NASPO ValuePoint
PARTICIPATING ADDENDUM
CLOUD SOLUTIONS 2016-2026
Led by the State of Utah
NASPO
ValuePoint
Master Agreement #: AR2487
Contractor: ORACLE AMERICA, INC.
Participating Entity: CITY OF PLACENTIA
Oracle America, Inc. ("Oracle") and the State of Utah, Division of Purchasing, are parties to that certain NASPO ValuePoint Master Agreement for Cloud Solutions, effective March 1, 2017 (contract # AR2487, the "Master Agreement"). This Participating Addendum (this "Addendum" or "PA") to the Master Agreement is between Oracle, as Contractor, and City of Placentia, CA (the "Participating Entity"). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Master Agreement.
The following products or services are included in this contract portfolio:
• Oracle products and services listed in Attachment B of the Master Agreement that are commercially available at the time of the order.
Master Agreement Terms and Conditions:
1. Scope: This addendum covers Cloud Solutions led by the State of Utah for use by state agencies and other entities located in the Participating Entity authorized by that State's statutes to utilize State contracts with the prior approval of the State's Chief Procurement Official.
2. Participation: All public entities located within the City of Placentia, CA (collectively, the "Purchasing Entities," and each a "Purchasing Entity") may order Services from Oracle in accordance with the terms and conditions of this Addendum.
By placing an Order under this Addendum, each Purchasing Entity agrees to be bound by the terms and conditions of this Addendum, including the Master Agreement. Each Purchasing Entity shall be responsible for its compliance with and breach(es) of such terms and conditions.
The Participating Entity hereby represents and warrants that the entities listed above have been authorized by the State of California
Department of General Services (DGS) to enter into this Addendum.
3. Term: Orders may be placed under this Addendum for the period commencing upon the Effective Date (as defined below) and ending on the earliest of (i) September 15, 2026, (ii) the date of expiration or termination of the Master Agreement, or (iii) the date of expiration or termination of this Addendum.
4. Primary Contacts: The primary contact individuals for this Participating Addendum are as follows (or their named successors):
NASPO ValuePoint
PARTICIPATING ADDENDUM
CLOUD SOLUTIONS 2016-2026
Led by the State of Utah
A NASPO
ValuePoint
Contractor
Name: Michael Estrada
Address: 613 N.W. Loop 410, Suite 1000, San Antonio, TX 78216 Telephone: (210) 536-9415
Fax: N/A
Email: [email protected]
Participating Entity
Name: Jennifer Lampman
Address: 401 E. Chapman Avenue, PLACENTIA, CA 92870
Telephone: (714) 993-8237
Fax:
Email: [email protected]
5. PARTICIPATING ENTITY MODIFICATIONS OR ADDITIONS To THE MASTER
AGREEMENT
These modifications or additions apply only to actions and relationships within the Participating Entity.
Participating Entity must check one of the boxes below. [J No changes to the terms and conditions of the Master Agreement are required. [] The following changes are modifying or supplementing the Master Agreement terms and conditions.
6. Resellers: No Resellers are eligible to resell Services to the Purchasing Entity under this Addendum.
7. Orders:
a. Any Order placed by a Purchasing Entity for Service available under the Master Agreement and this Addendum shall be deemed to be a sale under (and governed by the prices and other terms and conditions of) the Master Agreement and this Addendum, unless the parties to the Order agree in writing that another contract or agreement applies to such Order.
b. Orders and payments may be made directly to Oracle. Orders are to be submitted as directed to Oracle's sales representative. After the contents of an Ordering Document have been mutually agreed upon, Oracle and the Purchasing Entity shall sign the Ordering Document, and payments shall be submitted in accordance with such Ordering Document and applicable Oracle invoice.
8. Entire Agreement:
NASPO ValuePoint
PARTICIPATING ADDENDUM
CLOUD SOLUTIONS 2016-2026
Led by the State of Utah
A NASPO
ValuePoint
a. Notwithstanding anything to the contrary set forth in the Master Agreement, by placing an order under this Addendum, each Purchasing Entity agrees that this Addendum and any information that is incorporated by written reference into this Addendum or the applicable ordering document (including reference to information contained in a URL or referenced policy), together with the applicable ordering document, are the complete agreement for the Services ordered by such Purchasing Entity and supersede all prior or contemporaneous agreements or representations, written or oral, regarding such Services.
b. It is expressly agreed that the terms of this Addendum and any Oracle order shall supersede the terms in any purchase order, procurement internet portal or any other similar non -Oracle document and no terms included in any such purchase order, portal or other non -Oracle document shall apply to the Services ordered.
IN WITNESS WHEREOF, the parties have executed this Addendum as of the date of execution by both parties below.
Participating Entity: City of Placentia, CA Oracle America, Inc.
Signature: Signature:
Name: Name:
Title: Title:
Date: Date:
Effective Date of this Addendum: