulnerabilities identified and rated as high risk by RingCentral will be remediated within a reasonable time period.

9. Communications Security
a) Firewalls: Ring Central will deploy reasonably appropriate firewall technology in operation of the Services via implementation of stateful firewall(s) and Session Border Controller(s) as appropriate.
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b) Firewall Maintenance: RingCentral will review firewall rule sets annually to ensure that each ACL rule set ends with a “DENY ALL” statement.

10. Product Development and Service Operations
a) Documentation and Training: RingCentral will maintain documentation on overallsystem, network, and application architecture and security infrastructure for theServices. b) Secure Software Development: RingCentral will employ documented secure programming guidelines,standards, and proceduresin the development of applicationsthat process or store Confidential Customer Data.
c) Application Security Testing: RingCentral will perform application security testing on RingCentral Office and Glip applications no less than annually. Automated and/or manual processes and procedures will be employed in performing such testing. d) Change Management: RingCentral will employ an effective, documented change management program with respect to the Services.
e) Data Retention: RingCentral will only retain Confidential Customer Data for as long as is necessary for the purposes for which it was collected and processed, which, for clarity shall permit RingCentral to retain Confidential Customer Data as long as Customer retains it within the relevant Account(s) or application(s) and for a period not to exceed forty-five (45) days after closure of Customer’s Account(s). RingCentral agrees to purge the Confidential Customer Data within forty-five (45) days of Customer’s closure of such Account(s).

11. Supplier Relationships
a) Subprocessing: Customer agrees that use of subcontractors under the Agreement is permitted, provided that RingCentral flows down its obligations under this section to protect Confidential Customer Data to any subcontractor it appoints such that, as applicable, the processing terms of the subcontract with respect to Confidential Customer Data are no less onerous than the processing terms set out in this section

12. Security Incident Management
a) Data Breach: In the event of a known Data Breach of Confidential Customer Data, RingCentral will undertake commercially reasonable efforts to notify Customer promptly and will undertake commercially reasonable efforts to update Customer of developments relating to the Data Breach. Notice will be provided to Customer’s admin users and/or business contact of record on the Account.
b) Remediation: In the event RingCentral knows of unauthorized access of Confidential Customer Data, RingCentral will: (i) investigate the unauthorized access; (ii) implement a commercially reasonable remediation plan (RingCentral acknowledgesthat any legal requirements under Data Privacy Legislation imposed on RingCentral in the case of a breach of personal information is deemed to be commercially reasonable) to address the unauthorized access and to mitigate the incident and reasonably prevent any further incidents; (iii) take commercially reasonable measures to remediate the effects of the unauthorized access in accordance with draft for rfp
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remediation plan; and (iv) reasonably cooperate with any law enforcement or regulatory official investigating such unauthorized access.

13. Audits and Compliance
a) Independent Assessments: For its RingCentral Office and Glip services, RingCentral will conduct an independent assessment consisting of a Report on Controls at a Service Organization relevant to Security and Availability (“SOC2” Type II) at least annually by a reputable independent third party organization.
b) Compliance with Laws: RingCentral will comply with all applicable laws and Data Privacy Legislation that are in effect during the term of the Agreement related to the security of the Confidential Customer Data.
c) Permitted Uses and Disclosures of Confidential Information: RingCentral will not use or disclose any Confidential Customer Data contrary to the provisions of the Agreement, and any use or disclosure of any Confidential Customer Data is specifically and expressly limited to the use or disclosure that is reasonably necessary to provide the Services or for RingCentral to otherwise perform its obligations under the Agreement, or such use or disclosure that is otherwise authorized under the Agreement.
d) Right to Audit: Customer may, on one (1) occasion within any consecutive twelve (12) month period, request with thirty (30) days prior written notice in accordance with the Agreement, and on mutually agreed upon terms (which shall include withoutlimitation Customer’s agreement to provisions related to the protection and confidentiality of Confidential Customer Data that is in RingCentral’s sole discretion adequate to protect RingCentral’s information assets), to perform, during RingCentral’s normal business hours, without the disruption of RingCentral’s normal business operations, and at Customer’s sole expense (which may include the reimbursement of RingCentral for any time RingCentral employees spend conducting or assisting with such audit), a reasonable security audit of RingCentral’s Data Centers, Office facilities, procedures, and documentation in order to ascertain compliance with applicable law, these information security requirements, non-disclosure agreements, and any agreements between Customer and RingCentral with respect to Confidential Customer Data (“SecurityAudit’).

14. Definitions. For purposes of this Security Addendum only, capitalized terms, not otherwise defined herein, have the meaning set forth in the Agreement. a) “Confidential Customer Data” means all Customer Communications, customer account information and customer proprietary network information (“CPNI”) as that term is defined in Section 222 of the Communications Act of 1934, 47 U.S.C.222, as amended, which includes information available to RingCentral or its Affiliates by virtue of RingCentral’srelationship with Customer as a provider of the Services.
b) “Customer Communications” means the content of calls, facsimiles, SMS messages, voicemails, voice recordings, conferences or other communications transmitted or stored through the Services.
c) “Data Breach" means any: (i) unauthorized Processing of Confidential Customer Data (for the avoidance of doubt, “unauthorized Processing” includes, but is not limited to: misuse, loss, destruction,
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Customer Data). Any takeover of an individual Customer User or End User Accounts is not considered Security Breach, however, account takeover events will be communicated to Customers’ admins when and if such activity is discovered on Customer Accounts. d) “Data Center” means a facility at which RingCentral service infrastructure (physical and virtual systems) are deployed and maintained in support of operation of theServices. e) “Data Privacy Legislation” means all United Stated federal and California laws and regulations, as well as the EU Data Protection Directive 95/46/EC as it applies to the United Kingdom, the Data Protection Act 1998 (U.K.), the Electronic Communications Privacy Act(U.S.). f) “Personnel” means RingCentral employees, contractors orsubcontractors. g) "Process" means access, collection, retention,storage, transfer, disclosure, use, erasure, or destruction, in relation to Confidential CustomerData.
h) “Strong Authentication” means the use of authentication mechanisms and authentication methodologies stronger than the passwords required by the applicable requirements herein (examples of Strong Authentication mechanisms and methodologies include but are not limited to digital certificates, two-factor authentication, and one-timepasswords).

15. Order of Precedence. In the event of any conflict between the provisions of the Agreement that apply to this Security Addendum and the provisions of this Security Addendum, such provisions of this Security Addendum will prevail.
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Attachment – Public Sector Entity’s Ts & Cs Required by Statute Page 1 of

ATTACHMENT G
Attachment – Public Sector Entity’s Terms & Conditions Required by Statute This Attachment is a part of the Master Services Agreement (the “Agreement”) that includes the terms and conditions agreed by the Parties under which RingCentral will provide the RingCentral Services to Customer.

In the event of any conflict between the provisions of the Agreement and the provisions of this Attachment, such provisions of this Attachment will prevail. [Editor’s NOTE: The public sector entity’s terms and conditions required by statute can be mutually crafted from public entity’s form of contract and included in the MSA via this Attachment]

1. [place holder]

2. [place holder] etc.
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DPA USA 20181002 Page 1 of 5

ATTACHMENT H

DATA PROCESSING ADDENDUM
This Data Processing Addendum ("DPA") is made as of the Effective Date by and between RingCentral and Customer (each a "party", together the "parties"), pursuant to the Agreement for the provision of RingCentral Services to Customer.

This DPA is supplemental to the Agreement and sets out the terms that apply when Personal Data from the European Economic Area is processed by RingCentral under the Agreement on behalf of Customer.

Other capitalizedterms usedbut not definedin thisDPA have the samemeanings asset out in theAgreement.

1. Definitions

1.1 For the purposes of this DPA:
(a) "Agreement" means the main written or electronic agreement between Customer and RingCentral for the provision of any RingCentral services ("Services") to Customer, specifically, the RingCentral Master Services Agreement. (b) "Applicable Data Protection Laws" means all data protection and privacy laws applicable to the processing Personal Data under this DPA, including, where applicable, EU Data Protection Legislation.
(c) “EEA" means the European Economic Area, including the UnitedKingdom. (d) "EU Data Protection Legislation” Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (General Data Protection Regulation) (GDPR), ), and any and all applicable national data protection laws made under or pursuant to the GDPR, as may be amended or superseded from time totime. (e) "Controller" shall mean the entity which, alone or jointly with others, determines the purposes and means of the processing of Personal Data;
(f) "Processor" shall mean an entity which processes Personal Data on behalf of the Controller;
(g) “Personal Data” means any information relating to an identified or identifiable natural person;
(h) ”Privacy Shield” means the EU-US and Swiss-US Privacy Shield self-certification programs operated and administered by the U.S. Department of Commerce; and (i) ”Privacy Shield Principles” means the Privacy Shield Framework Principles (as supplemented by the Supplemental Principles) contained in Annex II to the European Commission Decision C(2016)4176 of July 12, 2016 (as amended, superseded or replaced);
(j) "Security Incident” means accidental or unlawful destruction, loss, alteration, unauthorized disclosure of or access to Personal Data;

2. Applicability of DPA
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DPA USA 20181002 Page 2 of 5

2.1 Applicability of DPA. This DPA will apply only to the extent that RingCentral processes Personal Data originating from the EEA on behalf of a Customer or Customer Affiliate located inthe EEA.

2.2 Usage Data. Notwithstanding anything in this DPA, RingCentral will have the right to collect, extract, compile, synthesize and analyse data resulting from the Customer's use or operation of the Services, including by way of example and without limitation, information relating to traffic data, log data, network monitoring data, log data, device data and call detail data (the "Usage Data"). To the extent such Usage Data is collected or generated by RingCentral, such data will be solely owned by RingCentral and may be used by RingCentral for any lawful business purpose without a duty of accounting to Customer. For the avoidance of doubt, this DPA will not apply to Usage Data.

3. Roles and responsibilities.

3.1 Parties' Roles. Customer, as Controller, appoints RingCentral as a Processor to process the Personal Data that is the subject of the Agreement on Customer's behalf.

3.2 Purpose Limitation. RingCentral shall process the Personal Data for the purposes described in Annex A, except where otherwise required by applicable law. Any additional processing required by Customer outside of the scope of the Agreement willrequire prior written agreement between the parties, including agreement on any additional fees that Customer may be required topay.

3.3 Security. RingCentral will maintain appropriate security measures to safeguard the security of Personal Data. RingCentral will maintain an information security and risk management program based on commercial best practices to preserve the confidentiality, integrity and accessibility of Personal Data with administrative, technical and physical measures conforming to generally recognized industry standards and practices. RingCentral shall implement appropriate technical and organisational measures to protect the Personal Data from accidental or unlawful destruction, loss, alteration, unauthorized disclosure or access.

3.4 Privacy Shield: To the extent that RingCentral processes (or causes to be processed) any Personal Data originating from the EEA in a country that has not been designated by the European Commission as providing an adequate level of protection for Personal Data, such Personal Data shall have adequate protection (within the meaning of EU Data Protection Legislation) by virtue of RingCentral having self-certified its compliance with the Privacy Shield Framework. To the extent that RingCentral processes (or causes to be processed) any such Personal Data outside of the EEA, it shall commit to apply the Privacy Shield Principles or any other transfer mechanism in compliance with EU Data Protection Legislation.

3.5 Compliance: Customer, as Controller, shall be responsible for ensuring that:
(a) it has complied, and will continue to comply, with all Applicable Data Protection Laws, including in any instructionsitissued to RingCentral under this Agreement and DPA; and (b) it has, and will continue to have, the right to transfer, or provide access to, the Personal Data to RingCentral for processing in accordance with the terms of the Agreement and this DPA.

4. GDPR obligations

4.1 Applicability of Section: This Section 4 shall apply to the processing of Personal Data that is within the scope of the GDPR / that originates from the
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4.2 Confidentiality of processing. RingCentral shall ensure that any person that it authorizes to process the Personal Data shall be subject to a duty of confidentiality (whether a contractual or a statutory duty).

4.4 Sub-processors. Customer agrees that RingCentral may engage RingCentral affiliates and third party sub-processors (collectively, "Sub-processors") to process the Personal Data on RingCentral's behalf. . RingCentral shall impose on such Sub-processors data protection terms that protect the Personal Data to the same standard provided for by this DPA and shall remain liable for any breach of the DPA caused by a Sub-processor. The Sub Processors engaged by Ring Central are noted on the RingCentral Subprocessor List and are available at https://netstorage.ringcentral.com/documents/RingCentral_Subprocessor_List.pdf.

4.5 Changes to Subprocessors. RingCentral may, by giving reasonable notice to the Customer, add or make changes to the Sub-processors. If the Customer objects to the appointment of an additional Sub-processor within five (5) calendar days of such notice on reasonable grounds relating to the protection of the Personal Data, then the parties will discuss such concerns in good faith with a view to achieving resolution. If such resolution cannot be reached, then RingCentral will either not appoint the Sub-processor or if this is not possible, Customer will be entitled to suspend or terminate the affected RingCentral service in accordance with the termination provisions of the Agreement.

4.6 Security Incidents. Upon becoming aware of a Security Incident, RingCentralshall notify Customer without undue delay at the contact information that Customer has provided in the Service Portal and shall provide such timely information as Customer may reasonably require, including to enable Customer to fulfil any data breach reporting obligations under EU Data Protection Legislation.

4.7 Cooperation and data subjects' rights. RingCentral shall, taking into account the nature of the processing, provide reasonable assistance to Customer insofar as this is possible, to enable Customer to respond to requests from a data subject seeking to exercise their rights under EU Data Protection Legislation. In the event that such request is made directly to RingCentral, RingCentral shall promptly inform data subject to contact the Customer of the same. It is Customer’s sole responsibility to ensure that any administrator identified for Customer’s RingCentral account to manage and carry out data subject requests has appropriate authority to fulfil the data subjectrequests.

4.8 Data Protection Impact Assessments: RingCentral shall, to the extent required by EU Data Protection Legislation, upon Customer's request and at Customer’s expense, provide Customer with reasonable assistance with data protection impact assessments or prior consultations with data protection authorities that Customer is required to carry out under EU Data Protection Legislation.

4.9 Provision of Security Reports: RingCentral shall provide, upon Customer's request, copies of any relevantsummaries of externalsecurity certifications or security audit reports necessary to verify RingCentral compliance with this DPA.

4.10 Other audits: While it is the parties' intention ordinarily to rely on the provision of the documentation at Section 4.9 above to verify RingCentral's compliance with this DPA, RingCentral shall permit the Customer (or its appointed third-party auditors) to carry out an audit of RingCentral's processing of Personal Data under the Agreement following a Security Incident suffered by RingCentral, or upon the instruction of a data protection authority. Customer must give RingCentral Thirty (30) days prior notice of such intention to audit, conduct its audit at Customer’s own costs and during normal business hours, and take all reasonable measures to draft for rfp
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DPA USA 20181002 Page 4 of 5
prevent unnecessary disruption to RingCentral's operations. Any such audit shall be subject to RingCentral's security and confidentiality terms and guidelines.

4.11 Deletion or return of data: Upon termination or expiry of the Agreement, and upon written request RingCentral shall, at Customer's election, delete or return to Customer the Personal Data (including copies) in RingCentral's possession, save to the extent that RingCentral is required by any applicable law to retain some or all of the PersonalData.

5. Miscellaneous

5.1 Except as amended by this DPA, the Agreement will remain in full force and effect.

5.2 If there is a conflict between the Agreement and this DPA, the terms of this DPA will control.

5.3 Any claims brought under this DPA shall be subject to the terms and conditions, including but not limited to, the exclusions and limitations set forth in theAgreement. draft for rfp
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DPA USA 20181002 Page 5 of 5

ANNEX A

DETAILS OF THE PROCESSING
Nature and Purposes of Processing:

RingCentral is a US-based provider of software-as-a-service ("SaaS") solutions for the way employees communicate and collaborate in business. RingCentral provides cloud-based communications and collaboration services for high-definition voice, video, SMS, messaging and collaboration, conferencing, online meetings, and fax (the "Services"). RingCentral processes the personal data of the individuals who participate in these communications, including Customers and End Users (Customer employees and authorized users).

RingCentral administersthe Customer's account, including providing the Customer with usage and analytic reports concerning the Customer's use of the Services.

Categories of Data Subjects:

Customer and End Users who use the Services, and any data subject who uses the RingCentral Services at request of and in connection with the business of the Customer.

Type(s) of Personal Data Processed:

The personal data transferred concerns the following categories of data for the data subjects:
• Identification information for Customer, contact information (address, telephone number (fixed and mobile), e-mail address, fax number), employment information (jobtitle). • Identification information for anyone who uses the RingCentral Services at the request of and in connection with the business of the Customer (including telephone number (fixed and mobile) and email address)
• Any other personal data that the Customer or users choose to include in the content of the communications that are sent and received using the RingCentral Services The personal data transferred to RingCentral for processing is determined and controlled by the Customer in its sole discretion. As such, RingCentral has no control over the volume and sensitivity of personal data processed through its Services by the Customer or users.

Special Categories of Data:

RingCentral does not intentionally collect or process any special categories of data in the provision of its Services.

Duration of Processing:

The personal data will be processed for the term of the Agreement, or as otherwise required by law or agreed between the parties.
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ATTACHMENT B, Exhibit 1

EXAMPLE
RingCentral Professional Services
Statement of Work for Implementation Services
This RingCentral Professional Services Statement of Work for Professional Services (this “SOW”) is executed by RingCentral (“RingCentral”), and ___________(the “Customer”) pursuant to, and is subject to, the terms and conditions set out in this SOW and the PS Agreement attached to the Agreement executed by Customer and RingCentral on or about ___________, 20__ (the “Agreement”). Capitalised terms used in this SOW but not otherwise defined shall have the respective meanings given to them in the Agreement.

Customer:

Quote/SOW Number:

Labor Cost:

Project Phases: [Select One. Delete the others]
• Single Phase Project
Scope of the Phase Value Completion Criteria
Phase All the Professional Services
described in this SOW.

Same as Labor Cost. (Plus
Taxes and Service Expenses).

Completion of all Professional Services
described in this SOW.
• Multiphase Project. - Per Site
Scope of the Phase Value Completion Criteria
Phase Each Site listed in the Appendix A
of this SOW constitute an
independent Project Phase
Rate per Site per Appendix A
(Plus Taxes and Service
Expenses).

Completion of all Professional Services
described in this SOW for each Site.
• Multiphase Project. – Per Milestone.

Scope of the Phase Value Completion Criteria
Phase 1 Planning and Design $__________ (Plus Taxes
and Service Expenses).

Planning and Design Sessions and
Execution of the BRD.

Section 2 of this SOW.

Phase 2 Network Assessment and User
Interface Build-Out. $__________ (Plus Taxes
and Service Expenses).

Completion of the Network Assessment
and UI Build Out in accordance to the
BRD.
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Sections 3 & 4 of this SOW.
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Phase 3 Project Implementation, Training,
and Testing.
$__________ (Plus Taxes
and Service Expenses).

Completion of the Deployment and
Training services described in
Sections 5 and 6 of this SOW.

The following activities shall be performed in accordance with this Statement of Work and the Agreement at the location(s) and for the number of Users and Sites indicated in the attached Appendices:

1. Assignment of a designated Project Manager (“PM”) – The RingCentral PM will act as Single Point of Contact (SPOC) for delivery services following the Project Management Institute (PMI) standard methodology. The RingCentral Project Manager will be responsible for the following activities in connection with this Statement of Work (SOW):
o Internal and external kickoff session hosted by RingCentral; o Defining project tasks and personnel requirements;
o Completing resource assignment and scheduling in alignment with project schedule; o Set up of project documentation and timelines in collaboration with designated Customer SPOC;
o Identifying and mitigating project risks and issues;
o Alignment of scope of services with customer expectations during kickoff; o Developing, reviewing, authorizing, implementing, and managing change requests and interventions (Perform Change Management) to achieve project outputs; o Facilitating and leading regular status update meetings, prioritizing projects and conducting planning sessions with team members, project sponsors, and Customer steering committees, as applicable; and
o Performing closure procedures at the conclusion of project activities.

2. RingCentral Planning and Design (“P&D”) and Business Requirements Document (“BRD”) review – During this process, the Customer engages its subject matter experts (SME’s) to define, capture, record, and review the existing Customer environment and design for the future-state Customer solution. The locations and number of users involved in the Planning and Design process are set forth in Appendix B. The RingCentral PM will be responsible for introducing the Business Requirements Document to the Customer. The BRD is a form that should be filled out by the Customer Project Manager with the assistance of the RingCentral Project Manager during this Planning and Design stage. A RingCentral Deployment Architect will review the completed BRD form with the Customer to clarify any design questions and ensure a smooth transition. The fully reviewed BRD is signed off by RingCentral’s Project Manager and Customer’s Project Manager prior to moving to deployment. Any changes to the fully executed BRD will require a Change Order and may subject to additional fees.

Data captured may include, but is not limited to, the following:
o Customer Site Information;
o User Upload;
o Data collection for End-User Training;
o Data collection for Administrator Training;
o Porting data;
o Call Flow – Current state and future state desires;
o Deployment
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Overview;
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o Go-Live Readiness Report Card;
o Any/all other relevant information to fully understand the customer’s phone system’s current state;
o Any items deemed outside standard delivery requirements may incur fees via Change Order, or may fall outside of the Professional Services SOW.

Delay in completing and returning Customer documentation may result in an adjustment of project timeline and additional fees.

3. Network Readiness Assessment – This will provide the Customer with an assessment of the network connection between RingCentral and the Customer’s network. RingCentral’s Solution Architect will provide the following:
o Network Requirements and Recommendations;
o Probe Installation Guide;
o Assistance with probe installation and connection with RingCentral cloud probes; o Early feedback on collected measurement results and network configuration suggestions during 5 business days of probe operation;
o Presentation of measurement results and final network improvement recommendations; o Documented report containing results and recommendations.

If you are shipped a hardware probe for the RingCentral network assessment there will be a $500.00 charge to your RingCentral account if the probe is not returned within 10 business days following the completion of the network assessment tests.

4. RingCentral User Interface (“UI”) Build Out – RingCentral will remotely configure the user interfaces in the system (“UI Build Out”) based on the specifications agreed between the parties in the BRD. The UI Build Out will include the features and applications listed in this section, for up to the number of Users and the locations set forth in Appendix C. Additional Users and locations not listed in Appendix C are subject to additional fees via Change Order. Customization of user endpoints are not included in standard UI Build Out including, but not limited to presence, intercom, forwarding, or speed dials.

The UI Build Out will include:
o Core Office scripting and UI administration
 Users – This portion of the UI Build Out includes the following:
• Extension Number;
• First Name;
• Last name;
• Email address; and
• E911, 999/112 Address (Customer shall verify that this address is correct in the system within twenty-four (24) hours of notification by RingCentral Personnel that the UI Build Out is complete.)
o Auto Attendant - This portion of the UI Build Out includes the following (as agreed upon and documented in the BRD):
 Configuration of the Call Flows for the routing of calls during business hours including the setup of Auto Receptionist features, routing and/or IVR menu creation, and the draft for rfp
Advanced Rules setup needed for routing menus; and
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 Configuration of the Call Flows for the routing of calls after business hours including the setup of Auto Receptionist features, routing and/or IVR menu creation, and the Advanced Rules setup needed for routing menus.
o Call Routing - This portions of the UI Build Out includes the following (as agreed upon and documented in the BRD):
 Configuration of the groups to be used for call routing including Virtual Extensions, Call Queue Groups, Message and Announcement Only Extensions.

5. RingCentral Deployment – This stage of the project, will provide technical resources for testing, staging, and deployment of RingCentral phones for digital lines in the locations listed in Appendix A (“Sites”). All travel and expenses ( “Service Expenses”) will be billed to the Customer Monthly in arrears. Additional users, Sites, and Sites Visits not listed in Appendix A are subject to additional fees via Change Order.
o Up to Five (5) one (1) hour end user training sessions for customer provided “train the trainer” capability plus recordings from those sessions and RingCentral University access

6. Training – RingCentral Professional Services will provide resources to complete the following:

Admin Training - RingCentral Professional Services will provide resources to complete the following:
o Up to three (3) hours of remote Admin training
o Sessions cover the following:
 Building, activating, disabling and deleting users;
 Manage user settings with role, templates, and user groups (if applicable);  End user portal, phone system admin, system company info, caller ID, and directory assistance;
 Managing phones and numbers including assisted provisioning;  Call flow management;
 Reports and call logs;
 RingCentral applications (Glip, Meetings, Desktop, Mobile - if applicable); and  Familiarization with Support/Training/Help resources
o Session recordings are included at no additional cost o Online, self-service Admin training included via RingCentral University at no additional cost o Additional Admin sessions available at an additional cost via change request o Custom Admin training, documentation, and videos available at an additional cost via change request
End User Training - RingCentral Professional Services will provide resources to complete the following:
o Up to (x) one (1) hour remote End User training sessions  Note: The number of End User sessions is calculated based on digital lines (DL). Each DL is equivalent to one end user. Each session can accommodate up to 50 end users. o Sessions cover the following:
 Account activation;
 Extension Settings;
 Desk phones - standard configuration (custom configuration training is available with draft for rfp
prior notice);
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 RingCentral applications (Glip, Meetings, Desktop, Mobile - if applicable); and  Familiarization with self-service Help resources
o Session recordings are included at no additional cost o Online, self-service End User training included via RingCentral University at no additional cost o Additional End User sessions available at an additional cost via change request o Custom End User training, documentation, and videos available at an additional cost via change request

7. Customer Responsibilities – The Customer is responsible for aspects not specifically included in this Statement of Work. Out of scope items include:
o The customers LAN/WAN infrastructure;
o Network minimum requirements for RingCentral as a Service model;  Quality of Service (QoS) configuration;
 Firewall or Access Control List (ACL) configuration;
 Power over Ethernet (POE) port activation / configuration; o Telephone Number Porting;
o Configuration and software installation on customer PCs; o Overhead paging;
o Postage Machines;
o Credit Card or Point of Sale (POS) Machines;
o Door buzzer or Automatic Door Controller;
o Third party SIP phones;
o Headsets;
o Analog Devices.

8. Customer’s Telephone Number Porting –The Customer is responsible for the telephone number porting. Customer and RingCentral agree that RingCentral is not responsible for the portability of any individual number or group of numbers and the sign-off the Professional Services Project Completion Signoff Document shall not be withheld by Customer for delays in the porting of the numbers.

Notwithstanding the above, the RingCentral Project Manager, upon Customer request, shall assist the Customer with this responsibility by performing the following tasks for each Site:
o The RingCentral Project Manager shall assist the Customer with the initial submission of port requests and shall assist in up to three (3) rejections/resubmissions per location or 90 days from submission, whichever occurs first;
o Any additional port rejections will be the responsibility of the Customer; o Customer shall provide RingCentral all appropriate Letters of Authorization (“LOA”'s), billing information, and authorized signer for each location;
o Porting submissions will include numbers mapped to correct route as “company” numbers or Direct Dial phone numbers;

9. Delays - Any delays in the performance of consulting services or delivery of deliverables caused by Customer may result in additional charges for resource time and additional Service Expenses.

10. Project Phasing. - The Professional Services may be delivered in one or more phases as set forth in this SOW. This SOW describes the milestones, objectives, Deliverables, Sites, fees and other components that are included in the scope of each phase (“Project Phases”). The Professional Services may also be provided on a time and material basis (“T&M Services”) paid by the hour based on the draft for rfp
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then current T&M Services Hourly Fee offered by RingCentral, and calculated on the bases of RingCentral service records. Customer agrees that the delivery, installation, testing, acceptance and payment for the Professional Services rendered under any one Project Phase is not dependent on the delivery, installation, testing, acceptance and payment for the Professional Services under any other Project Phase. Each Project Phase will be billed upon Acceptance, and Payment for each Project Phase is due in full within the applicable payment period agreed between the parties and is non-refundable.

IN WITNESS WHEREOF, the Parties have executed this Statement of Work below through their duly authorized representatives.

Customer RingCentral
_________________ RingCentral, Inc.

By: By:

Name: Name:

Title: Title:

Date: Date:
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RingCentral Professional Services
Statement of Work for Professional Services
Appendix A
Sites
Site Address Rate per Site Service
Expenses
Number of Users. Number of Visits
RingCentral Professional Services
Statement of Work for Professional Services
Appendix B
Planning and Design Location
Planning and Design Location Address(s): Up to # of Users draft for rfp
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RingCentral Professional Services
Statement of Work for Professional Services
Appendix C
Build Out Locations
RingCentral Build Out Location Address(s): Up to # of Users draft for rfp
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Region 4 Education
Service Center
RFP

8. Open Records Policy
Proposals submitted in response to this RFP become a matter of public record subject to release after Contracts are executed. If an Offeror believes its response, or parts of its response, may be exempt from disclosure, the Offeror must specify page-by-page and line-by-line the parts of the response, which it believes, are exempt. In addition, the Offeror must specify which exception(s) are applicable and provide detailed reasons to substantiate the exception(s). Offeror must provide this information on the “Acknowledgement and Acceptance of Region 4 ESC’s Open Records Policy” (Appendix C, Doc #1). Any unmarked information will be considered public information and released, if requested under the Public Information Act. Price is not confidential and will not be withheld.

Acknowledged
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California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.

Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:

An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.

A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:

1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Councilmember(s):
___ NO

2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Councilmember(s):
___ NO
Docusign Envelope ID: 169A3338-648D-4F47-B443-BA7D3A14C0DA #3..
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Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.

HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
Docusign Envelope ID: 169A3338-648D-4F47-B443-BA7D3A14C0DA RingCentral
4/30/2025
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Last Revised: 3/21/2025
Authorization to Purchase (Over $100K)
The Scope of Work must be included with the “Authorization to Purchase form” when routing for signature.

Local Vendor: Is the local vendor currently performing this service? Yes ____ No ____ If an RFP solicitation is performed, will this fall under Administrative Directive 3.1 - Selection Procedures for Professional Services who provide Architectural and Engineering Services for Capital Projects? Yes ____ No ____ If yes, please advise what Engineering Department staff will be approving the RFP document?
Current Vendor:

Known Qualified Vendors:

DESCRIPTION:

BACKGROUND:

NEW TECHNOLOGY PURCHASES
Does the new technology meet the criteria to be reviewed by the Technology Steering and Alignment Committee (TSAC)? Yes ____ No ____
If yes, was it approved by this committee? Yes ____ No ____ Department: Date:

Subject:
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Last Revised: 3/21/2025
FUNDING:

Actual cost for last 5 fiscal years with
annual breakdown:

Year 1 – $
Year 2 – $
Year 3 – $
Year 4 – $
Year 5 – $
ESTIMATED ANNUAL NEW CONTRACT COST:

TERM OF CONTRACT:

TOTAL NEW CONTRACT COST:

Justification for increase in cost:

Funding Source:

FEDERAL FUNDED:

Print Name Signature Date
Requestor
Reviewed by Budget
Name
Department Approval
Financial Analyst
Reviewed by City Engineer
(if applicable)i
Department Director
Reviewed by IT (if applicable)ii
City Engineer
Reviewed by Purchasing
Chief Information Officer
Reviewed by Finance
Purchasing Manager
Authorized to Purchase
Director of Finance
City Manager
i For infrastructure improvements in City right-of-way
ii Information technology (IT) purchases will require Chief Information Officer Signature Yes No If grant funding is involved, please confirm the grant deadline of when these funds must be expended. _____________________ #3..
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Initial Order Form Page 1 of 4
.

INITIAL ORDER FORM
This Initial Order Form is a binding agreement between RingCentral, Inc. ( ) and City of Modesto ( or ) (together the ), for the purchase of the Services, licenses, and products listed herein. This Initial Order Form is subject to and incorporates the terms and conditions of: (i) the separate written agreement, executed by the Parties governing the purchase of the Services described in this Order Form, or (ii) the RingCentral Online Terms of Service available at https://www.ringcentral.com/legal/eulatos.html, if there is no written agreement in place (hereinafter (i) and (ii) referred to as the ). Capitalized terms not defined herein shall have the same meanings as set forth in the applicable Agreement between the Parties. Unless agreed by both Parties in writing, any terms or conditions set forth in a Customer-issued purchase order or ordering document shall not apply.

Please note that RingCentral MVP is now RingEX. All references to RingCentral MVP , whether in terms of service, advertising or product descriptions, mean RingEX . Customer Service Provider City of Modesto RingCentral, Inc.
1010 10th St
Modesto, CALIFORNIA 95354
United States
20 Davis Drive
Belmont, CA 94002
United States
Kyle Ford
[email protected]
Service Commitment Period
Start Date: June 02, 2025
Initial Term: 36 Months
Renewal Term: 24 Months
Payment Schedule: Annual
RingEX Services
Recurring Services
Summary of Service Qty Rate Subtotal
DigitalLine Unlimited Advanced 1,300 $155.88 $202,644.00 DigitalLine Unlimited Advanced $107.88
Compliance and Administrative Cost Recovery Fee $36.00
e911 Service Fee $12.00
Digital Line Unlimited* Advanced 250 $95.88 $23,970.00
Digital Line Unlimited* Advanced $47.88
Compliance and Administrative Cost Recovery Fee* $36.00 e911 Service Fee* $12.00
1,550 $36.00 $55,800.00
Additional Local Number 500 $6.00 $3,000.00
Recurring Professional Services 699 $1.00 $699.00
Annual Recurring Services* $286,113.00
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Initial Order Form Page 2 of 4
One-Time Items
Summary of Item(s) Qty Rate Subtotal
Poly Trio C60 Smart Conference Phone 5 $558.90 $2,794.50 Poly Edge E320 IP Phone 500 $98.10 $49,050.00
Poly Edge E350 IP Phone 50 $105.75 $5,287.50
Poly Edge E550 IP Phone 200 $149.40 $29,880.00
One-Time Total $87,012.00
RingCX Services
Recurring Services
Summary of Service Qty Rate Subtotal
RingCX, named agent seat 60 $780.00 $46,800.00
Call recording storage - 30 days, per seat 60 $0.00 $0.00 Advanced Support - Enhanced - RCX 60 $216.00 $12,960.00 Annual Recurring Services* $59,760.00
Total Initial Amount*** $432,885.00
*Amounts are exclusive of applicable Taxes, Fees, and Shipping Charges. ***Please refer to the special terms for the estimated Federal Universal Service Fund Fee and State and Local Taxes, which is in addition to this amount. Exact amounts will generally be determined at the time of billing.

Overage Rates*
RingCX Services Rate
RingCX, named agent seat on demand $95.00
Inbound calls to North America toll-free numbers, per 10 min $0.14 Outbound calls via automated dialer to North America numbers, per 10 min $0.16 IVR calls processing, overage per 10 minutes $0.20
Call recording storage - 30 days, overage per seat $0.00 Disconnect Scrub, per 10 scrubs $0.08
Automated speech recognition, per 10 minutes $0.30
RingCX Analytics - Historical Data Retention 2Y $30.00
RingCX Analytics - Historical Data Retention 3Y $45.00
RingCX Analytics - Historical Data Retention 4Y $60.00
RingCX Analytics - Historical Data Retention 5Y $75.00
RingCX Analytics - Historical Data Retention 6Y $90.00
RingCX Analytics - Historical Data Retention 7Y $105.00 RingCX Analytics - Historical Data Retention 8Y $120.00 Cost Center Billing
information to RingCentral at
least 10 days prior to the issuance of the invoice. After the information is received, it will be reflected on future invoices, but will not be adjusted retroactively on past invoices. If purchasing additional services through the administrative portal, it is the custom responsibility to assign cost centers at the time of purchase; otherwise, those services will not be allocated by cost center on the next invoice. Please note that cost center allocation is not available for certain items, such as minute bundles and credit memos. For #3..
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Initial Order Form Page 3 of 4
additional questions, please contact the RingCentral invoice billing team at [email protected]. Free Services Amount Customer will receive the amount(s) indicated below (the Free Service Amount recurring Services set forth in this Order Form and any applicable taxes and fees associated with those Services invoiced by RingCentral. The Free Service Amount is non-transferable and non-refundable and will expire upon termination of this Order Form.

The Customer will be responsible for paying for any additional services and products ordered, and any applicable associated taxes and fees.

RingEX Free Services Amount: 79,092.87 US Dollars
RingCX Free Services Amount: 14,940.00 US Dollars
.Customer Reference. Customer may promote their use of RingCentral services and agrees that RingCentral may identify customer as a user of the services. All press releases or quotes regarding Customer s use of service will be pre-approved by Customer, which consent will not be unreasonably withheld. Add-on Services. Customer is responsible for reviewing additional terms and conditions that may apply to RingCentral add-on services (where available) and certain Advanced Support Services listed on this order form, and which are available at https://www.ringcentral.com/legal/add-on-services.html. Special Terms & Notes Cooperative Agreement
1) Applicable Agreement. This Order Form is subject to the terms and conditions specified in the RingCentral Master Services Agreement (MSA) incorporated into the Region 4 Education Service Center (ESC) Contract # R200902 for Unified Communications as a Service (UCaaS) with RingCentral Inc. Effective: October 1, 2020 at its Appendix B, found at:
https://public.omniapartners.com/suppliers/ringcentral/contract-documentation#c38627, and administered by OMNIA Partners for Region 4 ESC.
2) A separately executed MSA is NOT required between the OMNIA Partners Participant and RingCentral. The following Attachments to the MSA are incorporated into and form a part of the MSA applicable to this Order Form:

Exhibit A Definitions
Service Attachment A RingCentral RingEX (fka Office)
Service Attachment RingCX Services
3) Contract Number R200902 must appear on:

RingCentral quotations to the OMNIA Partners Participant; The
The RingCentral invoice.
4) Eligible Entity must issue RingCentral a purchase order for any subsequent purchases made through the RingCentral Administrative Portal.
5) Venue and Choice of Law is California.
6) Renewal: Eligible Entity may continue to renew its subscription with RingCentral under OMNIA Contract R200902 until it expires.

Subscription terms that exceed the OMNIA Contract R200902 term shall remain valid, subject to any limiting terms. Eligible Entities that would like to renew subscription services after expiration of OMNIA Contract R200902 may, subject to mutual consent of the Parties and the terms of the OMNIA contract, continue their subscription under OMNIA in one of the following ways:
a. If RingCentral does not receive a subsequent OMNIA contract award, Eligible Entity may continue to renew its subscription services under OMNIA Contract R200902.
b. If RingCentral does receive a subsequent OMNIA contract award, Eligible Entity may continue to renew its subscription services under that subsequent OMNIA contract.

All Services
The estimated annual amount of the Federal Univeral Service Fund and the State and Local Taxes are $18,631.18 and $50,474.62, respectively.

RingEX
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Initial Order Form Page 4 of 4
Non-Standard Terms

1. nd
Support of standard Unified Integration Platform.

RingCX
RingCX Analytics. RingCX Analytics includes real-time and historical reporting as custom and pre-built visual dashboards with predefined reports. RingCentral will retain historical reporting data according to your selected historical data retention period after which data will be purged on a rolling basis. Retention periods apply to all users of the RingCX product and will be billed on a per seat per month basis.
d. Access
to longer periods of analytics data may be purchased according to the table above. The applicable retention period selected for the Services above is 1 year.

Customer must contact RingCentral support to modify historical reporting data retention periods, if available.

IN WITNESS WHEREOF, the Parties have executed this Initial Order Form above through their duly authorized representatives.

Customer RingCentral
City of Modesto RingCentral, Inc.

By: \RCsign1\ By:

Name: \RCname1\ Name: Chris Donan
Title: \RCtitle1\ Title: VP Majors & Mid-Market Sales
Date: \RCdate1\ Date: \RCdate1\
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________________________________________________________________________________________________________________________ Prepared by: Mike Stewart
RingCentral Professional Services
Statement of Work
This RingCentral Professional Services Statement of Work is executed by RingCentral, Inc. (“RingCentral”), and City of Modesto (the “Customer”). This SOW is incorporated into the Master Services Agreement dated ______________, between the parties (the “MSA”). In the event of a conflict between this SOW and the MSA, this SOW shall control.

End Customer: City of Modesto
Implementation Partner: PacketFusion, Inc.

Quote/SOW Number: U2025-02682483
One-Time Implementation Services: USD $98,000.00
SOW Expiration: This SOW, and all applicable pricing related to it, is valid if signed by Customer on or before 4/30/2025, after which pricing is subject to change, and a revised SOW may be required. However, RingCentral may elect to provide the work at the applicable pricing after the expiration date listed above, should they execute this SOW.

Table 1: Project Phasing
Phase
Number Phase Name SOW Detail Phase Total (USD $)Excluding taxes & fees 1 Core Implementation Users: 1,550
Unique Sites: 10
Replicated Sites: 22
Network Readiness Assessment: 1
USD $74,000.00
2 On-Site Services Up to 25 days on-site
Unboxing and Placement of
Phones
Cabling from Ethernet Drop to
Phone
USD $19,000.00
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Validation of Phone Registration
to RC Provisioning Server
3 Overhead Paging Configuration of Algo Analog
Devices for Use with Overhead
Paging Systems
USD $5,000.00
Project Total USD $98,000.00
A. Scope

1. Project Management
i. Assignment of a designated Project Manager (“PM”) – For a period of up to 12 months, the RingCentral PM will act as Single Point of Contact for delivery services following the Project Management Institute (PMI) standard methodology. The RingCentral Project Manager will be responsible for the following activities in connection with this Statement of Work (SOW):
a. Schedule internal and external kickoff session hosted by RingCentral b. Create and manage the project governance, to include ● Project plan and schedule
● Communication plan, resource plan, escalation plan, change plan, test plan ● Action and risk register
c. Complete resource assignment and scheduling in alignment with project schedule d. Set up project documentation and timelines in collaboration with designated Customer Single Point of Contact
e. Identify, communicate, and mitigate project risks and issues f. Ensure alignment of scope of services with customer expectations during kickoff g. Develop, review, authorize, implement, and manage change requests and interventions (Change Management)
h. Facilitate and lead regular status update meetings, organize planning sessions, and plan Customer steering committee meetings, as applicable
i. Complete scoped implementation and go live support; and j. Perform closure procedures at the conclusion of project activities

2. RingEX Planning and Design
i. RingCentral Planning and Design (“P&D”) and Business Requirements Document (“BRD”) a. RingCentral will initiate the Planning and Design process and introduce the Business Requirements Document to the Customer at the beginning of the project which will consist of structured planning activities to support the entitlements outlined in the table below:
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Table 2: Entitlements
Scope Counts
Project Duration Up to 12 months
Network Readiness Assessment(s) Up to 1
Users Up to 1,550
Sites / User Groups with Unique Call flows Up to 10
Sites / User Groups with Replicated Call flows Up to 22 Onsite Days Up to 25 Days
b. RingCentral has included up to 24 Planning and Design sessions for this project. Customer will provide required data and contribute to the universal design documentation across all lines of business / business units.
c. Details within the data collection include:
● Customer Site Information
● User Upload
● Data collection for End-User and Administrator Training ● Porting data
d. Unique call flow(s)
● Configuration of one (1) main number
● Up to three (3) call flows per site
● Up to 5 custom rules per main number
● Up to 2 menus (IVR) per main number
● A combination of up to eight (8) call queues & ring groups per main number e. Replicated Call flow(s)
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● Consists of a replica of a unique call flow except for phone numbers, extensions, and users within call queues & ring groups
f. Roles and Permissions
g. Delivery Overview
h. BRD completion
ii. The completed BRD will be reviewed in detail and countersigned by both Customer’s Project Manager and RingCentral’s Project Manager prior to initiating the build activities. iii. Additional data collection sessions are available for further breakout by country or user group via the Change Order process.

3. Network Readiness Assessment
i. RingCentral will provide the Customer with [NRAs] assessment of the Customer’s primary Internet Service Provider (ISP) connection to and from RingCentral. This connection will be at the Customer’s firewall (edge).
ii. RingCentral’s Network Engineer will provide the following:
a. RingCentral Network Requirements Documentation
b. Software installation guide
c. Assistance with software installation
d. Document and share results of network assessment for Customer reference iii. The following variables will be evaluated during the network assessment:
a. Network capacity and bandwidth utilization, including peak usage times and potential bottlenecks
b. Network topology and architecture, including firewalls, switches, and routers c. Quality of Service (QoS) configuration and performance metrics, including latency, jitter, and packet loss
d. VoIP traffic analysis to identify potential issues and areas for improvement e. Assessment of network performance during peak usage times f. Recommendations for optimizing the network to improve VoIP performance and reliability iv. Site assessments not completed prior to Go-Live will result in the forfeiture of the assessment v. Additional network assessments or consultations are available via the Change Order process

4. RingEX User Interface (“UI”) Build
i. RingCentral will remotely configure the following parameters in the system (“UI Build”) based on the specifications agreed upon between the parties in the BRD. a. Up to the quantity of users identified in the Entitlement Table b. Up to the quantity of locations identified in the Entitlement Table c. Configure the required call flows by site or user groups d. Configure a maximum of eight (8) Call Queue or Ring Groups ● Including up to eight (8) users for standard Report access, if applicable iii. RingCentral will perform quality assurance following final configuration prior to turning over the solution to the Customer to start User Acceptance Testing (UAT)
iv. Customization of the above parameters is available via the Change Order process Customer Telephone Porting
i. RingCentral shall provide guidance on porting data collection and shall assist with submission of porting request(s)
ii. Customer and RingCentral agree that RingCentral is not responsible for the portability of any individual number or group of numbers and the sign-off the Professional Services Project Completion Signoff Document shall not be withheld by Customer for delays in the porting of the numbers #3..
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iii. Notwithstanding the above, the RingCentral Project Manager, upon Customer request, shall assist the Customer with this responsibility by performing the following tasks for each site or implementation/ go live event:
a. The RingCentral Project Manager shall assist the Customer with the initial submission of port requests and shall assist in up to three (3) rejections/resubmission per location or ninety (90) days from submission, whichever occurs first
● Any additional port rejections will be the responsibility of the Customer ● Customer shall provide RingCentral all appropriate Letters of Authorization (“LOA”'s), billing information, and authorized signer for each location ● Porting submissions will include numbers mapped to correct route as “company” numbers or Direct Dial phone numbers
b. The RingCentral Project Manager shall assist the Customer with submitting porting requests up to ten (10) business days following the final go live event, unless otherwise mutually agreed between the parties
● The RingCentral Project Manager will remain engaged in support of these porting requests for 30 days or three rejections, whichever comes first ● RingCentral will provide the Customer with an overview of the RingCentral portal for porting tasks
● Following the ten (10) day post go-live period, Customer is responsible for submitting all new requests within the RingCentral portal
● Any additional support required after the ten (10) day period can be obtained via a change order
● Porting outside of project follows RingCentral Numbering Policy https://www.ringcentral.com/legal/policies/numbering-policy.html Customer User Acceptance Testing
i. UAT Assumptions
a. During UAT, Customer will designate users to complete application testing in mock real-world scenarios to validate the RingCentral build matches the agreed upon design documentation b. Customer will define the UAT criteria by phase. The mutually agreed upon test criteria will be recorded as an Appendix in the design documentation as the document of record prior to UAT execution
● If UAT criteria are not specified by Customer, the work is therefore deemed accepted and ready for go live upon notice from RingCentral that the work is complete and ready for testing
c. Customer resources participating in UAT must complete all pre-recorded online training sessions for user, supervisor, and/or admin related to their role prior to starting UAT ● Upon Customer request, RingCentral Implementation Engineer may provide up to one (1) hour of guided training to UAT participants specific to the test criteria d. Customer will document the outcome of all UAT scenarios in writing and will provide to RingCentral upon completion of testing
● Any variation in expected results (errors, flaws, failures, adjustments) will be provided in writing to the RingCentral Project Manager for review and resolution ● RingCentral will provide an expected variation resolution date and will advise customer to perform additional testing
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e. Upon successful completion of all UAT criteria, Customer will submit a final written notice to RingCentral prior to scheduling go live
● RingCentral will append the design document output to include completed UAT criteria in the final published output document
ii. UAT Requirements
a. Customer and RingCentral will enact a mutual software / code freeze prior to the start of SIT and UAT
b. Customer shall perform UAT within seven (7) calendar days of application handoff from RingCentral, unless otherwise mutually agreed upon in writing by both parties prior to the start of testing
c. Any Customer changes in software or code resulting in new application behaviors following written UAT completion and requiring troubleshooting or issue resolution will be handled via the Change Order process
d. Additional UAT support is available via the Change Order process Onsite Delivery and Go Live Services
i. RingCentral Professional Services will provide onsite delivery services to perform the following activities not to exceed the number of days identified in the “Entitlement Table” and for the locations listed in Appendix B (“Sites”):
a. Testing, staging, and deployment of pre-provisioned RingCentral phones for digital lines in the locations listed in Appendix B (“Sites”)
b. User validation via active floor walk, ride along, and/or shadowing sessions c. End user pre-training services. The curriculum for the pre-training services is based on user profiles defined in the countersigned BRD
d. Go live services during the cutover dates
e. Document open issues in action log
f. Transition into support services
g. Complete closure procedures at the conclusion of project activities ii. Travel and expenses will be invoiced as Actuals
iii. Additional resource days are available via the Change Order process Site Visits and Project Phases
i. Each onsite, in-person visit to a separate Customer location (each “Site”) will be considered a “Site Visit”. Customer has the following obligations with respect to all Site Visits:
a. Maintain and ensure safe working conditions at each Site and promptly inform the RingCentral Project Manager of any known hazardous conditions at any Site prior to any visit by RingCentral personnel.
b. Ensure that all Site hardware and network environment meet or exceed the requirements set forth in the Statement of Work and in the “RingCentral VoIP Network Requirements and Recommendations” which can be found at:
https://support.ringcentral.com/s/article/9233?language=en_US a. Ensure that at least ten (10) business days prior to a Site Visit, the Customer Project Manager will provide the RingCentral Project Manager the following information for the Site to be visited:
● first and last name, extension number, and email address for delivery of message notification emails of each End User for which the services to be provided under the Agreement (“Services”) are to be implemented at the Site and any other information that RingCentral requests to configure the digital lines that are part of such Services to be implemented (this information needs to be in the form of a Microsoft Excel file suitable for use with the Service’s bulk configuration utility); #3..
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● written or illustrated diagrams of Customer’s current and proposed dial plans and data and call flows; and
● information related to configurations, equipment, and deployment requirements for the Site, as requested by RingCentral.
b. Provide RingCentral with all reasonable information, cooperation, and assistance that RingCentral requests in connection with performing the Services, including without limitation providing RingCentral with access to Customer’s systems and networks and related system and network administrators. Any failure on the part of Customer to provide the cooperation requested by RingCentral, or to provide the information or hardware and software environment required, may result in the need for a Change Order to contemplate additional fees and extended timelines to accommodate Customer’s failure to do so.

Late Site Visit Change
i. If Customer cancels or changes the dates of a scheduled visit to a location (“Site Visit”) during the ten (10) business days prior to such visit (“Late Site Visit Change”), RingCentral will incur costs and expenses as a result. For each such Late Site Visit Change, Customer agrees that a fair, reasonable, and appropriate charge for such change shall be equal to eight (8) hours of RingCentral then current rate for professional services, in addition to any Service Expenses that have already been expended by RingCentral (“Change/Cancellation Fee”). RingCentral may elect to waive any Change/Cancellation fee or charge on a future invoice.

RingCentral Training Services
i. RingCentral Online Product Training
a. The following training resources are available to the customer for learning the RingEX product b. Online RingCentral product training includes:
● Get Started videos and quick guides, available at https://support.ringcentral.com/getstarted.html ● Online training for users and administrators, available at RingCentral University – https://university.ringcentral.com
c. For a list of paid instructor-led training courses offered, and detailed course descriptions, review the Live Training Catalog at https://university.ringcentral.com/en-rex-ilt-ringcentral-rex-livetraining d. Instructor-led training courses are available via Change Order at $290.00 per 1-hour session Hours of Operation
a. Unless otherwise specified, pricing assumes that Services will be performed between 8:00 AM to 5:00 PM local time, Monday-Friday, excluding holidays (“Standard Service Hours”) b. Work requested to be performed outside Standard Services Hours will be subject to the RingCentral overtime rates and is available via the Change Order process.

Optional Services
c. During the project, additional services may be ordered via the Change Order process as per the rates outlined in Appendix E.

B. Customer Responsibilities

1. Customer is responsible for the following:
i. Authorizing the telephone number porting by RingCentral ii. LAN/WAN infrastructure
a. Network minimum requirements for RingCentral as a Service model b. Quality of Service (QoS) configuration
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c. Firewall or Access Control List (ACL) configuration
iii. Power over Ethernet (POE) port activation / configuration iv. SMS Campaign Registration (TCR) https://www.ringcentral.com/tcr v. Configuration and software installation on Customer PCs vi. Decommission and disposal of any legacy equipment
vii. Provide workspace for RingCentral onsite personnel, as applicable viii. Customizations on individual user endpoints, or phone settings ix. Overhead paging
x. Postage Machines
xi. Credit Card or Point of Sale (POS) Machines
xii. Door buzzer or Automatic Door Controller
xiii. Third party SIP phones
xiv. Headsets
xv. Analog Devices such as fax machines
xvi. Third party Applications
xvii. Input Registered E911/Emergency Services Address and location information to Service Web a. This is critical information which is used by first responders in case of an emergency hence customer must ensure that the information they are adding to the Service Web is accurate. For more information, please refer to Appendix D
C. General Terms and Conditions

1. Professional Services Completion
i. Upon RingCentral’s completion of the Professional Services for each Project Phase, RingCentral will notify the Customer of the completion of each individual Professional Services Project Phase. Upon receipt of such notification, Professional Services under such Project Phase will be considered completed in full and billable, in accordance with the terms of this SOW.

2. Invoicing and Payment
i. Invoicing and Payment of Professional Services Fees: All amounts due under this SOW for Professional Services other than T&M Services, will be invoiced upon completion of the work or each phase identified in the “Phasing Table”. Payment shall be due in accordance with the applicable payment terms of the Master Services Agreement. T&M Services will be invoiced monthly in arrears. RingCentral retains the right to invoice for Users or Sites that have been deployed monthly.
ii. Service Expenses: Customer agrees to reimburse RingCentral for its reasonable travel, meal, and lodging expenses incurred in connection with any Site Visit (“Service Expenses”). Travel, meal, and lodging expenses will be invoiced upon completion of each Project Phase. Upon written request, RingCentral will provide sufficient supporting information for any Service Expenses invoiced.

3. Termination
i. Termination: Either Party may terminate this SOW, in whole or in part, with thirty (30) days’ advance written notice to the other Party. Unless otherwise specified in the termination notice, the termination of one Project Phase will not result in the termination of, or otherwise affect, the rest of the SOW or any other Project Phase. No termination of any SOW, in whole or part, will result in the termination of any Services being provided under the MSA. ii. Effect of Termination. If this SOW, or a Project Phase. is terminated, in whole or in part, for any reason other than for RingCentral’s material breach of this SOW, Customer will be obligated to pay RingCentral for:
a. any Professional Services and T&M Services that have been rendered up until the effective date of the termination
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b. all applicable Service Expenses incurred; and
c. (50%) of the fees for any other Professional Services not yet performed, due under the Project Phase(s) being canceled, if termination of the SOW or a Project Phase occurs within one hundred and eighty (180) days of execution of the SOW. If termination occurs after one hundred and eighty (180) days of execution of the SOW, Customer will owe all outstanding fees for any Professional Services not yet performed pursuant to the SOW, due under the Project Phase being canceled.

4. Delays and Changes
i. Changes to this SOW shall be made only by a mutually executed written change order between RingCentral and Customer (a “Change Order,”) per the sample attached in Appendix C, outlining the requested change and the effect of such change on the Services, including without limitation the fees and the timeline as determined by mutual agreement of both parties ii. Any delays in the performance of consulting services or delivery of deliverables caused by Customer, including without limitation delays in completing and returning Customer documentation required during the P&D or completing the BRD, may result in an adjustment of project timeline and/or additional fees
iii. Any changes or additions to the services described in this SOW shall be requested by a Change Order and may result in additional fees

5. Project Phasing
i. The Professional Services may be delivered in one or more phases as set forth in this SOW ii. This SOW describes the milestones, objectives, deliverables, sites, fees, and other components that are included in the scope of each phase (“Project Phases”) iii. Customer agrees that the delivery, installation, testing, acceptance, and payment for the Professional Services rendered under any one Project Phase is not dependent on the delivery, installation, testing, acceptance, and payment for the Professional Services under any other Project Phase
iv. Each Project Phase will be billed upon notification of phase completion, and payment for each Project Phase is due in full within the applicable payment period agreed between the parties and is non-refundable.
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In Witness Whereof, the Parties have executed this Statement of Work below through their duly authorized representatives.

Customer RingCentral
City of Modesto RingCentral, Inc.

Signature: Signature:

Name: Name:

Title: Title:

Date: Date:
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Appendix A
Planning and Design Location
Planning and Design Location Address(s): Up to # of Users To be performed remotely 1,550
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Appendix B
Sites
Site Full Address Number
of Users
Deployment
Type
Number
of Site
Visits
Technician
Days Onsite
Rate per
Site
Up to
32 TBD 1,550 On-Site Varied
Depending
on
Number of
Techs
Requested
25 n/a
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Appendix C
Sample Change Order Form
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Appendix D
Registration of Address and Notification Information – Emergency Dialing Bulk uploading of user data, building extensions, etc. may require input of registered addresses and emergency notification information. By engaging RingCentral for implementation of the Services, Customer agrees to the following:

1. Registered Address. It is the Customer's obligation to maintain accurate emergency location information for each Digital Line on its Account. RingCentral will, on Customer’s behalf, upload Customer’s Users’ registered addresses using a list of addresses provided by Customer.

2. Emergency Notifications. For Digital Lines located in the United States, Customer must input and maintain in Service Web a central location for the receipt of emergency notifications generated by its Users placing emergency calls (for further information about this obligation, click here). RingCentral will, as a part of the upload described in (A) above, also input Customer’s emergency notification location, as directed by Customer.

3. Customer’s Representation and Warranty. Customer represents and warrants that the registered addresses and emergency notification location are accurate and acknowledges that any subsequent change to the registered addresses must be carried out by Customer. Customer acknowledges that it may have its own independent legal obligation to ensure the accuracy of the above information and that RingCentral takes no responsibility for the accuracy of the information provided by Customer. #3..
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Appendix E
Optional Services
Additional
Network
Assessments
Additional
P&D Sessions
Admin
Training
User
Training
$1,600 $1,800 per day
/ per resource
$580 per
Two-Hour
session
$290 per
One-Hour
session
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RingCentral Professional Services
Statement of Work
This RingCentral Professional Services Statement of Work is executed by RingCentral, Inc (“RingCentral”), and City of Modesto (the “Customer”) on this ___________, ____ (the “SOW”). This SOW is incorporated into the Master Services Agreement dated ______________, between the parties (the “MSA”). In the event of a conflict between this SOW and the MSA, this SOW shall control.

End Customer: City of Modesto
Implementation Partner: PacketFusion, Inc.

Quote / SOW Number: C2025-02682494
Labor Cost: $44,300.00 USD
SOW Expiration: This SOW, and all applicable pricing related to it, is valid if signed by Customer on or before 4/30/2025, after which pricing is subject to change, and revised SOW may be required. However, RingCentral may elect to provide the work at the applicable pricing after the expiration date listed above, should they execute this SOW.

Multiphase Project – Per Milestone
Milestones will be jointly agreed during the project plan creation.

Scope of the Phase Value Completion Criteria
Phase 1 RingCX Standard Package
● 60 Seats
● 10 IVRs
● Voice Only
● 1 IVR Entry Point
$18,300.00 (Plus all
applicable taxes and
expenses)
Completion of Professional Services
described in section 1 of this SOW
Phase 2 Unified Integration Platform
 ODBC Services to AS400
$26,000.00 (Plus all
applicable taxes and
expenses)
Completion of Professional Services
described in section 2 of this SOW
The following activities shall be performed as part of this Statement of Work and in accordance to the PS Agreement:

1. RingCX – Standard Base Delivery Offering

1.1. Assignment of a designated Project Manager (“PM”) – The RingCentral PM will act as Single Point of Contact for delivery services, following the Project Management Institute (PMI) standard #3..
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methodology. The RingCentral Project Manager will be responsible for the following activities in connection with this Statement of Work (SOW):
i. Internal and external kickoff session hosted by RingCentral ii. Creation and management of a project plan and schedule iii. Completing resource assignment and scheduling in alignment with project schedule iv. Set up of project documentation and timelines in collaboration with designated Customer Single Point of Contact
v. Identifying, communicating, and mitigating project risks and issues vi. Alignment of scope of services with Customer expectations during kickoff vii. Developing, reviewing, authorizing, implementing, and managing change requests and interventions (Perform Change Management) to achieve project outputs viii. Performing closure procedures at the conclusion of project activities

1.2. Configuration of RingCentral MVP (MVP) Extensions
i. Configuration of RingCentral MVP extensions for agent leg termination only in support of up to 60 agent stations;
a. Configuration is limited to MVP initialization for agent talk path only ii. Additional services for MVP configuration by RingCentral Professional Services are available via change request at an additional charge to support as requested iii. Self-paced training curriculum for administration of MVP is available to the Customer on RingCentral University as part of this SOW
a. Instructor led training required as part of this SOW is available to the Customer via executed change order at an additional charge

1.3. Implementation Detail – Voice
This remote stage will provide a build-out of the following features and applications as defined in the mutually executed design document
i. Configuration of up to 1 IVR(s)
ii. Configuration of up to sixty (60) total named agents iii. Administration of up to ten (10) customer admin accounts a. Configuration of additional admin accounts is available to the Customer via change request at an additional charge
b. Admin users will also need an agent license / account to work as an agent or supervisor c. Admin accounts are solely for administrative work
iv. Configuration of up to twenty-five (25) inbound voice queues; a. Configuration of audio recording
b. Addition of callback in queue to call
c. Addition of agent voicemail
d. Addition of Customer provided prompts, greetings, or messages to call handling flow in English only
●If Customer does not provide prompts, greetings, or messages, all prompts will default to native text to speech
v. Administration and assignment of role profiles;
vi. Administration of up to fifteen (15) disposition codes; #3..
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vii. Administration and configuration of customer Hours of Operations (HOO); a. Up to two (2) IVR HOO;
b. Up to two (2) queue HOO
viii. Native reporting functionality for the Contact Center agents and supervisors a. Custom report creation is not included in this proposal

1.4. Go-Live and Training Services
i. Single instance of up to one (1) hour of remote go live support for Customer agents ii. Self-paced training via eLearning on RingCentral University iii. Access to a webinar that will provide an introduction and overview of RingCX. iv. Additional instructor-led training services are available via Change Order at $290.00 per 1- hour session

2. Standard Unified Integration Platform (UIP) - ODBC Services to AS400 as the Target System

2.1. UIP provides RingCX the ability to securely execute queries to on-premise databases a. Customer Responsibilities
i. Security, access, updates and other maintenance of the Customer environment (including servers, networks and databases) are a Customer Responsibility ii. Provide one server with the latest Windows Server release (UIP on-prem Server) - see technical documentation for specific software requirements iii. All security, updates and hardening for all Windows servers in the Customer environment
iv. Allow outbound HTTPS access from the server to the dedicated UIP endpoint (DNS name to be provided at installation)
v. Configure an ODBC System DSN with access to the target base

1. Multiple System DSN’s can be configured to reach different databases

2. ODBC DSN connection info must be sent to RingCentral for inclusion in scripts
vi. Customer must install, configure and validate the UIP Agent Service (RingCentral will provide connection information to the UIP instance)

2.2. RingCentral will:
a. Set up one set of UIP services for a single region:
i. Services are regional and offer geo-redundancy across availability zones within the region
ii. Securely provide customer API Key and other configuration information for client applications for configuration of the UIP Agent Service b. Provide the UIP Agent Service installation program for Windows

2.3. The UIP installation is considered complete when:
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a. Geo-redundant UIP are configured in the hosted AWS
b. Connectivity has been established and tested from RingCX to each UIP instance

2.4. The intended use for this solution is to support RingCX scripts making requests to on-premise databases only. Any other use is unauthorized.

2.5. Exclusions
a. This section does not include scope regarding script creation (IVR or agent) for RingCX.

Those services are described in section 2.

2.6. Assumptions:
a. Static IP addresses are not required
i. Configuration of Static IP Address requires an executed change order for additional set up fees
b. Customer will support all software requirements for installing the UIP Agent Service (including .NET Framework 4.8.1 and ODBC-compliant drivers) c. Customer will validate ODBC configuration, including providing a sample query for testing purposes
d. Customer must optimize database queries to maximize performance e. Transaction polling is limited to 1 second per poll, 24 hours a day 7 days a week i. Maximum processing is 20 requests per polling event (20 requests per second) ii. Maximum payload of 20KB for request batches, requirements beyond may require additional instances
f. Additional UIP instances and Customer servers may be required based on overall performance and volume requirements (available via Change Order) g. Customer is responsible for any additional charges from Target System for additional hosting services or functionality related to the integration h. Customer will provide, configure, support, and manage the Target System platform i. Customer will provide networking and access from UIP on-prem Server to Target System and to RingCX
j. Customer will provide specific database queries during the Planning and Design process, which is not covered in this section
k. Additional usage fees may apply
l. For ongoing support and maintenance, if the Target System instance requires configuration changes, then the following applies:

1. Configuration changes can be scheduled with RingCentral Monday through Friday, from 9AM – 5PM MST.

2. RingCentral requires at least 2 weeks advance notice

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a. Recommendation is to add new ODBC connections, validate them, then implement changes in RingCX scripting for cutover to the new database.
b. RingCentral intervention is not required to implement new ODBC connections.

3. Customer Responsibilities – The Customer is responsible for aspects not specifically included in this Statement of Work. Out of scope items include:
i. The customers LAN/WAN infrastructure;
ii. Network minimum requirements for RingCentral as a Service model; a. Quality of Service (QoS) configuration;
b. Firewall or Access Control List (ACL) configuration; c. Power over Ethernet (POE) port activation / configuration; iii. User Acceptance Testing (UAT) (as documented in Testing section of the SOW); a. Completing Customer journey mapping for UAT;
b. Providing resource(s) to complete training prior to start of UAT; c. Providing resources to complete UAT in a timely manner; d. Completion of thorough User Acceptance Testing (UAT) prior to go live; iv. Internal communications to the user population regarding changes and impact to include, but not limited to:
a. Timing communication for training, testing, go live; b. Organizational updates and readiness;
c. Login / access updates;
d. Impact and change documentations, etc.
v. Tracking resource attendance and completion of all provided training session(s); vi. Providing contact center data to RingCentral resources in a timely and accurate manner to achieve the project timeline;

4. Testing

4.1. Quality Assurance Testing
i. RingCentral will perform quality assurance testing following final configuration of Contact Center prior to turning over the solution to the Customer to start User Acceptance Testing (UAT)

4.2. UAT Assumptions
i. During UAT, the Customer will designate users to complete application testing in mock realworld scenarios to validate the RingCentral build matches the agreed signed Business Requirements Document (BRD)
a. UAT scenarios will be defined in the mutually agreed upon BRD and provided to the Customer
ii. Customer resources participating in UAT must complete all pre-recorded online training sessions for agent, supervisor, and/or admin related to their job role prior to starting UAT #3..
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iii. The outcome of all UAT scenarios are documented by the Customer in a written format and provided to RingCentral at completion of testing
a. Any variation in expected results (errors, flaws, failures, adjustments) are provided in writing to the RingCentral Project Manager for review and resolution b. RingCentral will provide an expected variation resolution date and submit back to the Customer for additional testing
iv. Upon completion of all UAT scenarios, the Customer will submit final written completion of testing to RingCentral prior to scheduling go live
v. Any changes to configuration not included in the BRD will require a change order

4.3. UAT Requirements
i. The Customer and RingCentral will enact a mutual software/code freeze prior to start of QA and UAT
ii. Customer shall perform UAT within five (5) business days of application handoff from RingCentral for any Deliverables, unless otherwise mutually agreed by the parties considering the nature or scope of the Deliverable in writing prior to start of testing iii. Any Customer changes in software or code following written UAT completion resulting in new application behaviors may result in additional charges to the Customer via Change Order for troubleshooting and issue resolution

5. Hours of Operation - Standard Service Hours
i. Unless otherwise specified, pricing assumes that Services will be performed between 8:00 AM to 5:00 PM local site time, Monday-Friday, excluding holidays (“Standard Service Hours”) ii. Work requested and performed outside Standard Services Hours will be subject to overtime charges via executed Change Order

6. Professional Services Completion - This SOW identifies the specific criteria required for the completion of each Project Phase (“Completion Criteria”). Upon RingCentral’s completion of the Professional Services for each Project Phase, RingCentral will review the Completion Criteria with Customer and will notify the Customer of the completion of each individual Professional Services Project Phase. Upon receipt of such notification, Professional Services under such Project Phase will be considered completed in full and billable, in accordance with the terms of this SOW and the Master Services Agreement.

7. Payment
i. Invoicing and Payment of Professional Services fees. All amounts due under this SOW for Professional Services other than T&M Services, will be invoiced upon completion of the work or each Project Phase identified in the Project Phasing Table. Payment shall be due in accordance with the applicable payment terms of the Master Services Agreement. T&M Services will be invoiced monthly in arrears.
ii. Service Expenses. Customer agrees to reimburse RingCentral for its reasonable fixed travel, meal, and lodging expenses incurred in connection with any Site Visit (“Service Expenses”).

Travel, meal, and lodging expenses will be invoiced upon completion of each Project Phase. #3..
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Upon written request, RingCentral will provide sufficient supporting information for any Service Expenses invoiced.

8. Termination
i. Termination. Either Party may terminate this SOW, in whole or in part, with thirty (30) days’ advance written notice to the other Party. Unless otherwise specified in the termination notice, the termination of one Project Phase will not result in the termination of, or otherwise affect, the rest of the SOW or any other Project Phase. No termination of any SOW, in whole or part, will result in the termination of any Services being provided under the MSA. ii. Effect of Termination. If this SOW, or a Project Phase. is terminated, in whole or in part, for any reason other than for RingCentral’s material breach of this SOW, Customer will be obligated to pay RingCentral for:
a. any Professional Services and T&M Services that have been rendered up until the effective date of the termination
b. all applicable Service Expenses incurred; and
c. (50%) of the fees for any other Professional Services not yet performed, due under the Project Phase(s) being cancelled, if termination of the SOW or a Project Phase occurs within one hundred and eighty (180) days of execution of the SOW. If termination occurs after one hundred and eighty (180) days of execution of the SOW, Customer will owe all outstanding fees for any Professional Services not yet performed pursuant to the SOW, due under the Project Phase being cancelled.

9. Delays and Changes
i. Changes to this SOW shall be made only in a mutually executed written change order between RingCentral and Customer (a “Change Order,”) per the sample attached, outlining the requested change and the effect of such change on the Services, including without limitation the fees and the timeline as determined by mutual agreement of both parties ii. Any delays in the performance of consulting services or delivery of deliverables caused by Customer, including without limitation delays in completing and returning Customer documentation required during the P&D or completing the BRD, may result in an adjustment of project timeline and additional fees
iii. Any changes or additions to the services described in this SOW shall be requested by a Change Order and may result in additional fees

10. Project Phasing
i. The Professional Services may be delivered in one or more phases as set forth in this SOW ii. This SOW describes the milestones, objectives, Deliverables, Sites, fees and other components that are included in the scope of each phase (“Project Phases”) iii. Customer agrees that the delivery, installation, testing, completion and payment for the Professional Services rendered under any one Project Phase is not dependent on the delivery, installation, testing, acceptance and payment for the Professional Services under any other Project Phase
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iv. Each Project Phase will be billed upon notification of phase completion, and Payment for each Project Phase is due in full within the applicable payment period agreed between the parties and is non-refundable
IN WITNESS WHEREOF, the Parties have executed this RingCentral Professional Services Statement of Work for Implementation Services below through their duly authorized representatives.

Customer RingCentral
City of Modesto RingCentral, Inc
By: By:

Name: Name:

Title: Title:

Date: Date:
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Appendix A
RingCentral Professional Services
Change Order Form for Implementation Services
This Change Order to the Statement of Work is subject to the Professional Services Agreement (the “PS Agreement”) by and between Customer and RingCentral with the Effective Date listed below, establishes a change to the project scope or budget. By executing this Change Order, the parties agree to be bound by the terms and conditions set out in the PS Agreement with respect to the Services to be performed under the PS Agreement and Statement of Work (“SOW”) indicated below as modified by this Change Request. Changes with no cost impact can be authorized with email, cost impacting changes require an executed signature.

Effective Date of PS Agreement: Effective Date of SOW:

Project Name: Request Date: PO Number: Quote Number:

Customer Name: Requested By: Requestor Phone: Requestor email:

Customer Address:

DESCRIPTION OF CHANGE C
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1. [Provide a description of the change] 1: $X

CHANGE DETAILS
Change Item or Deliverable:

Change From:

Change To:

Reason/Justification for Change:

Impact to Schedule:

Impact to Project Cost:

Assumptions / Constraints / Dependencies:

Risks:

Test Plan:

Backout Plan:

Change Window:

BY SIGNING BELOW, the Parties have each caused this Change Order to be signed and delivered by its duly authorized representative as of the date Customer signs below (the “Effective Date”).

Customer RingCentral
_______________ RingCentral, Inc
By: By:

Name: Sample Only Name: Sample Only
Title: Title:
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Date: Date:
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

June 23, 2025
Date: May 5, 2025
TO: Finance Committee
Rosa Escutia-Braaton, Chair
David Wright, Vice-Chair
Nick Bavaro, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: First Amendment to Aircraft Maintenance and Repair Services Agreement with Mather Aviation, LLC
CONTACT: Kalani Souza, Lieutenant, [email protected], 209-572-9500 DESCRIPTION:

Consider the First Amendment with Mather Aviation, LLC, Mather, CA, for Aircraft Maintenance and Repair Services increasing the Agreement amount by $427,776 and extending the term of the Agreement from September 30, 2026, to September 30, 2027, and forwarding to Council for approval. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2025-2026 Strategic Plan for Governance and Service Delivery by building community trust in City government through responsive, transparent, and efficient service delivery.

BACKGROUND:

On February 28, 2023, by Resolution No. 2023-87, Council approved the purchase of a Gipps Aero GA8 for use by the Modesto Police Department (MPD). The Gipps Aero GA8, now known as Sky 1, was delivered to the MPD on March 31, 2023. With only 250 units built and sold within the United States, the Gipps Aero GA8 is a commonly used surveillance platform for law enforcement by providing a level of service to the overall success of crime fighting efforts, enhancing officer and public safety, and reducing the incidence of crime.

Aircraft maintenance is necessary to keep the aircraft in a state of airworthiness, for the safety of the crew and everyone in the service area. Aircraft maintenance is a highly regulated field requiring both scheduled and preventive servicing, inspection, testing, repair and overhaul or modification activities by certified maintenance technicians. There are generally three (3) types of required maintenance: line maintenance which covers pre-flight checks, daily check of fluids, scheduled minor repairs and modifications and troubleshooting. Heavy maintenance is performed less often, but requires a much more thorough breakdown, repair, or replacement of #4..
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Finance Committee, June 23, 2025
First Amendment to Aircraft Maintenance and Repair Services Agreement with Mather Aviation, LLC

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