Agenda packet, regular meeting — Rancho Cucamonga City Council, October 4, 2023 (part 1 of 3)

CITY COUNCIL VISION STATEMENT
“Our Vision is to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive by building on our foundation and success as a world class community.”

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Mayor
L. Dennis Michael

Mayor Pro Tem
Lynne B. Kennedy

Members of the City
Council:

Ryan A. Hutchison
Kristine D. Scott
Ashley Stickler

CITY OF RANCHO CUCAMONGA

REGULAR MEETING AGENDA
October 4, 2023
10500 Civic Center Drive
Rancho Cucamonga, CA 91730

FIRE PROTECTION DISTRICT BOARD – CITY COUNCIL
HOUSING SUCCESSOR AGENCY- SUCCESSOR AGENCY –

PUBLIC FINANCE AUTHORITY

CLOSED SESSION

REGULAR MEETINGS

TAPIA CONFERENCE ROOM

COUNCIL CHAMBERS
4:30 P.M.
7:00 P.M.

The City Council meets regularly on the first and third Wednesday of the month at 7:00 p.m. in the Council Chambers located at 10500 Civic Center Drive. It is the Intent to conclude the meeting by 10:00 p.m. unless extended by the concurrence of the City Council. Agendas, minutes, and recordings of meetings can be found at https://www.cityofrc.us/your-government/city-council-agendas or by contacting the City Clerk's Office at 909-774- 2023. Live Broadcast available on Channel 3 (RCTV-3). For City Council Rules of Decorum refer to Resolution No. 2023-086.

Any documents distributed to a majority of the City Council regarding any item on this agenda after distribution of the agenda packet will be made available in the City Clerk Services Department during normal business hours at City Hall located at 10500 Civic Center Drive, Rancho Cucamonga, CA 91730. In addition, such documents will be posted on the City’s website at https://www.cityofrc.us/your-government/city-council-agendas.

CLOSED SESSION – 4:30 P.M.

TAPIA CONFERENCE ROOM

ROLL CALL: Mayor Michael
Mayor Pro Tem Kennedy
Council Members Hutchison, Scott and Stickler

A. ANNOUNCEMENT OF CLOSED SESSION ITEM(S)

B. PUBLIC COMMUNICATIONS ON CLOSED SESSION ITEM(S)

C. CITY MANAGER ANNOUNCEMENTS

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D. CONDUCT OF CLOSED SESSION

D1. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8408 ROCHESTER AVENUE, RANCHO CUCAMONGA, CA 91730 (RANCHO CUCAMONGA EPICENTER STADIUM); AGENCY NEGOTIATORS: JOHN GILLISON AND ELISA COX, REPRESENTING THE CITY OF RANCHO CUCAMONGA; NEGOTIATING PARTY: RANCHO BASEBALL LLC; REGARDING PRICE AND TERMS OF PAYMENT. (CITY)

D2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 12467 BASE LINE ROAD IDENTIFIED AS PARCEL NUMBERS 1090-331-03- 0000, 1090-331-04-0000, 1089-581-04-0000; NEGOTIATING PARTIES JOHN GILLISON, CITY MANAGER

REPRESENTING THE CITY OF RANCHO CUCAMONGA, AND JOSEPH FILIPPI, JOSEPH FILIPPI WINERY AND VINEYARDS; REGARDING PRICE AND TERMS. – (CITY)

D3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8; PROPERTY: 8592 BALDY VISTA DRIVE, RANCHO CUCAMONGA, CALIFORNIA; CITY NEGOTIATOR:

JOHN GILLISON, CITY MANAGER; NEGOTIATING PARTIES: QUALITY LOAN SERVICE CORP; UNDER NEGOTIATION: PRICE (CITY)

D4. CONFERENCE WITH LEGAL COUNSEL ANTICIPATED LITIGATION: INITIATION OF LITIGATION PURSUANT TO PARAGRAPH (4) OF SUBDIVISION (D) OF GOVERNMENT CODE SECTION 54956.9: (1

CASE) (CITY)

D5. PUBLIC EMPLOYEE PERFORMANCE EVALUATION PER GOVERNMENT CODE SECTION 54957 (TITLE:

CITY MANAGER)

E. RECESS

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REGULAR MEETING – 7:00 P.M.

COUNCIL CHAMBERS

PLEDGE OF ALLEGIANCE

ROLL CALL: Mayor Michael
Mayor Pro Tem Kennedy
Council Members Hutchison, Scott and Stickler

A. AMENDMENTS TO THE AGENDA

B. ANNOUNCEMENT / PRESENTATIONS

B1. Presentation of a Certificate of Recognition to Principal Kimberly Pollock for the Prestigious Award of Terra Vista Elementary School being Designated as a National Blue Ribbon School.

B2. Presentation of a Proclamation to the Industrial Technical Learning Center (InTech) Declaring the Month of October 2023 as Manufacturing Month.

C. PUBLIC COMMUNICATIONS

This is the time and place for the general public to address the Fire Protection District, Housing Successor Agency, Successor Agency, Public Financing Authority Board, and City Council on any item listed or not listed on the agenda. State law prohibits us from addressing any issue not on the Agenda. Testimony may be received and referred to staff or scheduled for a future meeting.

Comments are to be limited to three (3) minutes per individual. All communications are to be addressed directly to the Fire Board, Agencies, Successor Agency, Authority Board, or City Council not to the members of the audience. This is a professional business meeting and courtesy and decorum are expected. Please refrain from any debate between audience and speaker, disorderly or boisterous conduct that disturbs, disrupts, or otherwise impedes the orderly conduct of the meeting. For more information, refer to the City Council Rules of Decorum and Order (Resolution No. 2023-086) located in the back of the Council Chambers.

The public communications period will not exceed one hour prior to the commencement of the business portion of the agenda. During this one hour period, all those who wish to speak on a topic contained in the business portion of the agenda will be given priority, and no further speaker cards for these business items (with the exception of public hearing items) will be accepted once the business portion of the agenda commences. Any other public communications which have not concluded during this one hour period may resume after the regular business portion of the agenda has been completed

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CONSENT CALENDARS:

The following Consent Calendar items are expected to be routine and noncontroversial. They will be acted upon without discussion unless an item is removed by Council Member for discussion.

Members of the City Council also sit as the Fire Board, Housing Successor Agency, Successor Agency, and Public Finance Authority and may act on the consent calendar for those bodies as part of a single motion with the City Council consent calendar.

D. CONSENT CALENDAR

D1. Consideration of Meeting Minutes for Regular Meetings of September 6, 2023 and Adjourned Regular Meetings of September 19, 2023.

D2. Consideration to Approve City and Fire District Bi-Weekly Payroll in the Total Amount of $2,043,844.43 and City and Fire District Weekly Check Registers (Excluding Checks Issued to Southern California Gas Company) in the Total Amount of $8,833,022.26 Dated September 11, 2023, Through September 24, 2023. (CITY/FIRE)

D3. Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $409.51 Dated September 11, 2023, Through September 24, 2023. (CITY/FIRE)

D4. Consideration of Amendment No. 006 to the Professional Services Agreement with Inland Empire Property Services, Incorporated for Weed and Fire Hazard Abatement Services in the Amount of $35,000. (FIRE)

D5. Consideration of Amendment No. 6 to the Multi-Use Community Trail Common Use Agreement for the City's Use of a Portion of the San Bernardino County Flood Control District Day Creek Channel between Base Line Road and Jack Benny Drive Related to the Construction of the Day Creek Channel Bike Trail Improvements Project. (CITY)

D6. Consideration to Approve the Use of a Cooperative Agreement with OMNIA Partners for the Purchase of Computers and Equipment from Dell and Lenovo in the Amount of $255,000. (CITY/FIRE)

D7. Consideration to Approve a Two-Year Agreement with iLand, Inc., in the Amount of $84,840, for Cloud Backup Storage. (CITY)

D8. Consideration of an Appropriation in the Amount of $203,100 and Approval to Purchase Transformers From Anixter Power Solutions in the Amount of $203,100. (CITY)

D9. Consideration of a Contract with San Marino Roof Co. for the Emergency Roof Replacement at the Chaffey- Garcia House and the Appropriation of Funds in an Amount Not to Exceed $114,400. (CITY)

D10. Consideration to Approve and Adopt Resolutions Certifying the Results of Elections and Adding Annexation No's. 2023-7, and 2023-8 to Community Facilities District No. 2022-01 (Street Lighting Services) of the City of Rancho Cucamonga. (RESOLUTION NOS. 2023-107 AND 2023-108) (CITY)

E. CONSENT CALENDAR ORDINANCE(S) - SECOND READING/ADOPTION

F. ADMINISTRATIVE HEARING ITEM(S)

F1. Consideration of a Resolution Adopting The City of Rancho Cucamonga Economic Development Strategy. This Item is Exempt from the California Environmental Quality Act Under CEQA Section 15061(b)(3). (RESOLUTION NO. 2023-106) (CITY)

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G. ADVERTISED PUBLIC HEARINGS ITEM(S) - CITY/FIRE DISTRICT

H. CITY MANAGER'S STAFF REPORT(S)

I. COUNCIL BUSINESS

I1. COUNCIL ANNOUNCEMENTS

(Comments to be limited to three minutes per Council Member.)

I2. INTERAGENCY UPDATES

(Update by the City Council to the community on the meetings that were attended.)

J. CITY ATTORNEY ITEMS

K. IDENTIFICATION OF ITEMS FOR NEXT MEETING

L. ADJOURNMENT

CERTIFICATION
I, Linda A. Troyan, MMC, City Clerk Services Director of the City of Rancho Cucamonga, or my designee, hereby certify under penalty of perjury that a true, accurate copy of the foregoing agenda was posted on at least seventy-two (72) hours prior to the meeting per Government Code 54954.2 at 10500 Civic Center Drive, Rancho Cucamonga, California and on the City's website.

LINDA A. TROYAN, MMC

CITY CLERK SERVICES DIRECTOR

If you need special assistance or accommodations to participate in this meeting, please contact the City Clerk's office at (909) 477-2700. Notification of 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility. Listening devices are available for the hearing impaired.

CITY OF RANCHO CUCAMONGA

FIRE PROTECTION DISTRICT, HOUSING SUCCESSOR AGENCY, SUCCESSOR AGENCY,

PUBLIC FINANCE AUTHORITY AND CITY COUNCIL REGULAR MEETINGS MINUTES

The City Council of the City of Rancho Cucamonga held a closed session on Wednesday, September 06, 2023, in the Tapia Conference Room at the Civic Center, 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 5:00 PM.

Present were Council Members: Ryan Hutchison, Kristine Scott, Ashley Stickler, Mayor Pro Tem Lynne Kennedy and Mayor L. Dennis Michael.

Also present were: John Gillison, City Manager; Elisa Cox, Assistant City Manager; Nicholas Ghirelli, City Attorney; Matt Burris, Deputy City Manager/Economic and Community Development and Julie Sowles, Deputy City Manager/Civic and Cultural Services.

A. ANNOUNCEMENT OF CLOSED SESSION ITEM(S)

B. PUBLIC COMMUNICATIONS ON CLOSED SESSION ITEM(S)

C. CITY MANAGER ANNOUNCEMENTS

D. CONDUCT OF CLOSED SESSION

D1. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8408 ROCHESTER AVENUE, RANCHO CUCAMONGA, CA 91730 (RANCHO CUCAMONGA EPICENTER STADIUM); AGENCY NEGOTIATORS: JOHN GILLISON AND ELISA COX, REPRESENTING THE CITY OF RANCHO CUCAMONGA ; NEGOTIATING PARTY: RANCHO BASEBALL LLC; REGARDING PRICE AND TERMS OF PAYMENT. (CITY)

D2. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF GOVERNMENT CODE SECTION 54956.9 ; NAME OF CASE: CITY OF RANCHO CUCAMONGA V. BNSF RAILWAY COMPANY, SBSC CASE NO.: CIVSB2305412. (CITY)

D3. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF GOVERNMENT CODE SECTION 54956.9 ; NAME OF CASE: CITY OF RANCHO CUCAMONGA V. TOWER OF POWER CORPORATION, ET AL., SBSC CASE NO.: CIVSB2110388. (CITY)

D4. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF SECTION 54956.9; NAME OF CASE: CITY OF RANCHO CUCAMONGA V. TOVEY/SHULTZ, INC., ET AL., SAN BERNARDINO SUPERIOR COURT, CASE NO. CIVSB 2127516 (CITY)

September 06, 2023 | Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga | Page 2 of 6

D5. CONFERENCE WITH LEGAL COUNSEL; EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9(A); CRANEVEYOR CORP. V. CITY OF RANCHO CUCAMONGA ; U.S. DISTRICT COURT FOR THE CENTRAL DISTRICT OF CALIFORNIA, CASE NO. 5:21 -CV-01656-SP; NINTH CIRCUIT COURT OF APPEALS CASE NO. No. 22-55435. (CITY)

E. RECESS

The closed session recessed at 6:45 p.m.

REGULAR MEETING – 7:00 PM
CALL TO ORDER – COUNCIL CHAMBERS

The Regular meetings of the Rancho Cucamonga Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority, and the City of Rancho Cucamonga City Council were held on September 06, 2023, in the Council Chambers at City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 7:00 PM.

Present were Council Members: Ryan Hutchison, Kristine Scott, Ashley Stickler, Mayor Pro Tem Lynne Kennedy and Mayor L. Dennis Michael.

Also present were: John Gillison, City Manager; Nicholas Ghirelli, City Attorney; and Linda A. Troyan , MMC, Director of City Clerk Services.

Mayor Pro Tem Kennedy led the Pledge of Allegiance.

A. AMENDMENTS TO THE AGENDA

City Clerk Services Director Linda Troyan noted a revision to item D14 on the Consent Calendar to include an appropriation of funds. The revised Staff Report was distributed to the City Council and made available to the public. City Clerk Services Director Troyan also noted that the Resolution number assigned to item D15 needs to be revised and should be Resolution Number 2023-102.

B. ANNOUNCEMENT / PRESENTATIONS

B1. Presentation of Proclamations of Recognition to Library Board of Trustees Members Kristen Murrieta-Morales and Janet Temkin for their Service to the Rancho Cucamonga Public Library.

Kristen Murrieta-Morales, accepted the Proclamation. The Proclamation for Janet Temkin will be mailed to her.

B2. Presentation of a Proclamation Declaring September 2023 as National Senior Center Month.

Jennelle Markel, Community Services Coordinator – Seniors Division, accepted the Proclamation.

B3. Presentation of a Proclamation Declaring September 22, 2023, as Native American Day.

Vanessa Brierty, District Director with the Office of Assemblymember James Ramos, accepted the Proclamation.

Monique Arellano, Chief of the Council of Governments and Equity Programs, and Tim Watkins , Chief of Legislative and Public Affairs, provided a presentation on the benefits and opportunities available to small and large business es at the Small Business to Business annual event and encouraged the city’s participation.

C. PUBLIC COMMUNICATIONS

Bill Kaufman, spoke about current cannabis legislatio n and requested advice from the city on possible cannabis dispensary site opportunities in the city.

Heather Rawlings Polk, Executive Director, Rancho Cucamonga Chamber of Commerce, thanked the City for its partnership and support for the business community.

Philip E. Walker, spoke about the success of a short film produced in the city and the 100 Films Retreat program; thanked the city for their support; and inquired about the Juneteenth holiday request he submitted to the city.

Lance Asbra, offered a prayer.

D. CONSENT CALENDAR

Council Member Scott announced that she will need to abstain on item D3, due to a potential conflict of interest as her employer is Southern California Gas Company.

D1. Consideration of Meeting Minutes for Regular Meetings of August 16, 2023 and Special Joint City Council and Planning Commission Meeting of August 16, 2023.

D2. Consideration to Approve City and Fire District Bi -Weekly Payroll in the Total Amount of $4,079,849.90 and City and Fire District Weekly Check Registers (Excluding Checks Issued to Southern California Gas Company) in the Total Amount of $10,924,366.29 Dated August 08, 2023, Through August 27, 2023, and City and Fire District Electronic Debit Registers for the Month of July in the Total Amount of $8,799,633.73. (CITY/FIRE)

D3. Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $10,585.98 Dated August 08, 2023, Through August 27, 2023. (CITY/FIRE)

D4. Consideration to Accept Grant Revenue in the Amount of $77,235 from the Edward Byrne Memorial Justice Assistance Grant (JAG) for Fiscal Years 2020, 2021 and 2022 and Authorize Appropriation of these Funds and $1,000 from Law Enforcement Reserve Funds to Purchase Equipment for the Rancho Cucamonga Police Department. (CITY)

D5. Consideration to Appropriate Grant Revenue in the Amount of $45,000 Awarded by the ASPCA for the Purchase of Large Animal Disaster Response Equipment and Supplies. (CITY)

D6. Consideration of the Purchase of Holmatro Electric Extrication Rescue Tools in the Amount of $104,890 from Western Extrication Specialist, Inc.as a Single Source Vendor. (FIRE)

D7. Consideration to Approve a Professional Services Agreement with AudienceView for Ticketing Services in the Amount of $55,000 Plus a 10% Contingency for the Lewis Family Playhouse and Randall Lewis Second Story and Beyond® Services. (CITY)

September 06, 2023 | Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga | Page 4 of 6

D8. Consideration to Approve a One-Year Extension of a Professional Services Agreement with Central Square, Inc. for Maintenance and Support in the Amount of $141,915. (CITY)

D9. Consideration to Approve a Three-Year Support and Maintenance Agreement with HLP Inc. in the Amount of $107,530. (CITY)

D10. Consideration to Approve an Extension of an Agreement for Professional Services with Palmer Consulting for Project Management Services in the Amount of $85,000. (CITY)

D11. Consideration of Amendment No. 1 to the Professional Services Agreement with Brodart Co. (Contract No. 2019 -168) for Materials Acquisitions Services in an Amount Not to Exceed $450,000. (CITY)

D12. Consideration of a Power Purchase Agreement with VS HW NAPA A, LLC to Purchase the Renewable Energy and Capacity from the Proposed Solar Photovoltaic Project, Located at 13160 Napa Street, Rancho Cucamonga, California for a Total of 3 Megawatts and Authorizing the City Manager or His Designee to Sign the Power Purchase Agreement, Operating Memorandum and Any Related Documents. (CITY)

D13. Consideration of a Power Purchase Agreement with VS BI 4th St RCMU, LLC to Purchase the Renewable Energy and Capacity from the Proposed Solar Photovoltaic Project, Located at 12434 Fourth Street, Rancho Cucamonga, California for a Total of 3 Megawatts and Authorizing the City Manager or His Designee to Sign the Power Purchase Agreement and Any Related Documents. (CITY)

D14. Consideration of Amendment No. 1 to the Professional Services Agreement with Environment Planning Development Solutions, Inc. for Environmental Compliance Services for Cucamonga Canyon and the Morgan Ranch Trailhead to the Scope of Work. (CITY/FIRE)

D15. Consideration of a Resolution Establishing a 25 Miles Per Hour Speed Limit on Hermosa Avenue between Hamilton Street and Victoria Street. This Item is Exempt from the California Environmental Quality Act Pursuant to CEQA Guidelines Section 15061(b)(3). (RESOLUTION NO. 2023-102) (CITY)

D16. Consideration of a Resolution Adopting the Measure I Five -Year Capital Project Needs Analysis covering Fiscal Years 2024/2025 Through 2028/2029. (RESOLUTION NO. 2023 - 099) (CITY)

D17. Consideration of a Resolution Adopting a Generating Facility Interconnection Electric Service Rule to the Rancho Cucamonga Municipal Utility’s Rules and Regulations. (RESOLUTION NO. 2023-100) (CITY)

D18. Consideration of a Resolution Adopting Parking Restrictions at Parks and Recreational Trails and Making a Finding of Exemption From the California Environmental Quality Act (CEQA) Pursuant to Section 15061(b)(3) of the CEQA Guidelines. (RESOLUTION NO. 2023-101) (CITY)

D19. Consideration to Adopt a Resolution Approving an Update to the Rancho Cucamonga Fire Protection District Personnel Rules and Regulations and the Manual of Operations - Employee Performance Evaluation, Amending the Firefighter Probationary Period. (RESOLUTION NO. FD 2023-038) (FIRE)

September 06, 2023 | Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Regular Meetings Minutes City of Rancho Cucamonga | Page 5 of 6
D20. Consideration of a Resolution Declaring Support for Brightline West and the Nevada Department of Transportation's Federal-State Partnership for Their Intercity Passenger Rail Grant Application to the United States Department of Transportation. (RESOLU TION NO. 2023-103) (CITY)

MOTION: Moved by Council Member Hutchison, seconded by Council Member Stickler, to approve the Consent Calendar Agenda items D1 through D20, with Council Member/Board Member Scott abstaining on item D3. Motion carried 5-0.

E. CONSENT CALENDAR ORDINANCE(S) - SECOND READING/ADOPTION

None.

F. ADMINISTRATIVE HEARING ITEM(S)

None.

G. ADVERTISED PUBLIC HEARINGS ITEM(S) - CITY/FIRE DISTRICT

G1. Public Hearing for Consideration to Approve the Community Development Block Grant (CDBG) Program Year 2022-2023 Consolidated Annual Performance and Evaluation Report (CAPER). (CITY)

City Manager Gillison introduced Flavio Nuñez, Management Analyst II, who gave a PowerPoint presentation and reviewed the components of reporting plans, citizen participation and highlight s of accomplishments for the 2022/2023 program year.

Mayor Michael opened the Public Hearing.

There were no public communications.

Mayor Michael closed the Public Hearing.

MOTION: Moved by Mayor Pro Tem Kennedy , seconded by Council Member Scott, to a pprove the Community Development Block Grant (CDBG) Program Year 2022- 2023 Consolidated Annual Performance and Evaluation Report (CAPER) ; determine that the action is exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15060(c)(2) of the CEQA Guidelines and authorize City Manager or their designee to submit the Report to the U.S. Department of Housing and Urban Development (HUD). Motion carried 5-0.

H. CITY MANAGER'S STAFF REPORT(S)

H1. Fire District Staffing and Response Planning (FIRE)

City Manager Gillison introduced Mike McCliman, Fire Chief, who gave a PowerPoint presentation for item H1. Fire Chief McCliman reviewed the implementation of Two Battalion System, current service delivery, battalion chief responsibilities, implementation timeline, and budgetary impacts.

Discussion ensued on measuring the effectiveness of the new Battalion Staffing System.

MOTION: Moved by Council Member Stickler, seconded by Council Member Scott, to approve the hiring of three additional shift Battalion Chiefs to facilitate and fully implement the staff recommended North and South geographic Battalions. Motion carried 5-0.

I1. COUNCIL ANNOUNCEMENTS

None.

I2. INTER-AGENCY UPDATES

Mayor Michael reported his attendance at a San Bernardino County Transportation Authority Meeting (SBCTA) that morning where the board unanimously approved the bid and construction of the Bus Rapid Transit system, which includes stations in Rancho Cucamonga.

J. CITY ATTORNEY ITEMS

City Attorney Ghirelli reported on Closed Session item D4. The City Council approved and authorized the City Manager to execute a Settlement Agreement with the three defendants in that case that will result in a payment of $320,000 in exchange of dismissal of the lawsuit.

K. IDENTIFICATION OF ITEMS FOR NEXT MEETING

None.

L. ADJOURNMENT - Adjourn to Tuesday, September 19, 2023, at 7:00 p.m.

Mayor Michael adjourned the Council Meeting at 8:02 p.m.

Approved:

Linda A. Troyan, MMC
City Clerk Services Director

CITY OF RANCHO CUCAMONGA

FIRE PROTECTION DISTRICT, HOUSING SUCCESSOR AGENCY, SUCCESSOR AGENCY,

PUBLIC FINANCE AUTHORITY AND CITY COUNCIL ADJOURNED REGULAR MEETINGS

MINUTES

The City Council of the City of Rancho Cucamonga held a closed session on Tuesday, September 19, 2023, in the Tapia Conference Room at the Civic Center, 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 5:00 PM.

Present were Council Members: Ryan Hutchison, Kristine Scott, Ashley Stickler, Mayor Pro Tem Lynne Kennedy and Mayor L. Dennis Michael.

Also present were: John Gillison, City Manager; Elisa Cox, Assistant City Manager; Nicholas Ghirelli, City At torney; Matt Burris, Deputy City Manager/Economic and Community Development and Julie Sowles, Deputy City Manager/Civic and Cultural Services.

A. ANNOUNCEMENT OF CLOSED SESSION ITEM(S)

B. PUBLIC COMMUNICATIONS ON CLOSED SESSION ITEM(S)

C. CITY MANAGER ANNOUNCEMENTS

D. CONDUCT OF CLOSED SESSION

D1. CONFERENCE WITH LEGAL COUNSEL ANTICIPATED LITIGATION: INITIATION OF LITIGATION PURSUANT TO PARAGRAPH (4) OF SUBDIVISION (D) OF GOVERNMENT CODE SECTION 54956.9: (1 CASE) (CITY)

D2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 8408 ROCHESTER AVENUE, RANCHO CUCAMONGA, CA 91730 (RANCHO CUCAMONGA EPICENTER STADIUM) ; AGENCY NEGOTIATORS: JOHN GILLISON AND ELISA COX, REPRESENTING THE CITY OF RANCHO CUCAMONGA ; NEGOTIATING PARTY: RANCHO BASEBALL LLC; REGARDING PRICE AND TERMS OF PAYMENT. (CITY)

D3. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9(D)(1) SOUTHERN CALIFORNIA EDISON COMPANY V. CALIFORNIA STATE BOARD OF EQUALIZATION ORANGE COUNTY SUPERIOR COURT CASE NO. 30-2023-01328239-CU-MC-CXC. (CITY)

D4. CONFERENCE WITH LEGAL COUNSEL; EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9(A); CRANEVEYOR CORP. V. CITY OF RANCHO CUCAMONGA ; U.S. DISTRICT COURT FOR THE CENTRAL DISTRICT OF CALIFORNIA, CASE NO. 5:21 -CV-01656-SP; NINTH CIRCUIT COURT OF APPEALS CASE NO. No. 22-55435. (CITY)

D5. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION PURSUANT TO PARAGRAPH(1) OF SUBDIVISION (D) OF SECTION 54956.9 ; NAME OF CASE: PEPE'S INC. V. CITY OF RANCHO CUCAMONGA, UNITED STATES DISTRICT COURT, CENTRAL DISTRICT OF CALIFORNIA, CASE NO. 5:20CV02506JGBSP (CITY)

D6. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY LOCATED AT 12467 BASE LINE ROAD IDENTIFIED AS PARCEL NUMBERS 1090 -331-03-0000, 1090- 331-04-0000, 1089- 581-04-0000;

NEGOTIATING PARTIES JOHN GILLISON, CITY MANAGER REPRESENTING THE CITY

OF RANCHO CUCAMONGA, AND JOSEPH FILIPPI, JOSEPH FILIPPI WINERY AND VINEYARDS; REGARDING PRICE AND TERMS. – (CITY)

D7. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION PURSUANT TO PARAGRAPH (1) OF SUBDIVISION (D) OF GOVERNMENT CODE SECTION 54956.9; NAME OF CASE: CITY OF RANCHO CUCAMONGA V. SOUTHERN CALIFORNIA EDISON COMPANY, SBSC CASE NO.: CIVSB2201969. (CITY)

D8. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PER GOVERNMENT CODE SECTION 54956.8 FOR PROPERTY IDENTIFIED AS PARCEL NUMBERS 1089 593 01 0000 COMMONLY KNOWN AS ADDRESS 7150 ETIWANDA, RANCHO CUCAMONGA, CA 91730; NEGOTIATING PARTIES MATT BURRIS, DEPUTY CITY MANAGER ECONOMIC

AND COMMUNITY DEVELOPMENT, REPRESENTING THE CITY OF RANCHO

CUCAMONGA, AND JIM BANKS REPRESENTING ETI WANDA HISTORIC SOCIETY, REGARDING PRICE AND TERMS. (CITY)

D9. PUBLIC EMPLOYEE PERFORMANCE EVALUATION PER GOVERNMENT CODE SECTION 54957 (TITLE: CITY MANAGER)

E. RECESS

The closed session recessed at 6:57 p.m.

ADJOURNED REGULAR MEETING – 7:00 PM
CALL TO ORDER – COUNCIL CHAMBERS

The Adjourned Regular meetings of the Rancho Cucamonga Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority, and the City of Rancho Cucamonga City Council were held on Tuesday, September 19, 2023, in the Council Chambers at City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. Mayor Michael called the meeting to order at 7:0 1 PM.

Present were Council Members: Ryan Hutchison, Kristine Scott, Ashley Stickler, Mayor Pro Tem Lynne Kennedy and Mayor L. Dennis Michael.

Also present were: John Gillison, City Manager; Nicholas Ghirelli, City Attorney; and Patricia Bravo - Valdez, MMC, Deputy Director of City Clerk Services.

Mayor Pro Tem Kennedy led the Pledge of Allegiance.

A. AMENDMENTS TO THE AGENDA

None.

B. ANNOUNCEMENT / PRESENTATIONS

None.

C. PUBLIC COMMUNICATIONS

Mayor Michael noted that an email was submitted in opposition to the construction of Harvest Complex Apartments on Foothill and Milliken by Lory Mason and provided to the City Council for tonight’s City Council Meeting.

Phillip Walker , spoke about a new film named "Sweetest Vacation" and noted that t he City of Rancho Cucamonga is featured in the film.

Charles Nuño, spoke about housing market trends , impacts of an increase in Accessory Dwelling Units (ADUs), a neighborhood nuisance by an adjacent property to his home and his opposition to current trends in which single family homes are turning into multi-family homes.

City Manager Gillison referred Mr. Nuño to Community Improvement Manager, Carrie Rios, to address the neighbor nuisances stated by Mr. Nuño.

D. CONSENT CALENDAR

Council Member Scott announced that she will need to abstain on item D2, due to a potential conflict of interest as her employer is Southern California Gas Company.

D1. Consideration to Approve City and Fire District Bi -Weekly Payroll in the Total Amount of $2,104,794.84 and City and Fire District Weekly Check Registers (Excluding Checks Issued to Southern California Gas Company) in the Total Amount of $3,020,885.05 Dated August 28, 2023, Through September 10, 2023. (CITY/FIRE

D2. Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $2,825.08 Dated August 28, 2023, Through September 10, 2023. (CITY/FIRE)

D3. Consideration to Receive and File Current Investment Schedules as of August 31, 2023 for the City of Rancho Cucamonga and the Rancho Cucamonga Fire Protection District. (CITY/FIRE)

D4. Consideration of the Purchase of Seven (7) Ford E-Transit Vans, One (1) Ford F-150 Truck, and One (1) 2-Ton Dump Truck from National Auto Fleet Group via the Sourcewell Contract in an Amount Not to Exceed $735,000. (CITY)

D5. Consideration of the Purchase of Electrical Supplies in an Amount Not to Exceed $200,000 from Walters Wholesale Electric and Consolidated Electrical Distributors. (CITY/FIRE)

D6. Consideration to approve a three (3) year Professional Services Agreement with Active Network, LLC., at a 1.56% to 4.42% Service Fee per Transaction for Web -based Program Registration, Facility Reservation, and Membership Management Services. (CITY)

D7. Consideration of Amendment No. 5 to Contract No. CO 18-066 with AquaBio Environmental Technologies for Preventive Maintenance and Repair Services for Red Hill Lake and Floating Island in an Amount Not to Exceed $25,830 during FY 2023/24. (CITY)

D8. Consideration to Accept Public Improvements on the Southwest Corner of Arrow Route and Hickory Avenue per Improvement Agreement, Related to Design Review DRC2018 -00946, as Complete, File a Notice of Completion, and Authorize Release of Bonds. (CITY)

D9. Consideration of Resolution Authorizing the Attestation of Veracity for the Rancho Cucamonga Municipal Utility 2022 Power Source Disclosure Annual Report and Power Content Label. (RESOLUTION NO. 2023-104) (CITY)

September 19, 2023 | Fire Protection District, Housing Successor Agency, Successor Agency, Public Finance Authority and City Council Adjourned Regular Meetings Minutes City of Rancho Cucamonga | Page 4 of 5
D10. Consideration to Receive and File the Summary of the Public Safety Response to 2022 Holiday Lights Display and Consideration of a Resolution Temporarily Closing Portions of Thoroughbred and Jennet Streets, West Sapphire Street and East of Turquoise Avenue, and a Portion of Turquoise A venue Between Jennet and Thoroughbred Streets, to Pedestrian Traffic During the Area’s 2023 Holiday Light Display. (RESOLUTION NO. 2023-105) (CITY)

D11. Consideration to Accept and Allocate Grant Revenue in the Amount of $2,500 Awarded by the California State Library for Zip Books Services. (CITY)

D12. Consideration to Authorize an Expenditure for Professional Land Survey Services by Towill Pursuant to Professional Services Agreement No. CO19-144 for the Preparation of Tentative and Final Subdivision Maps for Central Park in the Amount of $117,765 Plus a 10% Contingency; the Director of Engineering Services to Amend the Agreement to Increase the Annual Compensation for Fiscal Year 2023/24 to $280,000; and an Appropriation in the amount of $130,000 from the Park Development Fund (Fund 120). (CITY)

MOTION: Moved by Council Member Hutchison, seconded by Council Member Stickler, to approve the Consent Calendar Agenda items D1 through D12, with Council Member/Board Member Scott abstaining on item D2. Motion carried 5-0.

E. CONSENT CALENDAR ORDINANCE(S) - SECOND READING/ADOPTION

None.

F. ADMINISTRATIVE HEARING ITEM(S)

None.

G. ADVERTISED PUBLIC HEARINGS ITEM(S) - CITY/FIRE DISTRICT

None.

H. CITY MANAGER'S STAFF REPORT(S)

H1. Presentation on the Fleet Utilization Study and Electric Vehicle (EV) Conversion Plan for the City of Rancho Cucamonga and Rancho Cucamonga Fire Protection District. (CITY/FIRE)

City Manager Gillison introduced Lindsay McElwain, Management Analyst I, who gave the staff report along with a PowerPoint presentation on the University of Southern California Master of Public Administration Online Program Graduate Student Capstone Project on fleet utilization and EV conversion.

The City Council commended the collaborative initiative between the Public Works Services Department and USC's Master of Public Administration Online Program (MPAOL) students and expressed desire to recognize the US C Master of Public Administration Online Program students with Certifi cates of Recognition for their efforts.

I1. COUNCIL ANNOUNCEMENTS

Council Member Scott reported her attendance at a recent 20 Year Anniversary Fundraiser for Operation Community Cares , a non- profit organization that helps and support s veterans and their families . She encouraged the community to support sending care packages to our serving M ilitary through Operation Community Cares.

I2. INTERAGENCY UPDATES

None.

J. CITY ATTORNEY ITEMS

City Attorney Ghirelli reported that he received direction from the City Council to file a Nuisance Abatement Action on Closed Session item D1. He announced that information regarding the lawsuit will be made available once it is filed.

K. IDENTIFICATION OF ITEMS FOR NEXT MEETING

None.

L. ADJOURNMENT

Mayor Michael adjourned the Council Meeting at 7:36 p.m.

Approved:

Linda A. Troyan, MMC
City Clerk Services Director

DATE:October 4, 2023
TO:Mayor and Members of the City Council
President and Members of the Boards of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Tamara L. Oatman, Finance Director
Veronica Lopez, Accounts Payable Supervisor
SUBJECT: Consideration to Approve City and Fire District Bi-Weekly Payroll in the Total Amount of $2,043,844.43 and City and Fire District Weekly Check Registers (Excluding Checks Issued to Southern California Gas Company) in the Total Amount of $8,833,022.26 Dated September 11, 2023, Through September 24, 2023. (CITY/FIRE)
RECOMMENDATION:

Staff recommends City Council/Board of Directors of the Fire Protection District approve payment of demands as presented. Bi-weekly payroll is $1,255,814.65 and $788,029.78 for the City and the Fire District, respectively. Weekly check register amounts are $8,714,354.63 and $118,667.63 for the City and the Fire District, respectively.

BACKGROUND:

N/A

ANALYSIS:

N/A

FISCAL IMPACT:

Adequate budgeted funds are available for the payment of demands per the attached listing.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

N/A

ATTACHMENTS:

Attachment 1 - Weekly Check Register

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00016428
09/13/2023
360 DEEP CLEANING LLC

0.00 6,890.00 6,890.00
AP
00016429
09/13/2023

ABSOLUTE SECURITY INTERNATIONAL INC
50,148.65 0.00 50,148.65
AP
00016430
09/13/2023

ASSI SECURITY
165.00 0.00 165.00
AP
00016431
09/13/2023

BUREAU OF RECLAMATION
1,085.21 0.00 1,085.21
AP
00016432
09/13/2023

ELECNOR BELCO ELECTRIC INC
40,358.85 0.00 40,358.85
AP
00016433
09/13/2023

GENTRY BROTHERS INC
1,064,555.71 0.00 1,064,555.71
AP
00016434
09/13/2023

MIDWEST TAPE LLC
4,660.96 0.00 4,660.96
AP
00016435
09/13/2023
RE ASTORIA 2 LLC
126,929.14 0.00 126,929.14
AP
00016436
09/13/2023

SAN BERNARDINO COUNTY SHERIFF'S DEPT
4,132,008.00 0.00 4,132,008.00
AP
00016437
09/13/2023

SAN BERNARDINO COUNTY

20.00 0.00 20.00
AP
00016438
09/13/2023

SHELL ENERGY NORTH AMERICA
600,570.90 0.00 600,570.90
AP
00016439
09/13/2023

US DEPARTMENT OF ENERGY
17,427.03 0.00 17,427.03
AP
00016440
09/20/2023

ASSI SECURITY
808.13 0.00 808.13
AP
00016441
09/20/2023

CALIF GOVERNMENT VEBA / RANCHO CUCAMONGA
27,029.02 0.00 27,029.02
AP
00016442
09/20/2023

COLLABORATIVE SOLUTIONS LLC
155,831.53 0.00 155,831.53
AP
00016443
09/20/2023

DIAMOND ENVIRONMENTAL SERVICES
107.14 0.00 107.14
AP
00016444
09/20/2023

FEHR & PEERS
3,003.00 0.00 3,003.00
AP
00016445
09/20/2023

GENERATOR SERVICES CO INC
1,685.22 0.00 1,685.22
AP
00016446
09/20/2023

GOD IS THE STAR PRODUCTIONS
20,000.00 0.00 20,000.00
AP
00016447
09/20/2023
RCCEA
1,465.50 0.00 1,465.50
AP
00016448
09/20/2023
RCPFA
13,543.01 0.00 13,543.01
***
AP
00016449
09/20/2023

RICHARDS WATSON & GERSHON
80,166.36 4,767.90 84,934.26
AP
00016450
09/20/2023

RIVERSIDE, CITY OF
11,409.00 0.00 11,409.00
AP
00016451
09/20/2023

YUNEX LLC
6,683.00 0.00 6,683.00
AP
00439808
09/13/2023

AJ'S ENTERTAINMENT
7,600.00 0.00 7,600.00
AP
00439809
09/13/2023

ALLSTAR FIRE EQUIPMENT INC

0.00 4,186.34 4,186.34
AP
00439810
09/13/2023

ALPHAGRAPHICS
497.00 0.00 497.00
AP
00439811
09/13/2023

ANDERSON, REBECCA
290.00 0.00 290.00
AP
00439812
09/13/2023

BEE REMOVERS

0.00 495.00 495.00
AP
00439813
09/13/2023

BERN MARIE'S PROMOTIONAL PRODUCTS
691.38 0.00 691.38
AP
00439814
09/13/2023

BIANE BROTHERS
5,500.00 0.00 5,500.00
AP
00439815
09/13/2023

BON AIR INC
355,775.00 0.00 355,775.00
AP
00439816
09/13/2023

BRIGHTLY SOFTWARE INC
16,890.00 0.00 16,890.00
AP
00439817
09/13/2023

BRIGHTVIEW LANDSCAPE SERVICES INC
20,511.00 0.00 20,511.00
AP
00439818
09/13/2023

BRINKS INCORPORATED
3,222.62 0.00 3,222.62
AP
00439819
09/13/2023

BROWNE, KEGAN
100.00 0.00 100.00
AP
00439820
09/13/2023

C V W D

0.00 556.34 556.34
AP
00439821
09/13/2023

C V W D
323.18 0.00 323.18
AP
00439823
09/13/2023

C V W D
24,711.30 0.00 24,711.30
AP
00439824
09/13/2023

CAMERON-DANIEL PC
1,006.50 0.00 1,006.50
AP
00439825
09/13/2023

CAN/AM TECHNOLOGIES INC
67,240.00 0.00 67,240.00
AP
00439826
09/13/2023

CASTANEDA, MIGUEL ANGEL
2,844.00 0.00 2,844.00
AP
00439827
09/13/2023

CHAMPION AWARDS & SPECIALTIES

21.55 0.00 21.55
AP
00439828
09/13/2023

CHAMPION FIRE SYSTEMS INC
2,060.94 0.00 2,060.94
AP
00439829
09/13/2023

CHRISTIAN, FABIEN

70.00 0.00 70.00
AP
00439830
09/13/2023

COAST FITNESS REPAIR SHOP
1,105.87 0.00 1,105.87
AP
00439831
09/13/2023

CORODATA MEDIA STORAGE INC

78.44 0.00 78.44
08:40:32
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
1 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00439832
09/13/2023

COURVILLE, PAUL RENE

75.00 0.00 75.00
AP
00439833
09/13/2023

D & K CONCRETE COMPANY
21,408.83 0.00 21,408.83
AP
00439834
09/13/2023

DAISYECO INC

95.32 0.00 95.32
AP
00439835
09/13/2023

DAVID, ROMEO
150.65 0.00 150.65
AP
00439836
09/13/2023

DE GUZMAN, CLARENCE

38.73 0.00 38.73
AP
00439837
09/13/2023

DE LA CRUZ, MARILYN
159.45 0.00 159.45
AP
00439838
09/13/2023

DEER CREEK CAR WASH
3,992.00 0.00 3,992.00
AP
00439839
09/13/2023

DEPENDABLE COMPANY INC

30.00 0.00 30.00
AP
00439840
09/13/2023

DESAI, RONAK
4,080.00 0.00 4,080.00
AP
00439841
09/13/2023

EAN SERVICES LLC

0.00 780.39 780.39
AP
00439842
09/13/2023

EMERGENCY MEDICAL PRODUCTS

0.00 1,239.02 1,239.02
AP
00439843
09/13/2023

EXECUTIVE DETAIL SERVICES

0.00 260.00 260.00
AP
00439844
09/13/2023

EXPERIAN

52.00 0.00 52.00
AP
00439845
09/13/2023

FEDERAL EXPRESS CORP

25.05 0.00 25.05
AP
00439846
09/13/2023

FIRE APPARATUS SOLUTIONS

0.00 420.18 420.18
AP
00439847
09/13/2023

FIRSTCARBON SOLUTIONS
15,980.15 0.00 15,980.15
AP
00439848
09/13/2023

FOLKENS, KIMBERLI
143.94 0.00 143.94
AP
00439849
09/13/2023

FRANKLIN TRUCK PARTS INC

0.00 466.69 466.69
AP
00439850
09/13/2023

FUEL SERV
3,991.03 0.00 3,991.03
***
AP
00439851
09/13/2023

G/M BUSINESS INTERIORS
2,245.24 608.93 2,854.17
AP
00439852
09/13/2023

GENTRY GENERAL ENGINEERING INC
132.15 0.00 132.15
AP
00439853
09/13/2023

GOLDEN OAKS VET HOSPITAL
400.00 0.00 400.00
AP
00439854
09/13/2023
GOVERNMENTJOBS.COM INC
30,606.55 0.00 30,606.55
AP
00439855
09/13/2023

GRAINGER
953.16 0.00 953.16
AP
00439856
09/13/2023

GRAYBAR ELECTRIC COMPANY INC
1,030.74 0.00 1,030.74
AP
00439857
09/13/2023

GUO, MENG

64.76 0.00 64.76
AP
00439858
09/13/2023

HARRIS, JACOB

97.00 0.00 97.00
AP
00439859
09/13/2023

HE, SHANZHENG

84.03 0.00 84.03
AP
00439860
09/13/2023

HELGESEN, JESSICA
279.00 0.00 279.00
AP
00439861
09/13/2023

HILL & ASSOCIATES INC, TERRY M
19,200.00 0.00 19,200.00
AP
00439862
09/13/2023

HILL'S PET NUTRITION SALES INC
187.48 0.00 187.48
AP
00439863
09/13/2023

HOLLIDAY ROCK CO INC
2,336.02 0.00 2,336.02
AP
00439864
09/13/2023

HOME DEPOT CREDIT SERVICES
597.09 0.00 597.09
AP
00439865
09/13/2023

HOSE-MAN INC
457.52 0.00 457.52
AP
00439866
09/13/2023

HUNT, KAREN

62.95 0.00 62.95
AP
00439867
09/13/2023

IDEXX DISTRIBUTION INC

5.34 0.00 5.34
AP
00439868
09/13/2023

INTERSTATE ALL BATTERY CENTER
1,547.08 0.00 1,547.08
AP
00439869
09/13/2023

INTERVET INC
6,028.61 0.00 6,028.61
AP
00439870
09/13/2023

ITRON INC
9,847.60 0.00 9,847.60
AP
00439871
09/13/2023

JOSEPH, BELL LUKE

87.00 0.00 87.00
AP
00439872
09/13/2023

KILGORE, BARBARA
253.00 0.00 253.00
AP
00439873
09/13/2023

KINGDOM CALIBRATIONS INC

0.00 140.00 140.00
AP
00439874
09/13/2023

LEE, SAM
113.12 0.00 113.12
AP
00439875
09/13/2023

LIFE-ASSIST INC

0.00 40.07 40.07
AP
00439876
09/13/2023

MAIN STREET SIGNS
2,379.07 0.00 2,379.07
AP
00439877
09/13/2023

MCFADDEN-DALE HARDWARE

80.91 0.00 80.91
AP
00439878
09/13/2023

MDG ASSOCIATES INC

65.00 0.00 65.00
08:40:32
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
2 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00439879
09/13/2023

MERRIMAC PETROLEUM INC
37,408.14 0.00 37,408.14
***
AP
00439880
09/13/2023

MESA ENERGY SYSTEMS INC
18,434.34 4,770.00 23,204.34
AP
00439881
09/13/2023

MILLIGAN, MICHAEL

42.00 0.00 42.00
AP
00439882
09/13/2023

MIRAMONTES, SAMARA
150.00 0.00 150.00
AP
00439883
09/13/2023

NAPA AUTO PARTS

0.00 1,464.31 1,464.31
AP
00439884
09/13/2023

NATIONAL UTILITY LOCATORS LLC
6,150.00 0.00 6,150.00
AP
00439885
09/13/2023

NEWCO DISTRIBUTORS INC
1,386.53 0.00 1,386.53
AP
00439886
09/13/2023

OATMAN, TAMARA
1,031.18 0.00 1,031.18
AP
00439888
09/13/2023

ODP BUSINESS SOLUTIONS LLC
2,870.32 0.00 2,870.32
AP
00439889
09/13/2023

ONLY CREMATIONS FOR PETS INC
867.00 0.00 867.00
AP
00439890
09/13/2023

ONTARIO, CITY OF
35,344.70 0.00 35,344.70
AP
00439891
09/13/2023

OPEN APPS INC
16,823.52 0.00 16,823.52
AP
00439892
09/13/2023

ORANGE LINE OIL COMPANY

62.22 0.00 62.22
***
AP
00439893
09/13/2023

OWEN GROUP LIMITED PARTNERSHIP
42,900.00 14,300.00 57,200.00
AP
00439894
09/13/2023

PEREZ, MARIA
250.00 0.00 250.00
AP
00439895
09/13/2023

PIERCE, CYNTHIA
981.96 0.00 981.96
AP
00439896
09/13/2023

POPE, JUSTIN

74.02 0.00 74.02
AP
00439897
09/13/2023

PORAC LEGAL DEFENSE FUND
216.00 0.00 216.00
AP
00439898
09/13/2023

PSA PRINT GROUP

48.49 0.00 48.49
AP
00439899
09/13/2023

RADER, BRANDY

10.00 0.00 10.00
AP
00439900
09/13/2023

RANCHO WEST ANIMAL HOSPITAL
200.00 0.00 200.00
AP
00439901
09/13/2023

RODERICK, MACK
139.00 0.00 139.00
AP
00439902
09/13/2023

ROMAN, JANET

25.00 0.00 25.00
AP
00439903
09/13/2023

SAN BERNARDINO COUNTY

0.00 12,430.56 12,430.56
AP
00439904
09/13/2023

SKYLINE SAFETY & SUPPLY
231.42 0.00 231.42
AP
00439905
09/13/2023

SO CAL SANDBAGS
11,962.50 0.00 11,962.50
AP
00439906
09/13/2023

SOARES AUTOMOTIVE INC
40,058.35 0.00 40,058.35
AP
00439907
09/13/2023

SOUTH BAY FOUNDRY INC
1,005.94 0.00 1,005.94
***
AP
00439914
09/13/2023

SOUTHERN CALIFORNIA EDISON
134,237.00 5,166.68 139,403.68
AP
00439915
09/13/2023

SOUTHERN CALIFORNIA EDISON
477.44 0.00 477.44
AP
00439916
09/13/2023

THOMSON REUTERS - WEST
380.00 0.00 380.00
AP
00439917
09/13/2023

TROYAN, LINDA A

46.46 0.00 46.46
AP
00439918
09/13/2023

TRUEPOINT SOLUTIONS
2,475.00 0.00 2,475.00
AP
00439919
09/13/2023
U.S. BANK PARS ACCT #6746022500
12,656.63 0.00 12,656.63
AP
00439920
09/13/2023
U.S. BANK PARS ACCT #6746022500
1,144.38 0.00 1,144.38
AP
00439921
09/13/2023
U.S. BANK PARS ACCT #6745033700
6,605.00 0.00 6,605.00
AP
00439922
09/13/2023
ULINE

95.27 0.00 95.27
AP
00439923
09/13/2023

UNITY COURIER SERVICE INC
1,396.35 0.00 1,396.35
AP
00439924
09/13/2023

VELASQUEZ, JESUS

97.00 0.00 97.00
AP
00439925
09/13/2023

VERIZON WIRELESS - LA
249.34 0.00 249.34
AP
00439926
09/13/2023

VERIZON WIRELESS - LA
6,981.65 0.00 6,981.65
AP
00439927
09/13/2023

VICTOR MEDICAL COMPANY
827.18 0.00 827.18
AP
00439928
09/13/2023

VISTA PAINT
671.15 0.00 671.15
AP
00439929
09/13/2023

VULCAN MATERIALS COMPANY
224.12 0.00 224.12
AP
00439930
09/13/2023

WARDEN, SARAH

0.00 320.00 320.00
***
AP
00439931
09/13/2023

WAXIE SANITARY SUPPLY
3,373.43 1,708.99 5,082.42
AP
00439932
09/13/2023

WIRZ & COMPANY
440.70 0.00 440.70
08:40:32
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
3 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00439933
09/13/2023

YOO, ANDREW

60.12 0.00 60.12
AP
00439934
09/20/2023
A+ SIGN SHOPS INC
1,310.00 0.00 1,310.00
AP
00439935
09/20/2023

ADOBE ANIMAL HOSPITAL
300.00 0.00 300.00
AP
00439936
09/20/2023

AGBOBU, VICTORIA

67.39 0.00 67.39
***
AP
00439937
09/20/2023

AIRGAS USA LLC
868.92 425.95 1,294.87
AP
00439938
09/20/2023

ALLIED UNIVERSAL SECURITY SERVICES
15,552.70 0.00 15,552.70
AP
00439939
09/20/2023

ARS BILLIARDS INC
2,200.00 0.00 2,200.00
AP
00439940
09/20/2023

BENNETT, JEFFREY
659.85 0.00 659.85
AP
00439941
09/20/2023

BEST OUTDOOR POWER INLAND LLC
284.69 0.00 284.69
AP
00439942
09/20/2023

BIBLIOTHECA LLC
4,377.29 0.00 4,377.29
AP
00439943
09/20/2023

BLUEBEAM INC
200.00 0.00 200.00
AP
00439944
09/20/2023

BOLTON, HEATHER

50.00 0.00 50.00
AP
00439945
09/20/2023

BORDIN SEMMER LLP
1,105.99 0.00 1,105.99
AP
00439946
09/20/2023

BRAUN BLAISING SMITH WYNNE
1,051.09 0.00 1,051.09
AP
00439947
09/20/2023

BRIGHTVIEW LANDSCAPE SERVICES INC
23,887.28 0.00 23,887.28
AP
00439948
09/20/2023

BROWNE, KEGAN

50.00 0.00 50.00
AP
00439949
09/20/2023

C V W D
250.76 0.00 250.76
AP
00439950
09/20/2023

C V W D

0.00 344.52 344.52
***
AP
00439955
09/20/2023

C V W D
98,307.46 757.07 99,064.53
AP
00439956
09/20/2023

CABRERA, MELISSA

50.00 0.00 50.00
***
AP
00439957
09/20/2023

CALIF DEPT OF TAX & FEE ADMINISTRATION
305.34 518.47 823.81
AP
00439958
09/20/2023

CALIF UNDERGROUND FAC SAFE EXCAVATION BOARD

48.82 0.00 48.82
AP
00439959
09/20/2023

CALIFORNIA DEPARTMENT OF TECHNOLOGY
1,108.18 0.00 1,108.18
AP
00439960
09/20/2023

CALIFORNIA MUNICIPAL STATISTICS INC
480.00 0.00 480.00
AP
00439961
09/20/2023

CALIFORNIA, STATE OF

50.00 0.00 50.00
AP
00439962
09/20/2023

CALIFORNIA, STATE OF
200.00 0.00 200.00
AP
00439963
09/20/2023

CALIX INC
2,688.36 0.00 2,688.36
AP
00439964
09/20/2023
CalPERS LONG-TERM CARE PROGRAM
221.35 0.00 221.35
AP
00439965
09/20/2023

CARAHSOFT TECHNOLOGY CORP
11,301.15 0.00 11,301.15
AP
00439966
09/20/2023

CARDIO PARTNERS INC

0.00 279.08 279.08
AP
00439967
09/20/2023

CARQUEST AUTO PARTS
1,323.18 0.00 1,323.18
AP
00439968
09/20/2023

CASTRO, DAVID
239.25 0.00 239.25
AP
00439969
09/20/2023

CHAMPION FIRE SYSTEMS INC
5,962.88 0.00 5,962.88
AP
00439970
09/20/2023

CHEN, DAVID

0.00 320.00 320.00
AP
00439971
09/20/2023

CHOI, ELLEN

50.00 0.00 50.00
AP
00439972
09/20/2023

CHOW, NAOMI

50.00 0.00 50.00
***
AP
00439973
09/20/2023

CINTAS CORPORATION
4,386.58 685.43 5,072.01
AP
00439974
09/20/2023

CITRUS MOTORS ONTARIO INC
396.33 0.00 396.33
***
AP
00439975
09/20/2023

COAST FITNESS REPAIR SHOP
617.31 654.06 1,271.37
AP
00439976
09/20/2023

COMPUTERSHARE TRUST COMPANY NA
2,500.00 0.00 2,500.00
AP
00439977
09/20/2023

CORODATA MEDIA STORAGE INC

50.00 0.00 50.00
AP
00439978
09/20/2023

COUNSELING TEAM INTERNATIONAL, THE

0.00 5,477.50 5,477.50
AP
00439979
09/20/2023

COVETRUS NORTH AMERICA
430.62 0.00 430.62
AP
00439980
09/20/2023

CR&A CUSTOM INC
133.27 0.00 133.27
AP
00439981
09/20/2023

DAISYECO INC
190.49 0.00 190.49
AP
00439982
09/20/2023

DAPEER ROSENBLIT & LITVAK LLP
4,703.80 0.00 4,703.80
AP
00439983
09/20/2023

DIAZ, DALYNN

50.00 0.00 50.00
08:40:32
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
4 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00439984
09/20/2023

DICUS SHERIFF-CORONER, SHANNON D
232.90 0.00 232.90
AP
00439985
09/20/2023

DUNN-EDWARDS CORPORATION
149.32 0.00 149.32
AP
00439986
09/20/2023

EMERGENCY MEDICAL PRODUCTS

0.00 2,705.21 2,705.21
AP
00439987
09/20/2023

ESPINOZA, ALICE
177.84 0.00 177.84
AP
00439988
09/20/2023

EWING IRRIGATION PRODUCTS INC
1,474.16 0.00 1,474.16
AP
00439989
09/20/2023

EXPRESS BRAKE SUPPLY INC
1,409.04 0.00 1,409.04
AP
00439990
09/20/2023

FEDERAL EXPRESS CORP

84.53 0.00 84.53
AP
00439991
09/20/2023
FERGUSON ENTERPRISES LLC #1350
2,692.56 0.00 2,692.56
AP
00439992
09/20/2023

FOSTER & FOSTER INC

0.00 2,500.00 2,500.00
***
AP
00439993
09/20/2023

FRONTIER COMM
1,397.61 347.83 1,745.44
***
AP
00439994
09/20/2023

FRONTIER COMM
187.54 437.61 625.15
AP
00439995
09/20/2023

GENTRY GENERAL ENGINEERING INC
42,182.41 0.00 42,182.41
AP
00439996
09/20/2023

GOLDSTAR ASPHALT PRODUCTS

83.51 0.00 83.51
AP
00439997
09/20/2023

GONZAGA, GRAIME

46.42 0.00 46.42
AP
00439998
09/20/2023

GONZALEZ, STEFANIE

50.00 0.00 50.00
AP
00439999
09/20/2023

GOSE, DALE

50.00 0.00 50.00
AP
00440000
09/20/2023
GOVERNMENTJOBS.COM INC
72,068.87 0.00 72,068.87
***
AP
00440001
09/20/2023

GRAINGER
1,419.99 1,318.92 2,738.91
AP
00440002
09/20/2023

GRAPHICS FACTORY PRINTING INC
1,284.92 0.00 1,284.92
AP
00440003
09/20/2023

GREGORY, SARAH

50.00 0.00 50.00
AP
00440004
09/20/2023

HAULAWAY STORAGE CONTAINERS INC
119.84 0.00 119.84
AP
00440005
09/20/2023

HELGESEN, JESSICA
260.92 0.00 260.92
AP
00440006
09/20/2023

HERNANDEZ, ANDREA

50.00 0.00 50.00
AP
00440007
09/20/2023

HOLLIDAY ROCK CO INC
1,364.13 0.00 1,364.13
AP
00440008
09/20/2023

HUANG, LISA

50.00 0.00 50.00
AP
00440009
09/20/2023

IDEXX DISTRIBUTION INC
2,332.45 0.00 2,332.45
AP
00440010
09/20/2023

INLAND VALLEY REPERTORY THEATRE
17,767.76 0.00 17,767.76
AP
00440011
09/20/2023

INTERSTATE ALL BATTERY CENTER
347.44 0.00 347.44
AP
00440012
09/20/2023

JOHNNY ALLEN TENNIS ACADEMY
2,653.80 0.00 2,653.80
AP
00440013
09/20/2023

JOHNSON, NICHOLAS

0.00 320.00 320.00
AP
00440014
09/20/2023

KHAWAJAH, NASSIF
1,776.06 0.00 1,776.06
AP
00440015
09/20/2023
LEVEL 3 COMMUNICATIONS LLC
6,119.51 0.00 6,119.51
AP
00440016
09/20/2023

LIEBERT CASSIDY WHITMORE
24,010.25 0.00 24,010.25
***
AP
00440018
09/20/2023

LOWES COMPANIES INC
7,240.85 1,237.91 8,478.76
AP
00440019
09/20/2023

LUCAS, JIM
1,750.00 0.00 1,750.00
AP
00440020
09/20/2023

MACIAS, SANDRA

50.00 0.00 50.00
AP
00440021
09/20/2023

MAGELLAN ADVISORS LLC
3,500.00 0.00 3,500.00
AP
00440022
09/20/2023

MAIN STREET SIGNS
1,998.61 0.00 1,998.61
***
AP
00440023
09/20/2023

MARIPOSA LANDSCAPES INC
35,542.14 15,156.50 50,698.64
AP
00440024
09/20/2023

MARTINEZ, JOSEPH
342.51 0.00 342.51
AP
00440025
09/20/2023

MERRIMAC PETROLEUM INC
37,340.90 0.00 37,340.90
***
AP
00440026
09/20/2023

MESA ENERGY SYSTEMS INC
38,280.05 3,267.51 41,547.56
AP
00440027
09/20/2023

MIDWEST VETERINARY SUPPLY INC
1,021.46 0.00 1,021.46
AP
00440028
09/20/2023

MINUTEMAN PRESS

0.00 2,147.05 2,147.05
AP
00440029
09/20/2023

MU, JIAN HENG

5.41 0.00 5.41
AP
00440030
09/20/2023

MWI ANIMAL HEALTH
595.14 0.00 595.14
AP
00440031
09/20/2023

MYERS TIRE SUPPLY COMPANY

0.00 763.76 763.76
08:40:32
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
5 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
***
AP
00440032
09/20/2023

NAPA AUTO PARTS

16.31 1,192.91 1,209.22
AP
00440033
09/20/2023

NATIONAL UTILITY LOCATORS LLC
2,025.00 0.00 2,025.00
AP
00440034
09/20/2023

NATIONWIDE PREMIUM HOLDING
634.79 0.00 634.79
AP
00440035
09/20/2023

NAVA, DENISE

49.00 0.00 49.00
AP
00440036
09/20/2023

NEW COLOR SILK SCREEN & GRAPHICS
1,436.58 0.00 1,436.58
AP
00440037
09/20/2023

NORTH AMERICAN RESCUE LLC

0.00 2,559.40 2,559.40
AP
00440038
09/20/2023
NV5 INC
20,948.71 0.00 20,948.71
***
AP
00440039
09/20/2023

ODP BUSINESS SOLUTIONS LLC
1,271.69 660.78 1,932.47
AP
00440040
09/20/2023

ONTARIO SPAY & NEUTER INC
855.00 0.00 855.00
AP
00440041
09/20/2023

PACIFIC UTILITY INSTALLATION INC
601,808.85 0.00 601,808.85
AP
00440042
09/20/2023
PARS
3,500.00 0.00 3,500.00
AP
00440043
09/20/2023

PARTS AUTHORITY LLC, THE
331.66 0.00 331.66
AP
00440044
09/20/2023

PAYMENTUS CORPORATION
996.50 0.00 996.50
AP
00440045
09/20/2023

PH&S PRODUCTS LLC

0.00 3,980.00 3,980.00
AP
00440046
09/20/2023

PLANETBIDS INC
9,900.00 0.00 9,900.00
AP
00440047
09/20/2023

POSTAL PERFECT
150.00 0.00 150.00
AP
00440048
09/20/2023

PRE-PAID LEGAL SERVICES INC

53.36 0.00 53.36
AP
00440049
09/20/2023

PSA PRINT GROUP

86.20 0.00 86.20
AP
00440050
09/20/2023

RANCHO SMOG CENTER
149.85 0.00 149.85
AP
00440051
09/20/2023

RASTACLAT
499.50 0.00 499.50
AP
00440052
09/20/2023

RED WING BUSINESS ADVANTAGE ACCOUNT
352.84 0.00 352.84
AP
00440053
09/20/2023

RIVERA, JANAE

50.00 0.00 50.00
AP
00440054
09/20/2023

RNR PRODUCTIONS LLC
6,500.00 0.00 6,500.00
AP
00440055
09/20/2023

ROADLINE PRODUCTS INC
558.15 0.00 558.15
AP
00440056
09/20/2023

RODRIGUEZ, DANIEL
287.10 0.00 287.10
AP
00440057
09/20/2023

RODRIGUEZ, GABRIEL

63.71 0.00 63.71
AP
00440058
09/20/2023

SAM'S CLUB / SYNCHRONY BANK

54.38 0.00 54.38
AP
00440059
09/20/2023

SAMARO JR, FRANK
982.60 0.00 982.60
AP
00440060
09/20/2023

SAN BERNARDINO COUNTY
15,216.72 0.00 15,216.72
AP
00440061
09/20/2023
SBPEA
2,540.31 0.00 2,540.31
AP
00440062
09/20/2023

SDI PRESENCE LLC
26,917.50 0.00 26,917.50
AP
00440063
09/20/2023

SHRED PROS
253.00 0.00 253.00
AP
00440064
09/20/2023

SIGN SHOP, THE
129.30 0.00 129.30
AP
00440065
09/20/2023

SILVER & WRIGHT LLP
3,347.20 0.00 3,347.20
AP
00440066
09/20/2023

SITEONE LANDSCAPE SUPPLY LLC
8,090.88 0.00 8,090.88
AP
00440067
09/20/2023

SMITH PIPE & SUPPLY INC
734.56 0.00 734.56
AP
00440069
09/20/2023

SOCIAL VOCATIONAL SERVICES
9,207.00 0.00 9,207.00
AP
00440070
09/20/2023

SOUTH COAST AQMD
1,170.17 0.00 1,170.17
***
AP
00440073
09/20/2023

SOUTHERN CALIFORNIA EDISON
15,359.10 3,062.24 18,421.34
AP
00440074
09/20/2023

SOUTHERN CALIFORNIA EDISON
3,927.45 0.00 3,927.45
AP
00440075
09/20/2023

SPECTRUM GAS PRODUCTS

0.00 40.00 40.00
AP
00440076
09/20/2023

SUN BADGE CO

0.00 908.67 908.67
AP
00440077
09/20/2023

SUNRUN INSTALLATION SERVICES INC
471.34 0.00 471.34
AP
00440078
09/20/2023

TESLA ENERGY OPERATIONS INC

77.72 0.00 77.72
AP
00440079
09/20/2023

TORO TOWING
250.00 0.00 250.00
AP
00440080
09/20/2023

TOXGUARD FLUID TECHNOLOGIES INC
627.50 0.00 627.50
AP
00440081
09/20/2023

TRANSWEST TRUCK CENTER LLC
3,726.16 0.00 3,726.16
08:40:32
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
6 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
Excluding So Calif Gas Company.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
AP
00440082
09/20/2023

TROY ROOFING INC
531.18 0.00 531.18
AP
00440083
09/20/2023

U S BANK CORPORATE TRUST
10,280.00 0.00 10,280.00
AP
00440084
09/20/2023

UNDERGROUND SERVICE ALERT/SC
235.75 0.00 235.75
AP
00440085
09/20/2023

UNITED SITE SERVICES OF CA INC
305.29 0.00 305.29
AP
00440086
09/20/2023

UNIVERSAL FLEET SUPPLY

0.00 387.85 387.85
AP
00440087
09/20/2023
UPS

59.46 0.00 59.46
AP
00440088
09/20/2023

VCA CALIFORNIA VETERINARY SPECIALISTS
317.87 0.00 317.87
AP
00440089
09/20/2023

VENDNOVATION LLC

0.00 5,200.00 5,200.00
AP
00440090
09/20/2023

VERIZON

41.99 0.00 41.99
AP
00440091
09/20/2023

VERIZON BUSINESS

40.51 0.00 40.51
AP
00440092
09/20/2023

VICTOR MEDICAL COMPANY
2,625.44 0.00 2,625.44
AP
00440093
09/20/2023

VICTORIA ANIMAL HOSPITAL
100.00 0.00 100.00
AP
00440094
09/20/2023

VILLA FAMILY LLC
15,000.00 0.00 15,000.00
AP
00440095
09/20/2023

VIRGIN PULSE INC
1,998.00 0.00 1,998.00
AP
00440096
09/20/2023

VISION SERVICE PLAN CA
11,123.49 0.00 11,123.49
AP
00440097
09/20/2023

VISTA PAINT
1,420.32 0.00 1,420.32
AP
00440098
09/20/2023

VSA INC
7,280.00 0.00 7,280.00
AP
00440099
09/20/2023

VULCAN MATERIALS COMPANY
660.57 0.00 660.57
AP
00440100
09/20/2023

WAXIE SANITARY SUPPLY
6,683.65 0.00 6,683.65
AP
00440101
09/20/2023

WEDELL, SHANNON

31.76 0.00 31.76
AP
00440102
09/20/2023

WEST COAST ARBORISTS INC
16,257.70 0.00 16,257.70
AP
00440103
09/20/2023

WESTRUX INTERNATIONAL INC
2,081.05 0.00 2,081.05
AP
00440104
09/20/2023

WHITE, VANNESSA
306.25 0.00 306.25
AP
00440105
09/20/2023

WILLIAMS, KIMBERLY

33.00 0.00 33.00
AP
00440106
09/20/2023

WILLIAMS, NAILANI
198.00 0.00 198.00
AP
00440107
09/20/2023

WILSON & BELL AUTO SERVICE
2,425.01 0.00 2,425.01
AP
00440108
09/20/2023

WOLFE, SARAH

50.00 0.00 50.00
AP
00440109
09/20/2023

ZARAGOZA, IMELDA

50.00 0.00 50.00
AP
00440110
09/20/2023

ZOETIS US LLC
316.91 0.00 316.91
$8,714,354.63
$8,833,022.26
$118,667.63
Note:

Grand Total:

Total Fire:

Total City:
*** Check Number includes both City and Fire District expenditures 08:40:32
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
7 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

DATE:October 4, 2023
TO:Mayor and Members of the City Council
President and Members of the Boards of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Tamara L. Oatman, Finance Director
Veronica Lopez, Accounts Payable Supervisor
SUBJECT: Consideration to Approve City and Fire District Weekly Check Registers for Checks Issued to Southern California Gas Company in the Total Amount of $409.51 Dated September 11, 2023, Through September 24, 2023. (CITY/FIRE)
RECOMMENDATION:

Staff recommends City Council/Board of Directors of the Fire Protection District approve payment of demands as presented. Weekly check register amounts are $88.43 and $321.08 for the City and the Fire District, respectively.

BACKGROUND:

N/A

ANALYSIS:

N/A

FISCAL IMPACT:

Adequate budgeted funds are available for the payment of demands per the attached listing.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

N/A

ATTACHMENTS:

Attachment 1 - Weekly Check Register

Agenda Check Register

RANCHO CUCAMONGA FIRE PROTECTION DISTRICT
So Calif Gas Company Only.

AND

CITY OF RANCHO CUCAMONGA
9/11/2023 through 9/24/2023
Check No.

Check Date
Vendor Name
City Fire Amount
***
AP
00440068
09/20/2023

SOCAL GAS

88.43 321.08 409.51
$88.43
$409.51
$321.08
Note:

Grand Total:

Total Fire:

Total City:
*** Check Number includes both City and Fire District expenditures 08:53:25
09/25/2023
Current Date:

VLOPEZ - Veronica Lopez
Page:
1 Time:

CK_AGENDA_REG_PORTRAIT_CONSOLIDATED - CK: Agenda Check Register Portrait Layout User:

Report:

DATE:October 4, 2023
TO:President and Members of the Board of Directors
FROM:John R. Gillison, City Manager
INITIATED BY: Mike McCliman, Fire Chief
Robert Ball, Fire Marshal
Michelle Cowles, Management Analyst II
SUBJECT: Consideration of Amendment No. 006 to the Professional Services Agreement with Inland Empire Property Services, Incorporated for Weed and Fire Hazard Abatement Services in the Amount of $35,000. (FIRE) RECOMMENDATION:

Staff recommends the Fire Board of the Rancho Cucamonga Fire Protection District approve Inland Empire Property Services, Inc. Contract #FD18-017, Amendment No. 006, for weed and fire hazard abatement services. This Amendment will extend the term of the Agreement for one (1) additional year through July 1, 2024, and increase the annual Agreement by $35,000.

BACKGROUND:

A City ordinance and Fire District resolution, approved on August 4, 2010, empowered the Fire District to manage weed and fire hazard abatement for the City and assess various fees related to the Weed and Fire Hazard Abatement Administration Program. Among the provisions in the ordinance is the ability of the District to contract with companies that provide weed and fire hazard abatement services. These contract services are needed when property owners do not respond to the District's notices to abate weed and fire hazards.

When a property owner fails to complete the required abatement, the Fire District engages the services of an approved contractor to provide the necessary abatement. The contractor bills the Fire District for the work that is completed. Upon satisfactory evidence that the work has been completed per the ordinance, the Fire District pays the contractor according to the terms of the Professional Services Agreement. The Fire District then bills the property owner for the cost of the abatement services plus an administrative fee that covers the staff time necessary to arrange the abatement and handle the documentation necessary to verify the work and generate the billing. If the property owner does not pay the Fire District for costs incurred, the Fire District places the costs on the tax roll for payment with the following property tax assessment.

Administering the Weed and Fire Hazard Abatement Program is cost-neutral because the payments made by the Fire District to the contractor are recovered in full either by the property owner paying the invoice prepared by the Fire District or having the invoice paid as a tax assessment. The staff time required to administer the Weed and Fire Hazard Abatement Program is fully recovered by the assessment of administrative fees approved by the Fire Board. The Fire Board recently adjusted these fees in December 2020 to align with the actual administrative costs of the program as determined by a fee study conducted by an independent third-party consultant.

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ANALYSIS:

Although the number of vacant and undeveloped parcels has remained largely unchanged over the past several years, an increasing number of these parcels have required the services of the District's weed and fire hazard abatement contractor because the owners have not been doing the work to the extent they have in the past. Additionally, the weather significantly affects the need for and amount of abatement each year. In years when spring and summer precipitation is low, fewer parcels need abatement in the fall. In years when winter rain is high, as was the case this year, the vegetation grows very dense and tall. This requires additional work by the contractors to bring the parcels into compliance. The costs for weed abatement are somewhat predictable but are also impacted by several variables. It is sometimes necessary to increase funding for weed and fire hazard abatement services from season to season to pay the contractor for the additional work.

The original term of the 2018 agreement with Inland Empire Property Services (Inland) was one (1) year, with the option to renew the agreement in one-year increments up to a total of five (5) years. Renewals are contingent upon the City Manager's approval, subject to pricing review and Fire Board approval of any increases in the contract amount.

The contract with Inland has been renewed three times following the initial year of the contract.

All of those renewals have been without increases to Inland's compensation. When approached with the option to renew for a fifth and final year under the current contract, Inland indicated an interest in renewing but also informed the District that it would like to engage in meetings to consider a revision to the compensation due to cost increases experienced as a result of labor shortages and unanticipated inflation. The District was agreeable to such meetings.

Inland's request for compensation increase included a 36% increase for skid steer loader work, a 43% increase for tractor-drawn mowing, a 55% increase for dozer work, and a 67% increase for general hand work. District staff researched cost increases in similar services over the period of the contract. It determined that a 30% increase for all services was a recommendation to the City Manager and Fire Board that could be supported. Inland was offered a 30% increase for all services and accepted the offer.

FISCAL IMPACT:

Amendment No. 006 to Inland Empire Property Services Contract No. FD18-017 increases the total contract amount from $140,000 to $175,000. Weed and fire hazard abatement funding is budgeted for $140,000 in FY 2023-24 in Fire Fund account 3281506-5300 (Fire Prevention / Contract Services). Sufficient funding is available in the Fire Fund to cover the increased expense.

Due to the cost recovery structure of the Weed and Fire Hazard Abatement Program, the expended funds will be fully recovered from the owners of the properties on which abatement services are completed.

COUNCIL MISSION / VISION / GOAL(S) ADDRESSED:

This item brings together portions of the Council's vision and core values by providing and nurturing a high quality of life and promoting and enhancing a safe and healthy community for all.

A robust weed and fire hazard abatement program improves the City's overall look when weeds and seasonal grasses are regularly and adequately maintained. Quality of life, safety, and health are improved as well-maintained undeveloped parcels are less likely to catch fire and threaten nearby homes or extend into the wildland-urban interface fire area of the City. Fewer grass and brush fires mean less smoke in the air, which improves the entire community's health.

ATTACHMENTS:

None
DATE:October 4, 2023
TO:Mayor and Members of the City Council
FROM:John R. Gillison, City Manager
INITIATED BY: Jason C. Welday, Director of Engineering Services/City Engineer Justin Pope, Associate Engineer
SUBJECT: Consideration of Amendment No. 6 to the Multi-Use Community Trail Common Use Agreement for the City's Use of a Portion of the San Bernardino County Flood Control District Day Creek Channel between Base Line Road and Jack Benny Drive Related to the Construction of the Day Creek Channel Bike Trail Improvements Project. (CITY) RECOMMENDATION:

Staff recommends the City Council approve and authorize Amendment No. 6 to the Multi-Use Community Trail Common Use Agreement (CO#10-53), for the City’s use of a portion of the San Bernardino County Flood Control District’s Day Creek Channel related to the City’s construction of the Day Creek Channel Bike Trail Improvements Project, and authorize the Mayor to sign all necessary documents.

BACKGROUND:

In 1993, the City of Rancho Cucamonga (City) and the San Bernardino County Flood Control District (District) executed a Memorandum of Understanding (MOU), Contract No. 93-20, in which the parties agreed to cooperate in the development of a multi-use trail system within portions of the District’s right-of-way in the City. That MOU stipulated that “the development and construction of individual portions of the approved conceptual plan shall be accomplished under a separate agreement”.

In 2010, the City and District executed a Common Use Agreement, Contract No. 10-53, for a recreational multi-use community trail along portions of Cucamonga Creek, Day Creek, and Deer Creek Channels. The agencies have since approved Amendment Nos. 1, 2, 3, 4, and 5 to that agreement which added segments of recreational multi-use trail systems on flood control maintenance roads to the City’s trail network.

In 2019 and 2023, the City applied for and received grant funding from the San Bernardino County Transportation Authority (SBCTA) through the Transportation Development Act, Article 3 Bicycle and Pedestrians Facilities Program. The Day Creek Channel Bike Trail Improvements Project (Project) proposes to construct a 1.4-mile multi-use trail beginning at Base Line Road, where the existing Day Creek Channel Trail currently terminates, and extending south to Jack Benny Drive.

To improve connectivity, the north-south trail segment will include a new signalized crossing at Church Street, a lateral connection from the trail to the Rancho Cucamonga Sports Center and will expand the area that has a direct connection to the Pacific Electric (P.E.) Trail. A Vicinity Map is included as Attachment 1.

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ANALYSIS:

In order to accommodate these improvements, the City now wishes to add one (1) segment of the multi-use trail along the District’s Day Creek Channel from the south side of Base Line Road to the north side of Jack Benny Drive. A copy of the District’s Common Use Agreement Amendment No. 6 is included as Attachment 2.

The proposed work will occur approximately between stations 213+10 and 286+72 of the Day Creek Channel and will include the application of slurry seal to the existing 14 feet wide maintenance road, crack sealing of the existing pavement where required, new curb ramps adjacent to the street crossings, ADA-accessible ramps from the street crossings down to the shared maintenance road/bike trail, asphalt bypasses around the existing gates for bicycle passage, retaining curbs and one retaining wall to support the improvements, new metal bollards and fencing, utility adjustments, drainage improvements, signing and striping, and a new signalized crossing at Church Street.

Once Amendment No. 6 is approved by the City, the District will execute the agreement and issue a construction permit to the City for the Project. At this time, final Project drawings have been prepared and construction is anticipated to begin in early 2024.

FISCAL IMPACT:

The City has been awarded $510,250 in grant funding from the SBCTA for construction of the Day Creek Channel Bike Trail Improvements Project. A local match of $274,750 is being provided through the Air Quality Improvement Fund. The Project will add approximately 1.4 miles of multi- use trail to the City’s trail network and will require routine maintenance for signing, striping, and debris clearing.

COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

This item addresses the City Council’s vision for the City to build upon our success as a world class community, to create an equitable, sustainable, and vibrant city, rich in opportunity for all to thrive by expanding the City’s multi-use trail network.

ATTACHMENTS:

Attachment 1 – Vicinity Map
Attachment 2 – Common Use Agreement Amendment No. 6
ATTACHMENT 1
DAY

CREEK CHANNEL BIKE TRAIL PROJECT

VICINITY MAP
Day Creek
Channel Bike
Trail Project
NORTH
Standard Contract Page 1 of 3

THE INFORMATION IN THIS BOX IS NOT A PART OF THE CONTRACT AND IS FOR COUNTY USE ONLY San Bernardino County
Flood Control District
Department Contract Representative Sameh Basta
Telephone Number 909-387-8040
Contractor City of Rancho Cucamonga
Contractor Representative Justin Pope
Telephone Number 909-774-4037
Contract Term January 26, 2010 – January 30,
2030
Original Contract Amount Non-Financial CUA
Amendment Amount Non-Financial CUA
Total Contract Amount Non-Financial CUA
Cost Center Non-Financial CUA

CITY OF RANCHO CUCAMONGA
M
ULTI-USE TRAIL- COMMON USE AGREEMENT- AMENDMENT NO. 6
W
HEREAS, on January 11, 1993, the San Bernardino County Flood Control District (DISTRICT) and the City of Rancho Cucamonga (CITY) executed a Memorandum of Understanding (MOU), Contract No. 93- 20, under which the parties agreed to cooperate in the development of a multi-use trail system within portions of DISTRICT right-of-way in the CITY, and W
HEREAS, the MOU stipulates that "individual portions of the approved conceptual plan shall be accomplished under a separate agreement," and
W
HEREAS, DISTRICT and CITY on January 26, 2010, executed a Common Use Agreement (AGREEMENT), Contract No. 10-53, for a recreational multi-use community trail along portions of Day Creek and Deer Creek Channels, and
W
HEREAS, DISTRICT and CITY subsequently entered into the following amendments to the AGREEMENT:
• A
mendment No. 1 to the AGREEMENT, on June 28, 2011, to add a segment of a recreational multi-use community trail system along DISTRICT's Cucamonga Channel, from the previous alignment of the Southern Pacific Railroad to Red Hill Country Club Drive ( Area of Common U
se No. 2), and
Contract Number
SAP Number
ATTACHMENT 2
Revised 1/10/23 Page 2 of 3
• Amendment No. 2 to the AGREEMENT, on May 21, 2013, to add a segment of a recreational multi-use community trail system along DISTRICT's Cucamonga Channel, From Foothill Blvd. to Baseline Road (Area of Common Use No. 3), and
• Amendment No. 3 to the AGREEMENT , on November 04, 2014, to add a segment of a recreational multi-use community trail system along DISTRICT 's Deer Creek Channel, from Church Street to Baseline Road (Area of Common Use No. 4), and • Amendment No. 4 to the AGREEMENT, on December 10, 2019, to add segments of a recreational multi-use community trail system along DISTRICT 's Deer Creek Channel, from Church Street to 4th street ( Area of Common Use No. 5), and a segment along DISTRICT 's Cucamonga Creek Channel, from Foothill boulevard to 4th street (Area of Common Use No. 6), and
• Amendment No. 5 to the AGREEMENT, on April 6, 2021, to add a segment of multi -use of recreational multi-use trailing along DISTRICT’s East Etiwanda Creek Channel from Baseline Avenue in the City of Fontana’s jurisdiction, crossing underneath the I-15 freeway, northerly to Banyan Street (Area of Common Use No. 7), and

WHEREAS, DISTR ICT is currently processing permit No. FCCON -2023-00055 to the City of Rancho Cucamonga to add a segment of multi-use trail along the west side of DISTRCIT’s Day Creek Channel, from Base Line Road to Jack Benny Drive, in the City of Rancho Cucamonga

WHERAS, DISTRICT and CITY desire to amend the existing AGREEMENT, to add the additional stretch of multi-use trail to the existing trail along Day Creek Channel between Highland Avenue and Base Line Road.

NOW, THEREFORE, IT IS UNDERSTOOD AND MUTUALLY AGREED AS FOLLOWS:

1. DISTRICT and CITY hereby amend the AGREEMENT to add a segment of the multi-use trail along DISTRICT's West Day Creek Channel from Base Line Road to Jack Benny Drive, "CITY IMPROVEMENTS NO. 8", the location of which is shown as AREA OF COMMON USE NO. 8 on the attached map marked as “Exhibit N". The AGREEMENT is hereby amended to attach Exhibit N as if originally set forth therein.

2. DISTRICT and CITY agree that all terms and conditions of the AGREEMENT shall also apply to CITY IMPROVEMENTS NO. 8 located in AREA OF COMMON USE NO. 8.

3. The definitions of CITY IMPROVEMENTS and AREA OF COMMON USE set forth in the AGREEMENT are hereby amended to include CITY IMPROVEMENTS NO. 8 and AREA OF COMMON USE NO. 8, defined herein.

4. The Parties agree that this Amendment No. 6 may be executed in counterparts, each of which shall be deemed to be an original, but both of which together shall constitute one and the same instrument, and that a photocopy or facsimile may serve as an original. If this Amendment No. 6 is executed in counterparts, no signatory hereto shall be bound until both the parties have fully executed a counterpart of this Amendment No. 6. The Parties shall be entitled to sign and transmit an electronic signature of this Amendment No. 6 (whether by facsimile, PDF, or other email transmission), which signature shall be binding on the party whose name is contained therein. Each Party providing an electronic signature agrees to promptly execute and deliver to the other party an original signed Amendment No. 6 upon request.

5. Unless am ended as set forth herein, all terms and conditions of the AGREEMENT , as previously amended, shall remain unchanged and in full force and effect.

6. This Amendment No. 6 shall take effect on the date it is signed by both parties.

IN WITNESS WHEREOF, this Amendment No. 6 has been fully executed on behalf of DISTRICT and CITY by their duly authorized representatives.

Revised 1/10/23 Page 3 of 3

FOR COUNTY USE ONLY
Approved as to Legal Form Reviewed for Contract Compliance Reviewed/Approved by District

Sophie A. Curtis, Deputy County Counsel Andy Silao, P.E. Brendon Biggs, Chief Flood Control Engineer Date Date Date

SAN BERNARDINO COUNTY

FLOOD CONTROL DISTRICT

(Print or type name of corporation, company, contractor, etc.) B
y

Dawn Rowe, Chair, Board of Supervisors (Authorized signature - sign in blue ink) Dated:

Name

SIGNED AND CERTIFIED THAT A COPY OF THIS (Print or type name of person signing contract)

DOCUMENT HAS BEEN DELIVERED TO THE
CHAIRMAN OF THE BOARD Title
Lynna Monell, Clerk of the Board (Print or Type) B
y Dated:

Deputy
Address

Exhibit N

AREA OF
COMMON USE NO. 8
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DATE:October 4, 2023
TO:Mayor and Members of the City Council
President and Members of the Boards of Directors
FROM:John R. Gillison, City Manager
INITIATED BY:Shelly Munson, Director of Innovation & Technology Lilyan Villarreal, Deputy Director of Innovation & Technology Tanya Trieu-Bui, Management Analyst I
SUBJECT:Consideration to Approve the Use of a Cooperative Agreement with OMNIA Partners for the Purchase of Computers and Equipment from Dell and Lenovo in the Amount of $255,000. (CITY/FIRE)
RECOMMENDATION:

Staff recommends that the City Council and Fire Board of the Rancho Cucamonga Fire Protection District approve the use of the OMNIA Partners, Region 14 ESC-TX #01-143 Cooperative Agreement for the procurement of computer equipment including desktops, laptops, tower computers, related peripherals, and warranties, not to exceed $255,000 in total value through the expiration of the agreement on November 30, 2025.

BACKGROUND:

The Department of Innovation and Technology (DoIT) routinely procures computers and equipment to replace damaged or outdated inventory. Additionally, due to expanded operations in the City and the Fire District, such as added positions and city services, new devices will also need to be procured. As part of the Fiscal Year 2023-24 Adopted Budget, DoIT will continue to update and maintain our computer equipment inventory with the replacement of desktop, laptops, and tower computers as they reach their hardware end-of-life. Staff has developed a multi-year phased approach to replace the outdated computers. This allows us to evaluate the needs of each Department and ensure that appropriate equipment is deployed.

Using a cooperative agreement to procure equipment directly from the manufacturer helps ensure fulfillment timeliness and accuracy, while maintaining cost efficiency.

ANALYSIS:

OMNIA Partners provides public sector participants access to purchasing contracts with leading national suppliers, delivering volume discounts, and streamlined procurement process for technology products and services. The contract was awarded based on pricing, ability to service the contract, references, technology, and value-added products and services. Dell Marketing L.P. and Lenovo ranked among the highest in the evaluation and solicitation process.

DoIT reviewed the Master Agreement with the City’s Procurement Division and has determined that the terms and process of the contract meet the City’s procurement standards. Utilizing the agreement for the procurement of computer equipment and peripheral devices will allow for more direct interaction with the supplier, reducing the probability of errors due to vendor substitution or interpretation of desired specifications.

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FISCAL IMPACT:

The computer replacement project is funded in the Fiscal Year 2023-24 Adopted Budget listed below. This is an on-going effort and additional funding in subsequent fiscal years will be requested through the budget approval processes.

Fiscal Year 2023/24 Adopted Budget:

Comp Equip/Tech
Replcment Fund 1714001-5215
O&M/Computer
Equipment $ 125,000
Comp Equip/Tech
Replcment Fund 1714001-5300
PC Workstation
Warranty $ 50,000
Library Kiosks
Computer Replcment 1290606-5215
O&M/Computer
Equipment $ 30,000
Library Kiosks
Computer Replcment 1290607-5215
O&M/Computer
Equipment $ 30,000
Computer for new
positions 1001209-5215
O&M/Computer
Equipment $ 1,060
Computer for new
positions 1354701-5215
O&M/Computer
Equipment $ 3,170
New Fire Station
Computers 3288501-5207 O&M/Capital Supplies $ 10,000 Various Peripherals Various $ 5,770
Total $ 255,000
COUNCIL MISSION / VISION / VALUE(S) ADDRESSED:

This item addresses the City Council’s Core Value of intentionally embracing and anticipating our future.

ATTACHMENTS:

Attachment 1 - OMNIA Dell Cooperative Agreement
Attachment 2 - OMNIA Lenovo Cooperative Agreement

Proposal for the Region 14 Education Service Center
acting on behalf of the National Cooperative Purchasing Alliance
RFP # 45-22 Technology Solutions, Products and Services Thursday, November 17, 2022
Attachment 1

Thursday, November 17, 2022
Region 14 Education Service Center
1850 Highway 351
Abilene Texas 79601
Dear Procurement Officer,
Thank you for the opportunity to submit a proposal for Region 14 ESC’s RFP for Technology Solutions, Products and Services. We have thoroughly reviewed the requirements and developed this proposal to showcase how our products and solutions will enable customers to continue their digital transformation.

The value of our offering includes:
● Our Products – We have the strongest portfolio of IT products from the edge to the core, to the cloud. We offer full end -to-end IT solutions thereby becoming a one stop shop to meet all our customer’s IT needs.
● Our Lifecycle Services – Parallel to our product and services delivery organization, is our customer support organization – be it pre-sales consultation, data center consolidation, or rollout of a work / school from home solution, our pro-deploy and pro-support teams are always available to assist in conjunction with our account and specialist teams.
● Our Contract Management – The NCPA contract is used widely by SLED customers. We have contract program managers and personnel dedicated to supporting NCPA and the entities that purchase using NCPA. We will continue to deliver and strengthen our partnership. ● Our Commitment – Last, but equally important, is our commitment to social causes that impact our lives and our planet. Our 2030 moonshot goals focus on cultivating inclusion, advancing sustainability, transforming lives and upholding ethics and privacy.

We look forward to earning your business and continuing our long-standing partnership. Should you have any questions regarding this proposal, please contact your Dell Technologies team provided in the below contact information:

Stacey Skala at 512.720.7429 or online at [email protected] Preethi Pillaipakkam at 469.510.8569 or online at [email protected] Sincerely,

Stacey Skala
Proposal Manager
One Dell Way
Round Rock, TX 78682
USA
www.dell.com

Table of Contents
Tab 1 - Master Agreement / Signature .............................................................................................. 4 Tab 2 - NCPA Administration Agreement ........................................................................................ 14 Tab 3 - Vendor Questionnaire ......................................................................................................... 18 Tab 4 - Vendor Profile ..................................................................................................................... 22 Tab 5 - Products and Services / Scope ........................................................................................... 35 Tab 6 - References .......................................................................................................................... 52 Tab 7 - Pricing ................................................................................................................................. 58 Tab 8 - Value Added Products and Services ................................................................................... 59 Dell Lifecycle Services ................................................................................................................. 59 Innovation in Education with Dell Technologies ........................................................................... 74 Tab 9 - Required Documents .......................................................................................................... 83 Proposal Legal Notes ...................................................................................................................... 99 Tab - Appendices .......................................................................................................................... 101 Appendix A - Dell and the Environment ..................................................................................... 102 Appendix B - Dell's Diversity and Equal Employment Opportunity Policy .................................. 105 Appendix C - Dell Supplier Diversity Program ........................................................................... 107 Appendix D - Dell Premier for IT Procurement Overview........................................................... 109 Appendix E - Dell Limited Hardware Warranty .......................................................................... 116 Appendix F - Dell Return Policy ................................................................................................. 131 Appendix G - Vendor Certifications ............................................................................................ 133 Appendix H - Dell Financial Services ......................................................................................... 139

Tab 1 - Master Agreement / Signature
Customer Support
The Dell Marketing L.P. (“Vendor”) vendor shall provide timely and accurate technical advice and sales support.

The vendorVendor s h a l l r e s p o n d t o s u c h r e q u e s t s w i t h i n o n e ( 1 ) to two working days a f t e r r e c e i p t o f t h e request.

Disclosures
Respondent affirms that he/she has not given, offered to give, nor intends to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this contract.

The respondent affirms that, to the best of his/her knowledge, the offer has been arrived at independently, and is submitted without collusion with anyone to obtain info rmation or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this contract.

Renewal of Contract
Unless otherwise stated, all contracts are for a period of three (3) years with an option to renew for up to five (5) additional one-year terms or any combination of time equally not more than 5 years if agreed to by Region 14 ESC and the vendorVendor.

Funding Out Clause
Any/all contracts exceeding one (1) year shall include a standard “funding out”/”non-appropriation” clause as mutually agreed to by the parties. A contract for the acquisition, including lease, of real or personal property is a commitment of the entity’s current revenue only, provided the contract contains either or both of the following provisions:

If (a) sufficient funds are not budgeted or appropriat ed and budgeted by Public Agency’s governing body in any fiscal period for payment amounts or other costs and fees and (b) Public Agency has exhausted all funds legally available for such payment amounts or other costs and fees due under the contract, then the Public Agency, upon reasonable written notice to the vendor or its affiliate, rRetains to the entity the continuing right to terminate the contract as of the last day of the Public Agency’s fiscal period for which funds for the payment amounts are available at the expiration of each budget period during the term of the contract and is conditioned on a best efforts attempt by the Public Agencyentity to obtain appropriate funds for payment of the contract and. t, to only place orders for which funding is available and to pay vendorVendorDell for products delivered and services performed. Such termination is without any expense or penalty, except for the portions of the payment amounts and those expenses associated with returning or making products available for return to vendorVendor or its affiliate and Public Agency’s ce ssation of use and maintenance, de-installation and deletion of licensed software, and certification thereof, in accordance with the terms of the contract, for which funds have been budgeted or appropriated or are otherwise legally available.

Shipments (if applicable)
The awarded vendor shall ship ordered products within seven fifteen (157) working days for goods available and within four (4) to six (6) weeks for specialty items after the receipt of the order unless modified. Barring any component constraints, Vendor will ship products it is manufacturing or a third party is manufacturing within 4 – 6 weeks of acceptance of order. Cancellation may be made up to the time order is accepted. Orders shall be placed online on the NCPA Premier Page that Dell will populate with NCPA pricing. If a product cannot be

shipped within that time, the awarded vendor shall notify the entity placing the order as to why the product has not shipped and shall provide an estimated shipping date. At this point the participating entity may cancel the order if estimated shipping time is not acceptable.

Tax Exempt Status
Since this is a national contract, knowing the tax laws in each state is the sole responsibility of the vendor.

Unless Public Agencys shall provides Dell with a valid tax exemption certificate acceptable to the relevant taxing authority prior to Dell’s payment of such taxes, upon request, or such Public Agency shall pay to Dell all taxes and duties upon demand.be responsible for taxes

Payments
Payment terms are thirty (30) days from the date of in voice. All products and services are deemed accepted ten (10) days from the date of invoice or completion of service. Dell may charge a late penalty of 1.5% per month on undisputed overdue amounts, or the maximum rate permitted by law, whichever is less. Late penalties will be recalculated every 30 days based on Public Agency’s current outstanding balance. Dell, without waiving any other rights or remedies and without liability to Public Agency, may suspend or terminate any or all Services and refuse additional orders fo r Products until all overdue amounts are paid in full. Dell shall be entitled to all reasonable legal and attorney fees and associated costs of collecting overdue amounts.

The entity using the contract will make payments directly to the awarded vendor except instances where a reseller, under this contract, is selling Dell products and other products provided by Dell to the reseller, invoices will be issued by the reseller to a Public Agency an d payments shall be made to the applicable reseller.. or their affiliates (distributors/business partners/reseller s) as long as written request and approval by NCPA is provided to the awarded vendor.

Adding Authorized Distributors/Dealers
Awarded vendors may submit a list of distributors/partners/resellers to sell under their contract throughout the life of the contract. Vendor must rece ive written approval from NCPA before any such distributors/partners/resellers is considered authorized.

Purchase orders and payment can only be made to awarded vendorVendor o r d i s t r i b u t o r s / b u s i n e s s partners/resellers previously approved by NCPA.

Pricing provided to members by added distributors or dealers must also be less than or equal to the pricing offered by the awarded contract holder.

All distributors/partners/resellers are required to abide by the Terms and Conditions of the vendorVendor's agreement with NCPA.

Pricing
All pricing submitted shall include the administrative fee to be remitted to NCPA by the awarded vendor. It is the awarded vendor’s responsibility to keep all pricing up to date and on file with NCPA.

All ground shipping deliveries s for standard products shall be freight prepaid, F.O.B. destination and shall be included in all pricing offered unless otherwise clearly stated in writing Expedited and larger products shall be subject to freight charges.

Warranty
Proposal should address the following warranty information:
 Applicable warranty and/or guarantees of equipm ent and installations including any conditions and response time for repair and/or replacement of any components during the warranty period.  Availability of replacement parts
 Life expectancy of equipment under normal use
 Detailed information as to proposed return policy on all equipment

Dell’s warranty terms located at DELL.COM/WARRANTYTERMS, included as Appendix E shall be applicable to sales under this contract. Products: Vendor shall provide equipment, materials and products that are new unless otherwise specified, of good quality and free of defects Construction: Vendor shall perform services in a good and workmanlike manner and in accordance with industry standards for the service provided.

Safety
Vendors performing services shall comply with occupat ional safety and health rules and regulations. Also all vendors and subcontractors shall be held responsible for the safety of their employees and any conditions that may cause injury or damage to persons or property.

Permits
Since this is a national contract, knowing the permit laws in each stat e is the sole responsibility of the vendorVendor.

Indemnity
If Public Agency purchased Products or Services direct ly from Dell, Dell shall defend and indemnify Public Agency against any third-party claim that Dell-branded Products or Services (excluding Third-Party Products and open source software) infringe or misappropriate that third party’s United States (“U.S.”) patent, copyright, trade secret, or other intellectual property rights (“Claim( s)”). In addition, if Dell receives prompt notice of a Claim that Dell believes is likely to result in an adverse ruling, then Dell shall at its option, (i) obtain a right for Public Agency to continue using such Products or Deliverables or for Dell to continue performing the Services; (ii) modify such Products or Services to make them noninfringing; (iii) replace such Products or Services with a non-infringing equivalent; or (iv) if Public Agency purc hased directly from Dell, refund any pre-paid fees for the allegedly infringing Services that have not been performed or provide a reasonable depreciated or pro rata refund for the allegedly infringing Product or Deliverables. Dell shall have no obligation for any claim arising from (a) modifications of the Products and Services that were not performed by or on behalf of Dell; (b) misuse, or the combination or use with Third-Party Produc ts (the combination of which causes the claimed infringement); or (c) Dell’s compliance with Public Agency’s written specifications, including the incorporation of any software or other materials or processes Public Agency provides or requests. Dell’s duty to indemnify and defend the Claim is contingent upon: (x) Public Agency’s prompt written notice of the Claim; (y) Dell’s right to solely control the defense and resolution of the Claim; and (z) Public Agency’s cooperation in defending and resolving the Claim. These are Public Agency’s exclusiv e remedies for any third-party intellectual property claim, and nothing in this Agreement or elsewhere will obligate Dell to provide any greater indemnity. B. Public Agency shall defend and indemnify Dell against any third-party claim resulting or arising from: (i) Public Agency failure to obtain any appropriate license, intellectua l property rights, or other permissions, regulatory certifications, or approvals associated with technology or data provided by Public Agency, or associated with software or components requested by Public Agency to be used with, or installed or integrated as part of the Products or Services; (ii) Public Agen cy’s violation of Dell’s intellectual property rights; (iii) any inaccurate representation regarding the existence of an export license or any allegation made against Dell due to Public Agency’s alleged violation of applicable export laws; or (iv) Public Agency transferring or providing access to Excluded Data (as defined below) to Dell. C. Each party shall defend and indemnify the other against any third-

party claim for personal bodily injury, including death, where the injury has been exclusively caused by the indemnifying party’s gross negligence or willful miscondu ct in connection with this Agreement. The awarded vendor shall protect, indemnify, and hold harmless Region 14 ESC and its participants, administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the vendor, vendor employees or vendor subcontractors in the preparation of the solicitation and the later execution of the contract.

Franchise Tax
The respondent hereby certifies to the best of signatory’s knowledge that he/she is not currently delinquent in the payment of any franchise taxes.

Supplemental Agreements
The Each Public Agencyentity participating in this contract and awarded vendorVendor may enter into the followinga separate supplemental agreement s to further define the level of service requirements needed to enable such offerings under this Master Agreement over and above the minimum defined in this contract i.e. invoice requirements, ordering requirements, specia lized delivery, etc. Any supplemental agreement developed as a result of this contract is exclusively between the participating Public Agencyentity and awarded vendorVendor and shall be governed solely by the terms set forth in such separate supplemental agreement.. r; however no changes to the contract terms regarding reporting, indemnity, payment or limitation of liability shall be altered by a NCPA member or purchasing/ participating entity.

Services Agreements.

Dell may provide Services, Service-related Software, or Deliverables to CustomerPublic Agency in accordance with one or more “Service Agreements.” “Service Ag reements” are service contracts, including “Service Descriptions” available at www.dell.com/offeringspecificterms, “Statements of Work,” and any other mutually executed documents. Each Servic e Agreement will be interpreted sepa rately from any other Service Agreement .

Dell APEX Cloud Services.

Dell may provide Services, Cloud services (includes any service made available to users through the Internet from a computing provider's servers), such as software-as -a-service, Platform as a Service, Infrastructure as a Service and storage-as-a-service, Service-related Softw are, or Deliverables to CustomerPublic Agency in accordance with one or more “Service Agreements.” “S ervice Agreements” are service contracts, including “Service Descriptions” available at w w w . d e l l . c o m / d e l l e m c c l o u d t e r m s a n d / o r https://www.dell.com/learn/us/en/uscorp1/terms-of-sale “Statement s of Work,” and an y other mutually executed documents. Each Servic e Agreement will be interpreted sepa rately from any other Service Agreement.

Dell APEX Flex on Demand.

In addition, vendorVendor may offer consumption-based models under its Dell APEX Flex on Demand Program (“FOD”) as an alternative flexible payment solution under a separate Master Flexible Consumption Agreement (“MFCA”). Any FOD solution will be subject to the terms and conditions of the MFCA only, an example of which is attached hereto in Appendix G. Eligible Public Agencies shall negotiate the terms and conditions of such FOD solution directly with vendorVendor or its designated affiliate or its authorized distributor/partner/reseller, including, but not limited to, the MFCA, any corr esponding FOD schedule (“Schedule”), and any other documentation that may be required for such FOD transaction. The parties recognize that the MFCA and any Schedule executed by the parties hereunder are separate and independent agreements between the Eligible Public Agency and vendorVendor or its designated affiliate or its authorized distributor /partner/reseller, with the terms thereof constituting the entire agreement for su ch FOD transaction. To the extent of any conflict or inconsistency between the terms of the MFCA and the terms of this Master Agreement, the terms, and conditions of the MFCA will prevail for such offerings. Samples of the MFCA, Schedule, and any other related documentation that may be applicable are attached hereto in Appendix H.

Leasing and Financing; Payment Solutions.

Leasing and financing services and other flexible payment solutions made available directly through Dell Financial Services L.L.C. (“DFS”) or Pharos Financial Services L.P. (“PFS”) are allowed under this Master Agreement in accordance with one or more of th e separately negotiated DFS or PFS lease or finance agreements (“Lease(s)”). Samples of each Lease are attached hereto as Appendix H

If this Master Agreement does not contain Lease terms an d conditions, eligible Public Agencies under this Master Agreement who are authorized to execute such Leases under applicable law may do so by executing a separate Lease directly with DFS or PFS for the hardware, software, and/or services obtained under this Master Agreement. Any Lease solutions will be subject to the terms and conditions of the corresponding DFS or PFS Lease. Eligible Public Agencies shall negotiate the terms and conditions of such Lease with DFS or PFS directly. To the extent of any conflict or inconsistency between the terms of the DFS or PFS Lease and the terms of this Master Agreement, the terms and conditions of the DFS or PFS Lease will prevail.

Certificates of Insurance
Dell will offer a memorandum of Insurance to member s and will endeavor to provide notice of cancellation within 30 days to Region 14 ESC and NCPA. Dell has exis ting contracts with its subcontractors and Dell is responsible for providing the contracted for services. Certificates of insurance shall be delivered to the Public Agency prior to commencement of work. The insurance company shall be licensed in the applicable state in which work is being conducted. The awarded vendor shall give the participating entity a minimum of ten (10) days notice prior to any modifications or cancellati on of policies. The awarded vendor shall require all subcontractors performing any work to maintain coverage as specified.

Legal Obligations
It is the Respondent’s responsibility to be aware of and comply with all applicable local, state, and federal laws governing the sale of products/services ident ified in this RFP and any awarded contract and shall comply with all applicable laws while fulfilling the RFP. Applicable laws and regulation must be followed even if not specifically identified herein.

Protest
A protest of an award or proposed award must be filed in writing within ten (10) days from the date of the official award notification and must be received by 5:00 pm CST. Protests shall be filed with Region 14 ESC and shall include the following:
 Name, address and telephone number of protester
 Original signature of protester or its representative  Identification of the solicitation by RFP number
 Detailed statement of legal and factual grounds including copies of relevant documents and the form of relief requested

Any protest review and action shall be considered final with no further formalities being considered.

Force Majeure
If by reason of Force Majeure, either party hereto s hall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended

during the continuance of the inability then claimed, exc ept as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch.

Notwithstanding the above, this section will not modify, terminate, cancel or otherwise negate or replace in any way any Public Agency’s rights, dutie s, and obligations (including a Public Agency’s payment obligations to DFS or PFS) under the terms and conditions of a duly executed Lease (as defined above) and MFCA (as defined above) between DFS or PFS and any Public Agenc y, the terms of which shall take precedence. The foregoing is not withstanding any force majeure insuranc e on the payment stream that a Public Agency may have.

The term Force Majeure as employed herein, shall mean ac ts of God, strikes, locko uts, or other industrial disturbances, act of public enemy, orders and regulation of any kind of government of the United States or any civil or military authority; insurrecti ons; riots; epidemics; pa ndemic; landslides; lighti ng; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that t he settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty.

Prevailing Wage
It shall be the responsibility of the Vendor to comply, when applicable, with the prevailing wage law legislation in effect in the jurisdiction of the purchaser. It shall further be the responsibility of the Vendor to monitor the prevailing wage rates as est ablished by the appropriate department of labor for any increase in rates during the term of this contract and adjust wage rates accordingly.

Termination
Either party may cancel this contract in whole or in par t by providing written notice. The cancellation will take effect 30 business days after the other party receives the notice of cancellation. After the 30th business day all work will cease following completion of final purchase order. This Section on termination shall not apply to any lease financier (including, but not limited to, Dell Financial Services L.L.C.) or any related lease and finance or flexible payment solution agreements or any of Region 14 or Public Agency’ s, duties, and obligations including, but not limited to, its payment obligations to DFS thereunder.

Open Records Policy
Because Region 14 ESC is a governmental entity respon ses submitted are subject to release as public information after contracts are executed. , as required by applicable law. Dell will comply with applicable law and opinions of the applicable governing body concerning open recordsIf a vendor believes that its response, or parts of its response, may be exempted from disclosure, the vendor must specify page-by-page and line-by- line the parts of the response, which it believes, are exempt. In addition, the respondent must specify which exception(s) are applicable and provide detailed reasons to substantiate the exception(s).

The determination of whether information is confidential and not subject to disclosure is the duty of the Office of Attorney General (OAG). Region 14 ESC must provide the OAG sufficient information to render an opinion and therefore, vague and general claims to confidentiality by the respondent are not acceptable. Region 14 ESC must comply with the opinions of the OAG. Region14 ESC assumes no responsibility for asserting legal arguments on behalf of any vendor. Respondent are advised to consult with their legal counsel concerning disclosure issues resu lting from this procurement process and to take precautions to safeguard trade secrets and other proprietary information.

Dell requests the following language be incorporated into any contract resulting from award of this solicitation:

NCPA Members, by purchasing from Dell agree to the terms between NCPA and Dell under the contract.

Compliance with Laws
A. In performing its obligations under this Agreement, each party agrees to comply with all laws and regulations applicable to such party including the customs and export control laws and regulations of the U.S.; and the country in which the Products or Services are delivered or performed. B. Public Agency certifies that all items (including hardware, software, technology and other mate rials) it provides to Vendor for any reason that contain or enable encryption functions either (i) satisfy the criteria in the Cryptography Note (Note 3) of Category 5, Part 2 of the Wassenaar Arrangement on Export Controls for Conventional Arms and Dual-Use Goods and Technologies or (ii) employ key length of 56-bit or less symmetric, 512-bit asymmetric or less, and 112-bit or less elliptic curve. Vendor is not responsible for determining whether any Third-Party Product to be used in the Products and Services satisfies regulatory requirements of the country to which such Products or Services are to be delivered or performed, and Vendor shall not be obligated to provide any Product or Service where the resulting Product or Service is prohibited by law or does not satisfy the local regulatory requirements.

C. Vendor’s privacy policies explain how Vendor treats Public Agency’s personal information and protects Public Agency’s privacy and can be found at Vendor.com/privacy.

Limitation of Liability
A. VENDOR WILL NOT BE LIABLE FOR ANY INCIDE NTAL, INDIRECT, PUNITIVE, SPECIAL, OR

CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PRODUCTS OR SERVICES. EXCEPT FOR PUBLIC AGENCY BREACH OF SECTIONS 3(D) OR 7, OR COUSTOMER VIOLATION OF VENDOR’S INTELLECTUAL PROPERTY RIGHTS, NEITHER PARTY SHALL HAVE LIABILITY FOR THE FOLLOWING: (i) LOSS OF REVENUE, INCOME, PROFIT, OR SAVINGS; (ii)

LOST OR CORRUPTED DATA OR SOFTWARE, LOSS OF USE OF A SYSTEM OR NETWORK OR THE RECOVERY OF SUCH; (iii) LOSS OF BUSINESS O PPORTUNITY; (iv) BUSINESS INTERRUPTION OR DOWNTIME; (v) THE PRODUCTS, DELIVERABLES OR THIRD-PARTY PR ODUCTS NOT BEING AVAILABLE FOR USE; OR (vi) THE PROCUREMENT OF SUBSTITUT E PRODUCTS OR SERVICES. B.

VENDOR’S TOTAL LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT (INCLUDING PRODUCTS AND SERVICES) IN ANY 12 MONTH PERIOD SHALL NOT EXCEED THE TOTAL AMOUNT RECEIVED BY VENDOR DURING THE PRIOR 12 MONTHS OF THIS AGREEMENT FOR THE SPECIFIC PRODUCT OR SERVICE GIVING RISE TO SUCH CLAIM(S). C. THESE

LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS APPLY TO ALL CLAIMS FOR DAMAGES, WHETHER BASED IN CONTRACT, WARRANTY, STRICT LIABILITY, NEGLIGENCE, TORT, OR OTHERWISE. THESE

LIMITATIONS OF LIABILITY ARE AGREED ALLO CATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR VENDOR’S SALE OF PROD UCTS OR SERVICES TO PUBLIC AGENCY, AND

WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES.

Software.

Public Agency rights to use the Software delivered by Supplier are governed by the terms of the applicable end-user license agreement. Unless different terms have been agreed between the parties, the terms posted on www.dell.com/eula (the “EULA”) shall apply. Supplier will provide a hard copy of the applicable terms upon request. Unless expressly otherwise agreed, microcode, firmware or ope rating system software required to enable the Equipment with which it is shipped to perfo rm its basic or enhanced functions, is licensed for use solely on such Equipment.

Acceptance.

All Products and Third Party Products will be deemed to be accepted upon Delivery. Notwithstanding such acceptance, Public Agency retains all rights and rem edies under the warranty terms stated below. Public Agency may only return Products to Supplier that are permitted to be returned pursuant to the return policy at www.dell.com/returnspolicy.

Hardware Returns and Exchanges.

Public Agency agrees to Vendor's return policy as stat ed at www.dell.com/returnspolicy. Before returning or exchanging Hardware, Public Agency must contact V endor to obtain an authorization number for Public Agency return. Public Agency must return Hardware in its original or equivalent packaging, and Public Agency is responsible for risk of loss and shipping and handling fees. Additional fees, including up to a 15% restocking fee, may apply. If Public Agency fails to follow the return or exchange instructions, Vendor will not be responsible for any loss, damage, or modification of Ha rdware, or processing of Hardware for disposal or resale. Credit for partial returns may be less than invoice or individual component prices due to bundled or promotional pricing associated with Public Agency’s purchase. Title to returned or exchanged Hardware shall pass to Vendor upon receipt at the specified Vendor facility.

Changed or Discontinued Products or Services.

Vendor may revise or discontinue Products and Services at any time, including after Public Agency places an Order, but prior to Vendor’s shipment or performance. A s a r e s u l t , P r o d u c t s a n d Services Public Agency receives might differ from those ordered. However, De ll-branded Products will materially meet or exceed all published specifications for the Products. Parts us ed in repairing or servicing Products may be new, equivalent-to-new, or reconditioned.

Proprietary Rights
The Products and Software are protected pursuant to copyri ght laws and international copyright treaties, as well as other intellectual property laws and treaties. All right, title, and interest in the intellectual property (including all copyrights, patents, trademarks, trade secrets, and trade dress) embodied in the Software, Products and Deliverables, and the methods by which t he Services are performed and the processes that make up the Services, shall belong solely and exclusively to Vendor or its suppliers or licensors. Subject to Vendor’s receipt of payment in full for the applicable Services, Vendor grants Public Agency a non-exclusive, non-transferable, royalty-free right to use the Deliverables solely (i) in the country or countries in which Public Agency does business; (ii) for Public Agency’s internal use; and (iii) as necessary for Public Agency to enjoy the benefit of the Services as stated in the applicable Service Agreements.

For Reseller transactions:

For any transactions under this contract in which Vendor resellers are reselling products obtained from Vendor, the following terms shall apply: Vendor will require its resellers to agree to the terms of the NCPA contract with Vendor. The reseller sales transactions, including quoting, pricing, order taking, invoicing, payment for reseller transactions shall be between the NCPA member and the reseller. Pricing will not be determined by Vendor but must be incompliance with the pricing requirement s in Vendor’s NCPA contract. Fees and reporting for Vendor reseller transactions with NCPA members s hall be provided by the Vendor reseller only. Payments made by NCPA or its members for these reseller transactions shall be made to the reseller. Vendor will propose authorized resellers to be added to contract for Region 14 ESC and NCPA approval. NCPA and Vendor must be in agreement on resellers to be added to contract. Vendor can have a reseller removed from contract, upon notice. Vendor is not liable should the reseller fail to follow the terms of the contract.

Shipping Charges; Title; Risk of Loss.

Unless otherwise agreed, Supplier shall arrange for ship ment of the ordered Products to the ship-to address indicated in the Order, through a common carrier desi gnated by Supplier. Delivery dates are indicative.

Software may be provided by delivery of physical media or through electronic means. Public Agency shall notify Supplier within 21 days of the invoice date if Public Agency believes any Product included in its Order is missing, wrong, or damaged, and shall ens ure that the intended installation site meets the specifications as per the product documentation. Risk of loss for Equipment and for physical media containing licensed Software transfers to Public Agency upon Deli very. Title to sold Equipment passes to Public Agency upon Delivery. “Delivery” for Equipment occurs when Supplier provides the Equipment to the carrier at Supplier’s designated point of shipment; “Delivery” for Software occurs ei ther when Supplier provides physical media (or the Equipment on which it is installed) to the carrier at Supplier’s designated point of shipment, or the date Supplier notifies Public Agency that Software is available for electronic download. Unless ot herwise agreed, cost of transit insurance on behalf of Public Agency shall be included in the total price stated on the Quote.

Excluded Data
Public Agency agrees that it will obtain all necessa ry rights, permissions and c onsents associated with: (a) technology or data (including personal data) that Public Agency and its A ffiliates provide to Supplier or its Affiliates, and (b) non-Supplier software or other compone nts that Public Agency and its Affiliates direct or request that Supplier or its Affiliates use with, install, or integrate as part of the Supplier’s Offerings. Public Agency is solely responsible for reviewing data that will be provided to or accessed by Supplier in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. Public Agency will defend and indemnify Supplier and its Affiliates against any third party claim resulting from a breach of the fo regoing, or from Public Agency’s infringement or misappropriation of intellectual property rights of Supplier, its Affiliates or third parties.

U.S. Government Restricted Rights.

The software and documentation provided are “commercial products” as defined in Federal Acquisition Regulation (“FAR”) Section 2.101, consisting of “comme rcial computer software” and “commercial computer software documentation” as these terms are used in FAR 12.212 and Defense Federal Acquisition Regulation Supplement (“DFARS”) Section 227.7202, as applicab le. Consistent with FAR 12.212 and DFARS Section 227.7202, all U.S. Government end user s acquire the software and documentation with only those rights set forth herein

Taxes.

The charges due hereunder are exclusive of, and Public A gency shall pay or reimburse Supplier for all value added (VAT), sales, use, excise, withholding, personal property, goods and services and other similar taxes, governmental fees, levies, customs and duties resulting from Public Agency’s purchase, except for taxes based on Supplier’s net income, gross revenue, or employment obligations. If Public Agency qualifies for a tax exemption, Public Agency must provide Supplier with a valid certificate of exemption or other appropriate proof of exemption. If Public Agency is required to withhol d taxes, then Public Agency will within 60 days of remittance to the applicable tax authority provide Supplier with satisfactory evidence (e.g., official withholding tax receipts) that Public Agency has accounted to the relevant authority for the sum withheld or deducted, otherwise Supplier will charge Public Agency for the amount that Public Agency has deducted for the transaction.

SIGNATURE FORM

The undersigned hereby proposes and agrees to furnish goods and/or services in strict compliance with the terms, specifications and conditions at the prices proposed within response unless noted in writing. The undersigned further certifies that he/she is an officer of the company and has authority to negotiate and bind the company named below and has not prepared this bid in collusion with any other Respondent and that the contents of this proposal as to prices, terms or conditions of said bid have not been communicated by the undersigned nor by any employee or agent to any person engaged in this type of business prior to the official opening of this proposal.

Prices are guaranteed: 120 days

Dell Marketing, L.P.

Company Name

One Dell Way
Address

Round Rock TX 78286
City State Zip

512.720.7429
Telephone Number Fax Number

[email protected]
Email Address

Stacey Skala Proposal Manager
Printed Name Position

Authorized Signature
Dell agrees to discuss and negotiate the terms of the Administration Agreement and the administration fee upon award.

Dell respectfully requests the following modifications to the terms provided Tab 1 and Tab 2 of Solicitation Number 45-22 for Technology Solutions. Dell also requests that the additional terms provided be incorporated into any final contract resulting from award of this solicitation. As needed, Dell agrees to enter into good faith negotiation of mutually agreeable terms.

Tab 2 - NCPA Administration Agreement
Dell agrees to discuss and negotiate the terms of the Administration Agreement and the administration fee upon award.

This Administration Agreement is made as of , by and
between National Cooperative Purchasing Alliance (“NCPA”) and (“Vendor”).

Recitals

WHEREAS, Region 14 ESC has entered into a certain Master Agreement dated , referenced as Contract Number , by
and between Region 14 ESC and Vendor, as may be amended from time to time in accordance with the terms thereof (the “Master Agreement”), for the purchase of IT Security Products and Data Protection Solutions;

WHEREAS, said Master Agreement provides that any state, city, special district, local government, school district, private K-12 school, technical or vocational school, higher education institution, other government agency or nonprofit organization (hereinafter referred to as “public agency” or collectively, “public agencies”) may purchase products and services at the prices indicated in the Master Agreement;

WHEREAS, NCPA has the administrative and legal capacity to administer purchases under the Master Agreement to public agencies;

WHEREAS, NCPA serves as the administrative agent for Region 14 ESC in connection with other master agreements offered by NCPA

WHEREAS, Region 14 ESC desires NCPA to proceed with administration of the Master Agreement;

WHEREAS, NCPA and Vendor desire to enter into this Agreement to make available the Master Agreement to public agencies on a national basis;

NOW, THEREFORE, in consideration of the payments to be made hereunder and the mutual covenants contained in this Agreement, NCPA and Vendor hereby agree as follows:

General Terms and Conditions
 The Master Agreement, attached hereto as Exhibit 1 and incorporated herein by reference as though fully set forth herein, and the terms and conditions contained therein shall apply to this Administration Agreement except as expressly changed or modified by this Administration Agreement.
 NCPA shall be afforded all of the rights, privileges and indemnifications afforded to Region 14 December 1, 2022
December 1, 2022
01-143

ESC under the Master Agreement, and such rights, privileges and indemnifications shall accrue and apply with equal effect to NCPA under this Administration Agreement including, but not limited to, Contractor’s obligation to provide appropriate insurance and certain indemnifications to Region 14 ESC.

 Contractor shall perform all duties, responsibilities and obligations required under the Master Agreement in the time and manner specified by the Master Agreement.  NCPA shall perform all of its duties, responsibilities, and obligations as administrator of purchases under the Master Agreement as set forth herein, and Contractor acknowledges that NCPA shall act in the capacity of administrator of purchases under the Master Agreement.  With respect to any purchases made by Region 14 ESC or any Participating Agency pursuant to the Master Agreement, NCPA (a) shall not be construed as a dealer, re- marketer, representative, partner, or agent of any type of Contractor, Region 14 ESC, or such Participating Agency, (b) shall not be obligated, liable or responsible (i) for any orders made by Region 14 ESC, any Participating Agency or any employee of Region 14 ESC or Participating Agency under the Master Agreement, or (ii) for any payments required to be made with respect to such order, and (c) shall not be obligated, liable or responsible for any failure by the Participating Agency to (i) comply with procedures or requirements of applicable law, or (ii) obtain the due authorization and approval necessary to purchase under the Master Agreement. NCPA makes no representations or guaranties with respect to any minimum purchases required to be made by Region 14 ESC, any Participating Agency, or any employee of Region 14 ESC or Participating Agency under this Administration Agreement or the Master Agreement.  With respect to any supplemental agreement entered into between a Participating Agency and Contractor pursuant to the Master Agreement, NCPA, its agents, members and employees shall not be made party to any claim for breach of such agreement.  This Administration Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereof, and no other agreement, statement, or promise relating to the subject matter of this Administrative Agreement which is not contained herein shall be valid or binding.  Upon Vendor's corporate marketing/compliance prior review and approval, and subject to the requirements of the brand usage guidelines located at
https://brand.delltechnologies.com/logos/, Vendor agrees to allow Customer to use their name and logo within Customer-maintained websites, marketing materials and advertisements. Any use of NCPA name and logo or any form of publicity regarding this Administration Agreement or the Master Agreement by Contractor must have prior approval from NCPA.  If any action at law or in equity is brought to enforce or interpret the provisions of this Administration Agreement or to recover any administrative fee and accrued interest, the prevailing party shall be entitled to reasonable attorney’s fees and costs in addition to any other relief to which such party may be entitled.
 Neither this Administration Agreement nor any rights or obligations hereunder shall be assignable by Contractor without prior written consent of NCPA, provided, however, that the Contractor may, without such written consent, assign this Administration Agreement and its rights and delegate its obligations hereunder in connection with the transfer or sale of all or substantially all of its assets or business related to this Administration Agreement, or in the event of its merger, consolidation, change in control or similar transaction. Any permitted assignee shall assume all assigned obligations of its assignor under this Administration Agreement.  This Administration Agreement and NCPA’s rights and obligations hereunder may be assigned at NCPA’s sole discretion, to an existing or newly established legal entity that has the authority and capacity to perform NCPA’s obligations hereunder.

Term of Agreement
This Agreement shall be in effect so long as the Master Agreement remains in effect, provided, however,

that the obligation to pay all amounts owed by Vendor to NCPA through the termination of this Agreement and all indemnifications afforded by Vendor to NCPA shall survive the term of this Agreement.

Fees and Reporting
The awarded vendor shall electronically provide NCPA with a detailed quarterly report showing the dollar volume of all sales under the contract for the previous quarter. Reports are due on the fifteenth (15th) day after the close of the previous quarter. It is the responsibility of the awarded vendor to collect and compile all sales under the contract from participating members and submit one (1) report. The report shall include at least the following information as listed in the example below:

Entity Name Zip Code State PO or Job # Sale Amount

Total
Dell Response:

Dell agrees to discuss and negotiate the terms of the Administration Agreement and the administration fee upon award. Typically, reporting is available 30 days after the close of the previous quarter.

Each quarter NCPA will invoice the vendor based on the total of sale amount(s) reported. From the invoice the vendor shall pay to NCPA an administrative fee based upon the tiered fee schedule below.

Vendor’s annual sales shall be measured on a calendar year basis. Deadline for term of payment will be included in the invoice NCPA provides.

Annual Sales Through Contract Administrative Fee
0 - $30,000,000 2%
$30,000,001 - $50,000,000 1.5%
$50,000,001+ 1%

Dell Response:

Dell agrees to discuss and negotiate the terms of the Administration Agreement and the administration fee upon award.

Supplier shall maintain an accounting of all purchases made by Public Agencies under the Master Agreement. NCPA and Region 14 ESC reserve the right to audit the accounting for a period of four (4) years from the date NCPA receives the accounting. In the event of such an audit, the requested materials shall be provided at the location designated by Region 14 ESC or NCPA. In the event such audit reveals an under reporting of Contract Sales and a resulting underpayment of administrative fees, Vendor shall promptly pay NCPA the amount of such underpayment, together with interest on such amount and shall be obligated to reimburse NCPA’s costs and expenses for such audit.

Dell Acknowledges.

Dell agrees to discuss and negotiate the terms of the Administration Agreement and the administration fee upon award.

Matthew Mackel
Director, Business Development
PO Box 701273
Houston, TX 77270
December 1, 2022

Tab 3 - Vendor Questionnaire

Dell Marketing L.P. 22
Tab 4 - Vendor Profile
Please provide the following information about your company:
 Company’s official registered name.

Dell Marketing L.P.

 Brief history of your company, including the year it was established.

Dell Response:

Headquartered in Round Rock, Texas Dell was established in 1984 by Michael Dell at the University of Texas
Dell was founded in 1984 by Michael Dell in his dorm room at the University of Texas. In 1988, Dell became publicly traded under the name Dell Computer Corporation. The Company was incorporated in the state of Delaware on January 31, 2013, under the name Denali Holding Inc. in connection with Dell’s going-private transaction by Michael Dell and Silver Lake Partners, which was completed in October 2013. In 1979, Richard Egan and Roger Marino, university roommates, quit their jobs and founded EMC in Newton, Massachusetts. In September 2016, EMC Corporation became part of the Dell Technologies family of companies and was renamed Dell EMC. In December 2018, Dell Technologies Class C common stock (NYSE: DELL) began trading on the New York Stock Exchange.

1979 Richard Egan and Roger Marino - former university roommates - quit their jobs and founded EMC in Newton, Massachusetts, five years before Michael Dell's vision was materialized. 1984
At age 19, Michael Dell founded PC's Limited with $1,000 and a game-changing vision for how technology should be designed, manufactured and sold.

As a pre-med freshman at the University of Texas at Austin, Michael starts Dell, then doing business as PC's Limited.
1985
Dell designs and builds their first computer system, the Turbo PC, featuring an Intel 8088 processor running at 8MHz, a 10MB hard drive and a 5.25" floppy drive.

The company establishes customer experience as a Dell differentiator with risk-free returns and next-day, at-home product assistance, among the first in our industry. 1989 Dell joins the mobile computing revolution with its first laptop computer, the 316LT. 1992 Dell debuts on the Fortune 500. Michael becomes the youngest CEO to lead a company that receives this honor.
1996
The company takes sales online in 1996, setting the bar for ecommerce worldwide. Dell rapidly expands its global operations by opening the first Asia-Pacific Customer Centre in Penang, Malaysia.

1997 EMC's great global presence is materialized as they are named worldwide open storage market leader.

Dell Marketing L.P. 23
2000
Internet sales on dell.com reach $40 million a day, making it one of the highest-volume ecommerce sites in the world.

Recognizing early on the need and opportunity for mobility in IT, Dell incorporates built-in WiFi for on-the-go internet access for our customers.
2001
It's a year of firsts as Dell becomes the No. 1 computer systems provider worldwide and reaches No. 1 in U.S. Intel-based server shipments. Dell inks an agreement with storage leader EMC to enable more affordable enterprise-class storage area network solutions for customers of all sizes. 2005
Dell tops the list of "America’s Most Admired Companies" in Fortune Magazine.

Furthering our commitment to the environment, Dell OptiPlex desktop line of products features a lead-free motherboard, power supply and chassis.
2006 EMC opens a new software development centre in Shanghai—the company's first China-based research and development facility.
2010
Dell acquires key IP in storage, systems management, cloud computing and software: Boomi, Exanet, InSite One, KACE, Ocarina Networks, Scalent and Dell Compellent.

Dell is the No. 1 healthcare information technology services provider in the world according to Gartner, Inc. and wins more than 300 industry awards in 2010.

The company accelerates enterprise customers’ move to the cloud with Dell Virtual Integrated Systems solutions, based on open architecture solutions that focus on interoperability and extending the legacy investments of our customers.

Dell enters the tablet arena with the Streak, a 5-inch device designed to provide the best on-the-go entertainment, social connection and navigation experience.

Newsweek names Dell the greenest company in America.
2013
Michael Dell and private equity firm Silver Lake Partners buy back Dell from public shareholders to accelerate its solutions strategy and to focus on the innovations and long-term investments with the most customer value.
2014
One year post-privatization, Dell is the fastest growing, large integrated IT company in the world with revenue growth across our businesses and PC and server share gains outpacing the market.

Investments in our strategy continue with the acquisition of data analytics leader StatSoft and breakthrough enterprise innovations like our 13th generation of PowerEdge servers and FX Series converged infrastructure solutions.

Dell is the global storage leader in total terabytes sold and sets the new industry standard for value with the SC4020 All Flash Array.

Our corporate responsibility leadership garners global accolades with the Keep America Beautiful Vision for America Award, Accenture Circular Economy Pioneer Award, and a spot on Ethisphere Institute’s list of the World’s Most Ethical Companies. 2015 Customer satisfaction rates reach record highs as customers feel the effects of Dell's singular focus as a private company.
2016

2021
The Dell journey and the EMC journey join to reach customers and their great ideas globally and to drive human progress. The newly combined Dell Technologies marks the completion of the biggest tech deal in history.

Dell Technologies completed the spinoff of VMware forming two standalone public companies.

Dell Marketing L.P. 24
 Company’s Dun & Bradstreet (D&B) number.

Dell Marketing L.P. D & B #: 87-793-6518

 Company’s organizational chart of those individuals that would be involved in the contract.

Dell Response:

By working with Dell Technologies, you can be assured NCPA and customer agencies will have access to the highest quality talent and support from experts who specialize in the public sector and education markets.

Contract Program Managers: Experienced Contract Program Managers (CPM) are assigned to large contracts to ensure contract compliance and reporting activities. CPM will also aid in marketing the contract to our SLED account team members leading to increased adoption within the State. Katherine Dunay, who currently serves as the CPM for NCPA will continue to serve as the main Point of Contact.

● Contract Management and Compliance - Manage the Contract and relationships with State Procurement Officers to ensure compliance with all state requirements. Design, manage, and maintain contractually required internal websites for contracts. ● Partner Management - Mana ge contracts for partner companies, including partner agreements, amendments, and compliance requirements and reports. ● Audit - Conduct contract audits to ensure that all data has been reported accurately and can be supported internally through a verifiable audit trail. Conduct audits of customer sales for issues regarding rebates, returns, and contract pricing. ● Sales Training & Consultation - Create and conduct custom presentations for training purposes given to sales partners, sales teams, and other internal departments. Consult with

Dell Marketing L.P. 25
customers and sales on the most appropriate contract options based on scope, pricing, contract terms and language.
● Operations - Analyze business processes and implement changes to enable better customer service to our end customers. Created an automated process in Access to generate custom contract price lists based on contractual requirements.

 Corporate office location.
o List the number of sales and services offices for states being bid in solicitation.

o List the names of key contacts at each with title, address, phone and e-mail address.

Dell Response:

Dell has 46 offices in the US. Key contacts servicing each customer agency can be provided by the Contract Program Manager, upon request.

Boston Area in Massachusetts; Seattle, Washington, Bay Area in California; Draper Utah; Research Triangle Park NC, Burlington, Ontario; Barueri, Brazil; Cork, Ireland; Cairo, Egypt; Tokyo, Japan; Bangalore, India; Shanghai, China, and Sydney Australia.

1465 North
Scottsdale Road,
Suite 450
SkySong 5
Scottsdale
Arizona
85257

4 McKissic Creek
Road
Suite 6
Bentonville
Arkansas
72712

430 Cowper Street
Suite 200
Palo Alto
California
94301

135 Technology
Drive
Suites 100,150,200 &
250
Irvine
California
92618

5450 Great
America Parkway
Santa Clara
California
95054

440 First Street,
NW
Suite 820
Washington DC
District of
Columbia
20001

14591 S.W. 120th
Street
Miami
Florida
33186

10010 Junction
Drive
Annapolis Junction
Maryland
20701

777 Virginia Road
Concord
Massachusetts
01742

50 Constitution
Boulevard
Franklin
Massachusetts
02038

55 Constitution
Boulevard
Franklin
Massachusetts
02038

109 Constitution
Boulevard
Franklin
Massachusetts
02038

Dell Marketing L.P. 26
111 Constitution
Boulevard
Franklin Industrial
Park
Franklin
Massachusetts
02038

42 South Street
Hopkinton
Massachusetts
01748

108 South Street
Hopkinton
Massachusetts
01748

117 South Street
Hopkinton
Massachusetts
01748

171 South Street
Hopkinton
Massachusetts
01748

176 South Street
Hopkinton
Massachusetts
01748

228 A/B South Street
Hopkinton
Massachusetts
01748

228 C South Street
Hopkinton
Massachusetts
01748

7615 Smetana
Lane
Eden Prairie
Minnesota
55344-3712

7625 Smetana
Lane
Eden Prairie
Minnesota
55344

1 Penn Plaza
Suite 2920
New York City
New York
10119

5800 Technology
Drive
Apex
North Carolina
27539

4121 Surles Court
Durham
North Carolina
27703

62 TW Alexander
Drive
Research Triangle
Park
North Carolina
27709

3501 SW 15th
Street, Bldg A
Oklahoma City
Oklahoma
73108

3501 SW 15th
Street, Bldg B
Oklahoma City
Oklahoma
73108

1 Dell Parkway
Nashville
Tennessee
37217

1225 Alma Road
Suite 160
Richardson
Texas
75081

200 Dell Way
(RR5)
Round Rock
Texas
78682

12500 Tech Ridge
Boulevard, Bldg
PS4
Austin
Texas
78753

1404 Park Center
Dr.

Austin
Texas
78754

4309 Emma
Browning Avenue
Austin
Texas
78719

701 E. Parmer
Lane, Bldg PS3
Austin
Texas
78753

701 E. Parmer
Lane, Bldg PS3B
Austin
Texas
78753

701 E. Parmer
Lane, Bldg PS2
Austin
Texas
78753

9715 Burnet Road
Metric - 7, Suite
300
Austin
Texas
78758

Dell Marketing L.P. 27

5822 Cromo Drive
El Paso
Texas
79912

2300 Greenlawn
Boulevard (RR3E)
Round Rock
Texas
78682

2300 Greenlawn
Boulevard (RR3)
Round Rock
Texas
78682

2401 Greenlawn
Boulevard (RR7)
Round Rock
Texas
78682

2401 Greenlawn
Boulevard (RR8)
Round Rock
Texas
78682

401 Dell Way (RR1)
Round Rock
Texas
78682

501 Dell Way
(RR2)
Round Rock
Texas
78682

501 Dell Way
(RR2W)
Round Rock
Texas
78682

501 Dell Way
(RR2E)
Round Rock
Texas
78682

9830 Colonnade
Boulevard
Suite 380
San Antonio
Texas
78230

13197 South
Frontrunner
Boulevard
Draper
Utah
84020

8444 Westpark
Drive
Floors 1, 3, 7, 8 &
9 Mclean
Virginia
22102

505 First Avenue South
4th Floor
Seattle
Washington
98104

 Define your standard terms of payment.

Dell Response:

Customer must pay Supplier’s invoices in full and in the same currency as Supplier’s quote within the time noted on Supplier’s invoice, or if not noted, then within 30 days after the date of the invoice, with interest accruing after the due date at the lesser of 1.5% per month or the highest lawful rate. Supplier may invoice parts of an Order separately or together in one invoice.

All invoice terms will be deemed accurate unless Customer advises Supplier in writing of a material error within 10 days following receipt. If Customer advises Supplier of a material error, (a) any amounts corrected by Supplier in writing must be paid within 14 days of correction, and (b) all other amounts shall be paid by Customer by the due date. If Customer withholds payment because Customer believes an invoiced amount is incorrect, and Supplier concludes that the amount is accurate, Customer must pay interest on the unpaid disputed amount from the due date until Supplier’s receipt of payment. Customer may not offset, defer or deduct any invoiced amounts that Supplier determines are correct following the notification process stated above.

Supplier, without waiving any other rights or remedies and without liability to Customer, may suspend Services until all overdue amounts are paid in full.

 Who is your competition in the marketplace?

Dell Marketing L.P. 28

Dell Response:

Dell Technologies offers one of the broadest portfolios of IT Solutions and Services. Our competition differs depending on the product or service being offered.

The technology market is increasingly competitive, but we don’t see one single company or set of companies as our key competitors. Our business is diverse and strong, and we see ourselves in a truly differentiated position in the eyes of our customers. There really is not another company like Dell Technologies out there that can address so many customers needs today and in the future.
 What differentiates your company from competitors?
To find information on how Dell products and solutions compare against competition across a broad mix of head-to-head product comparisons, third party competitive research, compelling blogs and customer stories to make an informed purchase decision, visit the link below. https://www.dell.com/en-us/dt/what-we-do/competitor-comparisons.htm

 Describe how your company will market this contract if awarded.

Dell Response:

Dell Technologies has successfully partnered with NCPA to help its members agencies meet their technology needs. In continuing with this tradition, Dell Technologies will provide a multi-channel plan to market and promote the NCPA Contract.

Dell Marketing L.P. 29
Supportive of our marketing strategies and communication for the NCPA Contract will be o ur SLED Strategists who are former government employees or educators . Our Strategy team members are well versed in Technology Solutions for Government and Education, and act as advisors, guides, and champions for the NCPA affiliated State and Local Governm ent and Education Institutions.

Our marketing approach will focus on contract education to ensure optimal utilization by Dell Sales Teams.

Dell Technologies Marketing & Communication Plan for the NCPA Contract Internal Marketing/Sales Enablement
● Dell Technologies SLED Strategists will conduct presentations to all Dell Sales Teams supporting Education and State & Local Government.
● SLED Strategy Team and Contracts Program Management Office hold monthly calls with our Education and Public Sales Teams – this will provide both an initial and on-going contract update forum.
● Dell Technologies will develop a NCPA Contract Release / Marketing document which outlines the scope of the contract, usage eligibility and contract ordering specifics for Dell Technology Teams.
● Dell Technologies will develop an internal web-based resource to provide details on the NCPA Contract for use by Dell Sales Teams.
● Dell Technologies will add the NCPA contract to the list of nationally available contracts within the public sector and present it during the monthly sales training on contracts. ● Dell Technologies, based on NCPA approval, will cascade all training and messaging to our Dell Sales Teams working with Education and Public Sector customers.

External Marketing/Sales Enablement
● Dell Technologies Public Sector Account Teams will promote the NCPA contract with their customers within the NCPA region with awareness flyers that show the value of the NCPA contract over list price.
● Dell Technologies will develop, host and maintain a public-facing website with information on NCPA contract use, pricing, sales contacts, and reseller contacts. ● Dell Technologies, based on NCPA approval, will work with the Value-Added Reseller community to expand the contract for their use in supporting NCPA members. This will be an extension of our current practice with the Dell NCPA Contract. ● Dell Technologies will work with NCPA to develop Contract Communication Strategies tied to Regional SLED Events. An example would be contract marketing material for use at the “TECH Talk Live” event in Pennsylvania.

 Describe how you intend to introduce NCPA to your company.

Dell Response:

Dell has been on the NCPA contract for over a decade and our contract support teams and sales teams are very familiar with NCPA.

Dell Marketing L.P. 30
Contract Program Managers (CPM), Regional Account Managers and SLED Strategists are well versed in our SLED contracts. When a customer wants to make a purchase, these team members work with the Account Executive to identify the appropriate contract vehicle to enable the sale.
o Regional Account Management: Our regional account teams consists of general, technical, and specialty sales team members, and Dell Financial Services that will serve as the main point of contact for pre-sales design/pricing and post-sale account management activities.
o State, Local and Education (SLE D) Strategists : Our strategists are industry veterans who have extensive experience working in universities/public agencies and have led transformation projects. They will serve as adv isors to assist customers with their transformation journey.

 Describe your firm’s capabilities and functionality of your on-line catalog / ordering website.

Dell Response:

Dell Premier offers a suite of complementary tools designed to simplify and expand access to IT purchasing, discover insights for better asset management, and give you autonomy and control of the procurement process.

To learn more about Premier, visit: https://www.dell.com/en-us/dt/premier-solutions/index.htm Using Dell Premier, you can:
● Shop a complete line of fully customizable business-class products, software & accessories.
● Set company-wide standards for product configurations, custom services and shipping options and purchase at your organization’s negotiated rate. ● Prepare and save system configurations as an eQuote for repeat or future purchase at a later date.
● Retrieve and purchase sales-created quotes
● Purchase parts and upgrades for your existing hardware ● Retrieve detailed invoice, open order and purchase history reports or build your own report.
● Manage what users can see and do with defined access groups and user roles. ● Access your personalized Account page to manage your day-to-day account needs, like your address book, user access levels, reporting, and more. Orders that are placed via Dell Premier write frictionless to Dell’s order management system, which means our customers typically receive their orders quicker and with less errors. ● You can also use the Dell Premier local online or global platform to integrate into your existing ERP or ITSM system.

A complete description can be found in Appendix D - Dell Premier for IT Procurement Overview

Dell Marketing L.P. 31

 Describe your company’s Customer Service Department (hours of operation, number of service centers, etc.)
Dell Response:

Dell Technologies offers services in over 170 locations globally, including a direct service presence in more than 83 locations. Our technical support team is comprised of more than 7,500 technical support representatives and is backed by over 37,000 Dell Technologies services professionals.

At the heart of our customer service capabilities are our Customer Service Centers, giving you instant access to experts skilled in the latest technologies. Support and Operations Centers are located throughout the world in locations including the following primary centers: Boston Area in Massachusetts; Seattle, Washington, Bay Area in California; Draper Utah; Research Triangle Park NC, Burlington, Ontario; Barueri, Brazil; Cork, Ireland; Cairo, Egypt; Tokyo, Japan; Bangalore, India; Shanghai, China, and Sydney Australia.

Collaboration is also important, and our 12 Centers of Excellence and Joint Solutions Centers deliver in-house collaboration and industry-leading levels of support, leveraging Dell Technologies’ alliances with leading application providers such as Oracle and Microsoft. Beyond this, we have deep partnerships with industry leaders and many cooperative support agreements to accelerate time to resolution for joint customers.

Customer Service boasts customer satisfaction ratings among the highest in the industry and has been widely recognized for leading the industry in established best practices, including best use of measurements and metrics. Dell Technologies has received over 40 Technology Services Industry Association (TSIA) Star Awards—and is a five-time recipient of the TSIA Hall of Fame Award–an accomplishment achieved by only one other company.

Support center coverage is 24/7 worldwide with support coverage delivered according to the customer’s selected coverage. If onsite service is needed, the covering support center contacts the local field service representative (24x7 for high-availability contracts), which handles the case according to our formal escalation policy. For more information visit us on the Dell Technologies website:
https://www.delltechnologies.com/en-us/services/support-services/index.htm Service is provided to customers based on their warranty and maintenance contract terms and their selected support maintenance option.

Contact Customer Service:

U.S.: 1-800-782-4362 Canada: 1-800-543-4782
Local dial numbers outside of U.S. and Canada can be found here: Dell Customer Support Centers Phone list
Hours of Operation: 7 x 24 x 365
For more information visit: Dell Technologies Contact Us

Dell Marketing L.P. 32
Customers in the USA can access Customer Support from Dell.com (http://www.dell.com/support/home/us/en/19?c=&l=&s=)
Dell.com/support is an online support site with a number of tools that can be utilized by Dell customers. The content and site language is customized by country/region. You can select and default your home country or region at the bottom of the main page. Examples of the site functions are below. Some of these modules are not available in all countries. ● Product Support
● Software Licenses
● Warranty & Contracts
● Order Support
● Support Videos
● Online Customer Care
● Dell Download Center and Drivers
● Service Request
● Comprehensive records for inventory management

 Green Initiatives (if applicable)
As our business grows, we want to make sure we minimize our impact on the Earth’s climate. We are taking every step we can to implement innovative and responsible environmental practices throughout NCPA to reduce our carbon footprint, reduce waste, energy conservation, ensure efficient computing and much more. To that effort we ask respondents to provide their companies environmental policy and/or green initiative.

Dell Response:

Our 2030 Moonshot Goal for Social Impact focuses on four key areas with Advancing Sustainability being one of them - By 2030, for every product a customer buys, we will reuse or recycle an equivalent product. 100% of our packaging will be made from recycled or renewable material. More than half of our product content will be made from recycled or renewable material.

Tech Refresh and Recy cle is one of the many ways in which we are striving to achieve our sustainability goals.

Dell Marketing L.P. 33

Dell Asset Resale & Recycling Services
We help our customers resell, recycle, or return your excess computer equipment in a secure and environmentally conscious manner that complies with local regulatory guidelines. We meet or exceed all international standards such as the Basel Convention, EU WEEE directives and US environmental and data disposal laws (RCRA, CERCLA, SARA, HIPAA, GLB and CISL). To protect your company’s assets and re putation in this area, we help ensure that sensitive information does not fall into the wrong hands while also promoting environmental stewardship. ● Environmental stewardship: Systems with no value are recycled in adherence with local regulatory guidelines such as the EPA and WEEE legislation and waste regulations. ● Brand protection: We can help you avoid the negative publicity that comes from a disposal process that goes wrong.
● Retire multi-vendor assets: Our services can be applied to all IT assets regardless of brand.

Asset Recycling
We encourage our customers to recycle their end-of-life assets. Dell will handle the logistics of properly disposing the excess equipment in an environmentally sensitive way. During the recycling process, IT components are broken down into primary parts with materials separated into groups of ferrous metals, precious metals, and plastics. Once divided, these materials are then sent to specific partners who specialize in the disposal of each unique material.

Asset Resale
We pick up our customers systems at designated location, ship them to our facilities, sanitize the device in alignment with NIST SP 800-88 standard, and audit the equipment to determine the value.

We can also help with reselling it to a third party. Equipment that has no residual value is recycled. ● Onsite data sanitization option: Provides an extra level of security because we sanitize the device in a secure environment at our customers site before it leaves your offices.

Dell Marketing L.P. 34
For customers who require nonstandard service or integrated deployments, Dell can provide flexible services, including custom Asset Resale and Recycling services.

Asset Records Management
We provide a detailed status report on the data sanitization and outcome of each retired system.

We also can provide a Confirmation of Disposal to verify that the sanitization was successful or that the drive was shredded to prevent data recovery in the case of a non-functioning drive and that all recycling met or exceeded all local regulatory guidelines. In addition, for all equipment disposals, we provide a settlement report which lists the resell value of each piece of resold hardware and documents any other disposed equipment.

Dell Reconnect

Dell reconnect is a program that has partnered with Goodwill to keep electronics off landfills. Donate unwanted technology to Dell Reconnect and help protect the environment while supporting Goodwill mission of putting people to work. This includes chargers and cords.

 Anti-Discrimination Policy (if applicable)
o Describe your organizations’ anti-discrimination policy.

Dell Response:

Diversity, inclusiveness and respect for all Dell employees form the basis of Dell's Winning Culture and are essential to Dell's success. Dell values each individual’s distinct contribution and leverages our collective strengths to ensure that Dell remains the technology solutions company of choice for customers around the world. Please see Appendix B for Dell's Diversity and Equal Employment Opportunity Policy

 Vendor Certifications (if applicable)
o Provide a copy of all current licenses, registrations and certifications issued by federal, state and local agencies, and any other licenses, registrations or certifications from any other governmental entity with jurisdiction, allowing respondent to perform the covered services including, but not limited to, licenses, registrations, or certifications.

Certifications can include M/WBE, HUB, and manufacturer certifications for sales and service
Dell Response:

Dell is registered in the State of Texas through the Secretary of State office registration #6260510
Please See Appendix G for requested documents.

Dell Marketing L.P. 35
Tab 5 - Products and Services / Scope
Respondent shall perform and provide these products and/or services under the terms of this agreement.

The supplier shall assist the end user with making a determination of their individual needs.

Warranty
Proposal should address the following warranty information:
 Applicable warranty and/or guarantees of equipment and installations including any conditions and response time for repair and/or replacement of any components during the warranty period.
 Availability of replacement parts
 Life expectancy of equipment under normal use
 Detailed information as to proposed return policy on all equipment Dell Response
Please see Appendix E for Dell’s Limited Hardware Warranty, and Appendix F for Dell’s Return Policy.

These can also be reviewed at the following links.

Dell Limited Hardware Warranty
Dell US Return Policy
Products
 Vendor shall provide equipment, materials and products that are new unless otherwise specified, of good quality and free of defects
Dell Response
Dell confirms that initial purchases will be new products. Dell uses new and refurbished parts made by various manufacturers in performing warranty repairs and in building replacement parts and products.

Refurbished parts and products are parts or products that have been returned to Dell, some of which were never used by a customer. All parts and products are inspected and tested for quality.

Replacement parts and products are covered for the remaining period of the limited hardware warranty for the product you purchased. Dell owns all parts removed from repaired products and, in most instances, you will be required to return defective parts to Dell.

Construction
 Vendor shall perform services in a good and workmanlike manner and in accordance with industry standards for the service provided.

The following is a list of suggested (but not limited to) Technology Solutions, Products and Services categories. List all categories along with manufacturer that you are responding with:

Products
 Laptops / Notebooks / 2-in-1s
 Tablets
 Desktop Computers
 Workstations – Fixed and Mobile
 Gaming Devices
 Chromebooks – Education and Enterprise

Dell Marketing L.P. 36
 Servers
 High Performance Computing
 Data Storage / Drives
 Converged Infrastructure
 Hyper Converged Infrastructure
 Cloud Products
 Software
 Security Solutions
 Data Protection HW / SW
 Networking
 Internet of Things (IOT)
 Sensors & Edge Devices
 Printers & Accessories
 Digital Imaging – Cameras / Scanner
 Keyboard / Mice / Input Devices
 Memory / System Components
 Displays / Large Format Displays / Interactive Flat Panels  Spare Parts
 Accessories / Cables
 Battery Back-up / Power / Surge Protectors
 Sound / Multimedia
 Telecommunications Products
 Video – Monitors / Cards / Projector
 Interactive Whiteboards
 Commercial-Off-the-Shelf (COTS) Software
 Software-as-a-Service (SaaS)
 Infrastructure-as-a-service (IaaS)
 Platform-as-a-Service (PaaS)
 Software Licensing and Maintenance Agreements
 Subscription Based Software Licenses
 Software Related Services

Dell Marketing L.P. 37
Dell Response
Dell is responding to this RFP with Dell OEM products. We offer a wide portfolio of products that includes:

Our Industry Specific Solutions can be found at:
● State and Local Government - https://www.dell.com/en-us/dt/industry/state-local- government/index.htm
● Higher Education - https://www.dell.com/en-us/dt/industry/higher-education/index.htm ● K-12 Schools - https://www.dell.com/en-us/dt/industry/education/index.htm#cobrand=intel End User Computing and Peripherals
Desktop, Workstation Hardware
Standard Business Class Desktop, Workstation configuration We recommend our OptiPlex 5000 and 7000 series Desktops. OptiPlex are the world’s most intelligent PC’s with built-in artificial intelligence. OptiPlex 5000 and 7000 series desktops learn and adapt to how you work with the intelligence of Dell Optimizer Express Response, which optimizes the performance of the user’s top 5 apps so they can work at their full potential and increase productivity.

Specialty Class Desktop, Workstation configuration
We recommend our Precision 5000 and 7000 series Tower, Small Form Factor and Micro Form Factor PCs. Precision offers best in class Innovative Design, Intelligent Performance, Mission Critical Reliability and Immersive Productivity.

Laptop Hardware
Standard Mobile Laptop configuration:

We recommend our 3000 and 5000 series Latitude laptops for a Standard Mobile Laptop experience.

Latitude offers industry-leading Innovative Design, Intelligent Collaboration & Connectivity and Sustainability features. Latitude laptops come in 13", 14" and 15" form factors.

Ultrabook Laptop configuration:

We recommend our 7000 or 9000 series Latitude laptops for a Ultrabook Laptop experience. Latitude products are smaller and lighter than ever with narrow border screens featuring ComfortView Plus, a built- in solution that reduces harmful blue light while delivering excellent color.

Ruggedized Laptop configuration:

Dell's Latitude Rugged portfolio of devices offers best-in-class durability, reliability, and field productivity, with both tablet and clamshell models to choose from. Latitude Rugged systems keep you in control of your technology with the same industry-leading security, manageability, and reliability as the rest of the Dell Latitude portfolio. Dell Latitude Rugged systems are also FirstNet Ready™ with Band 14.

Mobile Workstation (Additional Offering):

We recommend Dell Precision mobile workstations as they deliver versatile designs, intelligent

Dell Marketing L.P. 38
performance, and mission critical reliability to conquer the industry’s most demanding applications. From award-winning filmmakers and animators to state-of-the-art architects and engineers our expansive professional portfolio enables you to customize the workstation and optimize them for your creative expertise.

Gaming PC Hardware:

We recommend our Alienware and G-Series laptops and our recommendations for desktops would be the Aurora line (R12, R13, R14) and for laptops would be the M15/M17 (R5, R6) or the X15/X17 (R1).

Alienware is the gold-standard when considering gaming devices. Unmatched power and design with leading-edge materials and exceptional engineering, every Alienware device is built to reject limits.

Tablet Devices:

We recommend our Latitude 5320 2n1 and 7320 Detachable devices. Latitude 13" devices offer the perfect balance of performance, scalability and sustainability. The 7320 is the world’s most powerful, secure, and serviceable detachable and is also the most intelligent, featuring ExpressSign-in.

Enterprise Chromebooks - Latitude / Enterprise
Enterprise Chromebooks are designed for durability, and some models are with a high standard of passing 17 MIL-STD 810G tests. Offering comprehensive serviceability and easy-to-upgrade RAM, storage, battery and processors so you can easily customize for your business needs.

Education Chromebooks – Student Laptops
The student version of Chromebooks is economically viable while being built to be student tough – rigorously tested beyond Mil-Std, tested to survive 5000 free fall micro-drops, while rubberized edges minimize the impact. Kid-proof keyboard and protected ports save the devices from accidental spills.

Peripherals and Accessories
Dell products are purposely built to work with multiple platforms. Our wide assortment of accessories ensure that the user fully gets to utilize our products.

In addition to Dell branded accessories, we also partner with industry-leading manufacturers to bring you a large assortment of world -class products. These manufacturers include top brands in each accessory category providing a wide assortment from premium to economic choices to suit our customer’s budget.

Dell Marketing L.P. 39

Our comprehensive accessories are listed in the table below, please note that products may be added or removed from this list:

Docks Memory Conference Room Solutions
Laptop Bags Storage Large Format Monitors
Power / UPS Graphic Cards Televisions
Displays and Monitors Networking Mounts and stands
Keyboard, Mice and Stylus Drones Charging Carts and Lockers Cameras AR/VR Healthcare Carts / Mounts
Printers Gaming Furniture
Privacy Filters and Screen
Protectors
Locks Ergonomics
Audio Accessories Cables Home Automation

Dell Marketing L.P. 40

Our deep understanding of our customers working environments has helped us select and offer the best accessories for each use case. Our SLED Account Teams are experts in our customer working environment and our offerings that suit them best. Using feedback from our customers, we have worked with third parties to create custom accessories that will deliver the best integration with our products – the image above shows accessories that are designed for our Rugged product lines. These accessories are designed and tested to work in harsh environments.

The benefits of buying from Dell all your 3rd party add-on products are that Dell will provide or facilitate the warranty service an d maintenance for all the products on the Master Agreement either directly or pass - through from the third -party manufacturer. This makes it a one stop shop for all your purchase, warranty and sales tracking needs.

Infrastructure Solutions
Dell leverages a modern approach that helps our customers get more value from centralized IT solutions, data lakes, predictive analytics and digital integration. Dell’s capability to provide End to End solutions help institutions reduce complexity and cost. Dell transforms higher education IT environments:
● Data Storage, Management and Protection - Dell Technologies can streamline data management through customized enterprise content and records management, risk and compliance management,

Dell Marketing L.P. 41
and data protection. We also can provide digital storage designed to satisfy workload and institutional needs for efficiency, performance and scalability.
● Modern Data Center - Dell Technologies offers automated hyper-converged platforms to modernize higher education data centers and deliver an IT-as-a-service model. This way, institutions can provide primary IT functions to users, partners and the community a s a self-service catalog, even in combination with public-cloud and managed services.
● Digital Campus (IoT) - Higher education can bridge information islands using Internet of Things (IoT) technologies from Dell Technologies. Our IoT experts work with universities on widely diverse projects.

We also offer storage for IoT data and advanced data analytics to gain actionable insights from it. ● Transform your High-Performance Computing - From small institutions to some of the world’s largest, researchers are pu shing their discovery horizons with Dell Technologies high -performance computing (HPC) solutions.

Dell Marketing L.P. 42
Dell Partner Software Solutions
Dell Partner Software has been serving customers, including educational entities, since 1984, the year when Dell was founded. We make it easy to source traditional and cloud -based software licensing offerings through expertise, reach and influence. Dell Partner Software provides solutions for:
● Software Licensing and Maintenance Agreements
● Subscription Based Software Licenses
● Software Related Services
Dell’s extensive experience working with software publishers and our customers enables us to efficiently navigate the complexities and processes of software licensing and help advocate for our customers. Within Dell Software, we h ave an entire organization dedicated to state and local government and educational accounts. This organization is staffed with capable, experienced, industry -savvy, and customer service - oriented people who understand that state and local customers have uni que needs when it comes to budgeting, procurement and payment processes, dissemination of knowledge and information, and many other agency-specific items.

Dell Partner Software provides our customers with the industry’s best customer experience along wit h a number of value- added services —all free of charge. Dell Partner Software also delivers value to our customers by making sure all members of our sales and customer service team receive ongoing training and earn industry certifications from the major manufacturers.

Dell Partner Software is the highest -level partner with major manufacturers including Microsoft, Adobe, VMware, Ivanti, Red Hat, BMC, Citrix, McAfee, and more. In fact, we sit on the advisory boards of most IT giants. It is not uncommon for manufacturers designing a new Volume License Agreement to consult with Dell Partner Software.

We offer a strong portfolio of software products and serve as a trusted advisor to our customers throughout the software procurement and impleme ntation lifecycle. W e offer comprehensive software portfolio management, license management, and assistance to enable our customers to optimize spend through expert guidance.

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Commercial-Off-the-Shelf (COTS) Software
Dell Partner Software is the highest-level partner with major manufacturers including Microsoft, Adobe, Amazon, VMware, Ivanti, Red Hat, BMC, Citrix, Trellix, and more. In fact, we sit on the advisory boards of most IT giants. It is not uncommon for manufacturers designing a new Volume License Agreement to consult with Dell Partner Software.

We offer a strong portfolio of software products and serve as a trusted advisor to our customers throughout the software procurement and implementation lifecycle. We offer comprehensive software portfolio management, license management, and assistance to enable our customers to optimize spend through expert guidance.

Software-as-a-Service (SaaS)
Dell Partner Software teams with some of the industry’s leading providers of SaaS products to provide our customers with a plethora of products that fulfill their SaaS needs. Some examples include Microsoft (M365, D365, etc.), Adobe (Creative Cloud), Amazon Web Services, VMware, and Google (GCP, Workspace) as well as many others.

Platform-as-a-Service (PaaS)
Dell Partner Software is a leading provider of PaaS options for our customers, offering a wide variety of cloud-based solutions. These include Amazon Web Services, VMware, Google, and Red Hat. These solutions provide the platform for our customers to deploy, provision and run applications without needing to build out the underlying infrastructure.

Software Licensing and Maintenance Agreements
Our software specialists are highly trained in the nuances of software licensing and maintenance Agreements, providing our customers with a true trusted advisor to help navigate these complicated agreements. For example, all of our software specialists carry the Microsoft Certified Professional certification, and members of our team hold certifications with a host of other publishers. Not to mention that we have licensing specialists that are solely dedicated to our major publisher partners for a deeper understanding of those agreements.

Subscription Based Software Licenses
Dell Partner Software is a major reseller of subscription-based software licenses across the entire spectrum of the industry. Additionally, our software specialists are highly-trained to assist our customers to help determine the best licensing model that would most effectively meet their business needs, be it subscription, on-premise or a mixed model.

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Services
 Deployment & Installation
 Professional Services
 Consulting Services
 Security Services
 Business Continuity / Business Resiliency
 Disaster Recovery
 VMware Professional Services
 Microsoft Professional Services
 AWS Product and Services
 Application Services – End User
 Application Services – Data Center
 Residencies
 Managed Services – End User
 Managed Services – Data Center
 Education & Training
 Telecommunications
 Product Configurations
 Product Support
 Warranty
 Asset Lifecycle Management
 Asset Recovery

Dell Response:

Technology Services Overview:

Our services include a broad range of configurable IT and business services, including infrastructure technology, consulting and applications, and product-related implementation, deployment, and support services. We manage our services based on a customer engagement model, which groups our services with similar demand, economic, and delivery profiles into five categories of services: Consulting and Professional Services, Deployment and Lifecycle Services, Managed Services, Education Services, and Support Services. Within these categories, we offer a variety of discrete and customizable services to our customers as part of an overall solution. Without going into the extensive range of offerings – Dell Technologies has over 460 discrete service offerings and can customize the right solution for EVERY customer - let us share some examples on how Dell Services can help accelerate your transformation.

While many customers have a defined IT and Transformation strategy, the underlying roadmap on how to get there is not always clear, resulting in limited executive sponsorship and a lack of alignment across various departments and areas of operations. Our Professional and Consulting Services can help by assessing your environment and building a transformation, implementation, management, and lifecycle support plan that achieves the desired outcomes aligned to the institutions vision and strategy. Additional specific details around our Workforce Consulting, Application Analysis and Modernization, Hybrid / Multi- Cloud, Cyber Security / Business Resiliency, Data Center Consolidation, and other services are provided here or in the “Value Added” section in this response.

For IT the directive has changed from “do more with less” to “do more with less…faster” as time expectations of the technology world are compressing exponentially. This requires the deployment of new

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and more efficient infrastructures, modern collaboration, and communication tools, as well as the right end user devices. Our Deployment Services can help your organization embrace new technologies by accelerating deployment and adoption so you can execute digital strategies and drive toward the desired outcomes. The services include Configuration and Implementation Services, On-site and Remote site Deployment Services, Image Provisioning, and full Lifecycle Management Services, including sustainable asset recovery and recycling, and additional details around these services are available here and in the “Value Added” section in this response.

Managed Services allows you to offload day to day IT operations by combining on-site and remote end-to- end management and operation of your infrastructure or client devices, allowing your resources to focus on more value-producing and strategic initiatives. These managed services include a full range of offerings, including on- and off-premises management of client and/or infrastructure, co-location management, security monitoring and a host of other managed services capabilities. Additional details are available here and in the “Value Added” section and the Addendum to this response.

Many organizations recognize the competitive nature of finding and retaining a skilled IT workforce. Dell Technologies Services can augment your in-house skills with consultants and technology experts through Staff Augmentation and expert Residency services, enabling you to shift focus from day-to-day management to critical IT and business initiatives. This includes delivering Support Services that utilize our experts as well as AI, machine learning and deep learning to optimize performance while predicting, preventing and proactively resolving issues. Further detail is available in the Addendum section of this response.

A full range of training and Education Services to help you upskill your teams by identifying knowledge and skills gaps and define a continuous learning strategy skills are up to date, for all of Dell Technologies’ hardware platforms and all the most in-demand application, infrastructure, communications, application development and other environments.

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Financial Services Offerings:
 Infrastructure-as-a-Service (IaaS)
 Leasing for Public and Private/Commercial Entities with schedules included for:
o Fair Market Value Lease
o Purchase Option Lease
o Tax Exempt Lease Purchase Lease
o Flex Lease Purchase
o PC-as-a-Service
o Software Schedule
 Deferred Payments (Direct and Indirect Financing)
 Payment Agreements
 Usage Agreements
Responses:

Dell Financial Services
Dell Financial Services, L.L.C. (DFS) is a dedicated financial services entity focused on the financial and technology management needs of Dell's customers. Obtaining computer equipment is only the beginning.

DFS provides a variety of payment solutions that allow our customers to acquire multi-vendor hardware, software and services.

Our flexible payment solutions offer an end-to-end solution across Dell Technologies in addition to products from other manufacturers or vendors hardware, software and services.

Over the past twenty-five years, DFS has originated over $90 billion in leases. Annually we fund over $8 billion in revenue, and we currently have $12.5 billion in managed assets. DFS operates in over 50 countries with 1500 employees around the globe.

Our mission at DFS is to help Public Agencies using the NCPA get the technology they need today and expand acquisition opportunities within current budget allocations. You will find a wide range of flexible programs all aimed at making acquisition easy and affordable, whether you are on a regular rotation program, unsure of your long-term plans, or seeking an affordable method of financing equipment, software, and related services. Our portfolio of payment solutions can help you meet business challenges.

DFS is committed to your success.

MyDFS

DFS strives to empower our customers to manage their business with DFS online globally. DFS is in the process of launching a new online portal which will bring a number of exciting capabilities to our customers and will continue to improve the DFS experience.

A highlight of the new enhancements through 2022 will include, but not limited to:
 Dashboard and portfolio visualization
 Provides a consistent look and feel with other Dell platforms including single sign-on  Contract, asset and invoice data management and document retrieval.  Online Schedule Acceptance (OSA) – US- Commercial customers only  Standard and custom reporting capability
 End of lease capabilities at both contract and asset level.  Customer administration feature to self-manage data and user capability access.  General support requests

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Minority Financing
Through a strategic arrangement with Pharos Financial Services L.P. (PFS), DFS can help facilitate technology ownership and rotation programs to customers desiring a Minority Business Enterprise (MBE) or Historically Underutilized Business (HUB) lessor. Available in the United States only.

These programs can benefit customers in a number of ways:
 Demonstrate public policy support
 May provide bidding advantages on government contracts  Cultivate greater customer loyalty

The collaboration between PFS and DFS also offers a number of advantages:
 Access to DFS financing program benefits including customized payment structures, electronic invoicing, asset reporting and a flexible end-of-lease process  Single-source contact for equipment and leasing needs  One-stop shopping for service
 Speed to production and delivery
 Easy equipment upgrades and enhancements

Unlike a complete outsourcing solution, you remain in total control of key strategic decisions with PFS minority financing solutions.

Response to Specific RFP Provisions
Many of the terms and conditions presented in the RFP are applicable to straight procurement/purchase transactions and not to leasing and financing and other flexible payment solutions, which are made available directly through DFS or PFS in accordance with one or more of the separately negotiated DFS or PFS lease or finance agreements (“Lease(s)”). Since the current RFP does not contain any Lease terms and conditions, any eligible Public Agency under this RFP authorized to execute such Leases under applicable law must execute a separate Lease directly with DFS or PFS for the hardware, software, and/or services being procured under this RFP. Each Lease will separately establish a long-term (beyond net 30 days) financial relationship between DFS or PFS and each Public Agency procuring under the NCPA contract). Any Lease solutions will be subject to the terms and conditions of the corresponding DFS or PFS Lease. Each eligible Public Agency will be required to separately negotiate the terms and conditions of its Lease with DFS or PFS directly. To the extent of any conflict or inconsistency between the terms of the DFS or PFS Lease and the terms of this RFP, the terms and conditions of the DFS or PFS Lease will prevail.

In addition, Dell may offer consumption -based models under its Dell APEX Flex on Demand Program (“FOD”) as an alternative flexible payment solution under a separate Master Flexible Consumption Agreement (“MFCA”). Any FOD solution will be subject to the terms and conditions of the MFCA only, an example of which is attached her eto in Appendix H. Eligible customer shall negotiate the terms and conditions of such FOD solution directly with vend or or its designated affiliate or its authorized distributor/partner/reseller, including, but not limited to, the MFCA, any flexible consumption schedule (“Schedule”), and any other documentation that may be required for such transaction. The parties recognize that the MFCA and any Schedule executed by the parties hereunder are separate and independent agreements between the eligible customer and Dell or its designated affiliate or its authorized distributor/partner/reseller, with the terms thereof constituting the entire agreement for such transaction. To the extent of any conflict or inconsistency between the terms of the MFCA and the terms of the RFP, and

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conditions of the MFCA will prevail for such offerings. Samples of the MFCA, Schedules, and any other related documentation that may be applicable are attached in Appendix H.

Flexible Payment Solutions Enabled by Dell Financial Services DFS’ payment programs offer flexible end-of-term options designed to suit each entity’s unique needs. Payment terms are generally from 24 through 60 months and are tailored to match the essential useful life of the equipment to the payment term. Payments can be billed monthly, quarterly, semi-annually or annual, in advance.

Pay as You Go Solutions
These solutions are ideal for predictable and stable workloads but can be structured in different ways to accommodate different needs.

Technology Rotation
Lowest total cost of ownership with multiple structures to support different business cases Technology Rotation is a business strategy enabling organizations to maintain liquidity, take advantage of current-state technology, and contribute to the circular economy. When you choose a technology rotation strategy, you can structure payments to align to business needs. Whether you need payments to start small and grow as your business grows, you want to align payments with deployments, or you want to simplify billing and asset management, we can customize a solution that meets your exact needs. By utilizing Technology Rotation, organizations can accelerate and enhance digital transformation with a planned refresh of assets that can help overcome challenges throughout the technology lifecycle.

Technology Ownership
Complete, simplified structured solutions that can improve cash flow In some instances, it makes sense to own technology. In that case, our technology ownership solution provides a simple structure for you to spread costs over time rather than incurring upfront costs. Complete systems including hardware, software, and services can be purchased this way.

PC as a Service- Lifecycle Management
Dell PC as a Service (PCaaS) delivers a modernized employee experience with a single, predictable price per unit per month.

PCaaS combines the latest hardware, software, lifecycle services and financing into one all-encompassing solution. PCaaS offers one-stop financing for PC hardware, software and services:
 Financing that is seamlessly integrated into the PC lifecycle management process

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 Flexible financing options (flex up, down and mid-term upgrades for more than 300 units)  36 and 48 month terms
 Dedicated experts with technical knowledge and financial acumen

Software Installments
Lock in costs while beating budget constraints with publishers’ pre-paid and multi-year maintenance discounts
Our Software Installment payments allow you to pay for and access software in more flexible ways.

Payments can be tailored to meet your needs including deferrals and can be set monthly or annually.

These installments can be applied to software with or without the purchase of hardware and can also be applied to license agreements. (example TLA, ELA)

Payment Flexibility Program
Increase buying power through low rate promotions and payment deferral offerings Whether you are choosing a rotation or ownership strategy, we realize that flexibility is KEY.

We have created a Payment Flexibility Program to ensure that you will be able to address budget constraints by taking advantage of low-rate promotions. When cash flow is limited, deferrals can help keep budgets on track and in uncertain business climates you might be hesitant to make a long-term commitment so we are offering shorter terms.

DFS Master Usage Agreement and usage schedule can be utilized for structures: IT as a Service (ITaaS) and cloud related Services offering may include: Software-as-a-Service (SaaS), Infrastructure-as- a-Service (IaaS), Platform-as-a-Service (PaaS), Storage-as-a-Service, Device as a Service or PCaaS.

APEX Flex on Demand

Customers are often looking for a solution that allows them to pay for only what they truly use. Flex on Demand offers elastic capacity and pay for use economics. Many customers looking to take advantage of public cloud economics and flexibility turn to Flex on Demand. With Flex on Demand you can take advantage of:

Elastic Capacity

Provision the right-sized amount of capacity for workloads that shrink and grow over time – committed capacity can be adjusted as needs evolve.

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Metered Usage
Buffer capacity is measured at the technology level and is billed by average or actual usage preventing overspending for underutilized capacity.

More Savings
Determine the level of commitment right for your organization and drive lower usage charges by selecting higher levels of committed capacity and longer usage periods.

Value Added Services
Include asset recovery, deployment and support services in one agreement.

Master Lease Program
For large-scale acquisitions (in excess of $250,000 in financed equipment over the next 12 months) and/or the ability to upgrade PC-related equipment continually, with minimal additional paperwork, the Master Lease Program is the most efficient choice.

End of Term
The circular economy is aimed at eliminating waste and the continual use of resources. End of term options are focused on making the return part of the cycle easy and efficient. DFS recognizes that an ineffective end-of-term process can diminish the potential benefits of leasing. DFS understands that the elimination of obsolete systems promotes the continued mission of your business and the role of the technology department. Accordingly, your dedicated DFS sales team will work with you to provide the tools to help you make the right decisions at lease termination.

Easy end-of-term process - 6 month notice and options that include renewal, return and purchase of equipment, dependent on contract type.

Auto renewal periods - Practical automatic renewal periods. It’s your choice at the end of a lease whether to extend, return, or acquire the asset.

Straightforward returns - A straight forward approach to returns. Acceptance of returned items whatever their condition and stops the lease charges.

Environmental sustainability - Asset refurbishment processes go beyond minimum standards and are regularly reviewed to ensure that they remain as environmentally sustainable as possible.

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End-of-Term Administration - DFS feels that one of the keys to an efficient end-of-lease process is a clear customer understanding of the roles and responsibilities of the end-of-lease process. DFS maintains resources specifically to assist you with management of leased equipment coming out of the leasing cycle.

Fewer Damage Charge Categories - DFS offers a simple and easy returns process with only a limited number of missing, wrong, and damaged categories. We do not bill MWD in excess of a system’s Fair Market Value and all charges below assume at least 80% of the items are returned without other damages or missing items.

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Tab 7 - Pricing
Please submit price list electronically via our online Bonfire portal (pricing can be submitted as Discount off MSRP, cost plus, etc.). Products, services, warranties, etc. should be included in price list. Prices submitted will be used to establish the extent of a respondent’s products and services (Tab 5) that are available and also establish pricing per item.

Price lists must contain the following:
 Product name and part number (include both manufacturer part number and respondent part number if different from manufacturers).
 Description
 Vendor’s List Price
 Percent Discount to NCPA participating entities
Not To Exceed Pricing
 NCPA requests pricing be submitted as “not to exceed pricing” for any participating entity.
 The awarded vendor can adjust submitted pricing lower but cannot exceed original pricing submitted for solicitation.
 NCPA requests that vendor honor lower pricing for similar size and scope purchases to other members.

Dell Acknowledges.

A separate pricing file has been uploaded to Bonfire Portal.

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Tab 8 - Value Added Products and Services
Include any additional products and/or services available that vendor currently performs in their normal course of business that is not included in the scope of the solicitation that you think will enhance and add value to this contract for Region 14 ESC and all NCPA participating entities.

Dell Lifecycle Services
Consulting and Professional Services
Dell Technologies’ Professional Services focuses our efforts on addressing transformation initiatives that are encompassed by four main areas – the most common areas we see our customers facing challenges with. Using our outcome-focused approach, Dell Technologies Services accelerate your ability to effectively deliver a wide range of strategy, deployment, migration, and design services for:
● Modern workforce
● Applications & data
● Multi-Cloud
● Cyber Security / Business Resiliency

Modern Workforce: Empower your workforce with modern technologies that optimize experiences and simplify the consumption of IT services

 Digital Employee Experience - Employee Experience encompasses everything that is experienced (or lived and felt) by employees throughout the course of their day. This includes interactions with the people, processes and technology within your organization. Why should you care? Digital Employee Experience plays a major role in employee happiness. It impacts retention, engagement, productivity and more. In a Harvard Business Review survey, 82% of respondents said employee happiness is impacted by workplace technology, and 77% said good

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employees will look to move on without the tools, technology and information needed to do their job well. Digital Employee Experience is one of the most important subsets of Employee Experience and is focused on enabling employees to do their best work with the right technologies and services tailored to their needs.

Dell’s answer to these challenges is in helping our clients create successful digital employee experiences by putting your people first and making sure they have what they need to do their best work and be their best selves no matter when or where they work. We take a unique, pyramid approach, helping you with:
 Workforce Persona Services
o Role-based personas to understand each user’s IT needs o The right applications, data, and devices delivered to optimize experience  Adoption & Change Management
o Tailored plans to address the human side of technology change o Accelerated technology adoption
 Employee Experience Measurement
o Measure employee experiences and IT sentiment
o Understanding of what’s working and how to adjust IT strategy to improve

 Maximizing your Microsoft 365 Investment - Dell Technologies provides services for every step of the Microsoft 365 journey, including:
 ProConsult Advisory Services for Microsoft 365: Educate organizations on Microsoft 365, incorporating whiteboard sessions, as-is / to-be discussions, align business outcomes and strategy, and provide a Microsoft 365 roadmap.
 Security and Compliance Services: Designed to help you assess, plan and implement the Microsoft 365 features that will provide your organization with the security posture you need.  Network Readiness Assessment for Microsoft 365: Leveraging a variety of tools to assess enterprise voice experience and perform synthetic transactions across the Microsoft 365 cloud platform.
 Services for Microsoft 365: Dell Technologies offers a holistic approach to helping customers design, deploy and migrate to Microsoft 365 inclusive of a variety of cloud productivity workloads such as Exchange Online, SharePoint Online, OneDrive for Business, Teams, Teams Rooms, Dynamics 365 and more.
 Management Services for Microsoft 365: Provide ongoing administration and management for day 2 operations of Microsoft 365 environments for customers who are looking to out- source daily care and feeding of their Microsoft 365 environment.  Accelerate Modern Teamwork - To Accelerate Modern Teamwork, we provide your workforce with a consistent, modern and secure collaboration platform incorporating, personalized experiences built on right devices, apps and peripherals; cloud-based calling and meeting capabilities; services to maximize the value of technology investments and enable day 1 productivity; and intelligent meeting spaces.
 Services for Microsoft Teams
o Modern teamwork capabilities
o Digitized legacy business processes
o Cloud-based calling & meeting
 Services for Dell Meeting Space Solutions for Microsoft Teams Rooms o Dell’s leading displays and compute infrastructure for Microsoft Teams o Intelligent meeting space capabilities
 Modern Client Management and Provisioning - To accelerate modern client provisioning we focus on optimizing the PC deployment, consumption and management experience, and streamlining procurement and deployment of the entire Dell client device portfolio:
 Persona-based Ordering

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o Workforce Persona Services
o ServiceNow Premiere Integration
 Managed in the Cloud
o Client Deployment Assessment
o Services for Azure Active Directory
o Connected Provisioning
 Managed Services
o Managed Detection & Response
o ProManage
o Client Managed Services
o Lifecyle Hub Managed Services
 Dell Factory Services
o Provisioning
o Packaging
o Quick Start for Intune or Workspace ONE

 Cloud Productivity & Identity - Dell offers a robust portfolio of solutions to modernize your workplace productivity, collaboration and security tools to enable innovation and drive business forward. Many of our Cloud Productivity and Identity solutions are centered around the Microsoft ecosystem. We’re one of the largest and most credentialed Microsoft partners in the world with over 30 gold and platinum certifications and offer end-to-end services including licensing, advisory, planning, implementation and managed services. We’re also members of the Microsoft Intelligent Security Association and offer services that align with both the Microsoft Zero Trust security model, as well as the NIST Cybersecurity Framework.

 Digital Services Management - Another key area of workforce modernization is Digital Services Management, which includes self-service portals or IT services platforms. Dell’s Digital Services Management solutions are designed to help organizations innovate, optimize and automate IT services for the modern workplace, including digital marketplace services, workflow & automation services and intelligent operations and managed services. We can help you deliver beyond customer expectations and design a digital marketplace experience to drive efficient IT operations at scale. These capabilities:
 Digital Marketplace Services create the experiences that your employees are seeking. We enable you to deliver enterprise services through a consumer-driven digital experience tailored to role and requirements. These experiences and interactions drive employee adoption of automated self-service ordering and fulfillment.  Workflow & Automation Services accelerate implementation of end-to-end workflows that drive consistent repeatable, reliable, and auditable operations. The Dell Technologies difference here is we provide direct integration with our systems, databases, and supply chain to accelerate end-to-end fulfillment of service requests.  Intelligent Operations & Management Services help our customers achieve data-driven operations by unifying their enterprise technologies and infrastructure with the NOW platform.

By unifying all your data sources, you can leverage telemetry and insights to proactively manage, predict, and self-heal to minimize downtime and disruption to the business.  VDI & Workspace Platforms - Dell’s Virtual Desktop Infrastructure (VDI) and Workspace Platforms truly enable work from anywhere with secure solutions and hosted VDI options that simplify IT management and provisioning. This has become especially important for our clients adopting a hybrid work model, but remote and hybrid work isn’t the only scenario that benefits from VDIs. Virtual desktops are more efficient than ever to deploy, manage, and seamlessly integrate with existing workplace apps and services, providing a centrally managed, secure, cloud-hosted environment for modern teams to thrive.

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Applications & Data Services
Gain a competitive edge using modern data and application patterns and technologies  Application Portfolio Optimization - All IT organizations need to decrease cost and complexity to be successful. Eliminating technical debt and simplifying the IT environment will deliver business results quickly while increasing agility and speed to adapt to the rapidly changing world.

Looking across the entire application portfolio we define which applications should be made cloud native, which can benefit from operational efficiencies, which should adopt more effective operation models, and which should be retired.
 Attribute Discovery - To make an accurate decision for an application’s future state requires data about that application. Depending on the depth and breadth of target landing zone options being considered, over 100 attributes may be needed. So, for a portfolio of 1000 applications, this could mean over 100,000 attributes will be needed to complete the analysis.

We do this by leveraging existing assets and tools and where needed, using advanced electronic discovery tools to give us a complete picture of your existing application landscape.  Investment Strategy - Prior to considering where to land an application and how to get it there, each application needs to be assessed to determine if the application warrants investment and, if so, how much. This requires looking at the impact the application has on the business first, then considering technical, operational, architectural and design issues as a follow-up. Determining where an application should be deployed in the future is critical. Our Cloud Disposition service provides the answers you need to transform each application in your portfolio and determine whether you Retain, Retire, Modernize, or Migrate.  Landing Zone Strategy – Dell Technologies Services will help you look at selecting the best landing zone for each application. It is important to note that the analysis shifts and along with business characteristics, more technical characteristics come into play.  Transformation Pathway - Our eight ‘R’s approach to transformation pathways helps organizations determine the end-state and disposition of applications. Our model has evolved from 4 basic dispositions (Retain, Retire, Rewrite, Re-platform), to the more comprehensive 8- step process listed below. This expansion was based on the need to meet the challenges of an “aaS” market that has grown in size and complexity. More importantly, we focus on the work effort associated with each pathway and weigh that against the near and long term risks and benefits with each.
o Replace - Eliminate the former application component altogether and replace it, taking new requirements and needs into account
o Rewrite - Rebuild or rewrite the application as cloud native while preserving its scope and specifications
o Refactor - Materially alter the application code to a new application architecture and fully exploit new and better capabilities of the application platform o Replatform - Restructure and optimize existing code without changing its external behavior to remove technical debt and to improve the component’s features and structure o Rehost - Redeploy the application to a cloud infrastructure without recompiling, altering the application code, or modifying features and functions o Retain - Leave the application in its current state. These applications may be re- evaluated at a later stage for potential rewrite. These can be migrated as forklift or P2P o Retire - Retire the application as it may be at end-of-life stage or its functionality has been replaced by another application
o Retire & Archive - Archive the application data to support long-term data access and compliance and retire the application
 Application Migration Services – Applications that are implemented on existing infrastructure may not be able to provide the scalability and resiliency needed to meet these needs. In some cases, virtualizing applications on newer, more modern platforms is the answer. In other cases, businesses may look to leverage private, public or hybrid cloud environments to achieve the flexibility, scalability, resiliency and economy they desire. And sometimes packaged applications and operation systems may need to be replatformed and

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upgraded. For all of these cases, existing applications may need to be redeployed from their current operating environment to another environment. Dell Technologies application migration services provide a factory-based approach to application migration. With this approach, we address the end-to-end migration life cycle from discovering dependencies, to developing the migration plan, to executing the migrations, to validating the migrated applications

 Cloud Native Apps - Cloud-native describes the patterns of high performing organizations delivering software faster, consistently and reliably at scale. DevOps, Continuous Delivery and Microservices provide the how, why and the what of cloud native. DevOps is how we approach the cultural and technical changes required to fully implement a cloud-native strategy. Continuous delivery is why software is becoming cloud-native and microservices is the software architecture pattern used most successfully to expand development and delivery operation and avoid slow, risk, monolithic deployment strategies.
o Application Modernization for PCaaS / CaaS - Quickly identify and transition applications to cloud platforms with minimal refactoring. Three (3) sprints are the standard starting point. Over the course of the engagement, we evaluate architecture and operational decisions as well as development and deployment practices. Our work culminates in a prioritized backlog of improvement opportunities; foremost recommending tactical changes and enhancements that will reduce technical debt of container platform scalability, improve test automation, and introduce continuous delivery. o Enterprise DevOps Implementation - DevOps services help align your application development and IT operational teams through the use of agile techniques – including sprints, continuous integration, and continuous deployment – as part of the SDLC process. Offerings range from Advisory services to Implementation services designed to prove viability, to develop patterns and repeatable processes, and full scale implementation. Transformation of application development and operational teams by improving the way that people, processes, and technology work together. o Infrastructure as Code Design and Implementation - The Infrastructure as Code (IaC) Design & Implementation service builds the requisite tool chain and delivery pipeline to manage infrastructure and changes to infrastructure using best practices from software development and release management disciplines. This service introduces new tools common to software development, like version control, and couples them with automation capabilities. This service then maps them to new practices and processes for creating, updating, monitoring, and managing infrastructure services. o Solution Architect Advisory - Support from product specialist and subject matter experts to overcome unique challenges. Working together to improve project outcomes and maximize on-the-job skills enablement. The Solution Architect will work on a prioritized backlog with designated project anchors from your organizations throughout the duration of the engagement.

 Data Driven Enterprise - We offer our customers a portfolio of services that are based on the years of experience from our team of consultants and engineers so that they are repeatable and have predictable outcomes. Dell Services use proprietary methodologies that are designed to help customers get the maximum value from their Dell Technology investments in the shortest amount of time with the least risk possible. And our portfolio allows us to work with you no matter what your needs might be, whether you are already moving through the transformation process, or just beginning, we have services that will meet you wherever you are in your digital journey.

Our goal is to help you in your business’s transformational journey. o ProConsult - Apply standard offering and methodology to planning of analytical platform and architecture modernization
o Technology Advisory - Develop a technology architecture and roadmap to implement new or enhanced capabilities into a production environment

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o Healthcheck - Assess existing architecture and provide recommendations to better align it with industry best practices and benchmarks
o Data & Platform Migrations - Migrate legacy data platforms to more modern, Hadoop- based platforms
o Solutions & Storage Implementations - Integrate Dell Ready Solutions for AI / Big Data or architectures using Dell EMC storage products (e.g., Isilon, ECS)

Multi-Cloud Services
Optimize cloud infrastructure services to cost-effectively drive business growth  Cloud Platforms - There are many considerations when building a cloud service delivery model.

Dell Services provides a variety of consulting, design, advisory, and implementation services for an organization’s multi-cloud journey. We know it can be challenging to define and implement a coordinated cloud strategy. We’ve seen this firsthand, as we have consulted thousands of customers on their cloud adoption journeys. Through these engagements, we have identified and refined a proven four-step approach that helps organizations better understand the tasks that are necessary to meet objectives across various lines of business. In each of these areas, there are technology outcomes needed to deliver on business outcomes. While each of these are important for you to ultimately be successful, each of the downstream activities rely on the decisions made during the Strategize stage.

Whether your organization is undertaking a company-wide cloud transformation or scaling your cloud to accommodate special workloads, Dell Technologies offers a broad portfolio of services to empower your teams and help you realize your business outcomes. From strategy, implementation, adoption and scale, speed your path to productivity and extend your cloud environment to on-premises, accelerating innovation and delivering even more value to your business.
o Cloud Strategy – Align on strategy across business, development and IT; Architect desired future state, roadmap the processes; Identify KPI/program success metrics; Validate performance and readiness metrics
o Cloud Implementation – Validate operational readiness for your entire organization or individual departments; Create on-demand, self-service catalogues; Integrate with core IT operational systems; Align resiliency plan with business needs for recovery o Cloud Adoption – Create a cloud/SRE operating model; Migrate workloads, apps and data to run on your infrastructure, on or off-premises; Enact policy and governance programs; Monitor performance and productivity
o Cloud Scale - Integrate on-going roadmap for business and technology; Analyze and validate success metrics; Capture employee experiences

 Operating Model for Multi-Cloud Platforms - Modern operating models support service-oriented IT (XaaS Model) and optimize both experience and cost transforming IT into a strategic business partner that drives innovation. For an organization to truly transform from a traditional IT model to an “as a service” cloud model which will deliver transformative value to the businesses they support, the transformation must incorporate people and processes…the operating model. We utilize a four-step method to fully extract the benefits of your cloud platforms:
o Strategize - Align leadership to support transformation; Identify the organizational structure, roles and skills needed to the support transformation; Empower employees with training and new skill building; Gain employee buy-in and build morale to support a smooth transition.
 Transformation Strategy Workshop
 Multi-Cloud Roadmap
 IT Operating Model Design
 Cloud Education Services

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o Implement - Design the processes that enable IT to support business requirements; Deliver standardized services supported by repeatable processes and automation; Condition effective cross-functional communication and streamline operational process handoffs.
 Value Stream Mapping
 IT Process Design
o Adopt - Increase clarity and alignment between business goals and IT developments; Simplify service consumption and increase end user satisfaction with a robust catalog and self-service portal; Drive adoption of self-service offerings to reduce exception and costs; Optimize your service catalog tailored to role; Define financial chargeback model for services rendered.
 Service Catalog Design
 IT Financial Management
o Scale - Assess progress towards goals, objectives and transformation KPIs; Conduct employee IT pulse check to assess employee engagement and satisfaction with cloud services and experience; Reassess objectives and priorities to integrate into the roadmap  IT Experience Measurement

 Data Center Modernization – Dell Services helps the customer data center modernization efforts by mitigating risk and cost of a data center migration and modernization using our patented, application-centric approach and automated tools. One of the things that Dell Technologies Services has observed through working with clients on thousands of successful data center transformation programs is that there is a range of objectives for a data center transformation program. These objectives can range from highly strategic to more tactical concerns. o From a strategic business standpoint, data center transformation reduces costs and maintains service continuity, an important concern in the 7x24 cloud era. o From an application standpoint, data center transformation provides an opportunity to replatform applications on modern software-defined cloud infrastructure. From an infrastructure perspective, data center transformation increases scalability, agility and rapid innovation.
o From a tactical facilities standpoint, data center transformation can lower power and cooling costs, which can be substantial, through modern data center infrastructure and thoughtful facilities placement.

Dell Technologies can help you work through and identify all these objectives with our proven approach to data center transformation.
 ProConsult Advisory Core for Data Center – provides perspective from experienced data center professionals for their IT executive team, in a 3-week engagement, resulting in custom recommendations and a roadmap for improvements.
 Data Center Strategy – service defines and optimal consolidation plan examining internal and external data center alternatives.
 Application Blueprinting - analyzes the inventory of applications in the current enterprise portfolio and discovers the interdependencies among applications and between applications and infrastructure.
 Data Center Migration - implementation of your transformed data center strategy. Our application-centric approach uses patented tools with verification methodology to mitigate risk and decrease overall cost.

We can also tie some or all these services together into a comprehensive data center transformation initiative.

Resiliency & Security: Implement a strategy to reduce business interruptions and achieve a non-stop digital business

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 Cyber Security - The near-constant attacks we’ve seen represent a massive increase from years prior, but a few concerning trends have been steadily rising. More and more insiders to organizations are involved in these attacks and if an organization is impacted by a destructive attack, they’re not confident in their abilities to recover after an attack. Typically, attackers begin by taking an initial look at how they might penetrate the organization and move quickly to either utilize an exploit or a phishing type attack to gain access to the networks. This is where prevention and monitoring solutions are critical to thwart attacks at this phase, as well training and education programs for employees so they are well versed in phishing techniques and how they can avoid being a victim.

If the attack progresses further and the bad actor gains access, their first interest is establishing a foothold in order to expand the impact of the attack. In the case of a ransomware attack, this is how they’re attempting to get payment, by grinding normal business operations to a standstill. In this phase, it’s critical that organizations have advanced detection and response abilities to identify anomalies and quickly determine how to respond to the threat. Depending on how this is handled and how quickly a response effort takes place, the organization may be able to reduce the impact of the attack before it spreads further.

The final step is where the attack is launched and the impact realized by the organization. If they haven’t been successful in identifying and stopping the spread through these prior phases, it becomes more likely that there will need to be some kind of recovery effort to fix the impacted critical systems and get the business back up and running.

Dell Cyber Security Services include:
 Managed Detection and Response - monitoring critical parts of your business – endpoints, networks and clouds – by a team of experts certified to monitor, analyze and respond to suspicious activity around the clock.
 Cyber Solutions – purpose-built to isolate critical backups of data and business applications so that in the event of an attack, ensuring a path to recovery. The key to a Cyber Recovery Solution is to ensure it’s related to recovery of entire business processes so if an attack has brought down, your organization has their most critical applications ready to be recovered and return to business as usual
 Incident Response and Recovery Retainer - reactive support that we can implement at a moment’s notice to help you recover after a cyber incident. It also should be considered proactive in that you can set an organization’s strategy today on who you will rely on for an incident response initiative, so if and when that happens, Dell Services will be the one to respond for support and help.

 Cyber Recovery & Resiliency – Dell Services help our customers focus on reducing the attack surface and shifting to a proactive mindset
o Advisory and Design – We create a strategy for vault isolation, security, operation and reporting and design/ advise other infrastructure needed in the vault (firewall, network etc.)
o Deploy and Implement – Deploy PowerProtect DD in the CR Vault, Cyber Recovery software and configure policy, deploy in the Cyber Recovery vault and integrate with vault data domain
o Runbook and Validation – Dell Services Consulting documents processes to recover data
o Operate and Manage – Dell offers a range of supplementary services on top such as Managed Services, Residency and Education
 Managed Services - Manage day-to-day vault operations; Drive consistent procedures and testing; Monitored 24x7x365 by global operations team; Support recovery operations

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 Residency - Extend skills and capabilities with certified technical experts; Increase resiliency, minimize security risks, support data recovery & restore options and optimize Cyber Vault components to ensure a smooth run state; Monitored and daily operations of Dell’s Cyber Recovery Solution 8x5.  Education - Cybersecurity Training & Certifications can include Introduction to IT Frameworks and NIST; CompTIA Security+ and Certification Readiness; Implement the NIST Cybersecurity Framework; User authentication, access controls and security standards
o STIG Hardening Services - STIG Security Hardening is the process of treating security weaknesses, compliance gaps, vulnerabilities and misconfiguration before a system goes into production. Security Technical Implementation Guides (STIG) Security Hardening uses prescribed federal government security guidelines aligned to NIST 800-53 standards, to deliver tighter, in-depth security control and maximized protection of IT assets.

o Zero Trust - Leveraging the Microsoft Zero Trust model enables you to secure your digital workplace in a way that doesn’t interfere with productivity, and Dell has developed an accelerated path focused on the Microsoft ecosystem that helps you:
 Assess & Strategize – Cybersecurity Advisory with Zero Trust Roadmap; Security Assessment for Active Directory and Azure AD
 Build a Secure Foundation – Implementation Services for Active Directory and Azure AD; Securing Microsoft Identities with Entra
 Secure Identities, Data, and Apps – Getting Started with Defender for Identity; Getting Started with Defender for Endpoint; Securing the Microsoft 365 Workloads with Defender for Office 365; Implementation and Advanced Configuration of Defender for Identity w/ Microsoft Sentinel & ServiceNow; Unified Data Governance with Microsoft Purview
 Adoption & On-Going Management - Incident Recovery Retainer Service / Managed Detection & Response; Adoption and Change Management

Deployment Services
Deployment Services for Client Solutions
 Configuration & Deployment - Dell Configuration and Deployment Services accelerate onsite or remote deployments by executing the configuration tasks required to prepare a system for installation and integration. This eliminates time spent imaging and configuring new systems desk- side or at a staging location. It ensures new systems arrive ready to use out of the box. Just install and connect to the network. Services include:
o Imaging Services
 Imaging
 Connected Provisioning
o Systems Configuration
 Connected Configuration
 Application Install
 BIOS Settings
 Hard drive partitioning
 3rd Party Hardware Install
o Asset Identification
 Asset Tagging
 Asset Reporting
o Client Deployment - Users want minimal disruption when they get a new device, and IT departments need to maintain the system’s fitness, security, reliability, and efficiency over the life of that system. Relying on Dell Technologies to assist in this space may be a

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prudent option for organizations looking to focus on their business and not on mundane IT tasks.

o Client Deployment Services include:
 Client Deployment Assessment – The CDA is targeted towards customers who are interested in understanding and streamlining their deployment processes and inherent costs. The findings will help improve efficiency of deployment, reducing time and cost, reduce complexity and maximize impact throughout the process.

Dell will collect information on a customer’s deployment process through a combination of customer interviews and IDC data. The result is the delivery of an actionable implementation plan with real achievable cost savings. This a no-fee service for qualified customers.
 Remote Installation Services
 On-site Installation Services (24 x 7)
 Data Migration Services - Up to 100 GB data migrated with the Dell Migration tool from a legacy to new PC

 Connected Provisioning – Dell Services configure more than 11 million systems a year, so we have the experience regarding the processes and now, by leveraging the cloud, we are speeding up the way devices are configured. Connected Provisioning helps get a customized device to the end user faster with fewer touches. We leveraged our long-standing configuration and provisioning expertise, to help modernize the execution, which means seamlessly and securely preconfiguring in days instead of weeks or even months. o Simplify the Process – Through TechDirect IT manages the registration, enrollment and provisioning of their Dell ordered devices from their own cloud UEM environment. o Less IT Touch – Time, work and bandwidth moved from customer environment to supply chain. Cloud based deployment so no access to customer’s on-premises environment is required.
o More IT Control – Scalable. Profile based configuration management per order gives the customer flexibility and control to assign & configure devices to a specific group of users. o Quicker End User Productivity - Tasks like enrollment, loading applications, modifying BIOS settings, installing updates, domain joining, and security settings can all be pre- formed prior to first end user logon.

 Asset Recovery - Asset Recovery Services help you retire IT equipment in a secure and sustainable manner and unlock value that can be put towards future innovation. We leverage our long-standing security expertise, environmental compliance and commitment to sustainability to help you seamlessly transition from old to new technology while protecting what’s important.

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o Logistics – We will help resale, recycle or return to lease any brand of client hardware (and servers); we collect equipment from the designated location(s) and ship it to our facilities; customers can schedule pickups, monitor the progress of every asset, and view all activities related to your service through our centralized online portal o Data Security – As part of the resell and recycling service, Dell sanitizes devices offsite at our facility and in alignment with NIST SP 800-88 r1 standard data sanitization requirements; devices will be verified to confirm the sanitization was successful; if sanitization is not successful, we physically destroy the drives to prevent data recovery in alignment with NIST SP 800-88 r1 standard
o Environmental Compliance – Systems (including batteries and components) are recycled in adherence with local regulatory guidelines; the e-waste process is documented through the entire chain of custody until final disposal; Dell does not permit e-waste to be exported to developing countries either directly or through intermediaries; we vet, audit, and hold our partners accountable to the highest standards of environmental compliance and data security
o Resell and Recycle – Upon receipt, we assess the equipment and provide you with the residual value of your assets via Electronic Funds Transfer; customers can also request an appraisal of your existing assets at any time to make informed decisions about when to retire; before reselling, we sanitize the devices in alignment with the NIST SP 800-88 r1 standard which can be done offsite or onsite for extra security; if there’s no residual value, we recycle the devices in compliance with regulatory guidelines o Lease Return – When you reach the end of your lease, we help transport equipment back to the company from which it was leased
o Reporting - Customize and download dynamic reports anytime through the online portal – order views, service credit usage, value payments and pick-up status; confirmation of Disposal to verify sanitization was successful (or the drive was destroyed) and that all recycling met or exceeded local regulatory guidelines; final report that documents asset type, serial and asset tags, resale value of each piece of hardware resold any materials recycled

 Client Residency Services - A client residency engagement could include a wide range of technological proficiencies including:
o Windows 10 migration
o Application packaging
o Unified Endpoint Management (UEM)
o VMware Workspace ONE
o Microsoft Windows Autopilot/Intune
o Microsoft Endpoint Manager and MDT
o BitLocker/MBAM
o Dell TechDirect
o Dell ImageAssist
o Dell Connected Configuration
o Dell Client Command Suite
o Dell Migration Tool
o Dell Support Assist
o Dell Data Encryption

 Endpoint Security Services – Typically, we hear about three areas that are problematic for our customers:
o External Threats
o User Behavior
o Limited Security Resources

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Dell Endpoint Security software plus Endpoint Security Services help customers manage the growing cyber risk while embracing workforce transformation o Endpoint Security Software – VMware Carbon Black Cloud; Encryption Enterprise; Absolute; Netskope
o Endpoint Security Monitoring Services – Ongoing monitoring of customer endpoints performed by experienced Dell threat analysts; Customer alerts sent via management console when malicious activity is detected; Detailed threat response recommendations delivered the next business day; Business hours monitoring with next business day response; Kickoff meeting with dedicated project manager to set expectations, requirements
o Endpoint Security Implementation Services – Review of environment; Software installation or SaaS activation; Configuration and custom policy settings; Pilot implementation and measure against a test plan; Knowledge transfer o Endpoint Security Advisory Services - Project assistance from a Dell technical security expert , with 4 or 8 hour remote options, or multiple day onsite options

Deployment Services for Infrastructure Solutions
 Enterprise Services / Rack Integration - When you choose Dell Technologies Services to help with your implementation, you will get the right people, the right tools and the right processes to accelerate your transformation. Starting with an assigned project manager to be your single point of contact for the entire process and a global staff of certified technicians. Racks, components, shipment prep and packaging are customized to your specifications and reports are tailored to your needs. We deliver white glove logistics and easy part replacements if something fails. You will receive your hardware ready to use before invoices, warranties and support contracts begin. o Rack Integration Services - Dell can engineer, integrate, configure, deploy and install custom rack technology into any data center environment. o Configuration Services - Receive your new technology custom configured to meet your needs
o ProDeploy Installation Services – everything from basic hardware installations through planning, configuration and complex integrations.

 Infrastructure Deployment and Implementation Services - Maximizing technology on day one takes the right training, insights and expertise. ProDeploy Enterprise Suite is here to help, with the right fit to accelerate deployment up to 4 times faster from planning through implementation and beyond. ProDeploy Infrastructure Suite is made up of 4 offers: ProDeploy Configuration Services, ProDeploy Rack Integration Services, Basic Deployment, ProDeploy, and ProDeploy Plus.
o ProDeploy Configuration Services – provide custom system settings, labeling and other common needs. ProDeploy Rack Integration Services provide full configuration and racking of the technology including custom cabling and logistics. o Basic Deployment – consists of the hardware installation during normal standard business hours.
o ProDeploy – consists of your hardware installation and configuration of the software using offshore resources.
o ProDeploy Plus –you in-region or onsite resources to complete the engagement for the customer. It also includes additional features such as Post Deployment Configuration Assistance and Training Credits.

 Infrastructure Residency Services - With Residency Services, certified technical experts help you achieve businesses objectives and fulfill outcomes. Directed by you, residents act like an extension of your IT staff to enhance internal capabilities and resources, helping you realize faster adoption and maximized ROI of new technology. We assign the best resource to meet your needs, delivered onsite or remote, for however long you require.

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 Data Services - Services that complement our Deployment Services for the Enterprise Suite, these offers provide dedicated expertise focused on data and security needs for infrastructure solutions
o Data Migration - Data is one of your organizations most important resources and you need that data to fuel business growth. But distributed data can keep valuable insights out of reach. Our experts help efficiently move data from where it is, to where it will drive innovation. We migrate data every day, all over the world, in any situation you can imagine. Whether you are upgrading technology, changing platforms or leveraging cloud, our experts use proven tools to streamline migrations and provide you a faster time to value. Our Data Migration Services provide greater control, security and value through standardized processes in planning, execution and knowledge transfer. We lower risk through expert-delivered, dependable best practices developed over 30 years of data migration success. Our goal is to improve data availability and migrate your data efficiently with greater data integrity.
o Data Sanitization / Data Destruction - Our portfolio of enterprise services apply to infrastructure products in a data center, including all of our Dell EMC infrastructure solutions and similar 3rd party non-Dell branded products. We offer 3 distinct services that vary depending on your business’ need.
 Data Sanitization is a software-based method of securely overwriting the data residing on a system to render it unrecoverable. We offer 2 versions of this service.
 If you want to refresh and redeploy assets in your environment, having data wiped but retaining the asset, we have Onsite Data Sanitization Services. With these we come to your facility, sanitize the data, and your systems never leave your location.
 Data Sanitization Offsite with Asset Resale and Recycle is best if you are looking to eliminate assets from your environment and are interested in resale or recycling. We come and pick up the assets, remove them from your facility, and perform the sanitization at a secure site. After sanitization is complete, we evaluate the system for resale value. If it can be resold or reused, then you will get some money back. If no resale value is found, or the products are too old, we will proceed to responsibly recycle the asset. This service is only available on specific Dell EMC server and storage products and related 3rd party systems.

And, both sanitization offers are only able to be performed on systems that are in working order.
 Data Destruction, which is performed on all infrastructure products, both Dell and non-Dell branded systems, and on systems that are no longer operational.

This service is a process of physical shredding the asset to make the data residing on it completely in accessible. For this service, we come to your business site, pick up the asset and put the data bearing component through the shredder.

Once shredded, everything is automatically recycled.

o STIG Hardening - This service will help customers implement STIG configurations.

Published by DISA, STIG is a defined set of NIST 800-53 industry standard security controls that help minimize the security attack surface on IT assets to protect against cybersecurity attacks.

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Managed Services
Dell Technologies can provide a complete range of end user, infrastructure, storage, and security managed services, for any customer.

 Client Lifecycle Managed Services: Dell can provide a complete managed framework for your entire client environment, including but not limited to the following. These programs can be acquired as part of an institution’s capital purchase / refresh, as an operating lease, or as an “-as- a-Service” model.
o Asset acquisition and warehousing
o Device provisioning and updating
o Campus, local, or remote deployment and installation
o Software and application management
o Asset tracking and management
o Predictive / proactive repairs
o Moves / Adds / Changes / Re-Deployments
o Walk up or Dispatch for Break / Fix
o Service Desk
o Asset Disposition

 Infrastructure and Storage Managed Services: Dell Technologies can provide the widest range of Infrastructure and Storage Managed Services available. These are pre-defined and custom- designed solutions, intended to meet the requirements of small, medium, large institutions, with centralized or remote management infrastructures. Depending on the unique customer needs, these managed services may include:
o Account management
o Predefined service levels
o Incident/change/capacity management & remediation
o Performance monitoring
o Patching & updates with scheduled maintenance windows o Audit and compliance reporting
o Secure remote connectivity

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o Monthly billing

The range of infrastructure services includes but is not limited to the following list below.

Additional artifacts are available; please check with your Dell Technologies Services account team for more details and specifics:
 Infrastructure:
o Compute
o Storage
o Backup
o Infrastructure
o Cyber Recovery
o Includes options for hosting
 Workloads:
o Private Cloud
o Containers
o Cloud Native
o VDI
o HPC
o AI / ML Ops
 Multi-Cloud
o Hybrid Cloud
o Microsoft Azure
o Amazon Web Services
o Google Cloud Platform
o VMware Cloud
o Other public clouds
 Managed Co-Lo Services
o Deployment
 Deploy in colocation facility and connection to Dell’s service management used to create and delete resources on the supported cloud platforms  Configure remote management and interconnections
o Event Monitoring and Security
 24/7 Monitoring alerts, thresholds & trends on space, power and networking in the colocation site
o Incident Management
 Manage incidents in the colocation site and problems to resolution o Operational Management
 Maintain service management infrastructure for secure remote access  Configure network interconnections and manage networking capacity  Execute service expansions in colocation space
o Continuous Improvement
 Ongoing review of procedures, configurations, skills

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Innovation in Education with Dell Technologies
Today, education is at a pivotal moment. Schools, colleges, and universities are in the middle of a significant shift in educational models, delivering both unique learning models and student campus experiences through digital transformation. Students are increasingly taking advantage of technology on demand to meet their own learning needs and chart their own path to workforce readiness. This change around why, how, and when students are learning is a driving force behind the growing need for advanced technology in higher education on campuses.

Based on Dell research, we believe that 85% of the jobs that will be available in 2030 have not even be en invented yet. In 2030, we’ll value skills like contextualized intelligence, in-the-moment learning, automation literacy, entrepreneurial mindset, and personal brand cultivation. More than anything, the ability to gain new knowledge – to learn – will be valued more than even the knowledge that people already have. So, we see our North Star - how can institutions begin to address students’ expectations in order to best prepare them for that future/changing world? At Dell Technologies, we love finding new ways to help our educational partners innovate, to bring new and exciting topics and methods of learning to the modern student.

A handful of the creative programs we are currently engaged in are:

Soar with MENTOR
Soar with MENTOR is a program developed by Dell and Intel for students to inspire, educate, and equip a cohort of select female students with the necessary knowledge, skills and dispositions to be successful in life, and possibly at Dell Technologies in the future. We recognize the importance of diversity and inclusion in all organizations and believe that providing development and mentorship opportunities to female post - secondary students will help assist in the future success of these students.

We have already begun to work with the University of Colorado campus champions to bring this program to CU students as the first of it’s kind in the United States (previous programs have all been in Canada).

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AI For Workforce
Dell Technologies and Intel have implemented a comprehensive AI readiness program in partnership with post-secondary education systems and governments worldwide. In the US this program goes a bit further to focus on building the future AI -ready workforce through post-secondary opportunities with the objective of ‘empowering learners and workers with AI skills in an inclusive way’.

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Girls Who Game

Offered through a partnership between Dell, Microsoft and Intel, the “Girls Who Game” program encourages girls to get into the world of gaming, exposing them to new ways of applying STEM learning. This is an engaging technology-based program designed to captivate female students in grades 4-8 in learner-driven experiences to build their technology, lea dership and communication skills. We have also brought educational opportunities via a pilot internship program for young women in secondary education via the Girls Who Game Equity program, teaching them how to host professional panels that are streamed live on public streaming services.

We at Dell Technologies believe that our partnership runs deeper than just making sales. Some of the ways we can help elevate those sales made on campus are:

Classrooms of the Future
With more students requiring a mix o f in -person and online learning through HyFlex models, Dell Technologies has partnered with numerous K-12 and Higher Education institutions to improve collaboration between faculty and students regardless of how they attended class. Many schools and univer sities need to deploy a connected classroom solution while staying within budget requirements. One example of a connected classroom setup Dell has recently helped build at a regional university in the West, uses a Dell 75-inch 4K interactive touch monitor, Dell OptiPlex Micro desktops and Windows Whiteboard software instead of traditional smartboards, Dell PCs and projectors. In these classrooms, any number of remote or in-person students can see and interact with a virtual whiteboard. This includes adding notes, sharing files

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and running applications. The CIO of this university shared with us that “faculty utilizing this innovation, can simply pull up a file that has a template whiteboard image and instantly pick up where they left off in their last class as well as spontaneously present rich media content and annotations”.

Educational Road Shows / Guest Lecture Series / Educational Strategists Dell Technologies prides ourselves on the expertise and knowledge of our team members. Not only do we have expert client specialists and technologists to help explain and elaborate on the newest in our hardware offerings, but we also have a dedicated team of educational strategists. Our education strategists are former educators and staff from academia who are well versed in Technology Solutions for Higher Education, and will act as advisors, guides, and champions for the University of Colorado.

In addition to understanding the higher education landscape, partnering with the University of Colorado on webinars and speaking engagements, and being champions for academic institutions, Dell Technologies Education Strategists can also help in a variety of other functions:

Strategy
● Have conversations about strategic initiatives at higher education institutions ● Participate in discovery meetings with higher education leaders ● Assist CU in their IT alignment of goals and plans to Institutional Strategic goals and plans ● Serve as higher education consultant and advisor
● Serve on advisory boards
● Facilitate Visioning Days and Dell Tech Days
● Participate as thought leaders in the industry via keynotes, speaking at industry events, PR, blogs, social media, and whitepapers (such as the upcoming whitepaper in partnership with the Chronicle of Higher Education featuring the CU Boulder Libraries program and research study around helping students obtain adequate hardware – to be published very soon!)

Relationships
● Foster new relationships with university executives and build the bridge to the Dell team ● Develop agendas and participate in Executive Briefings at Dell Centers ● Make connections across and within institutions
● Help foster and develop collaborative partnerships
● Focus on building relationships outside of IT
● Help our customers network with each other and share best practices

Innovation
● Advance cultures of innovation and transformation
● Support learning transformations with students at the center ● Research technology solutions and provide information to customers

Our founder, Michael Dell, expresses it succinctly in his quote “Our business is about technology, yes. But it's also about operations and customer relationships.” Dell Technologies has shown that we not only care

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about education and its impact on the world but are actively engaged in dedicating resources to be the best possible partner for academic organizations.

Elevating CU Gaming Initiatives
We have built a strong relationship with the various CU Gaming groups, working to help elevate their mission of establishing the University of Colorado as a leader in the academic, career pathway, and research arenas of gaming and esports. A local and national expert in this field, Dell Education Strategist Danielle Rourke frequently engages with faculty, staff, and students at CU campuses and works to bring advisory and volunteer opportunities to them to help elevate their goals and involvement in the state and beyond. She hosts a monthly gaming council collaborative of esports leaders from around the state of Colorado to help advise the CDHE on ways Colorado can become the future hub of educational esports. This group created a report for the CDHE called “Report and Recommendations on Gaming and Esports in Colorado” (please ask for report if desired) and has helped advocate for a statewide esports league in higher education.

Dell Technologies was also a gold-level sponsor of COLTT 2021 and Danielle facilitated the session tit led “Esports in Colorado Higher Education - More than just a game” with CU Gaming Director of Esports as a speaker.

We have also brought opportunities for the student leaders from CU Gaming to be an integral part of conferences such as the 2022 Phi Theta Kappa Catalyst conference’s inaugural multi -day esports events.

Our appreciation for their involvement was only matched by the potential opportunities and networking connections they gained from the event.

Dell Technologies also already has a solid relationship and presence at the University’s various on- site retail facilities:

Dell Member Purchase Program
Dell Technologies and the University of Colorado have an extensive partnership for faculty, staff, and students to purchase and earn rewards through our Member Purchase Program:

What is the Member Purchase Program?
MPP is a mem bership program within the Dell Consumer branch. Members include employees, family, friends and students of your organization or school. We offer a wide array of benefits to our members, including but not limited to:
 Exclusive monthly offers
 Best price guarantee on consumer PCs from Dell
 Dedicated Dell contact for help with purchases, custom programs and more  Free enrollment in Dell Rewards Program
Best Price on Dell.com
Dell MPP provide s your employees and/or students with several advantageous benefits with a goal of putting the right consumer technology in their hands . Take advantage of the customized program s and dedicated resources to elevate the savings and purchase experience. To take advantage of these deals, please visit Dell.com/CU. Your Dell MPP contact is Alissa Stevens , who can be contacted at [email protected] or 512-723-6273.

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Dell Rewards Program
Dell Rewards is an added benefit for your employees when they enroll in MPP’s free reward program. Your employees will receive 3 percent back every time they purchase with their Rewards membership to use on thousands of top-brand electronics, plus free expedited shipping. Learn more at: Dell.com/rewards.

Included in our Progress Made Real goals for social impact, Dell Technologies believes that sustainability is a critical factor in the future of not only our business, but all life on our planet. We recognize it is also important to our educational customers and have created many initiatives to be a partner in sustainability.

One such program is our annual Erase E-Waste Sweepstakes:

We also have recycling programs via our services organization.

Dell Technologies also believes strongly that today’s students are tomorrow’s valued team members. We have a number of programs to help prepare students for their future careers in technology:

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Student Tech Crew

Dell Student TechCrew is a student-led IT helpdesk on high school campuses which promotes future career skills and learning via hands- on experience as students help their peers and school staff members with technology issues. It began as a pilot for the 2019 -20 school year in the U.S. and Canada. Students who participate in the program become certified Dell technicians via the Dell TechDirect Program, which gives participating campuses access to an increased number of technicians by training, leveraging the expertise of students to serve students.

As part of the Dell Student TechCrew curriculum, students receive industry-standard training to service Dell desktops and notebooks. They also complete the required training to become Dell TechDirect -certified technicians. The program teaches student participants to fix computers while also building their professional career skills. The curriculum is divided evenly between technical training and the “soft skills” required for 21st-century careers.

We also offer technology certification programs that universities can utilize to train students for future careers. Please see this customer story between students of Fayetteville State University and the City of Fayetteville.

NextGen Sales Academy
NextGen Sales Academy was created to build the next generation of Dell Technologies sales leaders and field sellers. Through an industry-leading training and enablement program, we are focused on developing ambitious early in career talent along an accelerated career path. Our sellers focus on data center technology. The program is a 2-3 year commitment, with a requirement to relocate to either Round Rock, TX or Hopkinton, MA for the duration of the program.

Dell Marketing L.P. 81

Dell Technologies Internships
At Dell Technologies, we are always looking for the next generation of innovative thinkers to drive our business forward. Whether students are looking for internships, co-ops or development programs, we’ll help them build the skills they need, while working on meaningful projects starting on day one.

Students start by exploring our https://jobs.dell.com/internships website for opportunities that sound intriguing to them, such as:

Associate Inside Sales
Representa�ve
o 6-9 months
o Renowned training
program covering
both sales and
technology
Inside Sales
Representa�ve
o 18 months
o Carry a quota
o Run full sales
campaigns
Field Sales
Specialty Sales
Sales Management
Your path with Dell Technologies Next Gen Sales Academy

Dell Marketing L.P. 82
We also have a number of volunteer opportunities for our programs (like Girls Who Game and Soar with MENTOR) that we have worked with our university hiring team to recognize as important differentiators on student resumes.

Dell Marketing L.P. 83
Tab 9 - Required Documents

 Federal Funds Certifications

 Clean Air and Water Act & Debarment Notice

 Contractors Requirements

 Required Clauses for Federal Assistance by FTA

 Federal Required Signatures

 Antitrust Certification Statements Texas Government Code § 2155.005

 State Notice Addendum

Please see requested documents beginning on the following page.

FEDERAL FUNDS CERTIFICATIONS

Participating Agencies may elect to use federal funds to purchase under the Master Agreement.

The following certifications and provisions may be required and apply when a Participating Agency expends federal funds for any purchase resulting from this procurement process.

Pursuant to 2 C.F.R. § 200.326, all contracts, including small purchases, awarded by the Participating Agency and the Participating Agency’s subcontractors shall contain the procurement provisions of Appendix II to Part 200, as applicable.

APPENDIX II TO 2 CFR PART 200

(A) Contracts for more than the simplified acquisition threshold currently set at $250,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. • Pursuant to Federal Rule (A) above, when a Participating Agency expends federal funds, the Participating Agency and Offeror reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party.

(B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of $10,000)
• Pursuant to Federal Rule (B) above, when a Participating Agency expends federal funds, the Participating Agency reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process in the event of a breach or default of the agreement by Offeror as detailed in the terms of the contract

(C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 CFR Part 60-

1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 CFR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.”
• Pursuant to Federal Rule (C) above, when a Participating Agency expends federal funds on any federally assisted construction contract, the equal opportunity clause is incorporated by reference herein.

(D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay **To the extent, terms are applicable and mandatory by law to the agreement between the District and Dell; Dell agrees** **To the extent, terms are applicable and mandatory by law to the agreement between the District and Dell; Dell agrees** *Not applicable. Not a construction contract

wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non- Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency.

• Pursuant to Federal Rule (D) above, when a Participating Agency expends federal funds during the term of an award for all contracts and subgrants for construction or repair, offeror will be in compliance with all applicable Davis-Bacon Act provisions • Any Participating Agency will include any current and applicable prevailing wage determination in each issued solicitation and provide Offeror with any required documentation and/or forms that must be completed by Offeror to remain in compliance the applicable Davis-Bacon Act provisions.

(E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.

• Pursuant to Federal Rule (E) above, when a Participating Agency expends federal funds, offeror certifies that offeror will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act during the term of an award for all contracts by Participating Agency resulting from this procurement process.

(F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

*Not Applicable
*Not Applicable

• Pursuant to Federal Rule (F) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule (F) above

(G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended— Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non- Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387).

Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

• Pursuant to Federal Rule (G) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency member resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule (G) above

(H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

• Pursuant to Federal Rule (H) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. If at any time during the term of an award the offeror or its principals becomes debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency, the offeror will notify the Participating Agency

(I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award.

• Pursuant to Federal Rule (I) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term and after the awarded term of an award for all contracts by Participating Agency resulting from this procurement process, the *Not Applicable
**If the contract exceeds $100,000, Dell certifies compliance of the referenced clean air act.** Dell Agrees

offeror certifies that it is in compliance with all applicable provisions of the Byrd Anti- Lobbying Amendment (31 U.S.C. 1352). The undersigned further certifies that:
o No Federal appropriated funds have been paid or will be paid for on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract, the making of a Federal grant, the making of a Federal loan, the entering into a cooperative agreement, and the extension, continuation, renewal, amendment, or modification of a Federal contract, grant, loan, or cooperative agreement.
o If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions.
o The undersigned shall require that the language of this certification be included in the award documents for all covered sub-awards exceeding $100,000 in Federal funds at all appropriate tiers and all subrecipients shall certify and disclose accordingly.

RECORD RETENTION REQUIREMENTS FOR CONTRACTS

INVOLVING FEDERAL FUNDS
When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR § 200.334. The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.334 for a period of three years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY

AND CONSERVATION ACT
When Participating Agency expends federal funds for any contract resulting from this procurement process, offeror certifies that it will comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 U.S.C. 6321 et seq.; 49 C.F.R. Part 18).

CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration, or Federal Transit Administration funds, offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request.

Participating Agencies will clearly identify whether Buy America Provisions apply in any issued solicitation. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition.

**If the contract exceeds $100,000, Dell certifies compliance of the referenced lobbying and disclosure laws to the extent possible** **To the extent the terms are applicable and mandatory by law to the agreement between the District and Dell, Dell agrees.** *Not Applicable
Not applicable to commercial IT Products

CERTIFICATION OF ACCESS TO RECORDS
Offeror agrees that the Inspector General of the Agency or any of their duly authorized representatives shall have access to any non-financial documents, papers, or other records of offeror that are pertinent to offeror’s discharge of its obligations under the Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to offeror’s personnel for the purpose of interview and discussion relating to such documents. This right of access will last only as long as the records are retained.

CERTIFICATION OF APPLICABILITY TO SUBCONTRACTORS
Offeror agrees that all contracts it awards pursuant to the Contract shall be bound by the foregoing terms and conditions.

**To the extent the terms are applicable and mandatory by law to the agreement between the District and Dell, Dell Agrees** Dell Agrees

CLEAN AIR AND WATER ACT AND DEBARMENT NOTICE

By the signature below (Under Federal Required Signatures), I, the Vendor, am in compliance with all applicable standards, orders or regulations issued pursuant to the Clean Air Act of 1970, as Amended (42 U.S. C. 1857 (h), Section 508 of the Clean Water Act, as amended (33 U.S.C. 1368), Executive Order 117389 and Environmental Protection Agency Regulation, 40 CFR Part 15 as required under OMB Circular A-102, Attachment O, Paragraph 14 (1) regarding reporting violations to the grantor agency and to the United States Environment Protection Agency Assistant Administrator for the Enforcement.

I hereby further certify that my company has not been debarred, suspended or otherwise ineligible for participation in Federal Assistance programs under Executive Order 12549, “Debarment and Suspension”, as described in the Federal Register and Rules and Regulations.

Dell Agrees

CONTRACTOR REQUIRMENTS

Contractor Certification
Contractor’s Employment Eligibility
By entering the contract, Contractor warrants compliance with the Federal Immigration and Nationality Act (FINA), and all other federal and state immigration laws and regulations. The Contractor further warrants that it is in compliance with the various state statues of the states it is will operate this contract in.

Participating Government Entities including School Districts may request verification of compliance from any Contractor or subcontractor performing work under this Contract. These Entities reserve the right to confirm compliance in accordance with applicable laws.

Should the Participating Entities suspect or find that the Contractor or any of its subcontractors are not in compliance, they may pursue any and all remedies allowed by law, including, but not limited to: suspension of work, termination of the Contract for default, and suspension and/or debarment of the Contractor. All costs necessary to verify compliance are the responsibility of the Contractor.

The offeror complies and maintains compliance with the appropriate statutes which requires compliance with federal immigration laws by State employers, State contractors and State subcontractors in accordance with the E-Verify Employee Eligibility Verification Program.

Contractor shall comply with governing board policy of the NCPA Participating entities in which work is being performed.

Fingerprint & Background Checks
If required to provide services on school district property at least five (5) times during a month, contractor shall submit a full set of fingerprints to the school district if requested of each person or employee who may provide such service. Alternately, the school district may fingerprint those persons or employees. An exception to this requirement may be made as authorized in Governing Board policy. The district shall conduct a fingerprint check in accordance with the appropriate state and federal laws of all contractors, subcontractors or vendors and their employees for which fingerprints are submitted to the district. Contractor, subcontractors, vendors and their employees shall not provide services on school district properties until authorized by the District.

The offeror shall comply with fingerprinting requirements in accordance with appropriate statutes in the state in which the work is being performed unless otherwise exempted.

Contractor shall comply with governing board policy in the school district or Participating Entity in which work is being performed.

Business Operations in Sudan, Iran
In accordance with A.R.S. 35-391 and A.R.S. 35-393, the Contractor hereby certifies that the contractor does not have scrutinized business operations in Sudan and/or Iran.

Dell Agrees

REQUIRED CLAUSES FOR FEDERAL ASSISTANCE

PROVIDED BY FTA

ACCESS TO RECORDS AND REPORTS

Contractor agrees to:
a) Maintain all non-financial books, records, accounts and reports required under this Contract for a period of not less than two (2) years after the date of termination or expiration of this Contract or any extensions thereof except in the event of litigation or settlement of claims arising from the performance of this Contract, in which case Contractor agrees to maintain same until the FTA Administrator, the U.S. DOT Office of the Inspector General, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto.

b) Permit any of the foregoing parties to inspect all non-financial work, materials, and other data and records that pertain to the Project, and to audit the non-financial books, records, and accounts that pertain to the Project and to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed for the purpose of audit and examination. The right of access detailed in this section continues only as long as the records are retained.

FTA does not require the inclusion of these requirements of Article 1.01 in subcontracts.

CIVIL RIGHTS / TITLE VI REQUIREMENTS

1) Non-discrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, Section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, Section 202 of the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12132, and Federal Transit Law at 49 U.S.C. § 5332, Contractor or subcontractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, marital status age, or disability. In addition, Contractor agrees to comply with applicable Federal implementing regulations and other applicable implementing requirements FTA may issue that are flowed to Contractor from Awarding Participating Agency.

2) Equal Employment Opportunity. The following Equal Employment Opportunity requirements apply to this Contract:

a. Race, Color, Creed, National Origin, Sex. In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal Transit Law at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable Equal Employment Opportunity requirements of U.S. Dept. of Labor regulations, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor, 41 CFR, Parts 60 et seq., and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may affect construction activities undertaken in the course of this Project. Contractor agrees It will apply "to the extent determined by the FTA to be applicable to this particular contract based on the status of the grantee and the type of contract issued".

Dell Agrees

to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, marital status, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, Contractor agrees to comply with any implementing requirements FTA may issue that are flowed to Contractor from Awarding Participating Agency.

b. Age. In accordance with the Age Discrimination in Employment Act (ADEA) of 1967, as amended, 29 U.S.C. Sections 621 through 634, and Equal Employment Opportunity Commission (EEOC) implementing regulations, “Age Discrimination in Employment Act”, 29 CFR Part 1625, prohibit employment discrimination by Contractor against individuals on the basis of age, including present and prospective employees. In addition, Contractor agrees to comply with any implementing requirements FTA may issue that are flowed to Contractor from Awarding Participating Agency.

c. Disabilities. In accordance with Section 102 of the Americans with Disabilities Act of 1990, as amended (ADA), 42 U.S.C. Sections 12101 et seq., prohibits discrimination against qualified individuals with disabilities in programs, activities, and services, and imposes specific requirements on public and private entities.

Contractor agrees that it will comply with the requirements of the Equal Employment Opportunity Commission (EEOC), “Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act,” 29 CFR, Part 1630, pertaining to employment of persons with disabilities and with their responsibilities under Titles I through V of the ADA in employment, public services, public accommodations, telecommunications, and other provisions.

d. Segregated Facilities. Contractor certifies that their company does not and will not maintain or provide for their employees any segregated facilities at any of their establishments, and that they do not and will not permit their employees to perform their services at any location under the Contractor’s control where segregated facilities are maintained. As used in this certification the term “segregated facilities” means any waiting rooms, work areas, restrooms and washrooms, restaurants and other eating areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated by explicit directive or are in fact segregated on the basis of race, color, religion or national origin because of habit, local custom, or otherwise. Contractor agrees that a breach of this certification will be a violation of this Civil Rights clause.

3) Solicitations for Subcontracts, Including Procurements of Materials and Equipment.

In all solicitations, either by competitive bidding or negotiation, made by Contractor for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by Contractor of Contractor's obligations under this Contract and the regulations relative to non-discrimination on the grounds of race, color, creed, sex, disability, age or national origin.

4) Sanctions of Non-Compliance. In the event of Contractor's non-compliance with the non-discrimination provisions of this Contract, Public Agency shall impose such Contract sanctions as it or the FTA may determine to be appropriate, including, but not limited to: 1) Withholding of payments to Contractor under the Contract until Contractor complies, and/or; 2) Cancellation, termination or suspension of the Contract, in whole or in part.

Contractor agrees to include the requirements of this clause in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties.

DISADVANTAGED BUSINESS PARTICIPATION

This Contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, “Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs”, therefore, it is the policy of the Department of Transportation (DOT) to ensure that Disadvantaged Business Enterprises (DBEs), as defined in 49 CFR Part 26, have an equal opportunity to receive and participate in the performance of DOT-assisted contracts.

1) Non-Discrimination Assurances. Contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Contract.

Contractor shall carry out all applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by Contractor to carry out these requirements is a material breach of this Contract, which may result in the termination of this Contract or other such remedy as public agency deems appropriate. Each subcontract Contractor signs with a subcontractor must include the assurance in this paragraph. (See 49 CFR 26.13(b)).

2) Prompt Payment. Contractor is required to pay each subcontractor performing Work under this prime Contract for satisfactory performance of that work no later than thirty (30) days after Contractor’s receipt of payment for that Work from public agency. In addition, Contractor is required to return any retainage payments to those subcontractors within thirty (30) days after the subcontractor’s work related to this Contract is satisfactorily completed and any liens have been secured. Any delay or postponement of payment from the above time frames may occur only for good cause following written approval of public agency. This clause applies to both DBE and non-DBE subcontractors. Contractor must promptly notify public agency whenever a DBE subcontractor performing Work related to this Contract is terminated or fails to complete its Work, and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of work. Contractor may not terminate any DBE subcontractor and perform that Work through its own forces, or those of an affiliate, without prior written consent of public agency.

3) DBE Program. In connection with the performance of this Contract, Contractor will cooperate with public agency in meeting its commitments and goals to ensure that DBEs shall have the maximum practicable opportunity to compete for subcontract work, regardless of whether a contract goal is set for this Contract. Contractor agrees to use good faith efforts to carry out a policy in the award of its subcontracts, agent agreements, and procurement contracts which will, to the fullest extent, utilize DBEs consistent with the efficient performance of the Contract.

Dell Agrees

ENERGY CONSERVATION REQUIREMENTS

Contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the State energy conservation plans issued under the Energy Policy and Conservation Act, as amended, 42 U.S.C. Sections 6321 et seq. and 41 CFR Part 301-10.

FEDERAL CHANGES

Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, listed directly or by reference in the Contract between Public Agency and the FTA, and those applicable regulatory and procedural updates that are communicated to Contractor by Public Agency, as they may be amended or promulgated from time to time during the term of this contract. Contractor’s failure to so comply shall constitute a material breach of this Contract.

INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS

The provisions include, in part, certain Standard Terms and Conditions required by the U.S.

Department of Transportation (DOT), whether or not expressly set forth in the preceding Contract provisions. All contractual provisions required by the DOT and applicable to the scope of a particular Contract awarded to Contractor by a Public Agency as a result of solicitation, as set forth in the most current FTA Circular 4220.1F, published February 8 th, 2016, are hereby
incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Contract. Contractor agrees not to knowingly perform any act, knowingly fail to perform any act, or refuse to comply with any reasonable public agency requests that would directly cause public agency to be in violation of the FTA terms and conditions.

NO FEDERAL GOVERNMENT OBLIGATIONS TO THIRD PARTIES

Agency and Contractor acknowledge and agree that, absent the Federal Government’s express written consent and notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Contract, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to agency, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying Contract.

Contractor agrees to include the above clause in each subcontract financed in whole or in part with federal assistance provided by the FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS

Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §§ 3801 et seq. and U.S. DOT regulations, “Program Fraud Civil Remedies,” 49 CFR Part 31, apply to its actions pertaining to this Contract. Upon execution of the underlying Contract, Contractor certifies or affirms, to the best of its knowledge, the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to me Dell Agrees
Dell Agrees
Dell Agrees
Dell Agrees
Dell Agrees

made, pertaining to the underlying Contract or the FTA assisted project for which this Contract Work is being performed.

In addition to other penalties that may be applicable, Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on Contractor to the extent the Federal Government deems appropriate.

Contractor also acknowledges that if it makes, or causes to me made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307 (n)(1) on the Contractor, to the extent the Federal Government deems appropriate.

Contractor agrees to include the above clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.

FEDERAL REQUIRED SIGNATURES

Offeror certifies compliance with all provisions, laws, acts, regulations, etc. as specifically noted in the pages above. It is further acknowledged that offeror agrees to comply with all federal, state, and local laws, rules, regulations and ordinances as applicable.

Offeror __________________________________________________________

Address __________________________________________________________

City/State/Zip __________________________________________________________

Authorized Signature __________________________________________________________

Date __________________________________________________________

Dell Marketing L.P.

One Dell Way
Round Rock, Texas 78682
11/16/2022
*To the best of my knowledge and belief.

ANTITRUST CERTIFICATION STATEMENTS
TEXAS GOVERNMENT CODE § 2155.005

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 bid, 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 bid, 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 bid 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 Name __________________________________________________________

Address __________________________________________________________

City/State/Zip __________________________________________________________

Telephone Number __________________________________________________________

Fax Number __________________________________________________________

Email Address __________________________________________________________

Printed Name __________________________________________________________

Title __________________________________________________________

Authorized Signature __________________________________________________________

Dell Marketing L.P.

One Dell Way
Round Rock, Texas 78682
512-720-7429
n/a
[email protected]
Stacey Skala
Proposal Manager

STATE NOTICE ADDENDUM

The National Cooperative Purchasing Alliance (NCPA), on behalf of NCPA and its current and potential participants to include all county, city, special district, local government, school district, private K-12 school, higher education institution, state, tribal government, other government agency, healthcare organization, nonprofit organization and all other Public Agencies located nationally in all fifty states, issues this Request for Proposal (RFP) to result in a national contract.

For your reference, the links below include some, but not all, of the entities included in this proposal:

http://www.usa.gov/Agencies/State_and_Territories.shtml

https://www.usa.gov/local-governments

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Proposal Legal Notes
Dell Technologies conducts operations through its subsidiaries and is the parent company to contracting legal entities Dell Marketing L.P. and EMC Corporation.

The contents of this response, including all elements of proposed pricing, performance level agreements and any referenced terms and conditions, apply only to direct purchases with Dell Technologies.

Terms & Conditions
This proposal will remain valid for 120 days from the date of submission of the proposal. Final pricing and other legally binding contract terms must be agreed or confirmed between the parties.

Dell is submitting this proposal subject to the exceptions to the REQUEST FOR PROPOSAL (RFP) FOR Technology Solutions, Products and Services, SOLICITATION NUMBER 45-22 (RFP) terms and conditions included herewith. Dell welcomes the opportunity to negotiate its exceptions and the terms and conditions to come to a mutually acceptable governing agreement with customer. Dell’s submission of a proposal does not indicate acceptance of those RFP terms and conditions identified in our exceptions.

If the RFP allows customer the discretion to reject a bid that takes exceptions to the RFP terms and conditions, Dell requests the opportunity to review and discuss its exceptions with customer further.

Disclaimer
This proposal (and information contained herein) is provided to you for information purposes only. Dell Technologies is not responsible for any errors or omissions relating to this proposal or that may occur as a result of the passage of time. In addition, Dell Technologies may improve or change this presentation or improve or change its products and service offerings from time to time, without updating this proposal.

Please contact your sales representative for updates or additional information.

Confidentiality
This proposal (and information contained herein) is Dell Technologies Confidential Information, and your access and use are subject to and governed by the terms of your written nondisclosure agreement with Dell Technologies. In the absence of an applicable, written nondisclosure agreement between you and Dell Technologies, your access and use of this proposal (and information contained herein) shall be limited as follows: you will maintain the confidentiality of the Dell Technologies Confidential Information with at least the same degree of care that you use to protect your own confidential information, but no less than a reasonable degree of care under the circumstances; you may use the Dell Technologies Confidential Information only for the business transaction between you and Dell Technologies (“Purpose”); you may disclose Dell Technologies Confidential Information only to your employees who have a need to know the information for the Purpose and are legally bound by similar nondisclosure terms; and you will not disclose Dell Technologies Confidential Information to any other employee or to a third party.

Note
This information may be exempt from disclosure under open records and/or freedom of information act (foia) statutes and regulations. Dell reserves all rights available to it under applicable law to appeal any disclosure to a third-party accordingly.

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Pricing Notes
Dell will provide the minimum discounts for the offers described in the Discount Category Matrix on Tab 7.

The discounts are applied to Dell’s then current Manufacturer Suggested Retail Pricing (MSRP) and Dell reserves the right to change the MSRP (which would also change the discounted selling price) at any time to apply to future orders. Regardless of the Category in which they may be sold, Dell shall not be obligated to provide any discounts with respect to APEX-branded products or offerings.

Dell maintains a Retail Price list online located at: http://ftpbox.us.dell.com/slg/weekly/dellpricereport.pdf.

The Price List is updated weekly, is available for download from this site in lieu of hard copy distribution and excludes promotional offers. Systems configured and discounted by your Dell’s Sales Representatives or through on-line stores and Premier Pages, are based upon then-current retail pricing and exclude promotional offers.

Changes to retail prices are subject to Dell’s discretion and generally take effect immediately, allowing us to provide price decreases and to introduce new products without waiting for a formal price list to be updated. Product Classifications and Categories may be changed by Dell without notice.

Where a Dell-branded product is comprised of both hardware and services, the resulting Discount Off List percentage will reflect a blend of the contract discounts associated with the hardware and tied services components of that product.

Where Dell sells third-party products on a “discount-off-list” basis and does not receive a list price from the manufacturer, Dell assigns a list price. Prices for custom services are agreed to through a separate Statement of Work and not included in the proposed prices herein. Where “discount off list”, “cost plus”, or “cost minus” calculations are used to determine pricing, Dell’s standard discount product category list, product category or classification assignment for a particular product is subject to change by Dell and could affect pricing of that product.

Pricing, if included, may be subject to change in the event of an industry wide material constraint or shortages, including but not limited to memory, or other manufacturing materials or components, or due to other factors beyond Dell Technologies’ reasonable control. Products may be discontinued or revised (including components thereto) at any time without notice. Should the initial proposed product(s) be discontinued before the replacement product(s) reach price parity with initial product(s), Dell Technologies reserves the right to re-negotiate pricing. For global proposals utilizing Dell Technologies’ currency exchange hedge rates, rates are updated quarterly and only valid for the current quarter from the proposal submission date.

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Included on the following pages:
● Dell and the Environment
● Dell's Diversity and Equal Employment Opportunity Policy ● Dell Supplier Diversity Program
● Dell Premier for IT Procurement Overview
● Dell Limited Hardware Warranty
● Dell Return Policy
● Dell Financial Services
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Appendix A - Dell and the Environment
Our Ability
We help our customers minimize their environmental impact by delivering energy- efficient products and easy, responsible electronics recycling.

We also aim to reduce environmental impacts throughout the sustainability life cycle. This approach means designing our products with the environment in mind, finding more eco-friendly ways to build and ship them, and working to reduce our collective footprint.

Design
Designing with the environment in mind from the very start ensures all Dell products and services help customers reduce their impact and meet their goals.
● Environmental Design
● Follow the Eco-label
You want eco-friendly products without sacrificing performance or reliability. Instead of one eco-friendly product, we design all products with the environment in mind. We’re committed to developing innovative products and services that help you do more while minimizing your environmental impact.

All product design follows our Design for Environment specifications where we make choices that can minimize impact at each stage of the product life cycle. Also, a large number of Dell products are registered to ENERGY STAR and EPEAT eco-labels to make it easy for you to choose.

Build

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Building responsibly means our operations, and those of our supply chain, are committed to operating sustainably. It’s good for business and good for the planet. ● Zero Waste
● Climate Change
As a global citizen, Dell is committed to minimizing the impact that our operations, and those of our supply chain, have on the planet and the communities we live and work in. We believe it’s possible to succeed in business without doing harm to the environment.

Central to this idea is the practice of using resources responsibly. With energy, water, forestry resources and on the manufacturing floor, we avoid waste in all its forms and work with our supply chain to do the same. We strive to recycle them back into usefulness or to obtain them from renewable and sustainable sources.

Additionally, we recognize that climate change is real and we all have a role to play in transition to a lower- carbon economy. Success is possible through a combination of global emissions reductions, efficiency improvements and a transition to renewable energy sources. To these ends, we have committed to measuring and reducing the impact of our own operations, including our supply chain, our own operations and the impact of our products and services.

Ship
From renewable packaging to smarter shipping, Dell takes an innovative, strategic approach to efficiently delivering products around the world every day.

Packaging protects products. Shipping gets them where they need to go. Reducing that impact requires a strategic commitment to reducing waste by shrinking packaging, selecting renewable materials and striving to make our packaging recyclable, so it doesn’t become a customer’s waste problem. It also requires constant optimization of an expanding supply chain, always looking for the efficiencies that reduce trips and cut emissions, all while ensuring customer products arrive safely and on time.

Use
Every day, customers are using Dell products and services to help them reduce their environmental impact and achieve their sustainability goals.

Whether to mitigate risk, create new opportunities, reduce operating costs or improve their brand, companies are looking to reduce their environmental footprint. Increasingly, our customers are realizing that technology can be a major driver of this transformation.

But green IT — technology that itself leaves a smaller footprint — is not enough. We help our customers look at IT for green technology that enables them to address their sustainability goals and take control of their resources in a way that creates value. While better design will minimize environmental impact throughout a product’s life cycle, the true measure of technology’s power is how our customers use it to unleash new possibilities and change their world.

Recycle
Recycling is critical to helping drive sustainability, returning materials to usefulness. Around the globe, we offer easy, responsible recycling options.
● Business Recycling
● Dell Reconnect
As technology is progressing quickly, e-waste is piling up in our offices and homes, or worse, our landfills.

According to the Environmental Protection Agency, over 200 million pieces of computer-related e-waste are being generated annually. Yet, only approximately 18 percent is being recycled, which leaves over 150 million pieces of equipment in our landfills each year.

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To help prevent the environmental impacts of e-waste, Dell provides multiple hassle-free options for disposing your e-waste responsibly and keeping it out of our landfills either directly or through our partnerships.

Dell’s moonshot goal is that by 2030, for every product a customer buys, we will reuse or recycle an equivalent product. 100% of our packaging materials will be sourced from recycled-content or renewable materials. More than half of our product materials will be sourced from recycled-content or renewable materials.

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Appendix B - Dell's Diversity and Equal Employment
Opportunity Policy
Diversity, inclusiveness and respect for all Dell employees form the basis of Dell's Winning Culture and are essential to Dell's success. Dell values each individual’s distinct contribution and leverages our collective strengths to ensure that Dell remains the technology solutions company of choice for customers around the world.

Dell is an Equal Opportunity Employer and Prohibits Discrimination and Harassment of Any Kind Dell is committed to the principle of equal employment opportunity for all employees and to providing employees with a work environment free of discrimination and harassment. All employment decisions at Dell are based on business needs, job requirements and individual qualifications, without regard to race, color, religion or belief, national, social or ethnic origin, sex (including pregnancy), age, physical, mental or sensory disability, HIV status, sexual orientation, gender identity and/or expression, marital, civil union or domestic partnership status, past or present military service, family medical history or genetic information, family or parental status, or any other status protected by the laws or regulations in the locations where we operate. Dell will not tolerate discrimination or harassment based on any of these characteristics.

Dell's Commitment to a Workplace Free of Discrimination and Harassment is Far Reaching Dell's commitment to equal employment opportunity applies to all persons involved in the operation of Dell’s business and prohibits discrimination or unlawful harassment by or between any Dell employee, including officers, supervisors and coworkers, or applicants for employment at Dell, or by or between any Dell employee and any employee of Dell's customers, independent contractors, vendors or other strategic partners. All employees are responsible for maintaining a work atmosphere free from discrimination and unlawful harassment by treating others with dignity and respect.

Unlawful Harassment is Prohibited
Unlawful harassment can take several forms, including verbal, visual or physical conduct that creates an offensive, hostile or intimidating work environment. Conduct that can contribute to unlawful harassment includes, but is not limited to:
● Verbal conduct such as epithets, derogatory jokes or comments, slurs or unwanted sexual advances, invitations or comments
● Visual conduct such as derogatory and/or sexually oriented posters, photography, cartoons, drawings or gestures
● Physical conduct such as assault, unwanted touching, blocking normal movement or interfering with work because of sex, race or any other protected characteristic ● Threats and demands for sexual favors as a condition of continued employment or to avoid some other loss, and offers of employment benefits in return for sexual favors ● Retaliation for having reported or threatened to report harassment Dell Employees Are Encouraged to Report Discrimination, Harassment, Retaliation or the Threat of Retaliation
Dell employees who witness or believe they have been subjected to discrimination, harassment, retaliation or other inappropriate conduct are encouraged to report such conduct immediately in accordance with the Raising/Resolving Issues and Concerns section of the Code of Conduct. This includes, but is not limited to, contacting your manager, Human Resources representative, the Office of the Ombuds (if available), the Global or Regional Ethics Office, or the Ethics Helpline at 1-888-888-9975. All such reports will be investigated promptly and as confidentially as possible and appropriate corrective action will be taken. No employee who makes good faith reports of discrimination, harassment or retaliation will be subjected to reprisal or damage to their career, reputation or employment at Dell.

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Dell Strives to Reasonably Accommodate Its Employees
Dell provides equitable treatment and reasonable accommodations for employees and applicants in accordance with federal, state and local laws. A reasonable accommodation for an employee with a disability may include modification of policies and procedures, an adjusted work schedule, special equipment or transportation, or other job modification to optimize the individual’s job performance, if such accommodation does not result in an undue hardship to Dell's business.

Individuals who desire a workplace accommodation under any applicable law may make a request for such an accommodation, preferably in writing, to the individual’s supervisor or Human Resources representative.

Enforcement and Potential Discipline
Employees who violate this policy will be subject to disciplinary action, up to and including termination of employment from Dell.

Revisions and Revocation
This policy in no way constitutes a contract between Dell and any employee and may be revised or revoked at any time, with no advance notice.

For more information regarding Dell's Diversity & Equal Employment Opportunity Policy please visit:
http://www.dell.com/learn/ae/en/aecorp1/corp-comm/cr-equal-employment-opportunity

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Appendix C - Dell Supplier Diversity Program
Mission
The mission of Dell Global Supplier Diversity is to deliver superior supplier performance through highly-qualified minority, women and small businesses to deliver technology solutions that enable people everywhere to grow and thrive. As part of our commitment to diversity, we source products and services from women and other diverse business owners globally. We
measure our achievements in identifying and buying from those businesses that are owned, operated, managed, and controlled by women and others who are underrepresented.

Action
Dell develops strategic, sustainable relationships with a very diverse group of qualified suppliers. Our customers come from every nation, culture, and walk of life, and it’s important that all aspects of our business reflect that same diversity.

Why Supplier Diversity makes us Stronger
● It supports both Dell and customer corporate social responsibility, vision and goals ● It enables customers to satisfy federal, state and local diversity requirements ● It demonstrates a commitment to the communities in which we live and work ● It utilizes partnerships to capitalize on the demographic shift in minority populations Suppliers
Diverse companies that meet Dell’s procurement specifications and standards of excellence have an opportunity to partner with Dell in delivering quality products and services to Dell and its customers. The Billion Dollar Roundtable (BDR) recognizes corporations that have achieved spending of at least $1 billion with minority and women-owned suppliers. In FY20, we started the Supplier Diversity Development Program. Seven diverse suppliers participated in the FY20 program and paired with Supplier Diversity Champions that served as mentors.

Our purpose is to drive diversity and inclusion within our supply chain by using prime, qualified and capable suppliers. We evaluate and qualify suppliers based on their ability to meet best in class cost, supply chain process, quality, technology, time to market, and service experience. Good faith efforts that Dell leverages within our supplier diversity program include:
● Sourcing suppliers with strong supplier diversity programs themselves ● Including supplier diversity language in contractual agreements ● Monitoring spend levels through reporting
● Providing feedback and recommendations on our supplier partnership community Culture
Dell has developed a Supplier Diversity Structure which includes the development of Diversity Teams, Ambassadors and Champions. These diversity advocates engage and promote Supplier Diversity concepts within each of their business space ensuring a widespread success. Each business function has

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an associated Dell employee who acts as a champion on behalf of Dell and for customers. The Champion is the liaison between the diversity team and the business function with a mission of driving diverse spending and establishing diverse suppliers within their space. With this structure, Dell is able to extend our reach to all business functions within our company and these champions play a critical role in the success of our supplier diversity program.

The Global Ambassador Program
The objective of the Global Ambassador Program is to drive incremental growth of diverse spend beyond the United States in support of customer requirements. Similar to the role of Diversity Teams and Champions, Global Ambassadors’ drive diverse spend outside of the U.S. and throughout supported global regions. To date, Dell has eight Ambassadors representing China, India, Central and Latin America, the United Kingdom, Australia, and Canada. These Ambassadors serve on advisory boards, encourage certification through global partners, and champion Dell’s supplier diversity efforts globally.

Affiliations
Dell participates with the following diversity organizations in support of growth and development of small, minority and women-owned suppliers:
● National Minority Supplier Development Council (NMSDC) ● Southwest Minority Supplier Development Council (SMSDC) ● Women’s Business Enterprise National Council (WBENC)
● Women’s Business Council Southwest (WBCS)
● Small Business Administration (SBA)
● National Veteran Business Development Council (NVBDC) ● National LGBT Chamber of Commerce (NGLCC)
● Disability:IN
● WEConnect International
● Minority Supplier Development China (MSD)
● Broad-based Black Economic Empowerment (South Africa) Outreach
As part of our outreach program, Dell has a Supplier Diversity website which allows diverse suppliers to provide information about their company to us. This is uploaded to an online database which our purchasing organization can access to identify diverse suppliers with RFQ/RFI opportunities. The link for this website is Supplier Diversity Registration Survey (smartsheet.com)

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Appendix D - Dell Premier for IT Procurement Overview
At Dell Technologies, we have always been at the forefront of technology. We have a strong and vast portfolio of products, expertise, and services. Over the past few years, however, the technology world as we know it has changed. We’re living in the data era—a time where customers want to shop, learn and purchase products with just a few clicks. They expect their technology to know what they need before they know they need it. The vision to be the most essential technology company for the data era focuses our goals on how all our customers – from consumer to enterprise – buy for the better through our online platform.

Dell Premier helps you save time and money, by shopping for your Dell products and solutions on a tailored site that streamlines purchasing and offers greater autonomy and control over your procurement ecosystem. The customization options for your Dell Premier portal page, enables you to fulfill your business needs throughout all phases of IT product ownership.

Using Dell Premier, you can:
● Shop a complete line of fully customizable business-class products, software & accessories. ● Set company-wide standards for product configurations, custom services and shipping options and purchase at your organization’s negotiated rate.
● Prepare and save system configurations as an eQuote for repeat or future purchase at a later date. ● Retrieve and purchase sales-created quotes
● Purchase parts and upgrades for your existing hardware ● Retrieve detailed invoice, open order and purchase history reports or build your own report. ● Manage what users can see and do with defined access groups and user roles. ● Access your personalized Account page to manage your day-to-day account needs, like your address book, user access levels, reporting, and more. Orders that are placed via Dell Premier write frictionless to Dell’s order management system, which means our customers typically receive their orders quicker and with less errors.
● You can also use the Dell Premier local online or global platform to integrate into your existing ERP or ITSM system.

In short, Dell Premier makes the whole process of doing business with Dell easier and more cost-efficient.

Product Catalog Offerings
Dell Premier offers a number of product catalogs (including a custom catalog option) that will provide you access to systems, software and peripherals products at your negotiated pricing. ● Systems Catalog: This catalog offers the user access to Dell’s entire line of products. ● Software & Peripherals Catalog: This catalog offers the user access to thousands of accessories, software titles, parts, and upgrades.
● Standard Configurations: This catalog offers systems and/or software & peripherals that can be customized to show only the customer’s agreed upon products at negotiated pricing.

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― Dell Smart Selection (Stocked): From your Premier page, you can easily order pre- configured systems by Dell experts based on customer insights. With Smart Selection, you get Dell's most popular business PCs with a simplified ordering process, accelerated delivery, and optional configuration services. Smart Selection systems are in stock and ready to ship. ― Custom Build (Non-stocked): From your Premier page, you can easily order alternative configurations that meet your needs.
eQuotes
Shopping carts can be saved as eQuotes by any shopper and forwarded to an authorized buyer for review. With e-quote functionality:
● End users configure and price their own systems
● Managers or authorized buyers receive e-mail notification of saved e-quotes for review and approval
● Time-consuming double-entry of order information and costly errors are reduced ● Purchasing bottlenecks are diminished, while spending controls stay in place You can easily access and purchase eQuotes as well as Sales Quotes via your Dell Premier Page. eQuotes can be modified online prior to purchase. Sales Quotes are generated by a Dell Sales Representative and can be retrieved and purchased through Dell Premier. However, any modifications require Dell Sales Support.

Turn sales quotes into orders quickly and easily.

You can easily retrieve the quotes provided by your Dell Technologies account team, in addition to quotes that you create online, all on your secure Dell Premier portal.

Get your orders underway online 24/7, leverage self-service to order your quotes, track all your Dell orders and even download your packing slips or invoices.

Secure Online Ordering
Secure online orders can be placed at any time through an intuitive, streamlined checkout process.

Real time Order Tracking
When placing an order via Dell Premier, automated email notifications keep you informed of your Dell order status.

At any time, you can access the Online Order Status tool to check the status of your order and view a variety of options relating to current and past Dell purchases (up to two years). You can track orders placed via your Dell Premier page or via your Dell account team.

Reporting
Dell Premier provides easy access to comprehensive, up-to-date, and customizable data regarding all your Dell transactions. Its sophisticated reporting functionality is designed to help you to plan your purchasing, verify your payments, and manage your assets -- all at the click of a mouse. Flexible options allow you to search and sort the information so it's most useful to you.

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Security and User Access
Custom-defined access roles support your approval process and control unapproved buying. Dell Premier enables customization of what users can do and see. An employee’s access is limited to the information and tools that they need, and the designated administrator in your organization can modify the access role of a user as needed.

Your account team Information
Dell Premier enables easy access to the right Dell contacts. Whenever you want to inquire about products or check prices or an order, your Dell Account Team representative is always standing by to take your call.

Premier Notifications Center
Our messaging center provides you with relevant and timely updates regarding your Dell Premier experience.
● Get automatic notifications about:
● standard configurations
● order processing updates and delivery status
● eQuote status changes
● your Dell account team
● Premier news including latest features
ImageWatch
You can sign up for Dell's ImageWatch service (NDA required) in Dell Premier to view information about technology changes. It provides a 6-months outlook on: Ready To Ship & End Of Marketing Life, for platforms, hardware and software.

ImageWatch service can help you prepare a proactive procurement plan that incorporates future technology changes and minimizes their impact.

Benefits:
● Proactive planning of product changes & transitions.
● Global Standard Platforms (GSP) and their regional availability. ● Ability to create and share product configurations between your company and your account teams. ● Monitor & receive change notifications via dashboard views and on-demand e-mail alerts Accessibility
Dell Technologies is committed to ensuring digital accessibility for people with disabilities. We are continually improving the user experience for everyone and applying the relevant accessibility standards.

The commitment of Dell to diversity and to provide the best customer experience helps us to remain competitive in the marketplace. In Dell’s ongoing efforts to strive for accessibility, Dell is committed to the principles and goals of the World Wide Web Consortium’s Web Content Accessibility Guidelines (WCAG).

Dell works toward the goal of meeting the Level AA criteria as set forth in the guideline.

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Support
The Dell support site provides fast, flexible access to a comprehensive array of technical support resources. Designed for support technicians, helpdesk specialists, system engineers and IT managers, Premier Support provides fast access to the knowledge and solutions you need to help you efficiently.

Double Down on Dell Premier
We’ve got advanced solutions for your complex business needs.

Are you a global customer? Make Dell Premier your one-stop-shop across global operations. Dell Premier offer a sophisticated answer for large-scale technology procurement. Customers with global operations can take advantage of a secure, personalized purchasing and support site that ensures efficient global purchase operations. Learn More
Using an ERP System? Set up integration with Dell Premier. Seamlessly integrate your existing ERP system with Premier from catalog to checkout to delivery—eliminating errors and redundancy—with zero downtime! You can utilize your existing procurement system and leverage the features of Dell Premier when procuring IT such as detailed reporting, customizable solutions and centralized purchasing. Learn More
Already using ITSM (IT Service Management) Software? Invest in decentralizing your purchasing process to make your workflow more efficient. With Dell API technology, you can extend the familiar benefits of your existing ITSM system – including ServiceNow and Remedy-to the Dell Premier purchasing environment. Free up your procurement team’s time to focus on strategic initiatives. Learn More Maximizing your return on investment (ROI) and Economic Impact with Dell Premier Modernizing IT procurement saves time and money while improving employee productivity.

According to the latest Forrester study, the four-year financial analysis based on the customer interviews and survey found that a composite organization experiences benefits of $1.76 million over 4 years vs costs of $444,0000, adding up to a net present value (NPV) of $1.32 million and an ROI of 297%. The research reveals that customers who use Dell Premier are able to get payback for their efforts in less than 6 months and able to enjoy:
1) A reduced 15% procurement team effort associated with IT hardware purchasing. 2) 1875 hours saved in time spent on device configuration annually. 3) And reduced purchase cost of $68 per device due to product standardization.

Read the study and examine the potential return on investment (ROI) your company may realize by transforming IT procurement with Premier.

What can Dell Premier save your organization?
Create a personalized assessment and business case estimating the savings that Dell Premier can provide for your organization.

Customer Stories
UK Charity Versus Arthritis had an immediate need for a self-service portal in 2020. Versus Arthritis sent all 400 employees home to work when the COVID-19 lockdown was announced in March 2020. While the Tab - Appendices
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charity already had flexible working arrangements in place, staff required additional technology to ensure the effectiveness and connectivity of their home office arrangements. Versus Arthritis needed to enable staff to order equipment direct to their homes rather than to its closed offices.

The Dell Technologies account team consulted internal e-commerce experts and proposed a customized version of Dell Premier Procurement Portal. This solution is used by internal IT or procurement teams to order products from the Dell Technologies online catalogue. On the first day of operation the IT team checked and approved nearly 70 orders. In most cases equipment was delivered in 48‒72 hours, compared with the 8‒9 days it could have taken if bulk orders had been delivered to the head office and redirected to peoples’ homes.
● Versus Arthritis - Work From Anywhere with Dell Premier Dell Premier was essential in helping Arkema migrate its global e-procurement platform – this meant transferring all the integrated systems for its global suppliers. Arkema chose Dell Premier Procurement Integration and Dell Premier Global Procurement to modernize their online platform. This resulted to a quick and effective migration of their global procurement platform in 6 months and 95% of their IT purchases being automated. This particular customer was very happy with the work of the Dell Premier team. While some providers tend to wait and see how things turn out in this kind of project, the Dell Premier team was proactive, anticipating our needs and meeting all deadlines. ● Arkema - Procurement Integration
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Dell Premier Page at a glance:

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Appendix E - Dell Limited Hardware Warranty
Limited hardware warranties
Dell-branded hardware products purchased in the U.S. or Canada may come with a 90-day, 1-year, 2- year, 3-year, 4-year, 5-year or other limited hardware warranty. Dell may offer different delivery methods for warranty service, including but not limited to parts and product dispatches, mail-in service and onsite/in-home service. Renewals and extensions of your limited hardware warranty may also be available after you purchase your product(s). To determine the warranty that came with your hardware product(s), or the warranty renewal or extension that you purchased, see your packing slip, invoice, receipt or other sales documentation. Some components of the hardware you purchased may have a shorter warranty than that listed on your packing slip, invoice, receipt or other sales documentation. Additional details related to warranty duration are listed below.

What is covered by this limited hardware warranty?
What is not covered by this limited hardware warranty?
How long does this limited hardware warranty last?
Important Notice Relating to Third Party Product
What do I do if I need warranty service?
What will Dell do?
What if I purchased a service contract?
May I transfer the limited hardware warranty?
Dell Printer Consumables Limited Warranties
Limited Lifetime Warranty for Dell-branded tape media

What is covered by this limited hardware warranty?
This limited hardware warranty covers defects in materials and workmanship in your Dell-branded hardware products, including Dell-branded peripheral products.

What is not covered by this limited hardware warranty?
This limited hardware warranty does not cover:
 Software, including without limitation, the operating system and software added to the Dell- branded hardware products through our factory-integration system, third-party software or the reloading of software
 Non Dell-branded products and accessories
 Problems that result, directly or indirectly, from:
 External causes such as accident, abuse, misuse or problems with electrical power.  Servicing not authorized by Dell.
 Usage that is not in accordance with product instructions.

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 Failure to follow the product instructions or failure to perform preventive maintenance.  Using accessories, parts or components not supplied by Dell.  Commercial hardware products that use, or in which have been installed, products or components that have not been provided by Dell.
 Products with missing or altered service tags or serial numbers  Products for which Dell has not received payment
 Normal wear and tear

FOR COMMERCIAL CUSTOMERS (INCLUDING SMALL, MEDIUM AND LARGE BUSINESS AND GOVERNMENT AND PUBLIC SECTOR CUSTOMERS) AND RESELLERS. This paragraph applies if you purchase Dell products for resale or for commercial or professional purposes. DELL'S

RESPONSIBILITY FOR DEFECTS IN MATERIALS OR WORKMANSHIP IS LIMITED TO REPAIR OR REPLACEMENT OF THE PRODUCT AS SET FORTH IN THIS WARRANTY STATEMENT. EXCEPT

FOR THE LIMITED WARRANTY EXPRESSLY STATED ABOVE FOR DELL-BRANDED PRODUCTS,

DELL PROVIDES NO WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OR CONDITION (1) OF MERCHANTABILITY, MERCHANTABLE

QUALITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, SUITABILITY OR NONINFRINGEMENT; (2) RELATING TO ANY THIRD-PARTY PRODUCT OR SOFTWARE; OR (3) REGARDING THE RESULTS TO BE OBTAINED FROM THE PRODUCT OR SOFTWARE. DELL

EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS NOT STATED IN THIS LIMITED WARRANTY. THIS LIMITED HARDWARE WARRANTY MAY BE VOIDED BY DELL, AT DELL'S SOLE

DISCRETION, IF THIRD PARTY PRODUCTS THAT WERE NOT PROVIDED BY DELL ARE INSTALLED ON YOUR DELL SYSTEM.

FOR CONSUMERS. This section applies if you purchase Dell products that are normally used for personal, family or household purposes.

THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER

RIGHTS, WHICH VARY FROM STATE TO STATE, PROVINCE TO PROVINCE OR JURISDICTION TO JURISDICTION.

DELL'S RESPONSIBILITY FOR MALFUNCTIONS AND DEFECTS IN HARDWARE IS LIMITED TO REPAIR OR REPLACEMENT AS SET FORTH IN THIS WARRANTY STATEMENT.

FOR ANY INCIDENT COVERED BY THIS DELL LIMITED HARDWARE WARRANTY, YOU MUST

USE DELL-PROVIDED PARTS AND PRODUCTS, WHICH DELL WILL PROVIDE TO YOU FOR NO ADDITIONAL CHARGE.

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Dell Marketing L.P. 118

TO THE EXTENT NOT PROHIBITED BY LAW IN YOUR STATE, PROVINCE, JURISDICTION OR

COUNTRY, THIS WARRANTY AND THE REMEDIES SET FORTH ARE EXCLUSIVE AND IN

LIEU OF ALL OTHER WARRANTIES, REMEDIES AND CONDITIONS, WHETHER ORAL, WRITTEN, STATUTORY, EXPRESS OR IMPLIED.

EXCEPT FOR THE EXPRESS WARRANTIES CONTAINED IN THIS WARRANTY STATEMENT

AND TO THE EXTENT NOT PROHIBITED BY LAW, DELL DISCLAIMS ALL OTHER

WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE,

INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, MERCHANTABLE

QUALITY AND FITNESS FOR A PARTICULAR PURPOSE AND WARRANTIES AND CONDITIONS AGAINST HIDDEN OR LATENT DEFECTS. SOME STATES, PROVINCES,

JURISDICTIONS OR COUNTRIES DO NOT ALLOW DISCLAIMERS OF IMPLIED WARRANTIES AND CONDITIONS, SO THIS DISCLAIMER MAY NOT APPLY TO YOU.

TO THE EXTENT SUCH WARRANTIES AND CONDITIONS CANNOT BE DISCLAIMED UNDER

THE LAWS OF THE UNITED STATES, CANADA (AND ITS PROVINCES) OR OTHERWISE,

DELL LIMITS THE DURATION AND REMEDIES OF SUCH WARRANTIES AND CONDITIONS TO

THE DURATION OF THIS EXPRESS LIMITED WARRANTY (AS REFLECTED ON YOUR

PACKING SLIP, INVOICE, RECEIPT OR OTHER SALES DOCUMENTATION) AND, AT DELL'S OPTION, THE REPAIR OR REPLACEMENT SERVICES DESCRIBED BELOW. SOME STATES,

PROVINCES, JURISDICTIONS OR COUNTRIES MAY NOT ALLOW LIMITATIONS ON HOW

LONG AN IMPLIED WARRANTY OR CONDITION MAY LAST, SO THE LIMITATION DESCRIBED ABOVE MAY NOT APPLY TO YOU.

NO WARRANTIES OR CONDITIONS, WHETHER EXPRESS OR IMPLIED, WILL APPLY AFTER THE LIMITED WARRANTY PERIOD HAS EXPIRED. SOME STATES, PROVINCES,

JURISDICTIONS OR COUNTRIES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY OR CONDITION LASTS, SO THIS LIMITATION MAY NOT APPLY TO YOU.

WARRANTY SUPPORT ONLY APPLIES WHEN THE COVERED PRODUCT IS LOCATED

WITHIN THE COUNTRY IN WHICH DELL ORIGINALLY SOLD THE SYSTEM, AS REFLECTED IN DELL'S RECORDS. IF YOU NEED SUPPORT FOR THE PRODUCT OUTSIDE OF THE

COUNTRY OF ORIGIN (FOR EXAMPLE, WHILE TRAVELING, OR IF THE SYSTEM HAS BEEN

RELOCATED TO A NEW COUNTRY), THEN DELL MAY OFFER YOU OTHER SUPPORT OPTIONS FOR AN ADDITIONAL CHARGE.

ADDITIONAL TERMS FOR U.S. CONSUMERS. IF YOU CANCEL ANY RENEWED, EXTENDED Tab - Appendices
Dell Marketing L.P. 119
OR ENHANCED WARRANTY WITHIN THIRTY (30) DAYS OF RECEIPT OF THIS WARRANTY,

YOU WILL RECEIVE A FULL REFUND IF NO CLAIMS HAVE BEEN MADE AGAINST THE WARRANTY. IF ANY CLAIM HAS BEEN MADE AGAINST THE WARRANTY, THEN YOU WILL

RECEIVE A PRO-RATA REFUND BASED ON THE RETAIL VALUE OF ANY SERVICE PERFORMED. IF YOU CANCEL THIS WARRANTY AFTER THIRTY (30) DAYS OF YOUR

RECEIPT OF THIS WARRANTY, YOU ARE ENTITLED TO A PRO-RATA REFUND AS FOLLOWS: REFUND = THE TOTAL PRICE MINUS THE FOLLOWING: (A) THE VALUE

ATTRIBUTABLE TO THE PORTION OF THE RENEWED, EXTENDED OR ENHANCED

WARRANTY ALREADY USED (CALCULATED BASED ON THE PERCENTAGE OF DAYS OF

THE RENEWED, EXTENDED, OR ENHANCED TERM THAT ALREADY HAVE BEEN USED PRIOR TO OUR RECEIVING NOTICE OF YOUR CANCELLATION); (B) 0.1 MULTIPLIED BY THE TOTAL PRICE; AND (C) THE COST OF ANY REPAIR OR REPLACEMENT PROVIDED TO YOU BEFORE CANCELLATION.

FOR ALL CUSTOMERS. WE DO NOT ACCEPT LIABILITY BEYOND THE REMEDIES PROVIDED FOR

IN THIS LIMITED HARDWARE WARRANTY, AND WE DO NOT ACCEPT LIABILITY FOR

CONSEQUENTIAL OR INCIDENTAL DAMAGES, FOR THIRD-PARTY CLAIMS AGAINST YOU FOR

DAMAGES, FOR PRODUCTS NOT BEING AVAILABLE FOR USE, OR FOR LOST OR DAMAGED DATA OR SOFTWARE. DELL DOES NOT WARRANT THAT THE OPERATION OF ANY DELL PRODUCT WILL BE UNINTERRUPTED OR ERROR FREE. OUR LIABILITY WILL BE NO MORE THAN THE AMOUNT YOU PAID FOR THE SPECIFIC PRODUCT THAT IS THE SUBJECT OF A CLAIM. THIS IS THE MAXIMUM AMOUNT FOR WHICH WE ARE RESPONSIBLE.

SOME STATES, PROVINCES, JURISDICTIONS OR COUNTRIES DO NOT ALLOW THE

EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

How long does this limited hardware warranty last?
This limited hardware warranty lasts for the time period indicated on your packing slip, invoice or receipt except for the following Dell-branded hardware:
 All variants of ioDrive® NAND Flash devices carry the length of the limited hardware warranty coverage for the Dell system with which the ioDrive NAND Flash device is shipped. ioDrive NAND Flash devices are not eligible for purchase of extended warranty coverage beyond a total of 5 years of coverage from the original shipment date. Additionally, ioDrive NAND Flash devices use a silicon technology that has a maximum number of physical bytes that can be written to the device (the Rated Life). The applicable limited hardware warranty covers failures due to defects in workmanship and/or materials, but does not cover problems related to the device reaching its maximum Rated Life. ioDrive is a registered trademark of Fusion-io.  As part of standard portable configuration, batteries carry a base 1-year limited hardware warranty regardless of the length of the system warranty. In addition, for some products, a customer has the option of purchasing a battery that comes with a 3-year limited hardware warranty.

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Dell Marketing L.P. 120
 The warranty for a print head that is included as original equipment in the Dell mobile printer is for parts only and is effective for a period of 1-year after the date of purchase of the printer or 1000 prints of printer usage, whichever occurs first.
 Your series 5, 6 or 7 PowerEdge™ RAID Controller (PERC) battery may provide up to 72 hours of controller cache memory backup power when new. Under the 1-year limited hardware warranty, we warrant that the battery will provide at least 24 hours of backup coverage during the 1-year limited hardware warranty period. Service offerings, such as Dell ProSupport™, Dell ProSupport Plus and Dell ProSupport Flex services, may be available to provide longer service periods for an additional fee.
 Your Series 8/9 PERC controller battery comes with a 3-year limited hardware warranty, which cannot be extended beyond 3 years. Service offerings, such as Dell ProSupport™, Dell ProSupport Plus and Dell ProSupport Flex services, may be available to provide longer service periods for an additional fee.
 Projector lamps carry a 1 year limited hardware warranty.  Dell-certified and Dell-branded memory purchased separately from a Dell system (Dell-certified memory) carries a lifetime limited hardware warranty.
 The limited hardware warranty for monitors purchased independent of a system lasts for the time period indicated on your packing slip, invoice, receipt or other sales documentation. Monitors purchased with a system are covered by the system limited hardware warranty.  The limited hardware warranty for a Dell external hard disk drive purchased simultaneously with a laptop, desktop, tablet or thin client PC lasts for the longer of (a) 2 years; or (b) the duration of the system’s limited hardware warranty.
 Earphones and remote in-line controls carry a 1-year limited hardware warranty.  Other add-on hardware carries longer hardware warranty of either a 1-year limited hardware warranty for new parts and a 90-day limited hardware warranty for reconditioned parts or, for both new and reconditioned parts, the remainder of the warranty for the Dell product on which such parts are installed.
 Serial ATA (SATA) hard drives in PowerEdge and PowerVault™ systems carry a 1-year limited hardware warranty, independent of system warranty. Service offerings, such as Dell ProSupport™, Dell ProSupport Plus and Dell ProSupport Flex services may be available to provide longer service periods for the SATA hard drive for an additional fee.  Select PowerConnect™ products: the PowerConnect 2800 series, the PowerConnect 3500 series, the PowerConnect 5500 series, the PowerConnect 6200 series, the PowerConnect 7000 series, the PowerConnect 8000 series and the PowerConnect 8100 series and select Dell Networking products: Dell Networking
X1000 and X4000 series; the N1000, N2000,
N3000 and N4000 series and the S3100 series are covered by the lifetime limited hardware warranty. These products carry a lifetime limited hardware warranty with Basic Hardware Service (repair or replacement) for as long as you own the product. Repair or replacement support for any Dell Networking product with limited lifetime warranty does not include configuration or configuration assistance, or other advanced service and support provided by Dell ProSupport Services. The warranty does not apply to products purchased before first announcement in Spring 2011. Dates vary by region. Contact customer service to verify if your product qualifies. See dell.com/LifetimeWarranty for more details.  Select PowerConnect products carry an Extended Life Limited Hardware Warranty with Basic Hardware Service, which extends until 5 years after end of product model sales, subject to the specific clarifications and limitations listed below. The Extended Life Limited Hardware Warranty does not include configuration or other advanced service provided by Dell ProSupport™. The Extended Life Limited Hardware Warranty is not transferrable.

Clarifications and limitations pertaining to products with Extended Life Limited Hardware Warranty
• B-Series FCX/FCXs — Internal power supply and fans are covered; however, warranty excludes removable optics and LEDs.

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• J-Series EX4200 — Warranty does not include optics and limits fan and power supply to 5 years from date of purchase.
• W-Series Access Points: W-AP92/93/93H, W-IAP92/93, W-AP104/105, W-IAP105, W- AP124/125, W-AP134/135, W-IAP134/135 — Warranty limits any power supply, antennae or accessories to 1 year from date of purchase.
 Enterprise SATA value/mix use solid-state drives (SSDs), enterprise SATA read intensive SSDs and slim SATA SSDs are not eligible for purchase of extended warranty coverage beyond 3 years, unless purchased with a separate service offering, such as Dell ProSupport™, Dell ProSupport Plus or Dell ProSupport Flex services, which may be available to provide longer service periods for an additional fee.
 Dell power distribution units (PDUs) and keyboard/monitor/mouse consoles (KMMs) purchased independent of a system carry a 1-year limited hardware warranty. Dell PDUs and KMMs purchased with a system are covered by the greater of 3 years or the term of the system limited hardware warranty.
 All variants of PowerEdge Express Flash PCI Express (PCIe) SSD devices carry the length of the limited hardware warranty coverage for the Dell system with which the PowerEdge Express Flash PCIe SSD device is shipped. PowerEdge Express Flash PCIe SSD devices are not eligible for purchase of extended warranty coverage beyond a total of 5 years of coverage from the original shipment date unless purchased with a separate service offering, such as Dell ProSupport™, Dell ProSupport Plus or Dell ProSupport Flex services. Additionally, PowerEdge Express Flash PCIe SSD devices use a silicon technology that has a maximum number of physical bytes that can be written to the device (the Device Life). The applicable limited hardware warranty covers failures due to defects in workmanship and/or materials, but does not cover problems related to the device reaching its maximum Device Life.  Except for SAS solid-state drives (SSDs) used in PS Series and SC Series products, enterprise SATA, SAS and NVMe SSDs are not eligible for purchase of extended warranty coverage beyond 3 years from the original shipment date, unless purchased with a separate service offering, such as Dell ProSupport™, Dell ProSupport Plus or Dell ProSupport Flex services, which may be available to provide longer service periods for an additional fee. All such devices have a maximum number of physical bytes that can be written to the device (the Device Life).

The applicable limited hardware warranty covers failures due to defects in workmanship and/or materials, but does not cover problems related to the device reaching its maximum Device Life.

The limited hardware warranty on all Dell-branded products purchased directly from Dell begins on the date of the packing slip, invoice, receipt or other sales documentation. For products purchased from third- party retailers or resellers, the limited hardware warranty begins on the date of your original sales receipt.

The warranty period is not extended if we repair or replace a warranted product or any parts. Dell may change the availability of limited hardware warranties, at its discretion, but any changes will not be retroactive.

Important Notice Relating to Third Party Product
Dell cannot guarantee the authenticity of the products, limited warranties, service or support, or the accuracy of the listings of products you purchase from a third party. In some cases, such as with battery packs and power adapters, use of third party product may pose an increased risk of reliability or safety issues, including increased risk of fire or explosion. This limited hardware warranty does not cover issues caused by installation or use in a Dell system of any third party product that was not provided by Dell. For Commercial customers, this limited hardware warranty may be voided by Dell, at Dell's sole discretion, if Tab - Appendices
Dell Marketing L.P. 122
you install or use in a Dell system any third party product that was not provided by Dell.

What do I do if I need warranty service?
Before contacting Dell, please try one or more of the following:

1. Ensure that you have installed any updates or resolved any issues identified by the monitoring, diagnostic, and proactive support tools such as Dell SupportAssist that are installed on your product. Dell SupportAssist may also be available for download onto your product if it is not already installed. Visit dell.com/supportassist for download files and resources;

2. Access dell.com/support for troubleshooting advice and directions on running hardware diagnostics; and

3. Consult your Owner's Manual.

If you need additional assistance, then, before the warranty expires, please use one of the following support options to contact Dell or our authorized representatives:

1. Online: Online, chat and other forms of remote support may be available. Contact information is available at dell.com/support

2. Telephone support requests: Contact information is included in the table below. Long distance telephone carrier charges may apply.

Please also have your Dell Service Tag or order number available when you contact Dell.

If you purchased through a retailer (not directly from Dell), you may be required to provide Dell with your original sales receipt from your purchase to receive any warranty service from Dell.

If you purchased through Best Buy, you must have all original sales receipts from your purchase to receive any warranty service at a Best Buy store. For Canada, if you purchased through Future Shop, you must have all original sales receipts from your purchase to receive any warranty service at a Future Shop store.

Contact Web
Web
Support

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Contact Phone (U.S. Only) Service Desk
(U.S. Only)

Individual Home
Consumers: U.S. Only

Hardware Warranty
Support
1-800-624-9896

Customer Service 1-800-624-9897

Best Buy Customers Carry your Dell notebook, Dell desktop or Dell monitor purchased with a Dell desktop into any Best Buy store.

Visit bestbuy.com to locate the nearest Best Buy store.

Wireless Service
Provider
1-800-308-3355

Your wireless service provider may also be able to provide hardware warranty service on your Dell smartphone or
tablet.

Individual Home Consumers who purchased through an Employee Purchase Program:

Hardware Warranty
Support and
Customer Service
1-800-822-8965

Home and Home Office Customers:

Hardware Warranty
Support and
Customer Service
1-800-456-3355

Small, Medium, Large or Global Commercial Customers, Healthcare Customers and Value-Added Resellers (VARs):

Support and
Customer Service
1-800-822-8965

Government and Education Customers:

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Support and
Customer Service
1-800-234-1490

Dell-Certified Memory 1-800-BUY-DELL

Alienware™

Hardware Warranty
Support and
Customer Service
1-800-ALIENWARE

Contact Phone (Canada Only)
Individual Home Consumers,
Home-Office:
1-800-847-4096
All Business, Government,
Education Customers and
Value-Added Resellers
(VARs):
1-800-387-5757
Best Buy Customers Carry your Dell notebook, Dell desktop or Dell monitor purchased with a Dell desktop into any Best Buy store. Visit bestbuy.ca to locate the nearest Best Buy store.

Future Shop Customers Carry your Dell notebook, Dell desktop or Dell monitor purchased with a Dell desktop into any Future Shop store. Visit futureshop.ca to locate the nearest Future Shop store.

What will Dell do?

Upon contacting Dell, you will be required to engage in a remote diagnosis session to help determine the cause of your issue. Remote diagnosis may involve customer access to the inside of the product and multiple or extended sessions. If Dell determines that your issue is the result of a defect in materials or workmanship but the issue is not able to be resolved remotely, Dell, at its sole discretion, may dispatch a replacement part to you, arrange for you to send your product or defective part back to Dell's repair depot or replace the part or product with a comparable part or product that may be new or refurbished. If the Dell Limited Hardware Warranty for your product includes onsite/in-home warranty service, then Dell may also elect to dispatch a service technician to your location to perform the repair or replacement (see Important Information about Onsite/In-Home Warranty Service After Remote Diagnosis below).

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If your limited hardware warranty has expired or if we determine that the problem is not covered under this limited hardware warranty, we may be able to offer you service alternatives on a fee basis.

We use new and refurbished parts made by various manufacturers in performing warranty repairs and in building replacement parts and products. Refurbished parts and products are parts or products that have been returned to Dell, some of which were never used by a customer. All parts and products are inspected and tested for quality. Replacement parts and products are covered for the remaining period of the limited hardware warranty for the product you purchased. Dell owns all parts removed from repaired products and, in most instances, you will be required to return defective parts to Dell.

Dell may use authorized representatives to provide any of the technical support or repair services under this limited hardware warranty.

Important information about returning products to Dell for repair or replacement:

For Mail-in Service: Customer supplies box, pays shipping: Upon a determination by Dell that your product should be returned to Dell for repair or replacement, we will issue a Return Material Authorization (RMA) number that you must include with your return. You must return the product to us in its original or equivalent packaging, prepay shipping charges and insure the shipment or accept the risk if the product is lost or damaged in shipment, which could void warranty coverage as customer-induced damage. We will return the repaired or replacement product to you. We will pay to ship the repaired or replaced product to you if you use an address in the United States (excluding Puerto Rico and U.S. possessions and territories) or in Canada (in respect of systems registered in Canada). Otherwise, we will ship the product to you freight collect.

For Mail-in Service: Customer supplies box, Dell pays shipping: Upon a determination by Dell that your product should be returned to Dell for repair or replacement, shipping instructions will be provided to you.

You must package the product in its original or equivalent packaging and call the carrier designated on your shipping instructions to arrange a pickup time or, at your convenience, you may take the adequately packaged product to a designated carrier pick up location. As long as you follow our shipping instructions, we will pay standard shipping charges for shipping the product in for repair and for shipping it back to you if you use an address in the United States (excluding Puerto Rico and U.S. possessions and territories) or in Canada (in respect of systems registered in Canada). Otherwise, we will ship the product to you freight collect.

For Mail in Service: Dell supplies box and pays shipping: Upon a determination by Dell that your product should be returned to Dell for repair or replacement, packaging, shipping instructions and a prepaid shipping waybill will be sent to you. Upon receipt of the shipping supplies, you must package the product in the material required and call the carrier designated on your shipping instructions to arrange a pickup time. As long as you follow our shipping instructions, we will pay standard shipping charges for shipping Tab - Appendices
Dell Marketing L.P. 126
the product in for repair and for shipping it back to you if you use an address in the United States (excluding Puerto Rico and U.S. possessions and territories) or in Canada (in respect of systems registered in Canada). Otherwise, we will ship the product to you freight collect.

When you contact us regarding certain products, we may offer to ship you a replacement product prior to receiving your original product back. In such instance, we may require a valid credit card number at the time you request a replacement product. We will not charge or invoice you for the replacement product as long as you return the original product to us within 10 days of your receipt of the replacement product and we confirm that your product issue is covered under this limited hardware warranty. If we do not receive your original product within 10 days, we will charge your credit card or invoice you for the then-current standard price for the product. If upon receipt of your original product, we determine that your product issue is not covered under this limited hardware warranty, you will be given the opportunity to return the replacement unit, at your sole expense, within 10 days from the date we contact you regarding the lack of coverage for your issue or we will charge to your credit card or invoice you the then-current standard price for the product. In addition, if you fail to pay Dell the amounts, Dell may suspend your limited hardware warranty support until the applicable amount is paid. A suspension of your limited hardware warranty for failure to properly return a product or to pay an amount charged for such failure to return a product will not toll the term of your limited hardware warranty and the limited hardware warranty will still expire in accordance with its original term.

NOTE: Before you ship the product(s) to us, make sure to back up the data on the hard drive(s) and any other storage device(s) in the product(s). You are responsible for removing any confidential, proprietary or personal information and removable media such as storage cards or devices, DVDs/CDs or PC Cards regardless of whether a technician is also providing in-home or onsite assistance. We are not responsible for any of your confidential, proprietary or personal information; lost or corrupted data; data or voice charges incurred as a result of failing to remove all SIM cards; or damaged or lost removable media. Please, only include the product components requested by Dell.

Important information about part dispatches by Dell:

For some issues, Dell may dispatch a new or refurbished part for you to replace a defective part, if we agree that the defective part needs to be replaced. You must return the defective part to Dell. When you contact us, we may offer to ship you a replacement part prior to receiving your original part back. In such instances, we may require a valid credit card number at the time you request a replacement part. We will not charge or invoice you for the replacement part as long as you return the original part to us within 10 days of your receipt of the replacement part. Failure to timely return the defective part to Dell in accordance with the written instructions provided with the replacement part may result in the suspension of your limited hardware warranty support or a charge to your credit card or invoice in the amount of the then-current standard Dell price for that part. A suspension of your limited hardware warranty for failure to properly return a part will not toll the term of your limited hardware warranty and the limited hardware warranty will still expire in accordance with its original term.

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We will pay to ship the part to you if you use an address in the United States (excluding Puerto Rico and U.S. possessions and territories) or in Canada (in respect of systems registered in Canada). Otherwise, we will ship the part freight collect. We will also include a prepaid shipping container with each replacement part for your use in returning the replaced part to us.

NOTE: Before you replace parts, make sure to back up the data on the hard drive(s) and any other storage device(s) in the product(s). You are responsible for removing any confidential, proprietary or personal information and removable media such as storage cards or devices, DVDs/CDs or PC Cards regardless of whether a technician is also providing in-home or onsite assistance. We are not responsible for any of your confidential, proprietary or personal information; lost or corrupted data; data or voice charges incurred as a result of failing to remove all SIM cards; or damaged or lost removable media. When returning parts to Dell, please only include the product components requested by Dell.

Important information about Onsite/In-Home Warranty Service After Remote Diagnosis:

If the Dell Limited Hardware Warranty for your product includes onsite/in-home warranty service, then if Dell determines that your issue is covered under this limited hardware warranty and your problem cannot be resolved remotely or, if applicable, by dispatching a part or replacement product to you, then Dell may dispatch a service technician to your location within the United States (including Puerto Rico, but excluding the other U.S. possessions and territories) or in Canada (in respect of systems registered in Canada). Please tell the technician the full address of your system's location. Both the performance of service and service response times depend upon the time of day your request is received by Dell, the service alternative you purchased, parts availability, geographical restrictions, weather conditions and the terms of this limited hardware warranty. An adult must be present at all times during the service technician's visit. You must grant the service technician full access to the system and (at no cost to Dell) have working space, electricity and a local telephone line. If these requirements are lacking, Dell is not obligated to provide service. In addition, Dell is not obligated to provide service if you fail to provide an environment that is conducive to computer repair, including for example, if you insist on service to be provided at varying locations, if you fail to properly restrain a pet, if you threaten our technician either verbally or physically, or if your location or the general area where the system is located is dangerous, infested with insects, rodents, pests, biohazards, human or animal excrement and/or chemicals as reasonably determined to be unsafe by our technician. If you or your authorized representative is not at the location when the service technician arrives, the service technician will not be able to service your system and you may be charged an additional amount for a follow-up service call.

If Dell determines that your system needs a replacement part, you authorize the on-site technician to act as your service agent to handle the delivery and return of the warranty parts necessary to render on-site repairs. You may incur a charge if you fail to allow the on-site technician to return nonworking/unused units/warranty parts to Dell.

What if I purchased a service contract?
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If your service contract is with Dell, service will be provided to you under the terms of the service agreement. Please refer to that contract for details on how to obtain service.

If you purchased through us, a service contract with a third-party service provider, please refer to that contract for details on how to obtain service.

See dell.com/servicecontracts for more details.

May I transfer the limited hardware warranty?
Limited hardware warranties on systems may be transferred if the current owner transfers ownership of the system and records the transfer with us. The limited hardware warranty on Dell-certified memory may not be transferred. For U.S. customers, you may record your transfer by going to Dell's website:

Customer Type: U.S. Ownership Transfer Website:

Home and Home
Office:
//support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=19&l=en&s=dhs&~ck=mn
Small and Medium
Business:
//support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=04&l=en&s=bsd&~ck=mn
Large Enterprise: //support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=555&l=en&s=biz&~ck=mn
Federal Government: //support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=RC1009777&l=en&s=fed&~ck=mn
State and Local
Government:
//support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=RC978219&l=en&s=slg&~ck=mn
Higher Education: //support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=RC956904&l=en&s=hied&~ck=mn
K-12 Education: //support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=RC1084719&l=en&s=k12&~ck=mn
Healthcare: //support.dell.com/support/topics/global.aspx/support/change_order/tag_trans fer?c=us&cs=RC968571&l=en&s=hea&~ck=mn
For Canadian customers, you may record your transfer by going to Dell's Canadian website:
//www.dell.com/support/retail/ca/en/cadhs1/ownershiptransfer/IdentifySystem?~ck=mn

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If you do not have internet access, call your customer care representative or call 1-800-624-9897.

All requests to transfer ownership are at Dell's sole discretion. All such transfers will be subject to the terms and conditions of the original service or limited hardware warranty agreement and Dell's applicable terms and conditions of sale located at dell.com/terms (for U.S. customers), dell.ca/terms (for Canadian customers — English) or dell.ca/conditions (for Canadian customers — French). Dell cannot guarantee the authenticity of the products, limited warranties, service or support, or the accuracy of the listings of products you purchase from a third party.

Dell Printer Consumables Limited Warranties

The following sections describe the limited warranty for Dell-branded printer consumables (ink cartridges, toner cartridges, photo print packs and photo paper) for the U.S., Canada and Latin America. Refer to the appropriate limited warranty accordingly.

Consumables Limited Warranty (U.S. and Canada Only)
Dell ink
Dell warrants to the original purchaser of genuine Dell-branded ink cartridges that they will be free from defects in material and workmanship for two years beginning on the date of invoice.

Toner
Dell warrants to the original purchaser of genuine Dell-branded toner cartridges that they will be free from defects in material and workmanship for the life of the cartridge under normal use and storage conditions.

Lifetime toner warranty applies to the original toner only and does not apply to refilled or remanufactured toner cartridges.

Dell paper
Dell warrants to the original purchaser of genuine Dell Premium Photo Paper and photo print packs that they will be free from defects in material and workmanship for 90 days beginning on the date of invoice.

If any of these products prove defective in either material or workmanship, they will be replaced without charge during the limited warranty period if returned to Dell. You must first call our toll-free number to get your return authorization. In the U.S., call 1-800-822-8965; in Canada, call 1-800-387-5757. If we are not able to replace the product because it has been discontinued or is not available, we will either replace it with a comparable product or reimburse you for the cartridge purchase cost, at Dell's sole option. This limited warranty does not apply to product damage resulting from misuse, abuse, accident, cartridge refilling or remanufacturing by customer, neglect, mishandling or incorrect environments.

Limited Lifetime Warranty for Dell-branded tape media
Dell warrants to you, the end-user customer, that this product will be free from defects in material and workmanship for the lifetime of the product, if it is properly used and maintained. If this product proves Tab - Appendices
Dell Marketing L.P. 130
defective in either material or workmanship, Dell, at its option, will (a) repair the product, (b) replace the product or (c) refund the purchase price of the product, provided that the product has been returned to Dell with proof of purchase, such as a purchase order, invoice or sales receipt. You must first contact your local Dell support representative for your authorization option. To contact your local support representative, please visit dell.com, choose your country using the drop down menu located at the top of the page and then click on services and support. This limited lifetime warranty does not apply to failure of the product resulting from misuse, abuse, accident, neglect or mishandling, improperly adjusted or maintained drives, incorrect environments or wear from ordinary use.

THIS LIMITED LIFETIME WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO

HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE, PROVINCE TO PROVINCE, JURISDICTION TO JURISDICTION OR COUNTRY TO COUNTRY. DELL'S RESPONSIBILITY FOR

MALFUNCTIONS AND DEFECTS IN HARDWARE IS LIMITED TO REPLACEMENT AS SET FORTH IN THIS LIMITED LIFETIME WARRANTY STATEMENT. EXCEPT FOR THE EXPRESS WARRANTIES

CONTAINED IN THIS WARRANTY STATEMENT, DELL DISCLAIMS ALL OTHER WARRANTIES AND

CONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, FOR THE PRODUCT,

INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES AND CONDITIONS OF

MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, SUITABILITY OR NON-INFRINGEMENT. ANY IMPLIED WARRANTIES AND

CONDITIONS THAT MAY BE IMPOSED BY AND THAT ARE NOT PERMITTED TO BE DISCLAIMED BY LAW ARE LIMITED IN DURATION TO THE LIMITED WARRANTY PERIOD. SOME STATES,

PROVINCES, JURISDICTIONS OR COUNTRIES DO NOT ALLOW THE EXCLUSION OF CERTAIN

IMPLIED WARRANTIES OR CONDITIONS, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY OR CONDITION LASTS, SO THIS LIMITATION MAY NOT APPLY TO YOU. THIS LIMITED

LIFETIME WARRANTY COVERAGE TERMINATES IF YOU SELL OR OTHERWISE TRANSFER THIS PRODUCT TO ANOTHER PARTY.

DELL DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES PROVIDED FOR IN THIS LIMITED

LIFETIME WARRANTY AND WE DO NOT ACCEPT LIABILITY FOR SPECIAL, INDIRECT,

CONSEQUENTIAL OR INCIDENTAL DAMAGES, FOR THIRD-PARTY CLAIMS AGAINST YOU FOR

DAMAGES, FOR PRODUCTS NOT BEING AVAILABLE FOR USE, OR FOR LOST DATA OR LOST SOFTWARE. DELL'S LIABILITY WILL BE NO MORE THAN THE AMOUNT YOU PAID FOR THE PRODUCT THAT IS THE SUBJECT OF A CLAIM. THIS IS THE MAXIMUM AMOUNT FOR WHICH DELL IS RESPONSIBLE.

SOME STATES, PROVINCES, JURISDICTIONS OR COUNTRIES DO NOT ALLOW THE EXCLUSION

OR LIMITATION OF SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE Tab - Appendices
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ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.Appendix F - Dell Return Policy
U.S. Return Policy
Direct (applies only to purchases directly from Dell)

Dell values its relationship with you and offers you the option to return most products you purchase directly from Dell.  For all purchases not made directly from Dell, please check the return policy of the location from which you purchased your product. Note: If your purchase qualifies for a promotion offered by Dell that extends the return period for a specific product, the return rights and obligations included with the promotion will apply to your purchase.
30-Day Return Period for Certain Products and Accessories: Unless you have a separate agreement with Dell, or except as provided below, all hardware, accessories, peripherals and parts may be returned if requested and approved by Dell within 30 calendar days from the date on the packing slip or invoice for a refund or credit of the purchase price paid. Note that your refund or credit may be reduced by the amount of shipping and handling fees and any applicable restocking fees (as further described below). Any product returned to Dell without prior authorization from Dell will be considered an unauthorized return, and you will not receive a refund or credit for the product and Dell will not ship the product back to you. For instructions about requesting a return, see “How to Return a Product” below. All approved returns must be received by Dell within 30 calendar days of the return approval date otherwise the amount of refund or credit may be reduced or eliminated if the product(s) are returned late.

Exceptions to Dell's 30-Day Return Period:
 Software may not be returned at any time, unless the software being returned is:

1. Application software or operating systems installed by Dell on a returnable system which is being returned within the applicable return period; or

2. Media-based software that is unopened and still in its sealed package or, if delivered electronically, software that you have not accepted by clicking to agree to applicable terms.  Additional products not eligible for return at any time:

1. Dell EMC-branded products

2. Dell Wyse™ and Wyse-branded products

3. Non-Dell-branded enterprise hardware and software products

4. Customized products
 Unless you have specifically agreed otherwise in your written agreement with Dell, there is no right of return for software purchased under any type of volume license arrangement.  Dell reserves the right to deny any returns in circumstances involving repeated returns, violation of the Dell Terms of Sale or other impermissible activity.

Restocking Fees: Unless the product is defective or the return is a direct result of a Dell error, Dell may charge a restocking fee of 15% of the purchase price paid less shipping and handling, plus any applicable sales tax, which would be applied through a total reduced refund or credit.

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Promotional Items: If you return a purchased item that qualified you for a discount, promotional item or promotional card (for example, buy a service, get a computer half off; buy a computer, get a free printer; buy a TV, get a promotional gift card) and either (i) do not also return the discounted or promotional item or (ii) have already redeemed the promotional card, Dell may deduct the value of the discount, promotional item or redeemed card from any refund or credit you receive for the return of the purchased item.

How to Return a Product: Before returning a product, you MUST first contact Dell customer service and obtain a Credit Return Authorization (CRA) number before the end of the applicable return period. Dell will not accept returns without a CRA number. To find the appropriate phone number or to send an email to customer service to request a CRA number, go to www.dell.com/contactus or see the “Contacting Dell” or "Getting Help" section of your customer documentation. To initiate a return online, please click here.

NOTE: You MUST follow these steps when returning a product:

 Ship the product to Dell. Please note that all approved returns must be received by Dell within 30 days of the date that Dell issues the return authorization and instructions.  Ship back all products you are seeking to return to Dell and for which you received a CRA number. For partial returns, your refund or credit may be less than the invoice or individual component price due to bundled or promotional pricing or any unadvertised discounts or concessions.
 Return the products in their original packaging, in as-new condition, along with any media, documentation and any other items that were included in your original shipment.  For customers returning a TV, the TV must be returned in the original packaging it was received in (including box and protective cushioning). If you do not have the original packaging, you must provide separate packaging.
 For commercial customers, you must ship the products at your expense, and make sure the shipment is insured, or accept the risk of loss or damage during shipment.

Upon receipt of your return, Dell will issue a credit or refund of the purchase price paid, which may be reduced by the amount of shipping and handling fees and any applicable restocking fees subject to this policy.

Note: Before you return the product to Dell, make sure to back up any data on the hard drive(s) and on any other storage device in the product. Remove all confidential, proprietary and personal information as well as removable media such as flash drives, CDs and PC Cards. Dell is not responsible for any confidential, proprietary or personal information; lost or corrupted data; or damaged or lost removable media that may be included with your return.

Systems configured with an Intel® 8th Gen or later CPU are designed to run optimally with the Microsoft Windows 10 operating system. Removing the factory-installed operating system to run a non -Windows 10 operating system (such as Windows 7 or Windows 8) may make the product ineligible for return to Dell for a refund or cause system instability and performance issues that may not be covered by your warranty, support, or service agreements.

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Appendix G - Vendor Certifications

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Appendix H - Dell Financial Services
Response to Specific RFP Provisions
Many of the terms and conditions presented in the RFP are applicable to straight procurement/purchase transactions and not to leasing and financing and other flexible payment solutions, which are made available directly through DFS or PFS in accordance with one or more of the separately negotiated DFS or PFS lease or finance agreements (“Lease(s)”). Since the current RF P does not contain any Lease terms and conditions, any eligible Public Agency under this RFP authorized to execute such Leases under applicable law must execute a separate Lease directly with DFS or PFS for the hardware, software, and/or services being procured under this RFP. Each Lease will separately establish a long -term (beyond net 30 days) financial relationship between DFS or PFS and e ach Public Agency procuring under the NCPA contract).

Any Lease solutions will be subject to the terms and conditions of the corresponding DFS or PFS Lease .

Each eligible Public Agency will be required to separately negotiate the terms and conditions of it s Lease with DFS or PFS directly. To the extent of any conflict or inconsistency between the terms of the DFS or PFS Lease and the terms of this RFP, the terms and conditions of the DFS or PFS Lease will prevail.

In addition, Dell may offer consumption -based models under its Dell APEX Flex on Demand Program (“FOD”) as an alternative flexible payment solution under a sep arate Master Flexible Consumption Agreement (“MFCA”). Any FOD solution will be subject to the terms and conditions of the MFCA only, an example of which is attached hereto in Appendix H. Eligible customer shall negotiate the terms and conditions of such FO D solution directly with vendor or its designated affiliate or its authorized distributor/partner/reseller, including, but not limited to, the MFCA, any flexible consumption schedule (“Schedule”), and any other documentation that may be required for such transaction. The parties recognize that the MFCA and any Schedule executed by the parties hereunder are separate and independent agreements between the eligible customer and Dell or its designated affiliate or its authorized distributor/partner/reseller, with the terms thereof constituting the entire agreement for such transaction. To the extent of any conflict or inconsistency between the terms of the MFCA and the terms of the RFP, and conditions of the MFCA will prevail for such offerings. Samples of the M FCA, Schedules, and any other related documentation that may be applicable are attached in Appendix H.

Proprietary to Dell Financial Services, LLC

Dell Financial Services Public Master Lease Agreement

DATE

Reference: Page 1 of 5
Master Lease Agreement – Public NOV2018

EFFECTIVE DATE:

MASTER LEASE AGREEMENT NO.

LESSOR: DELL FINANCIAL SERVICES L.L.C.

Mailing Address:

One Dell Way
Round Rock, TX 78682
LESSEE:

Principal Address:

Fax:

Attention:

This Master Lease Agreement ("Agreement"), effective as of the Effective Date set forth above, is between the Lessor and Lessee named above.

Capitalized terms have the meaning set forth in this Agreement.

1. LEASE.

Lessor hereby leases to Lessee and Lessee hereby leases the equipment (“Products”), Software (defined below ), and services or fees, where applicable, as described in any l ease schedule ("Schedule"). Each Schedule shall incorporate by referenc e the terms and conditions of this Agreement and contain such other terms as are agreed to by Lessee and Lessor. Each Schedule shall constitu te a separate lease of Products ("Lease"). In the event of any conflict between the terms of a Schedule and the terms of this Agreement, the terms of the Schedule shall prevail.

Lessor reserves all rights to the Products not specifically granted to Lessee in this Agreement or in a Schedule. Execution of this Agreement does not create an obligation of either party to lease to or from the other.

2. ACCEPTANCE DATE; SCHEDULE.

(a) Subject to any right of return pr ovided by the Product seller (“Seller”), named on the Schedule, Products ar e deemed to have been irrevocably accepted by Lessee upon delivery to L e s s e e ' s s h i p t o l o c a t i o n (“Acceptance Date”). Lessee shall be solely responsible for unpacking, inspecting and installing the Products.

(b) Lessor shall deliver to Less ee a Schedule for Products. Lessee agrees to sign or otherwise authenticate (as defined under the Uniform Commercial Code, “UCC”) and return each Schedule by the later of the Acceptance Date or five (5) days a fter Lessee receives a Schedule from Lessor. If the Schedule is not signed or otherwise authenticated by Lessee within the time provided in the prior sentence, then upon written notice from Lessor and Lessee’s failure to cure within five (5) days of such notice, Lessor may require the Lessee to purchase the Products by paying the Product Cost charged by the Seller, pl us any shipping charges, Taxes or Duties (defined below) and interest at the Overdue Rate accruing from the date the Products are shipped through the date of payment. If Lessee returns any leased Products in accordance with the Seller’s return policy, it will notify Lessor. When Lessor receives a credit from the Seller for the returned Product, the Schedule will be deemed amended to reflect the return of the Product and Lessor will adjust its billing records and Lessee’s invoice for the applicable Lease. In addition, Lessee and Lessor agree that a signed Schedule may be amended by written notice from Lessor to Lessee provided such notice is (i) to correct the serial (or service tag) number of Products or (ii) to adjust the related Rent (defined below) on the Schedule (any increase up to 15% or any decrease) caused by any change made by Lessee in Lessee’s order with the Seller.

3. TERM.

The initial term (the “Primary Term”) for each Lease shall begin on the date set forth on the Schedule as the Commencement Date (the “Commencement Date”). The peri od beginning on the Acceptance Date and ending on the last day of the Primary Term, together with any renewals or extensions thereof, is defined as the "Lease Term". The Lease is non- cancelable by Lessee, except as expressly provided in Section 5.

4. RENT; TAXES; PAYMENT OBLIGATION.

(a) The rental payment amount ("Rent") and the payment period for each installment of Rent (“Payment Period”) shall be stated in the Schedule. A prorated portion of Rent calcul ated based on a 30-day month, 90-day quarter or 360-day year (as appropriate) for the period from the Acceptance Date to the Commencement Date shall be added to the first payment of Rent. All Rent and other amounts due and payable under this Agreement or any Schedule shall be paid to Lessor in lawful funds of the United States of America at the payment address for Lessor set forth above or at such other address as Lessor may designate in writing from time to time. Whenever Rent and other amounts payable under a Lease are not paid when due, Lessee shall pay interest on such amounts at a rate equal to the lesser of 1% per month or the highest such rate permitted by applicable law (“Overdue Rate”). Rent shall be due and payable whether or not Lessee has received an invoice showing such Rent is due.

Late charges and reasonable attorney’s fees necessary to recover Rent and other amounts owed hereunder are considered an integral part of this Agreement. The rate factors used for the calculation of the payment are based in part on similar or like term swap or T-bill rates as published by the US Federal Reserve Board. In the event the applicable rates change between Lessor initially providing the rate factors and the commencement of a Schedule, Lessor reserves the right to change the applicable rate factor commensurate with the change in the applicable rates.

(b) EACH LEASE SHALL BE A NET LEASE. In addition to Rent, Lessee shall pay sales, use, excise, purchase, property, added value or other taxes, fees, levies or assessments lawfully assessed or levied against Lessor or with respect to the Products and the Lease (collectively “Taxes”), and customs, duties or surcharges on im ports or exports (collectively, “Duties”), plus all expenses incurred in connection with Lessor’s purchase and Lessee’s use of the Products, including but not limited to shipment, delivery, installation, and insurance. Unless Lessee provides Lessor with a tax exemption certificate acceptable to the relevant taxing authority prior to Lessor’s payment of such Taxes, Lessee shall pay to Lessor all Taxes and Duties upon demand by Lessor. Lessor may, at its option, invoice Lessee for estimated personal property tax with the Rent Payment.

Lessee shall pay all utility and other c h a r g e s i n c u r r e d i n t h e u s e a n d maintenance of the Products.

OBLIGATION TO PAY ALL RENT AND OTHER AMOUNTS WHEN DUE

AND TO OTHERWISE PERFORM AS REQUIRED UNDER THIS

AGREEMENT AND EACH SCHEDULE SHALL BE ABSOLUTE AND

UNCONDITIONAL, AND SHALL NOT BE SUBJECT TO ANY

ABATEMENT, REDUCTION, SET-OFF, DEFENSE, COUNTERCLAIM,

INTERRUPTION, DEFERMENT OR RECOUPMENT FOR ANY REASON

WHATSOEVER WHETHER ARISING OUT OF ANY CLAIMS BY LESSEE

AGAINST LESSOR, LESSOR'S ASSIGNS, THE SELLER, OR THE

SUPPLIER OR MANUFACTURER OF THE PRODUCTS, TOTAL OR

PARTIAL LOSS OF THE PRODUCTS OR THEIR USE OR

Reference: Page 2 of 5
Master Lease Agreement – Public NOV2018

POSSESSION, OR OTHERWISE. If any Product is unsatisfactory for any reason, Lessee shall make its claim solely against the Seller of such Product (or the Licensor in the case of Software, as defined below) and shall nevertheless pay Lessor or its assignee all amounts due and payable under the Lease.

5. APPROPRIATION OF FUNDS.

(a) Lessee intends to continue each Schedule for the Primary Term and to pay the Rent and other amounts due thereunder. Lessee reasonably believes that legally available funds in an amount sufficient to pay all Rent during the Primary Term can be obtained and agrees to do all things lawfully within its power to obtain and maintain funds from which the Rent and other amounts due may be paid.

(b) Lessee may terminate a Schedule in whole, but not in part by giving at least sixty (60) days’ notice prior to the end of the then current Fiscal Period (as defined in the Lessee’s Secr etary/Clerk’s Certificate provided to Lessor) certifying that: (1) sufficient funds were not appropriated and budgeted by Lessee’s governing body or will not otherwise be available to continue the Lease beyond the current Fiscal Period; and (2) that the Lessee has exhausted all funds legally available for payment of the Rent beyond the current Fiscal Period. Upon termination of the Schedule, Lessee’s obligations under the Schedul e (except those that expressly survive the end of the Lease Term) and any interest in the Products shall cease and Lessee shall surrender the Products in accordance with Section

8. Notwithstanding the foregoing, Le ssee agrees that, without creating a pledge, lien or encumbrance upon funds available to Lessee in other than its current Fiscal Period, it will use its best efforts to take all action necessary to avoid termination of a Schedule, including making budget requests for each Fiscal Period during each applicable Lease Term for adequate funds to meet its Lease obligations and to continue the Schedule in force..

(c) Lessor and Lessee intend that the obligation of Lessee to pay Rent and other amounts due under a Lease constitutes a current expense of Lessee and is not to be construed to be a debt in contravention of any applicable constitutional or statut ory limitation on the creation of indebtedness or as a pledge of funds beyond Lessee’s current Fiscal Period.

6. LICENSED MATERIALS .

Software means any operating system software or computer programs included with the Products (collectively, “Software”). “Licensed Materials” are any manuals and documents, end user license agreements, evidence of licenses, including, without limitation, any certificate of authenticity and other media provided in connection with such Software, all as delivered with or affixed as a label to t he Products. Lessee agrees that this Agreement and any Lease (including the sale of any Product pursuant to any purchase option) does not grant any title or interest in Software or Licensed Materials. Any use of the terms "sell," "purchase," "license," "lease," and the like in this Agreement or any Schedule with respect to Software shall be interpreted in accordance with this Section 6.

7. USE; LOCATION; INSPECTION.

Lessee shall: (a) comply with all terms and conditions of any Licensed Materials; and (b) possess and operate the Products only (i) in accordance with the Seller's supply contract and any service provider's maintenance and operating manuals, the documentation and applicable laws; and (ii) for the business purposes of Lessee. Lessee agrees not to move Products from the location specified in the Schedule without providing Lessor with at least 30 days prior written notice, and then only to a location within the continental United States and at Lessee's expense. Without notice to Lessor, Lessee may temporarily use laptop computers at other locations, including outside the United States, provided Lessee complies with the United States Export Control Administration Act of 1979 and the Export Administration Act of 1985, as those Acts are amended from time to time (or any successor or similar legislation). Provided Lessor complies with Lessee's reasonable security requirements, Lessee shall allow Lessor to inspect the premises where the Products are located from time to time during reasonable hours after reasonable notice in order to confirm Lessee's compliance with its obligations under this Agreement.

8. RETURN.

At the expiration or earlier termination of the Lease Term of any Schedule, and except for Products purchased pursuant to any purchase option under the Lease, Lessee will (a) remove all proprietary data from the Products and (b) return them to Lessor at a place within the contiguous United States designated by Lessor. Upon return of the Products, Lessee`s right to the operating system Software in returned Products will terminate and Lessee will return the Products with the original certificate of authenticity (attached and unaltered) for the or iginal operating system Software.

Lessee agrees to deinstall and package the Products for return in a manner which will protect them from damage. Lessee shall pay all costs associated with the packing and return of the Products and shall promptly reimburse Lessor for all costs and expenses for missing or damaged Products or operating system Software. If Lessee fails to return all of the Products at the expiration of the Lease Term or earlier termination (other than for non-appropriation) in accordance with this Section, the Lease Term with respect to the Products that are not returned shall continue to be renewed as described in the Schedule.

9. RISK OF LOSS; MAINTENANCE; INSURANCE.

(a) From the date the Products are delivered to Lessee's ship to location until the Products are returned to Lessor's designated return location or purchased by Lessee, Lessee agrees: (i ) to assume the risk of loss or damage to the Products; (ii) to maintain the Products in good operating condition and appearance, ordinary wear and tear excepted; (iii) to comply with all requirements necessary to enforce all warranty rights; and (iv) to promptly repair any repairable damage to the Products. During the Lease Term, Lessee at its sole discret ion has the option to purchase a maintenance agreement from the provider of its choice (including, if it so chooses, to self-maintain the Produc ts) or to forgo such maintenance agreement altogether; regardless of Lessee's choice, Lessee will continue to be responsible for its obligations as stated in the first sentence of this Section. At all times, Lessee sha ll provide the following insurance: (x) casualty loss insurance for the Pr oducts for no less than the Stipulated Loss Value (defined below) naming Lesso r as loss payee; and (y) liability insurance with respect to the Products for no less than an amount as required by Lessor, with Lessor nam ed as an additional insured; and (z) such other insurance as may be requi red by law which names Lessee as an insured and Lessor as an additional insured. Upon Lessor’s prior written consent, Lessee may provide this insurance pursuant to Lessee’s existing self-insurance policy or as pr ovided for under state law. Lessee shall provide Lessor with either an annual certificate of third party insurance or a written description of its self-insurance policy or relevant law, as applicable. The certificate of insurance will provide that Lessor shall receive at least ten (10) days prior written notice of any material change to or cancellation of the in surance policy or Lessee’s self- insurance program, if previously approved by Lessor. If Lessee does not give Lessor evidence of insurance in accordance with the standards herein, Lessor has the right, but not the obligation, to obtain such insurance covering Lessor’s interest in the Products for the Lease Term, including renewals. If Lessor obtains such insurance, Lessor will add a monthly, quarterly or annual charge (as appropriate) to the Rent to reimburse Lessor for the insurance premium and Lessor’s then current insurance administrative fee.

(b) If the Products are lost, stol en, destroyed, damaged beyond repair or in the event of any condemnation, confiscation, seizure or expropriation of such Products (“Casualty Products”), L e s s e e s h a l l p r o m p t l y ( i ) n o t i f y Lessor of the same and (ii) pay to Lessor the Stipulated Loss Value for the Casualty Products. The Stipulated Loss Value is an amount equal to the sum of (a) all Rent and other amounts then due and owing (including interest at the Overdue Rate from the due date until payment is received) under the Lease, plus (b) the present value of all future Rent to become due under the Lease during the remainder of the Lease Term, plus (c) the present value of the estimated in pl ace Fair Market Value of the Product at the end of the Primary Term as determined by Lessor; plus (d) all other amounts to become due and owing during the remaining Lease Term.

Unless priced as a tax-exempt Schedul e, each of (b) and (c) shall be calculated using the federal funds rate target reported in the Wall Street Journal on the Commencement Date of the applicable Schedule. The discount rate applicable to tax-exempt Schedules shall be federal funds

Reference: Page 3 of 5
Master Lease Agreement – Public NOV2018
rate target reported in the Wall Street Journal on the Commencement Date of the applicable Schedule less 100 basis points.

10. ALTERATIONS .

Lessee shall, at its expense, make such alterations to Products during the Lease Term as are legally required or provided at no charge by Seller.

Lessee may make other alterations , additions or improvements to Products provided that any alterati on, addition or improvement shall be readily removable and shall not materia lly impair the value or utility of the Products. Upon the return of any Product to Lessor, any alteration, addition or improvement that is not removed by Lessee shall become the property of Lessor free and clear of all liens and encumbrances.

11. REPRESENTATIONS AND WARRANTIES OF LESSEE .

Lessee represents, warrants and covenants to Lessor and will provide to Lessor at Lessor’s request all documents deemed necessary or appropriate by Lessor, including Cert ificates of Insurance, financial statements, Secretary or Clerk Certif icates, essential use information or documents (such as affidavits, notice s and similar instruments in a form satisfactory to Lessor) and Opinions of Counsel (in substantially such form as provided to Lessee by Lessor and ot herwise satisfactory to Lessor) to the effect that, as of the time Lessee enters into this Agreement and each Schedule that:

(a) Lessee is an entity duly organized and existing under and by virtue of the authorizing statute or constitutional provisions of its state and is a state or political subdivision thereof as d e s c r i b e d i n S e c t i o n 1 0 3 ( a ) o f t h e Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder as in effect and applicable to the Agreement or any Schedule, with full power and authority to enter into this Agreement and any Schedules and perform all of its obligations under the Leases;

(b) This Agreement and each Sch edule have been duly authorized, authenticated and delivered by Lessee by proper action of its governing board at a regularly convened meet ing and attended by the requisite majority of board members, or by other appropriate official authentication, as applicable, and all requirements have been met and procedures have occurred in order to ensure the validity and enforceability of this Agreement against Lessee;

(c) This Agreement and each Schedule constitute the valid, legal and binding obligations of Lessee, enforceable in accordance with their terms;

(d) No other approval, consent or withholding of objection is required from any federal, state or local governmental authority or instrumentality with respect to the entering into or performance by Lessee of the Agreement or any Schedule and the transactions contemplated thereby;

(e) Lessee has complied with such public bidding requirements and other state and federal laws as may be applicable to the Agreement and any Schedule and the acquisition by Lessee of the Products;

(f) The entering into and performance of the Agreement or any Schedule will not (i) violate any judgment, or der, law or regulation applicable to Lessee; (ii) result in any breach o f, or constitute a default under, any instrument to which the Lessee is a party or by which it or its assets may be bound; or (iii) result in the creation of any lien, charge, security interest or other encumbrance upon any assets of the Lessee or on the Products, other than those created pursuant to this Agreement;

(g) There are no actions, suits, proc eedings, inquiries or investigations, at law or in equity, before or by any court, public board or body, pending or threatened against or affecting Lessee, nor to the best of Lessee's knowledge and belief is there any bas is therefor, which if determined adversely to Lessee will have a materi al adverse effect on the ability of Lessee to fulfill its obligations under the Agreement or any Schedule;

(h) The Products are essential to the proper, efficient and economic operation of Lessee or to the servic es which Lessee provides to its citizens. Lessee expects to make immediate use of the Products, for which it has an immediate need that is neither temporary nor expected to diminish during the applicable Lease Term. The Products will be used for the sole purpose of performing one or more of Lessee's governmental or proprietary functions cons istent within the permissible scope of Lessee's authority; and

(i) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds to make all Rent payments and other obligations under this Agreement and any Schedule during the current Fiscal Period, and such funds have not been expended for other purposes.

12. WARRANTY ASSIGNMENT; EXCLUSION OF WARRANTIES;
LIMITATION OF LIABILITY; FINANCE LEASE.

(a) Provided no Event of Default has occurred and is continuing, Lessor assigns to Lessee for the Lease Term the benefit of any Product warranty and any right of return provided by any Seller.

(b) LESSEE ACKNOWLEDGES THAT LESSOR DID NOT SELECT,

MANUFACTURE, SUPPLY OR LICENSE ANY PRODUCT AND THAT

LESSEE HAS MADE THE SELECTION OF PRODUCTS BASED UPON

ITS OWN JUDGMENT AND EXPRESSLY DISCLAIMS ANY RELIANCE
ON STATEMENTS MADE BY LESSOR OR ITS AGENTS. LESSOR

LEASES THE PRODUCTS AS-IS AND MAKES NO WARRANTY,

EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING, BUT NOT LIMITED

TO, ANY WARRANTIES OF DESIGN, MERCHANTABILITY, OR
FITNESS FOR A PARTICULAR PURPOSE. LESSEE HEREBY WAIVES

ANY CLAIM IT MIGHT HAVE AGAINST LESSOR OR ITS ASSIGNEE

FOR ANY LOSS, DAMAGE OR EXPENSE CAUSED BY OR WITH
RESPECT TO ANY PRODUCTS.

SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES

ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY

SCHEDULE OR THE SALE, LEASE OR USE OF ANY PRODUCTS EVEN

IF LESSOR IS ADVISED IN ADVANCE OF THE POSSIBILITY OR

CERTAINTY OF SUCH DAMAGES AND EVEN IF LESSEE ASSERTS

OR ESTABLISHES A FAILURE OF ESSENTIAL PURPOSE OF ANY
LIMITED REMEDY PROVIDED IN THIS AGREEMENT.

(d) Lessee agrees that it is the intent of both parties that each lease qualify as a statutory finance lease under Article 2A of the UCC. Lessee acknowledges either (i) that Les see has reviewed and approved any written supply contract covering t he Products purchased from the Seller for lease to Lessee or (ii) that Lesso r has informed or advised Lessee, in writing, either previously or by this Agreement, that Lessee may have rights under the supply contract evi dencing the purchase of the Products and that Lessee should contact the Seller for a description of any such rights. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW,

LESSEE HEREBY WAIVES ALL RIGHTS AND REMEDIES
CONFERRED UPON A LESSEE BY ARTICLE 2A OF THE UCC.

13. EVENTS OF DEFAULT .

It shall be an event of default hereunder and under any Schedule ("Event of Default") if:

(a) Lessee fails to pay any Rent or other amounts payable under this Agreement or any Schedule within 15 days after the date that such payment is due;

(b) Any representation or warranty made by Lessee to Lessor in connection with this Agreement, any Schedule or any other Document is at the time made materially untrue or incorrect;

(c) Lessee fails to comply with any ot her obligation or provision of this Agreement or any Schedule and such failure shall have continued for 30 days after notice from Lessor;

(d) Lessee (i) is generally not paying it s debts as they become due or (ii) takes action for the purpose of invoking the protection of any bankruptcy or insolvency law, or any such law is invoked against or with respect to Lessee or its property and such petition is not dismissed within 60 days; or

(e) Any provision of this Agreem ent ceases to be valid and binding on Lessee, is declared null and void, or i t s v a l i d i t y o r e n f o r c e a b i l i t y i s contested by Lessee or any governmental agency or authority whereby the loss of such provision would materia lly adversely affect the rights or

Reference: Page 4 of 5
Master Lease Agreement – Public NOV2018

security of Lessor, or Lessee denies any further liability or obligation under this Agreement; or

(f) Lessee is in default under any other lease, contract, or obligation now existing or hereafter entered into with Lessor or Seller or any assignee of Lessor.

14. REMEDIES: TERMINATION

(a) Upon an Event of Default under any Schedule all of Lessee's rights (including its rights to t h e P r o d u c t s ) , b u t n o t i t s o b l i g a t i o n s t h e r e u n d e r , shall automatically be cancelled wi thout notice and Lessor may exercise one or more of the following remedies in its sole discretion:

( i ) r e q u i r e L e s s e e t o r e t u r n a n y a n d a l l s u c h P r o d u c t s i n accordance with Section 8, or if r equested by Lessor, to assemble the Products in a single location designated by Lessor and to grant Lessor the right to enter the premises where such Products are located (regardless of where assembled) for the purpose of repossession;

( i i ) s e l l , l e a s e o r o t h e r w i s e d i spose of any or all Products (as agent and attorney-in-fact for Lessee to the extent necessary) upon such terms and in such manner (at public or private sale) as Lessor deems advisable in its sole discretion (a "Disposition");

( i i i ) d e c l a r e i m m e d i a t e l y d u e a n d payable as a pre-estimate of liquidated damages for loss of bargain and not as a penalty, the Stipulated Loss Value of the Products in lieu of any further Rent, in which event Lessee shall pay such amount to Lessor within 10 days after the date of Lessor's demand; or

( i v ) p r o c e e d b y a p p r o p r i a t e c o u r t action either at law or in equity (including an action for spec ific performance) to enforce performance by Lessee or recover damages associated with such Event of Default or exercise any other remedy available to Lessor in law or in equity.

(b) Lessee shall pay all costs and expenses arising or incurred by Lessor, including reasonable attorney f ees, in connection with or related to an Event of Default or the repossession, transportation, re-furbishing, storage and Disposition of any or all Products (“Default Expenses”). In the event Lessor recovers proceeds (net o f D e f a u l t E x p e n s e s ) f r o m i t s Disposition of the Products, Lessor shall credit such proceeds against the owed Stipulated Loss Value. Lessee shall remain liable to Lessor for any deficiency. With respect to this Section, to the extent the proceeds of the Disposition (net of Default Expens es) exceed the Stipulated Loss Value owed under the Lease, or Lessee has p a i d L e s s o r t h e S t i p u l a t e d L o s s Value, the Default Expenses and all other amounts owing under the Lease, Lessee shall be entitled to such excess and shall have no further obligations with respect to such Lease. All rights of Lessor are cumulative and not alternative and may be exercised by Lessor separately or together.

15. QUIET ENJOYMENT.

Lessor shall not interfere with Lessee's right to possession and quiet enjoyment of Products during the relevant Lease Term, provided no Event of Default has occurred and is continuing. Lessor represents and warrants that as of the Commencement Date of the applicable Schedule, Lessor has the right to lease the Products to Lessee.

16. INDEMNIFICATION .

To the extent permitted by law, Lessee shall indemnify, defend and hold Lessor, its assignees, and their respecti ve officers, directors, employees, representatives and agents harmless from and against, all claims, liabilities, costs or e x p e n s e s , i n c l u d i n g legal fees and expenses (collectively, "Claims"), arising from o r i n c u r r e d i n c o n n e c t i o n w i t h t h i s Agreement, any Schedule, or the selection, manufacture, possession, ownership, use, condition, or return of any Products (including Claims for personal injury or death or damage to property, and to the extent Lessee is responsible, Claims related to the subsequent use or Disposition of the Products or any data in or alteration of the Products. This indemnity shall not extend to any loss caused solely by the gross negligence or willful misconduct of Lessor. Lessee shall be responsible for the defense and resolution of such Claim at its expense and shall pay any amount for resolution and all costs and damages awarded against or incurred by Lessor or any other person indemnified hereunder; provided, however, that any person indemnified hereunder shall have the right to participate in the defense of such Claim with counsel of its choice and at its expense and to approve any such resolution. Lessee shall keep Lessor informed at all times as to the status of the Claim.

17. OWNERSHIP; LIENS AND ENCUMBRANCES; LABELS.

As between Lessor and Lessee, title to Products (other than any Licensed Materials) is and shall remain with L e s s o r . P r o d u c t s a r e c o n s i d e r e d personal property and Lessee shall, at Lessee's expense, keep Products free and clear of liens and encumbrances of any kind (except those arising through the acts of Lessor) and shall immediately notify Lessor if Lessor's interest is subject to compromise. Lessee shall not remove, cover, or alter plates, labels, or other markings placed upon Products by Lessor, Seller or any other supplier.

18. NON PERFORMANCE BY LESSEE .

If Lessee fails to perform any of it s obligations hereunder or under any Schedule, Lessor shall have the right but not the obligation to effect such performance and Lessee shall promptly reimburse Lessor for all out of pocket and other reasonable expenses incurred in connection with such performance, with interest at the Overdue Rate.

19. NOTICES .

All notices shall be given in writing and, except for billings and communications in the ordinary course of business, shall be delivered by overnight courier service, delivered personally or sent by certified mail, return receipt requested, and shall be effective from the date of receipt unless mailed, in which case the effective date will be four (4) Business Days after the date of mailing. Notices to Lessor by Lessee shall be sent to: Dell Financial Services L.L.C., A ttn. Legal Department, One Dell Way, Round Rock, TX 78682, or such other mailing address designated in writing by Lessor. Notice to Less ee shall be to the address on the first page of this Agreement or such other mailing address designated in writing by Lessee.

20. ASSIGNMENT.

(a) LESSEE MAY ASSIGN THIS AGREEMENT OR ANY SCHEDULE,

OR SUBLEASE ANY PRODUCT(S) WITH THE PRIOR WRITTEN

CONSENT OF LESSOR (SUCH CONSENT NOT TO BE
UNREASONABLY WITHHELD). LESSOR, AT ITS SOLE DISCRETION,

MAY ASSESS AN ADMINISTRATIVE FEE FOR ANY APPROVED
ASSIGNMENT OR SUBLEASE. No assignment or sublease shall in any way discharge Lessee's obligations to L e s s o r u n d e r t h i s A g r e e m e n t o r Schedule.

(b) Lessor may at any time without notice to Lessee, but subject to the rights of Lessee, transfer, assign, or grant a security interest in any Product, this Agreement, any Schedule, or any rights and obligations hereunder or thereunder in whole or in part. Lessee hereby consents to such assignments, agrees to comply fully with the terms thereof, and agrees to execute and deliver promptly such acknowledgments, opinions of counsel and other instruments reasonably requested to effect such assignment.

(c) Subject to the foregoing, this Agreement and each Schedule shall be binding upon and inure to the benefit of Lessor, Lessee and their successors and assigns.

21. GOVERNING LAW; JURISDICTION AND VENUE; WAIVER OF
JURY TRIAL.

THIS AGREEMENT AND EACH SCHEDULE SHALL BE GOVERNED BY

L A W W I T H O U T R E G A R D T O I T S C O N F L I C T S O F L A W S

PRINCIPLES AND, TO THE EXTENT APPLICABLE, THE ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT. LESSEE

CONSENTS TO THE JURISDICTION OF ANY FEDERAL COURT

LOCATED IN , , AND WAIVES ANY OBJECTION TO VENUE

IN SUCH COURT, AND FURTHER WAIVES ANY RIGHT TO A TRIAL BY JURY.

Reference: Page 5 of 5
Master Lease Agreement – Public NOV2018

22. MISCELLANEOUS.

(a) The headings used in this Agr eement are for convenience only and shall have no legal effect. This Agreement shall be interpreted without any strict construction in favor of or against either party.

(b) The provisions of Sections 6, 8, 11, 12(b), 12(c), 12(d), 16, 21 and 22 shall continue in full force and effect even after the term or expiration of this Agreement or any Schedule.

(c) Failure of Lessor at any time to require Lessee's performance of any obligation shall not affect the right to require performance of that obligation.

No term, condition or provision of this Agreement or any Schedule shall be waived or deemed to have been waived by Lessor unless it is in writing and signed by a duly authorized representative of Lessor. A valid waiver is limited to the specific situation for which it was given.

(d) Lessee shall furnish such financial statements of Lessee (prepared in accordance with generally accepted accounting principles) and other information as Lessor may from time to time reasonably request.

(e) If any provision(s) of this Agreement is deemed invalid or unenforceable to any extent (other than provisions going to the essence of this Agreement) the same shall not in any respect affect the validity, legality or enforceability (to the fullest extent permitted by law) of the remainder of this Agreement, and the parties shall use their best efforts to replace such illegal, invalid or unenforceable provisions with an enforceable provision approximating, to the extent possible, the original intent of the parties.

(f) Unless otherwise provided, all obligations hereunder shall be performed or observed at the respective party's expense.

(g) Lessee shall take any action r easonably requested by Lessor for the purpose of fully effectuating the intent and purposes of this Agreement or any Schedule. If any Lease is determi ned to be other than a true lease, Lessee hereby grants to Lessor a first pr iority security interest in the Products and all proceeds thereof. Lessee acknowledges that by signing this Agreement, Lessee has authoriz ed Lessor to file any financing statements or related filings as Lessor may reasonably deem necessary or appropriate. Lessor may file a copy of this Agreement or any Schedule in lieu of a financing statement.

(h) This Agreement and any Schedule may be signed in any number of counterparts each of which when so ex ecuted or otherwise authenticated and delivered shall be an original but all counterparts shall together constitute one and the same instrument. To the extent each Schedule would constitute chattel paper as such term is defined in the UCC, no security interest may be created through the transfer or control or possession, as applicable, of a counterpart of a Schedule other than the original in Lessor's possession marked by Lessor as either “Original” or “Counterpart Number 1”.

(i) This Agreement and the Schedules hereto between Lessor and Lessee set forth all of the understandings and agreements between the parties and supersede and merge all prior written or oral communications, understandings, or agreements between the parties relating to the subject matter contained herein. Except as permitted herein, this Agreement and any Schedule may be amended only by a writing duly signed or otherwise authenticated by Lessor and Lessee.

(j) If Lessee delivers this signed Master Lease, or any Schedule, amendment or other document related to the Master Lease (each a “Document”) to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document, Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document from Lessor’s database which conforms to the version number at the bottom of the page. If Lessee delivers a signed Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is relying on Lessee’s representation that the Document has not been altered. Lessee further agrees that, notwithstanding any rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other copies are deemed identified as copies of the aut horitative copy. In the event of inadvertent destruction of the author itative copy, or corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor’s option, this electronic record may be converted into paper form. At such time, such paper copy will be designated or marked as the authoritative copy of the Document.

EXECUTED by the undersigned on the dates set forth
below, to be effective as of the Effective Date.

“Lessee”

BY:

NAME:

TITLE:

DATE:

Dell Financial Services L.L.C.
“Lessor”

BY:

NAME:

TITLE:

DATE:

Reference: Page 1 of 3
Secretary Clerk Certificate - Public
Internal Use Ͳ Confidential

Secretary/Clerk Certificate Instructions

1. In the blocks under paragraph (ii) with the headings “NAME OF AUTHORIZED SIGNATORY”, “TITLE OF AUTHORIZED SIGNATORY” and “SIGNATURE OF AUTHORIZED SIGNATORY”, all persons who are authorized to execute and deliver the Agreement and any related Lease Schedule(s) from time to time thereunder between the Public Entity and Customer should write or type his/her name under the “Name of Authorized Signatory” he ading, write or type his/her title under the “Title of Authorized Signatory” heading, and sign his/her name under the “Signature of Authorized Signatory” heading in the block across from his/her name and title. The person(s) listed and executing in the blocks under paragraph (ii) must not be the same person executing the Certificate on behalf of the Public Entity (Clerk, Secretary, etc.) listed at the top of the Certificate and executing in the signature block at the bottom of the Certificate under the “In Witness Whereof” language;

2. The Clerk, Secretary, etc. should insert the Agreement No. in paragraph (iii), if known;

3. The Clerk, Secretary, etc. should strike paragraph (v) of the Certificate if this paragraph is not applicable to the Public Entity;

4. If paragraph (v) of the Certificate is appl icable to the Public Entity, the Clerk, Secretary, etc. should insert “regular” o r “special” in the first blank and then insert the date of the meeting of the governing body of the Public Entity in the second blank;

5. The Clerk, Secretary, etc. shoul d write or type the Fiscal Period of the Public Entity in paragraph (ix);

6. The Clerk, Secretary, etc. should write or type his/her name, title, name and State of the Public Entity in the top portion of the Certificate and date, sign & prin t his/her name and title at the bottom of the Certificate unde r the “In Witness Whereof” language; and

7. If required by local law, the Certificate should be notari zed by a notary public. The notary public should be a person other than the Clerk, Secretary, etc. executing under the “In Witness Whereof” language of the Certificate.

Reference: Page 2 of 3
Secretary Clerk Certificate - Public
Internal Use Ͳ Confidential

SECRETARY/CLERK CERTIFICATE

I, ____________________________________________, do hereby certify that:

(i) I am the duly elected, qualified, and acting __________________________________ (Clerk, Secretary, etc.) of , a public entity (the “Public Entity”).

(ii) Each of the persons whose name, title and signatur e appear below is a duly authorized representative of the Public Entity and holds on the date of this Certificate the formal title set fo rth opposite his/her name and the signature appearing opposite each such person’s name is his/her genuine signature:

NAME OF AUTHORIZED SIGNATORY
(cannot be Clerk/Secretary
authenticatin
g this certificate)

T I T L E O F A U T H O R I Z E D

SIGNATORY

S I G N A T U R E O F AUTHORIZED

SIGNATORY

(iii) Each such representative is duly authorized for and on behalf of the Public Entity to execute and deliver that certain Master Lease Agreement No. (the “Agreeme nt”) and any related Lease Schedules from time to time thereunder (the “Schedules”) between the Public Entity and Cust omer, or its assignee (colle ctively, “Lessor”), and all agreements, documents, and instruments in connection therewith, including without limitation, schedules, riders and certificates of acceptance.

(iv) The execution and delivery of any such Agreement and/or Schedule and all agreements, documents, and instruments in connection therewith for and on behalf of the Public Entity are not prohibited by or in any manner restricted by the terms of the Charter or other do cument pursuant to which the Public Enti ty is organized or of any loan agreement, indenture or contract to which the Public Entity is a party or by which it or any of its property is bound.

(v) [STRIKE IF NOT APPLICABLE] The P ublic Entity did, at a duly call ed _____________ (regular or special) meeting of the governing body of the Public Entity attended throughout by the requisite majority of the members thereof held on the ______ day of ________________ by motion duly made, s e c o n d e d a n d c a r r i e d , i n a c c o r d a n c e w i t h a l l requirements of law, approve and authorize the execution and delivery of the Agreement, t he related Schedule(s) and all agreements, documents, and instruments in connection therew ith on behalf of the Public Entity by the authorized representative(s) of the Public Entity named in paragraph (ii) above. Such action approving the Agreement, the related Schedule(s) and all agreements, documents, and instruments in connection therewith and authorizing the execution thereof has not been altered or rescinded by the Public Entity.

(vi) No event or condition that constitu tes (or with notice or lapse of time or both, would constitute) an Event of Default, as defined in the Agreement, exists at the date hereof.

(vii) All insurance required in accordance with the Ag reement is currently maintained by the Public Entity.

(viii) The Public Entity has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current budget year to make the Rent payments scheduled to come due during the first Fiscal Period and to meet the Public Entity's other obligations for the first Fiscal Period, as such terms are defined in the Agreement, and such funds have not been expended for other purposes.

Reference: Page 3 of 3
Secretary Clerk Certificate - Public
Internal Use Ͳ Confidential

(ix) The Fiscal Period of the Public Entity is from ___________________ to ___________________.

(x) The foregoing authority and information shall remain true and in full force and effect, and Lessor shall be entitled to rely upon same, until written notice of the modification, rescission, or revocation of same in whole or in part, has been delivered to Lessor, but in any event shall be effective with respect to any documents executed or actions taken in reliance upon the foregoing authority prior to the delivery to Lessor of said written notice of said modification, rescission or revocation.

IN WITNESS WHEREOF:

By: _____________________________________________

Name: __________________________________________

Title: ____________________________________________
( C l e r k o r S e c r e t a r y )

Date: ___________________________________________

Subscribed to and sworn before me:

Notary Public: _____________________________________.
(Name)

Date: ______________________________________________.

My commission expires: ________________________________________.

Dell Financial Services
Billing and Schedule Information
Welcome to Dell Financial Services (DFS). We look forward to establishing a long-lasting relationship with you and your team.

To ensure your account is setup properly in our systems please provide the information below, working with your Accounts Pay- able team as needed. Once ready, return it to your DFS Sales Representative or send it to [email protected]. If you have any questions about the form, contact your representative. Thank you.

I. Preparing Your A/P System to Remit DFS Payments:

Below is the most commonly requested information by our customers to assist them in setting up their systems to successfully remit DFS payments. If you require any other information, please contact your representative.

ACH
Instructions
(preferred)
Wire Transfer
Instructions
Payee
Information
JPMorgan Chase Bank, N.A.
1 Chase Manhattan Plaza
New York, NY 10081
DFS Accounts Only
ABA # 021000021
Account # 432217011

MUST INCLUDE CONTRACT & SCHEDULE NUMBER OR INVOICE NUMBER C7; format should be ¿rst choice if it is an option
Email remittance to [email protected]
JPMorgan Chase Bank, N.A.
1 Chase Manhattan Plaza
New York, NY 10081
DFS Accounts Only
ABA # 021000021
Account # 432217011

MUST INCLUDE CONTRACT & SCHEDULE NUMBER OR INVOICE NUMBER Email remittance to [email protected]
JPM Swift Code for international wires only: CHASUS33
Dell Financial Services L.L.C. Payment Processing Center Federal Tax ID# 74-2825828
PO Box 6549
Carol Stream, IL 60197-6549
II. Your Company Information:

Company Name:

Physical Address (primary location):

City, State, ZIP:

Federal Tax ID:

III. Schedules:

Name of recipient(s) to receive monthly schedules for reconciliation:

Attention: Email Address:

Name of individual(s) that will sign schedules
this individual should be named as an authorized signatory on the Incumbency or Secretary Clerk Certi¿cate

Attention: Title:

Telephone Number: Email Address:

Would you prefer to sign your documents electronically via Echosign? Yes No (not available to Public entities) Do any of the following criteria need to appear on your schedule?* Cost Center Equipment Type Equipment Location PO Number *Invoices will follow the format of the schedule and include a breakout of the items above if requested.

IV. Purchase Orders:

Your PO should be issued to Dell Financial Services L.L.C.

If you are unable to issue purchase orders to DFS please specify how the PO Number will be issued:

Do you utilize blanket PO Numbers? Yes No
Do you use a diႇerent PO 1umber for payment versus procurement" <es 1o Is PO ful¿llment required for scheduling" <es 1o DFS will consolidate shipped orders and place on a schedule for your review. If you have any special consolidation requirements, please contact your DFS Sales representative.

Is board approval necessary? Yes No If yes, when are meetings held? Fiscal Year is from to
VIII. Additional Tax Information:

Sales/Use Tax Exemption: Please provide your ta[ e[emption or direct pay certi¿cate to both D)S and the product vendor. Certif- icates intended for Leases should be issued to Dell Financial Services L.L.C., and those for Loans should be issued to the product vendor. Where required, sales/use taxes will be assessed and invoiced to DFS by the vendor.

Note: If ta[ e[empt, a valid 7a[ ([emption or Direct Pay Certi¿cate must be provided for each state in which the products are located. 7a[ E[empt &erti¿cate 5eTXirementV

• Address to Dell Financial Services
• Should coincide with the date the schedule is signed
List a description of the items
computer hardwaresoftware is generally suႈcient
• Signed by an authorized employee/owner
7he IollowinJ are not acceptaEle IormV oI 7a[ E[emption &erti¿cateV

I5S letter declaring the company as a nonpro¿t
0C
entity
• CA letter exempting a company from Franchise and Income Tax • W-9 form
State registration certi¿cates

0ississippi is the only state that accepts the I5S letter as an acceptable e[emption certi¿cate Business Personal Property Tax: 7angible business personal property is ta[able in most states. In general, the de¿nition of tan- gible property is personal property that can be seen, weighed, measured, felt, or otherwise perceived by the senses but does not include a document that constitutes evidence of a valuable interest, claim, or right and has negligible or no intrinsic value.

VI. Invoice Preferences (choose one from each category):

Note: the typical invoice processing time is 30 days. If you require more time, please contact your DFS Sales Representative.

Invoice Options: Contract Level (one invoice per contract) Consolidated (one invoice for all contracts that have the same due date) Invoice Format: Detail (asset level) Summary
Delivery Format: Paper (USPS) PDF (paper copy is not mailed) Electronic CSV (converted to Excel) 3rd Party Invoicing Tool, Ariba/SAP (enter tool name):

Do you need separate invoices for miscellaneous billings? Yes No Do you require a PO Number on the invoice to process payment? Yes No V. Invoicing/Billing Contact Information:

Accounts Payable (AP) Contact Name:

Does this billing address match the primary location above? Yes (If yes, please skip and proceed to Invoice Preference) No AP Address:

City, State, ZIP:

County:

AP Email Address: AP Direct Telephone Number:
(mail $ddress for PD) or (lectronic Invoices
if diႇerent than $P contact

VII. Taxes and Fees:

Is your company/entity tax exempt? Yes No
If not e[empt, do you intend to ¿nance upfront ta[
if applicable
on the schedules
contracts
" <es 1o
Personal Property Tax (PPT): Rebill Annually Monthly Property Management Fee California (nvironmental )ee
Do you intend to ¿nance the California (nvironmental )ee, if applicable" <es 1o Do you intend to ¿nance shipping by adding shipping costs for the products to your schedule" <es 1o

Proprietary to Dell Financial Services, LLC

Lease Schedules:

Fair Market Value Lease
$1 Out Purchase Option Lease
Tax Exempt Lease Purchase Lease
Dell Flex Lease Purchase
PCaaS Schedule
Software Schedule

DATE

Reference: Page 1 of 2
Master Lease Schedule FMV - Public

Internal Use Ͳ Confidential

[Customer Name]
TRUE LEASE SCHEDULE NO.

MASTER LEASE AGREEMENT NO.

THIS SCHEDULE IS SUBJECT TO AND INCORPORAT ES THE TERMS AND CONDITIONS OF MASTER LEASE AGREEMENT NO. ("Agreement") DATED BETWEEN DELL FINANCIAL SERVICES L.L.C. ("Lessor") AND ( " L e s s e e " ) .

Lessor hereby agrees to lease and/or make available to Lessee subject to the terms, conditions and provisions set forth in this Schedule and in the Agreement, the Products described below. Any capitalized term used herein and not defined herein shall have the meaning ascribed to it in the Agreement.

PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit “A” attached to and made a part hereof.

PRODUCT SELLER:

Product
Description
Product
Location
Lessee Purchase
Order No.

Rent* Primary Term
(Mos.)
Commencement
Date**
See Exhibit 'A' See Exhibit 'A'

Total Product Acquisition Cost:

Rent is payable: in

Payment Period:

*Lessee is responsible for applicable taxes, shipping and other amounts as described in the Agreement, and, with the first payment of Rent, any prorated Rent if applicable. Such amounts are further described in Exhibit “A”.

**The Commencement Date may be extended for one Payment Peri od until the Schedule is returned in accordance with the terms in the Agreement. Lessor may charge Lessee pr orated Rent accruing from t he Acceptance Date to the Commencement Date, as such date is finally determined.

TRUE LEASE PROVISIONS

The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:

1. TRUE LEASE: The parties intend for this lease to constitute a true lease of Products under the UCC and all applicable laws. If this Lease is determined to be a lease intended as se curity, in no event shall Lessee be obligated to pay any time price balance differential in excess of the maximum amount pe rmitted by applicable law (as specified herein or the state where the Products are located, whichever law permits the greater amount). In the event Lessor shall receive anything of value under a Lease that is deemed interest which would ex ceed the maximum amount of interest allowed under the law, the excess amount shall be applied to the reduction of the unpaid time price balance or shall be refunded to Lessee. In order to reduce the unpaid time price balance, any amount deemed interest shall, to the fullest extent permitted by applicable law, be amortized and spread uniformly throughout the Lease Term.

2. END OF LEASE OPTIONS.
(a) Provided that no Event of Default has occurred and is continuing, and at least 90 days but no more than 180 days prior to the expiration of the Primary Term (the "Expiration Date"), Lessee will give irrevocable written notice to Lessor of its intention to either:

(i) purchase all of the Products at the Fair Market Value (as defined below); (ii) renew the Lease Term for a minimum of six (6) months at a rate and for a term agreed upon by both parties; or (iii) return all of the Products in accordance with the Agreement.

MASTER LEASE AGREEMENT SCHEDULE NO.

Reference: Page 2 of 2
Master Lease Schedule FMV - Public
Internal Use Ͳ Confidential
(b) If Lessee exercises the option to purchase the Products then, upon receipt of payment of the "Fair Market Value" (defined below), plus applicable taxes, Lessor will sell the Products to Lessee AS IS-WHERE IS, WITHOUT

WARRANTY OR RECOURSE, EXPRESS, IMPLIED OR OT HERWISE, INCLUDING ANY WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT. The Fair Market Value purchase price shall be paid on or before the last day of the Primary Term. "Fair Market Value" means the price of the Products, installed, in use and in the condition required by t h e A g r e e m e n t a s d e t e r m i n e d b y L e s s o r i n i t s r e a s o n a b l e judgment. If Lessee disagrees with the Fair Market Value, Less ee shall notify Lessor in writing within 60 days prior to the Expiration Date and, upon Lessee's request, and within ten (10) days after receipt of Lessee's notice, Lessor shall appoint a qualified appraiser reasonably acceptable to Lessee to appraise the retail value of the Products. The amount determined by such appraiser shall be the final Fair Market Value. Lessor and Lessee shall share the expense of such appraisal equally.

(c) If Lessee desires to renew a lease, Lessee and Less or shall enter into a supplement to this Schedule describing the length of the renewal Lease Term and the renewal Rent provided, however, all other terms of this Schedule and the Agreement shall remain in full force and effect.

(d) Whether or not Lessee has given Lessor notice if its int ent as described above, if Lessee does not return or purchase the Products or renew the Lease as required above, the Lease Term shall automatically extend on a month-to- month basis at the Rent in effect on the Expiration Date (prorated on a monthly basis if the Payment Period was other than monthly during the Primary Term). Such extension shall conti nue until Lessee: (i) provides thirty (30) days prior written notice of its intention to return or purch ase the Products (to take effect on the nex t Rent payment date that is at least 30 days after the notice is received by Lessor) and (ii) either returns or purchases all of the Products in accordance with the End of Lease options above. Payments of Rent during t he month-to-month extension are due and payable monthly as specified in Lessor's invoice. If Lessee fails to return or purchase any Products, the Schedule and associated Rent for the Products that have not been returned or purchased shall extend on a month-to-month basis in accordance with the prior sentence.

3. COMPLETION OF SCHEDULE. Lessee hereby authorizes Lessor to inse rt or update the serial numbers of the Products from time to time if necessary.

If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease (each a "Document") to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document, Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document from Lessor's database which conforms to t h e v e r s i o n n u m b e r a t t h e b o t t o m o f t h e p a g e . I f L e s s e e d e l i v e r s a s i g n e d Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is relying on Lessee's representation that the Document has not been altered. Lessee further agrees that, notwithstanding any rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other copies are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative copy, or corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor's option, this electronic record may be converted into paper form. At such time, such paper copy will be designated or marked as the authoritative copy of the Document.

By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the attached Exhibit “A”.

"Lessee"

By:

Name:

Title:

Date:

DELL FINANCIAL SERVICES L.L.C.
“Lessor”

By:

Name:

Title:

Date:

Reference: Page 1 of 2
Master Lease Schedule 1 Out Public

Internal Use Ͳ Confidential

LEASE PURCHASE SCHEDULE NO.

TO MASTER LEASE AGREEMENT NO.

THIS SCHEDULE IS SUBJECT TO AND INCORPORAT ES THE TERMS AND CONDITIONS OF MASTER LEASE AGREEMENT NO. ("Agreement") DATED BETWEEN DELL FINANCIAL SERVICES L.L.C. ("Lessor") AND ( " L e s s e e " ) .

PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit “A” attached to and made a part hereof.

PRODUCT SELLER:

Product
Description
Product
Location
Lessee Purchase
Order No.

Primary Term
(Mos.)
Commencement
Date*
See Exhibit 'A' See Exhibit 'A'

Rent is payable: in

Payment Period:

*The Commencement Date may be extended for one Payment Period until the Schedule is returned in accordance with the terms in the Agreement. Lessor may charge Lessee pror ated Rent accruing from the Acceptance Date to the Commencement Date, as such date is finally determined.

LEASE PURCHASE PROVISIONS

The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:

1. SECTION 4. RENT; TAXES; PAYMENT OBLIGATION.

Insert as a new last sentence to subsection (a) the following:

“For the purposes of this Schedule, the Rent and Purchase Price (as of the applicable Purchase Date) are shown in the chart below or on Exhibit “B”, attached to and made a part hereof.

Payment Number
Purchase Date Rent Interest Portion Principal Portion Purchase Price See Exhibit ‘B’

2. PURCHASE OPTION.

Provided that no Event of Default has occurred and is contin uing, and at least 60 days but no more than 180 days before the purchase date (“Purchase Date”) selected by Lessee, Lessee will give irrevocable written notice to Lessor of its intention to:

(i) purchase the Products for $1.00 at the end of the Primary Term; (ii) purchase the Products at the Purchase Price as stated in Paragraph (i) above or as listed on Exhibit B, so long as all other amounts due on the Purchase Date have been paid in full; or (iii) return the Products in accordance with the Ag reement for a fee agreed upon by both parties.

Reference: Page 2 of 2
Master Lease Schedule 1 Out Public

Internal Use Ͳ Confidential
Upon satisfaction by Lessee of such conditions, Lessee shall be entitled to Lessor’s interest in the Products, AS IS, WHERE

IS, WITHOUT WARRANTY OR RECOURSE, EXPRESS, IM PLIED OR OTHERWISE, BY OR AGAINST LESSOR,

INCLUDING ANY WARRANTIES OF D ESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT, other than the absence of any liens by, through or under Lessor.

As continuing security for Lessee’s obligations hereunder, Lessee hereby grants to Lessor, a first-priority security interest in all of Lessee’s rights and interest in and to the Products and all proceeds thereof, free and clear of all security interests, liens or encumbrances whatsoever.

3. COMPLETION OF SCHEDULE. L e s s e e h e r e b y a u t h o r i z e s L e s s o r t o i nsert or update the serial numbers of the Products from time to time as necessary.

By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the attached Exhibits “A” and "B".

"Lessee"

By:

Name:

Title:

Date:

DELL FINANCIAL SERVICES L.L.C.
“Lessor”

By:

Name:

Title:

Date:

Reference: Page 1 of 3
Master Lease Schedule TELP

LEASE PURCHASE SCHEDULE NO.

TO MASTER LEASE AGREEMENT NO.

THIS SCHEDULE IS SUBJECT TO AND INCORPORAT ES THE TERMS AND CONDITIONS OF MASTER LEASE AGREEMENT NO. ("Agreement") DATED BETWEEN DELL FINANCIAL SERVICES L.L.C. ("Lessor") AND ( " L e s s e e " ) .

PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit “A” attached to and made a part hereof.

PRODUCT SELLER:

Product
Description
Product
Location
Lessee Purchase
Order No.

Primary Term
(Mos.)
Commencement
Date
See Exhibit 'A' See Exhibit 'A'

Rent is payable: in

Payment Period:

LEASE PURCHASE PROVISIONS

The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:

1. SECTION 4. RENT; TAXES; PAYMENT OBLIGATION.

Insert as a new last sentence to subsection (a) the following:

“For the purposes of this Schedule, the Rent, as well as the principal and interest portions of each Rent payment are shown in the chart provided on Exhibit “B”, attached to and made a part hereof.

2. SECTION 11. REPRESENTATION S AND WARRANTIES OF LESSEE.

For purposes of this Schedule, add paragraphs (j) through (t) as follows:

“(j) Lessee will comply with the information reporting requirement s of Section 149(e) of the C ode, including but not limited to, the execution and delivery to Lessor of information statements requested by Lessor;

(k) Lessee will not do, cause to be done or fail to do any act if such act or fa ilure to act will cause this Agreement, or any transaction hereunder, to be an Arbitrage Bond within the m eaning of Section 148 of the C ode or a Private Activity Bond within the meaning of Section 141 of the Code;

(l) The total cost of the Products listed in this Schedule will not be less than the total Princi pal Portion of the Rent listed in this Schedule; :

(m) The Products listed in this Schedule have or will be ordered within six months of the date hereof in order to commence such Schedule;

(n) The Products listed in this Schedule are expected to be delivered and installed, and the Seller fully paid, within one year from the date hereof;

(o) No fund or account which secures or otherwise relates to the Rent has been established;

Reference: Page 2 of 3
Master Lease Schedule TELP

Internal Use Ͳ Confidential

(p) Lessee will not sell, encumber or otherwise dispose of any pr operty comprising this Schedule prior to the final maturity or termination of such Schedule without a written opinion of nationally recognized bond counsel to the effect that any such disposition will not adversely affect the exclusion of interest on the Rent from gross income for federal income tax purposes;

(q) Lessee agrees to execute, deliver and provide Lessor with satisfactory evidence of the filing of such documentation, as may be required for the purposes of properly reporting this Schedule, including, without lim itation, IRS forms 8038-G or 8038-GC, as required under the Code;

(r) It is expected that Rent under this Schedule will be paid from periodic appropriations of the Lessee deposited into the general fund of the Lessee, that such appropriations will equal the Rent due during each Fiscal Period of Lessee, and that all amounts paid for Rent will be from an appropriation made by the Lessee during the Fiscal Period in which such Rent is made;

(s) To the best of Lessee's knowledge, information and belief, the above expectations are reasonable; and

(t) Lessee will comply with all applicable provisions of the Code, including without limitation Sections 103, 141 and 148 thereof, and the applicable regulations of the Treasury Department to maintain the exclusion of the interest components of Rent from gross income for purposes of federal income taxation.

Without limiting the generality of the foregoing, Lessor hereby gives notice to Lessee that, upon execution of this Schedule by Lessor, Lessor shall assign all of its right, title and interest in, to and under this Schedule, including all Products and all payments owing under such Schedule, to Dell Equipment Funding L.P. (“DEF”) pursuant to a purchase agreement between the Lessor and DEF. Lessee hereby acknowledges and consents to such assignment and shall keep, or cause to be kept, a complete and accurate record of all such assignments in a manner and form necessary to comply with Section 149(a) of the Code and the Treasury Regulations promulgated thereunde r. Lessor hereby directs Lessee to continue to make any and all payments required to be made under this Schedule directly to Lessor, as servicing agent for DEF, at the same address to which Lessee is currently making payments unless and until Lessor is directed by DEF to make such payments to a different address or payee.”

TO THE EXTENT PERMITTED BY LAW, AND IN ADDITION TO LESSEE’S OBLIGATION UNDER SECTION 16 OF THE

AGREEMENT AND ANY AMENDMENTS THERETO, LESSEE HEREBY ASSUMES LIABILITY FOR, AND SHALL PAY

WHEN DUE, AND SHALL DEFEND LESSOR AND ITS SUCC ESSORS AND ASSIGNS AG AINST, ANY AND ALL

LIABILITIES, LOSSES, DAMAGES, CLAIMS AND EXPENSE S (INCLUDING REASONABLE ATTORNEY FEES) RELATING TO OR ARISING OUT OF LESSEE’S BREACH OF ANY OF ITS REPRESENTATIONS, WARRANTIES, OR COVENANTS CONTAINED IN SECTION 11 OF THE AGREEMENT AS SUPPLEMENTED HEREIN.

3. SECTION 12. WARRANTY ASSIGN MENT; EXCLUSION OF WARRANTIES; L I M I T A T I O N S O N L I A B I L I T Y ; FINANCE LEASE.

For purposes of this Schedule, delete “FINANCE LEASE” in the title of this Section and delete the first and last sentences of paragraph (d).

4. SECTION 17. OWNERSHIP; LI ENS AND ENCUMBRANCES; LABELS.

Insert at the end of this paragraph the following: “Notwithst anding the first sentence of this Section, upon Lessee’s acceptance of the Products under this Schedule, title to the Products shall vest in Lessee subject to Lessor's rights under the Agreement; provided that, upon an Event of Default or any termination of this Schedule, other than by Lessee’s purchase of the Products, title to the Products shall immediately and wi thout any action by either party vest in Lessor, and Lessee shall immediately surrender possession of the Products to Lessor. Any such transfer of title shall occur automatically without the necessity of any bill of sale, certific ate of title or other instru ment of conveyance. Lessee s hall, nevertheless, execute and deliver any such instruments as Lessor may request to evidence such transfer.

5. PURCHASE OPTION.

Provided that no Event of Default has occurred and is conti nuing, and upon satisfaction of all payment obligations herein by Lessee, Lessee shall be entitled to Lessor's interest in the Products, AS IS, WHERE IS, WITHOUT WARRANTY OR

RECOURSE, EXPRESS, IMPLIED OR OTHERWISE, BY OR AGAINST LESSOR, INCLUDING ANY WARRANTIES OF

Reference: Page 3 of 3
Master Lease Schedule TELP

DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR P URPOSE, OR AGAINST INFRINGEMENT, other than the absence of any liens by, through or under Lessor.

6. COMPLETION OF SCHEDULE: L e s s e e h e r e b y a u t h o r i z e s L e s s o r t o i n s ert or update the serial numbers of the Products from time to time as necessary.

If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease (each a “Document”) to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document, Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document from Lessor’s database which conforms to the version numbe r at the bottom of the page. If Lessee delivers a signed Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is relying on Lessee’s representat ion that the Document has not been altered. Lessee further agrees that, notwithstanding any rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other copies are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative copy, or corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor’s option, this electronic record may be converted into paper form. At such time, such paper copy will be designated or marked as the authoritative copy of the Document.

By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the attached Exhibits “A” and "B".

"Lessee"

By:

Name:

Title:

Date:

DELL FINANCIAL SERVICES L.L.C.
“Lessor”

By:

Name:

Title:

Date:

Reference: Page 1 of 3
Master Lease Schedule DellFlex Option

DELL FLEX LEASE PURCHASE SCHEDULE NO.

TO MASTER LEASE AGREEMENT NO.

THIS SCHEDULE IS SUBJECT TO AND INCORPORAT ES THE TERMS AND CONDITIONS OF MASTER LEASE AGREEMENT NO. ("Agreement") DATED BETWEEN DELL FINANCIAL SERVICES L.L.C. ("Lessor") AND ( " L e s s e e " ) .

PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit “A” attached to and made a part hereof.

PRODUCT SELLER:

Product
Description
Product
Location
Lessee Purchase
Order No.

Primary Term
(Mos.)
Commencement
Date*
See Exhibit 'A' See Exhibit 'A'

Rent is payable: in
Payment Period:
*The Commencement Date may be extended for one Payment Period until the Schedule is returned in accordance with the terms in the Agreement.

LEASE PURCHASE PROVISIONS

The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:

1. SECTION 4. RENT; TAXES; PAYMENT OBLIGATION.

Insert as a new last sentence to subsection (a) the following:

Add as a new last sentence to subsection (b) the following:

“Because the Products will be used for a governmental or prop rietary purpose of Lessee, they are exempt from all sales, use and property taxes.”

2. SECTION 3. TERM.

Insert as a new second paragraph the following:

“TECHNOLOGY REFRESH WITH NEW FINANCING OPTION. Provided no Event of Default has occurred or is continuing under this Schedule and the Agreement, Lessee may exercise the following technology refresh option ("Tech Refresh Option") by delivering to Lessor an irrevocable written election notice to exercise the Tech Refresh Option at least 120 days prior to the expiration of the Primary Term and by completing all of the following on or before the beginning of the last month of the Primary Term (the “Tech Refresh Date”):

(i) Lessee returns all (but not less than all) of the Produc ts on this Schedule (“Original Products”) to Lessor in the same manner as described in the Agreement; and

(ii) Lessee enters into a new Schedule under the Agreement (the “New Lease”) with a primary term of at least 24 months for new equipment (“New Products”) which are, as determined by Lessor, of the same manufacture, type and quality as the Original Products and which have a Total Product Cost that is at least 75% of the Total Product Cost of the Original Products.

When Lessee completely fulfills the terms and conditions of the Tech Refresh option and has made al l paym ents and performed all other obligations under the Schedule and the Ag reement, then this Schedule shall terminate and, except as

Reference: Page 2 of 3
Master Lease Schedule DellFlex Option
provided in the Agreement, Lessee shall be relieved of all obligations under this Schedule. Notwithstanding the election by Lessee of the Tech Refresh Option, the Schedule and Agreement shall remain in full force and effect and if the terms and condition of the Tech Refresh Option are not fulfilled before the Tech Refresh Date, the Tech Refresh Option shall be null and void and Lessee shall pay the final Rent payment due on the Tech Refresh Date.

3. SECTION 11. REPRESENTATIONS, WA RRANTIES AND COVENANTS OF LESSEE.

For purposes of this Schedule, add paragraphs (j) through (t) as follows:

“(j) Lessee will comply with the information reporting requirements of Section 149(e) of the Code, including but not limited to, the execution (and delivery to Lessor) of information statements requested by Lessor;

(k) Lessee will not do, cause to be done or fail to do any act if such act or failure to act will cause this Agreement, or any transaction hereunder, to be an Arbitrage Bond within the m eaning of Section 148 of the Code or a Private Activity Bond within the meaning of Section 141 of the Code;

(l) The total cost of the Products listed in this Schedule will not be less than the total Principal Portion of the Rent listed in this Schedule;

(m) The Products listed in this Schedule ha ve or will be ordered within six months of the date hereof in order to commence such Schedule;

(n) The Products listed in this Schedule are expected to be delivered and installed, and the Seller fully paid, within one year from the date hereof;

(o) No fund or account which secures or otherwise relates to the Rent has been established;

(p) Lessee will not sell, encumber or otherwise dispose of any property comprising this Schedule prior to the final maturity or termination of such Schedule without a written opinion of nationally recognized bond counsel to the effect that any such disposition will not adversely affect the exclusion of interest on the Rent from gross income for federal income tax purposes;

(q) Lessee agrees to execute, deliver and provide Lessor with satisfactory evidence of the filing of such documentation, as may be required for the purposes of properly reporting this Schedule, including, without limitation, IRS forms 8038-G or 8038-GC, as required under the Code;

(s) To the best of our knowledge, information and belief, the above expectations are reasonable; and

(t) Lessee will comply with all applicable provisions of t he Code, including without limitation Sections 103, 141 and 148 thereof, and the applicable regulations of the Treasury Department to maintain the exclusion of the interest components of Rent from gross income for purposes of federal income taxation.

4. SECTION 12. WARRANTY ASSIGN MENT; EXCLUSION OF WARRANTIES; L I M I T A T I O N S O N L I A B I L I T Y ; FINANCE LEASE.

For purposes of this Schedule, delete “FINANCE LEASE” in the title of this Section and delete paragraph (d).

5. SECTION 17. OWNERSHIP; LI ENS AND ENCUMBRANCES; LABELS.

Reference: Page 3 of 3
Master Lease Schedule DellFlex Option

Insert at the end of this paragraph the following:

“If Lessee has not terminated the Lease in accordance with Section 5 of the Agreement and no Event of Default has occurred and is continuing, then upon payment of all Rent and other amounts due under this Schedule and the Agreement, at the end of the Lease Term, Lessee is entitled to Lessor's interest in the Products “AS IS, WHERE IS,” without any warranty or representation by Lessor, express or implied, other than the absence of any liens by, through or under Lessor. Lessee will deliver to Lessor documents reasonably requested by Lessor to give public notice of Lessor's interest in the Products.”

6. PURCHASE OPTION.

RECOURSE, EXPRESS, IMPLIED OR OTHERWISE, BY OR AGAINST LESSOR, INCLUDING ANY WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR P URPOSE, OR AGAINST INFRINGEMENT, other than the absence of any liens by, through or under Lessor.

7. COMPLETION OF SCHEDULE: L e s s e e h e r e b y a u t h o r i z e s L e s s o r t o i n s ert or update the serial numbers of the Products from time to time as necessary.

If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease (each a “Document”) to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document, Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document from Lessor's database which conforms to the version num ber at the bottom of the page. If Lessee delivers a signed Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is relying on Lessee's representat ion that the Document has not been altere d. Lessee further agrees that, notwithstanding any rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other copies are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative copy, or corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor's option, this electronic record may be converted into paper form. At such time, such paper copy will be designated or marked as the authoritative copy of the Document.

By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the attached Exhibits “A” and "B".

"Lessee"

By:

Name:

Title:

Date:

DELL FINANCIAL SERVICES L.L.C.
“Lessor”

By:

Name:

Title:

Date:

Page 1 of 2 ends

Rancho Cucamonga City CouncilOctober 4, 2023

Rancho Cucamonga City Council
October 4, 2023