Roseville City Council
October 1, 2025

“Class 1 consists of ….minor alteration of existing public or private structures, facilities… involving negligible or no expansion of existing or former use…” The project is a minor alteration of the existing gravel parking lot that would pave the lot and add two drainage facilities in order to make the parking lot compliant with ADA and stormwater protection requirements. The project would formalize parking spots in an unpaved and unstriped lot that is being used for parking anyway. Monitoring by UIAC would give assurance that no sensitive resources would be affected. therefore, the Class 1 Exemption is applicable to the proposed project.

Lead Agency Contact Person: Nicolas Bumb, Associate Engineer, Public Works Department – Engineering Division, 311 Vernon Street, Roseville, CA 95678. (916) 746- 1313
Signature: Date: 6/4/2025
Jessica Lynch, Environmental Coordinator
City of Roseville

City Council
Communication
Meeting Date: 10/1/2025
Item #: VII.8
File #: 0800-03
Item ID: 2025-593
Title: Marketing and Advertising Services - Professional Services Agreements Contact: David Bradford 916-746-1672 [email protected]

SUMMARY
Staff recommends approval of professional services agreements with JSR Strategies LLC and Prosio Communications, Inc. to provide marketing and advertising services for Roseville Electric Utility. The total cost of the initial two-year agreement with JSR Strategies LLC, through June 30, 2027, will not exceed $340,000. The total cost of the initial two-year agreement with Prosio Communications, Inc., through June 30, 2027, will not exceed $140,000. Funding is included in the Electric Department budget in the Electric Fund.

RECOMMENDATION
Staff recommends that the City Council adopt resolutions authorizing the City Manager to execute twoyear professional services agreements, through June 30, 2027, with JSR Strategies LLC and Prosio Communications, Inc. for marketing and advertising services for Roseville Electric Utility.

Additionally, staff requests authority for the City Manager or his designee to execute two (2) additional one (1) year renewals for each vendor, without further City Council approval, provided that the applicable budget is approved by the City Council each year, or until staff determines that continuing with these vendors is not in the best interest of the City.

BACKGROUND
In accordance with California Assembly Bills (AB) 1890 and 2021, electric utilities are required to use a portion of the revenue collected from ratepayers to fund public benefit programs that promote energy efficiency, renewable energy, and public access to affordable energy. To meet the required energy efficiency targets, Roseville Electric Utility partners with outside marketing agencies to actively promote customer participation in energy-saving programs and drive sustainable behavior change. A targeted marketing and outreach strategy is crucial to increasing customer awareness, engagement, and enrollment in rebate and energy efficiency programs.

With the current marketing and advertising contract set to expire, Roseville Electric Utility released Request for Proposals (RFP) #07-112. Fifteen proposals were received and evaluated based on qualifications, experience, project understanding, and proposed cost. JSR Strategies LLC and Prosio Communications, Inc. were selected to develop and execute comprehensive marketing and advertising strategies to enhance public awareness of the utility's programs and services.

FISCAL IMPACT
The total cost of the initial two-year agreement with JSR Strategies LLC, through June 30, 2027, will not exceed $340,000. Funding of $170,000 for the first year of the agreement is included in the Electric Department FY2025-26 budget in the Electric Fund. Funding of $170,000 for the second year of the

agreement will be contingent on City Council's approval of the FY2026-27 budget. Future annual costs will not exceed $170,000 for each of the potential one-year renewals and will be contingent on City Council's approval of the associated budget each year.

The total cost of the initial two-year agreement with Prosio Communications, Inc., through June 30, 2027, will not exceed $140,000. Funding of $70,000 for the first year of the agreement is included in the Electric Department FY2025-26 budget in the Electric Fund. Funding of $70,000 for the second year of the agreement will be contingent on City Council's approval of the FY2026-27 budget. Future annual costs will not exceed $70,000 for each of the potential one-year renewals and will be contingent on City Council's approval of the associated budget each year.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The approval of professional services agreements for marketing and advertising services meets the above criteria and is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS

5. Support community engagement and advocacy
Respectfully Submitted,
David Bradford, Electric Customer Programs Supervisor
Daniel Beans, Electric Utility Director
ATTACHMENTS:

1. Resolution 25-305

2. JSR Strategies - Professional Services Agreement

3. Resolution 25-306

4. Prosio Communications - Professional Services Agreement REVIEWERS:

Samantha Runner, Electric Department - Customer & Government Relations Created/Initiated - 9/9/2025 Bill Chaplin, Electric Department - Customer & Government Relations Approved - 9/10/2025 Shawn Matchim, Electric Department - All Approved - 9/15/2025 Daniel Beans, Electric Department - All Approved - 9/15/2025 Gretchen Hakala, City Attorney Department Approved - 9/15/2025 Katrina Six, City Clerk Department Approved - 9/15/2025 Ryan DeVore, City Manager Department - Assistant City Manager Approved - 9/17/2025 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 9/18/2025 Michelle Sheidenberger, City Attorney Department Approved - 9/18/2025 Dominick Casey, City Manager Department - City Manager Approved - 9/18/2025 Katrina Six, City Clerk Department Final Approval - 9/19/2025

RESOLUTION NO. 25-305

APPROVING A PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE

CITY OF ROSEVILLE AND JSR STRATEGIES LLC, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, a professional services agreement for Roseville Electric Utility marketing and advertising services, by and between the City of Roseville and JSR Strategies LLC, has been reviewed by the City Council; and

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Manager or his designee is authorized to execute two (2) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council each year, or until City staff determines that continuing with the same vendor is not in the City’s best interest.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2025, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx ;08/06/2025]

PROFESSIONAL SERVICES AGREEMENT
Roseville Electric Utility Marketing and Advertising Services THIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation ( CITY ), and JSR Strategies LLC, a California ( CONSULTANT ); and
W I T N E S S E T H:

WHEREAS, CITY issued Request for Proposal # 07-112 for professional services consisting of Roseville Electric Utility Marketing and Advertising services; and WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated May 1, 2025, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such services; and
WHEREAS, CONSULTANT is qualified and experienced to provide professional such services.

NOW, THEREFORE, the parties agree as follows:

1. Term. The term of this Agreement shall commence upon execution and expire on June 30, 2027. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 2 2. Services. CONSULTANT shall perform, at the direction of CITY, the scope of the on-call services as described in EXHIBIT A, attached hereto and incorporated herein by this reference. Individual tasks will be awarded by CITY on an as-needed basis. CITY may assign work to one, or more than one consultant from an approved qualified list. CITY reserves the right to unilaterally assign work to any consultant as it deems prudent or, if no services are required, no work. CITY makes no specific guarantee of a minimum or maximum number of hours or amount of tasks or services, which shall be required of any single consultant. In addition, the inclusion of any consultant on any qualified list, if so utilized by CITY, shall in no way be considered an exclusive agreement to provide service for CITY.

3. Compensation. For its services provided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the hourly rates as described in EXHIBIT B, attached hereto and incorporated herein by this reference. Any proposed increase in the effective rates for future services must be preceded by at least a 90-day written notice to the contracting department. Total compensation shall not exceed three hundred forty thousand dollars ($340,000) for the initial term. Adjustment to the total compensation per year shall require a written amendment to this Agreement, subject to approval by the City Council.

CONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated in time increments of not greater than one tenth (1/10) hours. CITY shall pay invoices within thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed. The statements will be sent on or near the tenth of the month for the prior month.

Balances that are not paid within 60 days will accrue interest on the overdue balance at a rate of ten percent (10%) per year, with proportionate interest added to the balance on a monthly basis.

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 3 4. Indemnification. To the fullest extent allowed by law, CONSULTANT shall defend, indemnify, and save and hold harmless CITY, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of CONSULTANT's willful misconduct or negligent act or omission while engaged in the performance of obligations or exercise of rights created by this Agreement, except those matters arising from CITY's negligence or willful misconduct. The parties intend that this provision shall be broadly construed. CONSULTANT s defense and indemnity obligations under this section shall only extend to the proportionate amount of CONSULTANT s fault.

CONSULTANT agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONSULTANT and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY. survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.

5. Insurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement.

COVERAGE LIMITS OF LIABILITY
Statutory

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 4 Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate
Personal Injury:
$1,000,000 each occurrence
$2,000,000 aggregate
Automobile Liability $1,000,000 combined single limit
Professional Liability (errors and $1,000,000 per claim omissions) $2,000,000 aggregate
a. Form. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds. CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and and Professional Liability. Such insurance shall specifically cover the contractual liability of primary and noncontributory, as evidenced by a separate endorsement or section of the policy, -insurance. In addition, the
additional insured coverage shall be at least as broad as the Insurance Services Office ( ISO ) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater.

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 5 c. Cancellation/Modification. CONSULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written e. Subcontractors. CONSULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity Furthermore, CONSULTANT shall require its subcontractors to agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under this Agreement. Additionally, CONSULTANT shall obligate its subcontractors to comply with these same provisions with respect to any tertiary subcontractor, subcontractor or tertiary subcontractor upon request.
f. Self-Insured Retentions. All self-insured retentions ( SIR ) must be disclosed to Risk Management for approval and shall not reduce the limits of liability.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 6 g. Waiver of Subrogation. CONSULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
h. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.

6. Records. CONSULTANT and its subcontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to hereunder and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or expiration of this Agreement. CONSULTANT shall include this provision in its contracts with all subcontractors.

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 7 7. Prevailing Wages. When applicable, for purposes of this Agreement, CONSULTANT and its subcontractors shall comply with all applicable prevailing wage laws, e.g., but not limited to, California Labor Code Sections 1770 et seq. In accordance with said Section 1775, CONSULTANT shall forfeit as a penalty to the City two hundred dollars ($200) for each calendar day or portion thereof for each worker paid less than the prevailing rates for such work or craft in which such worker is employed for any work done on-site under the Agreement by CONSULTANT or by any subcontractor in violation of the provisions of the Labor Code and in particular, Labor Code Sections 1770 to 1780, inclusive. In addition to said penalty and pursuant to said Section 1775, the difference between such stipulated prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the stipulated prevailing wage shall be paid to each worker by CONSULTANT or the applicable subcontractor.

Pursuant to the provisions of California Labor Code Section 1773, the contracting department has identified the source, stated below, of the general prevailing rate of wages applicable to the site to be done, for straight time, overtime, and holiday work. The holiday wage rate listed shall be applicable to all holidays recognized in the collective bargaining agreement of the particular craft, classification or type of worker concerned. These wage rates may be obtained from the State Department of Industrial Relations and/or the following website address: http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.

Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, which forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 8 considered by CONSULTANT in determining its proposal and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.

8. Contractor Registration. No contractor or subcontractor may work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. During the performance of this Agreement, CONSULTANT and its subcontractors shall have a continuing legal obligation to maintain current registration with the Department of Industrial Relations. CONSULTANT is hereby notified that this Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

9. Time is of the Essence. Time is of the essence of this Agreement.

10. Compliance with Laws. CONSULTANT shall comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.

11. Public Contracts: Conflicts of Interest.
under this Agreement shall not include preparing or assisting CITY with any portion of the regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this scussions, or drawing of project plans
or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.

CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Agreement.

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 9 12. The Levine Act Disclosure. The Levine Act (Govt. Code, Section 84308) requires a Party (and its agent(s), if any) to a Proceeding before the City of Roseville that involves any action or consideration related to their contract, license, permit, or other entitlement for use, to disclose any campaign contributions made to CITY elected or appointed officers totaling more than $250 within the twelve (12) months prior to the CITY decision and while a proceeding is pending, and includes certain prohibitions on contribution activity thereafter. If applicable campaign contributions have been made by CONSULTANT and/or its agent(s), CONSULTANT is responsible for compliance, including for its disclosure obligations, if any, as further described at:
https://www.roseville.ca.us/government/departments/city_clerk/transparency/levine_act.

13. Ability to Perform. CONSULTANT agrees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement.

14. Governing Agreement. In the event of any conflict between this Agreement and its EXHIBITS, the provisions of this Agreement shall govern. In the event of any conflict between any of the EXHIBITS, the provisions of the first in order of attachment shall govern.

15. Assignment. CONSULTANT is employed to perform unique personal services.

CONSULTANT shall not assign this Agreement without the prior written consent of CITY.

CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY.

16. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 10 will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.

CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location -call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

17. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 11 Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

18. Successors in Interest. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

19. Copyright, Ownership and Use of Materials. All tangible material ( Material ) created or delivered pursuant to this Agreement is considered a work made for hire under the Copyright Act. To the extent such Material does not qualify as a work made for hire, CONSULTANT hereby assigns to CITY all right, title, and interest, including but not limited to all copyrights, in all Material created by CONSULTANT in its performance under this Agreement. Material constitutes the scope of work outlined in Exhibit A and attached hereto, and all written and other tangible expressions, including but not limited to, drawings (including computer aided drawings), papers, documents, reports, surveys, renderings, exhibits, sketches, maps, models, prints, paintings or photographs, in any and all media or formats in which such materials have been created or are maintained. All Material furnished by CONSULTANT is, and shall remain, the property of CITY.

CONSULTANT shall execute any documents necessary to effectuate such assignment.

In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.

20. Termination of Agreement. CITY may terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.

CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 12 advance written notice. CONSULTANT understands that continuation of this Agreement past June 30th of any given year is contingent upon appropriation of funds for such purpose in the budget of the City of Roseville in the sole discretion of the City Council. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all Material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any MATERIAL, notwithstanding any termination or any dispute regarding the amount to be paid.

21. If either party commences any legal
action against the other party arising out of this Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney s fees. Any action arising out of this Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Agreement shall be governed by and construed in accordance with the laws of the State of California.

22. Modification. This Agreement and each provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.

23. Severability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole.

24. Notices. Any notices to parties required by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 13 CITY OF ROSEVILLE CONSULTANT
David Bradford Jessica Rhodes
P.O. Box 2943
Roseville, CA 95678 Sacramento, CA 95814
Either party may amend its address for notice by giving notice to the other party in writing.

25. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.

IN WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. ______, adopted by the Council of the City of Roseville on the ___ day of ____________, 20__, and CONSULTANT has caused this Agreement to be executed.

CITY OF ROSEVILLE, a
municipal corporation
BY:_______________________________

DOMINICK CASEY
City Manager
JSR STRATEGIES LLC, a California
BY: _______________________________
its: _______________________________
and
[SIGNATURES CONTINUED ON FOLLOWING PAGE]

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] 14 ATTEST:

BY: _______________________________
its: _______________________________
BY:_______________________________

CARMEN AVALOS
City Clerk
APPROVED AS TO FORM:

BY: _______________________________

MICHELLE SHEIDENBERGER
City Attorney
APPROVED AS TO SUBSTANCE:

BY: _______________________________

DAN BEANS
Electric Utility Director

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025]

EXHIBIT A

Executive Offices | searhc.org P: 907.463.4000 3100 Channel Drive| Juneau, AK 99801 To whom it may concern, I am pleased to offer a formal recommendation for JSR Strategies, LLC. and Owner/CEO Ms. Jessica Rhodes. The SouthEast Alaska Regional Health Consortium (SEARHC) has had a long-standing relationship with Ms. Rhodes. Over the past five years of working together, Ms. Rhodes has dedicated herself to helping SEARHC find success in communicating to targeted markets, promoting the change of services, providers, and locations, and numerous patient acquisition campaigns. In working with our leadership team, Ms. Rhodes guided a continuous brand evolution, leading to the SEARHC brand being one of the most recognized in Southeast Alaska. I have worked with Ms. Rhodes and JSR Strategies for multiple years. I couldn't think of any better partner to help showcase SEARHC in the appropriate media markets and help develop the internal marketing team. As our agency of record, JSR was able to help grow our business and produce significant innovation in communicating high-quality healthcare. JSR Strategies has helped SEARHC achieve key business goals and educate our communities throughout the COVID-19 pandemic. With information changing daily, JSR continuously strategized to ensure important health messages were as clear as possible. JSR Strategies developed COVID-19 campaigns to target multiple demographics, growing media impressions and exposure in all Southeast Alaska markets. JSR Strategies has a unique positioning from an agency perspective. While being a small agency, they have a large-scale team's expertise and experience with the responsiveness, character, and true partnership that any company would want. Ms. Rhodes has handpicked staff from across the country that are experts in their fields, resulting in a team that understood our healthcare industry demands and consumer perspectives, enabling positive results in multiple campaigns. The responsiveness and personal attention from Ms. Rhodes are the driving force in the success we ha together. JSR Strategies has proven its agility in managing challenging or stressed situations. They do this while having a keen eye on the ever-changing world of communication and innovative media strategies. Please feel free to contact me for any additional information. Sincerely, Maegan Bosak Sr. Director of Lands and Property Management

“ ,” said Jim Holmes, member of the Placer County Board of Supervisors and chair of the Pioneer Governing Board. “ ." The new Green100 rate allows Pioneer to provide reliable energy delivery while innovating renewable energy systems and programs. Green100 renewable resources may include geothermal, wind, solar, hydroelectric and biomass. For businesses and municipalities, the Green100 rate plan offers a solution for reducing greenhouse gas emissions and may be used as a component toward achieving LEED certification. “ ,” said John Hidahl, member of the El Dorado County Board of Supervisors and the Pioneer Governing Board. “ .” The Green100 plan is entirely voluntary. Pioneer always supports your right to choose. Businesses interested in reducing their carbon footprint can sign up for Pioneer’s Green100 program starting today. Customers can enroll in two ways: online or by phone. To enroll by phone, call (844) 937-7466 and ask for Chuck. Customers may also enroll online, click the image below or visit Pioneer's Green100 page. Pioneer is the publicly owned joint powers authority that provides electricity for residents and businesses, currently serving Placer County and, starting in 2022, El Dorado County. Our founding principles include spearheading solutions that benefit customers, the economy and the environment by building local energy resiliency and creating renewable energy jobs. To that end, Pioneer strives to purchase renewable electricity from local resources in Placer and El Dorado counties and from within California whenever possible. We appreciate your business and look forward to serving your needs. Stay Con nect ed with Pioneer Comm unity Energy: SUBSCRIBER SERVICES: Mana ge Subscriptio ns | Unsubscribe All | Help June 7, 2021 Dear Customer: Your choice of Pioneer Community Energy (Pioneer) — as your local partner that keeps the lights on and makes energy decisions based on what’s best for our communities — just got better. Today, Pioneer announced the rollout of Green100, a new 100% renewable energy option. A survey conducted by Pioneer in December 2020 revealed that many of our customers want to reduce greenhouse gas emissions. In response, Pioneer is pleased to present a new rate option, Green100.

JESSICA REDDIG OnMark, Partner & Chief Strategy Officer QUALIFICATION HIGHLIGHTS Utility Marketing and Public Outreach Strategic Media Planning and Buying Data-Driven Optimization and Analytics Cost-Effective Campaign Execution Public Awareness and Behavior Change Campaigns Vendor Negotiations and Added-Value Media Opportunities Transparent Reporting and Real-Time Performance Tracking RELEVANT EXPERIENCE Jessica brings deep expertise in planning, buying, and optimizing multi-channel marketing campaigns for municipal clients, including the City of Roseville, City of Folsom, City of Rocklin, and the City and County of Sacramento. Her work has supported public outreach initiatives across a range of civic programs, from utility services and environmental awareness to community engagement and public health. Jessica’s strategic media planning spans digital, print, broadcast, out-of-home, and hyperlocal channels, ensuring maximum visibility while maintaining strict budget accountability. Her direct experience working with neighboring municipalities provides her with a unique understanding of the regional market, local media landscape, community demographics, and the communication priorities of Northern California public agencies. WORK HISTORY OnMark — Co-Founder & Chief Strategy Officer 2024 to Present Develop and execute high-impact omnichannel campaigns across digital, video, audio, social, email, and print, expanding audience reach and deepening engagement. Plan and optimize media buys using advanced targeting and first- and third-party data, improving cost-efficiency and campaign performance. Lead brand development efforts, creating distinctive identities that enhance recognition and foster audience loyalty. Deliver comprehensive data reporting and survey insights to measure effectiveness and guide ongoing strategy optimization. Audacy — Manager of Government & Political Strategy Created targeted communications and media strategies for political campaigns and government outreach, increasing engagement and strengthening public perception. Led cross-functional teams to analyze media and policy landscapes, providing actionable insights that shaped public narratives and regulatory outcomes.

Designed civic engagement programs that educated communities and enhanced government-community relationships. iHeartMedia — Vice President, Strategic Marketing & Business Development Directed public outreach initiatives for government and political campaigns, developing strategic communications to mobilize support and drive engagement. Implemented data-driven media strategies across digital and broadcast platforms to maximize visibility and stakeholder impact. Streamlined internal workflows to improve operational efficiency and enhance campaign results. Sactown Magazine — Senior Advertising Executive Designed and executed strategic advertising campaigns that grew local business engagement, increased ad placements, and strengthened client retention. Analyzed market trends and campaign performance to develop tailored advertising solutions, optimize sales strategies, and drive sustained revenue growth. JR Data Services — President Led advanced data analysis initiatives to uncover audience insights and optimize cross-channel marketing performance, driving stronger campaign outcomes. Built and maintained precision-targeting databases, enhancing direct mail and email campaign effectiveness and significantly improving response rates and ROI. Developed and executed strategic marketing plans aligned with analytics-driven audience segmentation and channel optimization to maximize engagement and growth. EDUCATION University of Phoenix — Bachelor of Science, Marketing PROFESSIONAL AFFILIATIONS Public Relations Association of America (PRSA), California Capital Chapter Board Member, 2025 – 2027 Public Relations Association of America (PRSA), California Capital Chapter Member, 2024 – 2025 California Association of Public Information Officers (CAPIO) Member, 2024 – 2025

ANGELA VINE SUMMARY OF QUALIFICATIONS I am a creative, tenacious, strategic team player and life-long learner with a proven record of developing and executing hyper-local, regional and state-wide communications strategies resulting in proven brand recognition, increased engagement and adoption. EXPERIENCE Director of Sustainability and Outreach 2020 – present Write, implement and regularly reevaluate communication, outreach and engagement plans. Development of key messaging that simpli es complex topics for use in campaigns deployed across organic and paid digital channels, traditional platforms and for pitching to media. Create and direct content and asset strategy based on outreach and engagement goals and objectives for deployment across traditional and digital channels. Lead social media strategy highlighting multiple education and awareness campaigns, including content management, creation, publishing, measuring effectiveness, and adjusting approach or tact when indicated. Advise on the purpose and impact of social media for the public, recommend effective and trending digital strategies and platforms, lead community management, and measure, analyze and report on engagement and outcomes while effectively shifting to respond to the audience. Prepare creative briefs, assign, manage, and organize requests to writers and creatives, and effectively manage timelines. Establish, organize and maintain a content management system. Identify and recommend appropriate reporting platforms based on best practices and industry data to review and provide analytics. Implement, monitor, evaluate and report on the success of campaigns and succinctly recommend and implement optimizations to consistently align KPIs and objectives. Establish brand tone and regularly review communications for brand alignment. Managing two websites' rebranding, content and visual overhaul, including leading the content management strategy and digital asset management development. Managed and oversaw a complete rebrand, including implementing and promoting a new brand across all channels. Lead and manage an effective communications loop across departments and internal and external stakeholders. Brand Manager 2018-2020 Write, implement and regularly reevaluate communication, outreach and engagement plans. Develop key messaging that simpli es complex topics across platforms and for pitching to media. Create and direct content and asset strategy based on outreach and engagement goals and objectives for deployment across organic social, paid traditional, paid social, and digital channels. Lead social media strategy highlighting multiple education and awareness campaigns, including content management, creation, publishing, measuring effectiveness, and adjusting approach or tact when indicated. Advise on the purpose and impact of social media for the public, recommend effective and trending digital strategies and platforms, perform community management, and measure, analyze and report on engagement and outcomes while effectively shifting to respond to the audience. Prepare creative briefs, assign, manage, and organize requests to writers and creatives, and effectively manage timelines.

Angela H. Vine Establish, organize and maintain a content management system. Identify and recommend appropriate reporting platforms based on best practices and industry data to review and provide analytics. Implement, monitor, evaluate and report on the success of campaigns and succinctly recommend and implement optimizations to consistently align KPIs and objectives. Establish brand tone and regularly review communications for brand alignment. Launched and managed Sac-to-Zero, an electric vehicle technology outreach campaign sponsored by Electrify America/Volkswagen of America. Our team deployed a comprehensive traditional, digital, and event-based outreach strategy with a $1m media package, leveraging 45 community and sporting events with 300 to 18,000 attendees. Launched GIG Car Share with an integrated out-of-home, paid digital, and event strategy. In our three-month launch phase, we exceeded the app's 15,000 download goal, garnering 25,000 downloads. Planned, managed and executed an outreach, engagement and event strategy to launch Sacramento Regional Transits’ “RydeFreeRT,” which resulted in a 106% increase in youth ridership by January 2020. Owner 2010 – present Executive Consulting Services Marketing Event Management Project Management Sales/Sales Management National Director of Marketing 2015 – 2018 Advocate for successfully managing and expanding accounts. Create and manage general awareness campaigns. Implement, monitor, evaluate and report on the success of campaigns and succinctly recommend and implement optimizations to consistently align KPIs and objectives. Establish brand tone and regularly review communications for brand alignment. Create and direct content strategy based on outreach and engagement goals and objectives for deployment across traditional and digital channels. Generate and execute business development opportunities. Increased revenue by $1+MM/yr through account acquisition; on track for $2.1+MM in 2018. Director of Regional Sales 2013-2014 Advocate for successfully managing and expanding accounts. Maximize outreach via social media and industry events. Generate and execute business development opportunities. Successfully increased revenue by 57% in year one and 71% in year two. New Business Development Advisor 2012 - 2013 Generate and execute business development opportunities. Collaborate to identify cross-sale opportunities. Track and evaluate department activity outcomes. Prospect at the C-level and successfully convert 25% of prospects to broker referrals. Business Development Executive 2011–2012 Advocate for successfully managing and expanding accounts. Generate and execute business development opportunities. Maximize outreach via social media and industry events. Developed and launched a disability surveillance program for the UC Davis Health System.

Angela H. Vine Expanded use to full program utilization in over 95% of assigned accounts. Director of Client Services, Western Region 2002-2009 Executed turnaround of the sales team through training, coaching, and mentoring. Recruit, expand and manage a sales team. Advocate for successfully managing and expanding accounts. Created Client Resolution protocol, a system for quickly resolving client issues. Increased annual sales by 10% in the rst year and more than 16% overall. Senior Client Service Representative, Federal Division Created a new division and secured accounts in this niche market. Developed training manual and trained all staff. Persistent activity resulted in 50 -150% of the standard net income per sale. Annual sales increase from $15,000 a year to $150,000. Sales signi cantly increased to $500,000 by Q2 with a run rate of over $1 Million in sales year 1 Promoted to Director in less than four years. Client Service Representative/Senior CSR Developed and implemented an expansion plan after changes depleted 50% of sales. Highest client referral rate out of 125 nationally. Increase sales by 108% in year two and 118% in year one. BOARD EXPERIENCE California Institute for Mental Health Community College Foundation California Psychological Association Northwest Longshore Claims Association San Francisco Industrial Claims Association Longshore Claims Association EDUCATION California State University, Sacramento Bachelor of Science, Recreation and Leisure Studies; Concentration in Commercial Recreation Management SKILLS Microsoft Of ce Suite CRM utilization Project management systems GSuite Content management systems Detailed Professional References Available Upon Request

Meghan C. Pues 516-643-6187 || [email protected] EXPERIENCE JSR Strategies July 2023 - Present Brand Manager Manage projects for a variety of clients at a single time, including design, web, social media, short and long-form copywriting, and other digital communications Coordinate with cross-functional teams, including designers, developers, and content creators, to deliver high-quality creative and strategic project work Collaborate with JSR employees, contractors, and clients to de ne project objectives, deliverables, timelines, and tailor digital marketing solutions to meet their speci c needs Conduct client meetings and presentations to review campaign performance, provide insights, and recommend optimizations Organize meetings and agendas, record minutes, and ensure follow-through as assigned One 8 & Company | Uniondale, NY October 2020 - July 2023 Digital Marketing & Creative Services Consultant Manage creative projects including, branding and strategy, graphic design, web design, SEO, and social media Manage accounts and relationships with clients and outside vendors across industries including, professional services, nonpro t organizations, hospitality, construction management, real estate, luxury goods & ne jewelry Manage and prioritize project work ow from scoping/brie ng to nal execution Develop internal sales and communication materials, proposals, client forms and templates Audit, recommend, plan, and implement marketing and digital services Vertex Global Solutions, Inc. | New York, NY October 2018 - February 2021 Digital Marketing & Account Manager Led a full company rebrand, including logo design, style guide, signage, business cards, and branded sta apparel Built a custom WordPress website; leading to increased visibility, tra c, and sales Digitally designed multi-platform marketing content and branded partnership decks Launched social media presence across platforms; developed brand voice; conceptualized and executed digital strategy Utilized analytic tools to continually monitor progress and impact to stay reactive with current trends Account management and full lifecycle recruitment supporting professional services roles within IT, Finance, Marketing, Entertainment, Retail, Food & Beverage, Non-Pro t, Legal, Cybersecurity Developed programs, sourcing and screening processes, and resource templates Kara Ross New York LLC | New York, NY September 2014 - April 2018 Marketing, Research & Development Manager Assisted owner of luxury jewelry line with all marketing initiatives Developed relationships with non-pro t partners, sponsors, in uencers, and brand ambassadors Managed budget, design, and logistics in development of events across the United States CRM: Managed lead generation, conducted weekly analytics and community engagement reporting Graphic Design: Direct mail, digital invitations, event programs, corporate gifting, and marketing campaigns Developed and designed brand guide, business cards, training materials, lookbooks, and pitch decks Launched bi-weekly newsletter and email marketing campaigns, fostering signi cant growth to subscriber base Designed digital content for social platforms and website Managed and maintained KRNY e-commerce website, graphics, inventory, sales, and logistics EDUCATION University of Rhode Island | Kingston, RI 2010 - 2014 Bachelor of Science: Textiles, Fashion Merchandising & Design | Minor: Business Administration Foundations of User Experience (UX) Design 2023 An online certi cation authorized by Google and o ered through Coursera SKILLS Photoshop Illustrator InDesign Adobe Microsoft Word Microsoft Excel PowerPoint Canva MailChimp Grammarly WordPress Wix Monday Hootsuite Later Zoho CRM Google Drive SharePoint Smartsheet UX Design

SUMMARY PROFESSIONAL EXPERIENCE EDUCATION SKILLS San Diego, CA [email protected] 570.242.6626 ANDREA CARAYIANNAS Customer-focused strategist with a passion for building thriving communities and driving client success. Proven ability to onboard, retain, and grow client accounts through personalized engagement, data-driven strategies, and exceptional communication. 2023 - Present Advise community-driven businesses on digital growth strategies. Increased client blog traffic by 32,000+ monthly views with SEO optimization. Optimized social media management, leading to a 40% growth in new client acquisition. Developed and executed email marketing campaigns for successful client lead conversion. Convosight | 2022 - 2023 Onboarded US Facebook admins, creating a streamlined process for improved user experience. Implemented strategies to increase US admin adoption of Convosight by 100%. Managed brand partnership campaigns, identifying relevant communities for impactful marketing. Played a key role in the successful launch and adoption of Convosight 2.0.. Systems Saved Me | 2021-2022 Enhanced program success by streamlining client and coach onboarding processes. Utilized Loom and private Facebook group for personalized feedback and community engagement, leading to improved program experience. Collaborated with leadership to tailor support and content, significantly boosting client satisfaction. Bachelor's Degree in English Minor in Psychology Cum Laude Customer Success: Onboarding, client management, relationship building, retention strategies. Community Management: Engagement, feedback analysis, program optimization. Marketing & Content: SEO, social media, email marketing, content creation. Project Management: Prioritization, execution, results tracking. Communication: Collaboration, reporting, presentations. Technical Skills: CRM systems (Hubspot/Salesforce), project management tools (ClickUp/Asana), Loom, social media platforms. Independent Consultant International Community Success Lead Head of Community Saint Joseph’s University LinkedIn URL Hera Hub | 2018-2021 Managed a 300+ member community, organizing and executing 100+ annual events. Developed and implemented content strategies across social media and blogs for increased brand visibility and audience growth. Secured strategic partnerships and drove membership sales through innovative marketing tactics. Community Director

BRENT COLLIER Sacramento, CA & Asheville, North Carolina CREATIVE DIRECTOR FOR SUSTAINABILITY AND HEALTHCARE As a seasoned Creative Director, Brent has demonstrated a profound capability in crafting comprehensive asset portfolios and constructing robust brands and websites, particularly for clients in the healthcare and sustainability sectors. His strategic vision and innovative approach have consistently translated into compelling, user-centric designs that not only meet but exceed client expectations. Brent's extensive experience and keen insight into market trends have made him an invaluable asset to teams aiming to create impactful and lasting impressions in the industry. CORE COMPETENCIES Graphic Design Website Development & Coding Photo and Video Editing Communications and Marketing Digital Advertising/Marketing Product Packaging Project Management Publication Design Team Building EDUCATION BS of Graphic Design | Apr 2008 – Mar 2012 The Art Institute of California Sacramento PROFESSIONAL EXPERIENCE JSR Strategies – Sacramento, CA/USA – 2019 – Present Creative Director Spearheaded the development of an award-winning brand identity for a leading healthcare provider, resulting in a 30% increase in patient engagement and a prestigious industry accolade for outstanding branding. Led a cross-functional team in the creation of an innovative, user-friendly website for a sustainability-focused JPA, earning recognition for exceptional design and user experience in a renowned digital innovation award. Pioneered a multi-channel marketing campaign for a CCA, which garnered multiple awards for creative excellence and signi cantly boosted the company's market visibility and customer acquisition rates. Orchestrated the rebranding of a major healthcare nonpro t, achieving widespread acclaim for the compelling narrative and visual storytelling and earning over $2M in donations upon brand launch. Bouchard Communications – Sacramento, CA/USA – 2013 – 2019 Art Director Collaborated with a creative director on project development and concept creation. Providing guidance to designers and copywriters. Reviewing and presenting work to the creative director and clients. Created and oversaw direct mail and email marketing initiatives. Managed a proprietary system handling variable direct mail and email templates with user access. O ering technical support and training services. Crafted numerous client brands, identity packages, and websites. KTXL FOX40 News – Sacramento, CA/USA – 2012 – 2013 Creative Services Graphic Artist Created sales contest/promo screens and web ads. Tasks included logo design, typesetting, image selection and editing, as well as ensuring on-screen readability. Designed bespoke graphics for daily AM & PM TV news broadcasts. Collaborated with the creative team and sales department to create web promotional ad designs for production. Designed promotional print ads for FOX40 to feature in local event brochures, magazine inserts, and various print materials. Collaborated on graphics implementation with the news department's team of graphic artists. Ensured adherence to brand standards and guidelines. Software: Adobe Photoshop, Illustrator, InDesign, Premier Pro & Acrobat. Microsoft O ce, Google Apps, AutoSketch Web & Coding: HTML, CSS, Wordpress, Bootstrap, Squarespace, Sublime, Adobe DreamWeaver, Adobe XD, Moqups Project Management: Basecamp, Monday, Clockify, Trello, Slack

Resume Jude Lemons (916) 204-5729 Jude Lemons is President and CEO of Tangerine Lime Communications (TLC), which provides content, coaching, and consulting services to clients in the nonprofit, public, and private sectors. With over 25 years of expertise in local government, state policy, energy, and climate change-related issues, she offers a unique blend of talent and a results-oriented, highly effective approach. TLC delivers creative content and strategic communications that consistently move target audiences and generate powerful results. (Visit www.lemons.solutions for more information about TLC.) Jude has consulted on a diverse range of communications projects since 1995. The following is a sample of her work focusing on energy, sustainability, and reducing greenhouse gas emissions in California. Client: League of California Cities From 1996–2020, Jude provided comprehensive consulting services for the League’s monthly publication, Western City magazine, serving elected and appointed city officials statewide. Her scope of work included acting as Editor in Chief, overseeing content and editorial calendar development, editing, art direction, production management, and website development and management. Jude produced detailed coverage and analysis of California landmark legislation related to energy, sustainability and climate change, including: AB 117 (Migden, 2002) — establishing community choice aggregation as an energy option for communities and setting the stage for cleaner energy access in California. AB 32 (Nunez, 2006), the Global Warming Solutions Act of 2006 — requiring California to reduce its overall greenhouse gas emissions to 1990 levels by 2020 and 40% below 1990 levels by 2030, and appointing CARB to develop policies, which ultimately included the state’s cap-and-trade program, to achieve this goal. SB 375 (Steinberg, 2008) and SB 743 (Steinberg, 2013) — transportation planning legislation setting regional greenhouse gas emission reduction targets for passenger vehicles and requiring agencies to assess and mitigate the vehicle miles traveled (VMT) impacts of new developments. AB 1236 (Chiu, 2015) — requiring local governments to develop streamlined ordinances for electric vehicle charging infrastructure. SB 350 (de Leon, 2015) — requiring the state to procure 60% of all electricity from renewable sources by 2030 and 100% from carbon-free sources by 2045; double the energy efficiency of existing buildings; and allow greater electric utility investment in electric vehicle charging infrastructure. As part of her work creating timely content on energy and climate issues of importance to local governments, local elected leaders, and city officials in California, she also collaborated with representatives of key state agencies such as the California Air Resources Board, California Energy Commission, California Public Utilities Commission, California Environmental Protection Agency, California State Transportation Agency, California Department of Resources Recycling and Recovery, and the Governor’s Office of Planning and Research.

Jude produced dozens of articles on energy, sustainability, greenhouse gas emissions reduction, and related topics for Western City magazine (www.westerncity.com), including: Lessons Learned From Utility-Initiated Power Shutoffs (2020) Community Choice Aggregation Drives Economic Development (2019) Small Cities Fund Public Works Infrastructure Projects With Clean Energy Savings (2019) Challenges of Electric Vehicle Infrastructure (2018) Hayward’s Water Facility Ranked in Top 30 for On-Site Green Power Production (2017) California Cities Shine in $5 Million Energy Prize Challenge (2016) Sustainability Offers a Path to Prosperity (2016) Converting Waste to Energy: How to Make it Happen in Your Community (2015) Financial Resources to Support Energy Efficiency (2013) Sustainability’s New Normal: Capturing Multiple Benefits (2013) 10 Questions to Ask Before Installing Solar Power on Agency Facilities (2012) California’s Green Economy Links Economic Development and Sustainability (2012) Today’s Youth: Tomorrow’s Green Workforce (2012) Evaluating Green Fleet Options (2011) Sustaining Your Sustainability Programs (2011) Working With Energy Utilities to Finance Energy-Efficiency Improvements (2010) Financing Local Sustainability Efforts (2009) Preparing for a Warmer World (2008) California Cities Tackle Climate Change (2007) Jude also ghost-wrote many articles that appeared under the bylines of the League of California Cities’ CEO and its Presidents, such as Energy, Water and the Responsibilities of Stewardship; Making Cities Smarter; Making Strides Toward a Sustainable Future; Cars of the Future: Connected and Autonomous; and Regional Effort Helps Communities Save Money, Energy, Water and the Environment (all available at www.westerncity.com). In addition to her work on Western City magazine, Jude provided project management and editing services for numerous League of California Cities publications, including The Planning Commissioner’s Handbook; Navigating the Legislative Process; Performance-based Management: A City Official’s Guide to Achieving Results-Oriented Government; Securing Voter Approval of Local Revenue Measures; and Rosenberg’s Rules of Order. Client: Institute for Local Government Jude provided website consulting services for the Institute’s Public Engagement and Collaborative Governance programs and created marketing materials in English and Spanish for a CalRecycle collaborative project to reduce residential waste, targeting households and landlords. She also edited and

managed production of the publication, Understanding the Basics of Land Use and Planning: Guide to Planning Healthy Neighborhoods. Client: California Association for Local Economic Development (CALED) Jude edited and art directed CALED’s 2022 Economic Development Recovery and Resiliency Playbook, produced in partnership with the U.S. Economic Development Administration. The Playbook provides tools, tactics and resources for communities responding to or preparing for an economic disruption. Professional Awards and Recognition Jude’s work has earned over 25 awards from professional organizations, including the California Association of Public Information Officials, the International Association of Business Communicators, and the American Society of Association Executives. A full list is available at www.lemons.solutions/awards-recognition. Education Bachelor of Science in Design, University of California, Davis Four-year degree completed at age 19

[B:\City Attorney\COUNCIL COMMUNICATIONS\JSR PSA.docx; 08/06/2025] B

RESOLUTION NO. 25-306

APPROVING A PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND PROSIO COMMUNICATIONS, INC., AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, a professional services agreement for Roseville Electric Utility marketing and advertising services, by and between the City of Roseville and Prosio Communications, Inc., has been reviewed by the City Council; and

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Manager or his designee is authorized to execute two (2) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council each year, or until City staff determines that continuing with the same vendor is not in the City’s best interest.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2025, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk

[B:\City Attorney\COUNCIL COMMUNICATIONS\Prosio PSA.docx ;08/19/2025]

PROFESSIONAL SERVICES AGREEMENT
Roseville Electric Utility Marketing and Advertising Services THIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and Prosio Communications, Inc., a California corporation (“CONSULTANT”); and W I T N E S S E T H:

WHEREAS, CITY issued Request for Proposal # 07-112 for professional services consisting of Roseville Electric Utility Marketing and Advertising services; and WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated May 1, 2025, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such services; and
WHEREAS, CONSULTANT is qualified and experienced to provide professional such services.

NOW, THEREFORE, the parties agree as follows:

1. Term. The term of this Agreement shall commence upon execution and expire on June 30, 2027. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.

Attachment A
my proposal will remain firm for a period of up to ninety (90) days in order to allow the City of Roseville te the qualifications submitted.

I have carefully examined the Request for Proposals and any other documents accompanying or made a part of this RFP. The information contained in this proposal is true and correct to the best of my knowledge and is signed under penalty of perjury under the laws of the State of California. I further certify that I am duly authorized to submit this proposal on behalf of the firm as its authorized agent and that the firm is ready, willing and able to perform if awarded the contract.

I further certify that this proposal is made without prior understanding, agreement, connection, discussion, or conspiracy with any other person, firm or corporation submitting a proposal for the same product or service; that this proposal is fair and made without outside control, collusion, fraud or illegal action; that no officer, employee or agent of the City or any other proposer is financially interested in said proposal; that no undue influence or pressure was used against or in concert with any officer, employee or agent of the City in connection with the award or terms of the contract that will be executed as a result of this RFP; and that the contained and was duly authorized to do so.

NAME OF BUSINESS

SIGNATURE

NAME & TITLE, TYPED OR PRINTED

MAILING ADDRESS

TELEPHONE NUMBER
EMAIL
Type of Organization:
____ Sole Proprietorship ____ Corporation ____ State of Incorporation ________ Partnership ____Limited Liability Company
Lori M. Prosio, President/CEO
1217 Pleasant Grove Blvd., Suite 100, Roseville, CA 95678 (916) 251-1281
[email protected]
X
Prosio Communications

Attachment B

LEVINE ACT DISCLOSURE STATEMENT
(The completed form submitted to the City of Roseville is a public record.) ed officer,
any alternate thereto, and any candidate for elective office) from participating in any consideration or action related to a proceeding if they receive political contribution(s) from a party, or its agent(s), totaling more than $250 within the previous twelve (12) months, while a proceeding is pending, and for twelve (12) months following the date of a final decision in a proceeding concerning a license, permit, other https://www.roseville.ca.us/government/departments/city_clerk/transparency/levine_act.

City Officers are listed at the following sites:

The Members of City Council - https://www.roseville.ca.us/government/city_council/meet_council Boards & Commission Members - https://www.roseville.ca.us/government/boards_commissions Parties and their Agents are responsible for reviewing and disclosing their applicable contributions to City Officers on the record of a proceeding.

1. Have you or your entity, or any agent on behalf of you or your entity, made any political contribution(s) totaling more than $250 to any City Officer in the twelve (12) months preceding the date of the submission of your license, permit, or contract, or the anticipated date of any City Council, Board, or Commission consideration or action related to this license, permit, or contract? YES _____ NO _____
If yes, please identify the City Officer(s):________________________________________________________________________________

2. Do you or your entity, or any agent on behalf of you or your entity, anticipate or plan to make any political contribution(s) totaling more than $250 to any City Officer in the twelve (12) months following any City Council, Board, or Commission consideration or action related to this license, permit, or contract?
YES _____ NO _____
If yes, please identify the City Officer(s):_______________________________________________________________________________ Answering yes to either of the two questions above does not preclude the City of Roseville from considering and/or taking action on a license, permit, or contract. It does, however, potentially preclude the identified City Officers from participating in consideration of and in taking any actions related to the license, permit, or contract. Please accurately complete and sign this form, under the penalty of perjury:
____________ ___________________________________________ _______________________________________ (Date) (Printed Name/Title of Authorized Representative) (Name of business/legal entity) ___________________________________
(Signature)
You must submit a supplemental form if you make any new reportable contribution(s) while the contract, license, permit, or other entitlement is being considered. If this form has not previously been submitted in connection with a contracting, licensing, entitlement or permitting process, please provide the completed form to the Office of the City Clerk for appropriate departmental routing, at: City Clerk, 311 Vernon St., Roseville, CA 95678, [email protected] Lori M. Prosio, President/CEO Prosio Communications
X
X
May 1, 2025

LEVINE ACT DISCLOSURE STATEMENT
(The completed form submitted to the City of Roseville is a public record.) Covered
"proceedings"
A proceeding to grant, deny, revoke, restrict, or modify a license, permit or other entitlement for use, that does not solely involve purely ministerial decisions and is:
(1) Applied for by the party;
(2) Formally or informally requested by the party; or
(3) A contract between the agency and the party or a
franchisee granted by the agency to the party, other than a contract that is competitively bid, a labor contract, or a personal employment contract.

FPPC Reg 18438.2(a)
Party
Any person who files an application for, or is the subject of, a proceeding involving a license, permit, or other entitlement for use.

Gov. Code 84308(a)(1)
Participant
Any person who is not a party but who actively supports or opposes a particular decision in a proceeding involving a license, permit, or other entitlement for use and who has a financial interest in the decision. A person actively supports or opposes a particular decision in a proceeding if that person lobbies in person the officers or employees of the agency, testifies in person before the agency, or otherwise acts to influence officers of the agency.

Gov. Code 84308(a)(2)
FPPC Reg 18438.4
Agent
A person who represents a party or participant for
compensation and appears before or otherwise communicates with the governmental agency for the purpose of influencing the pending proceeding. See FPPC Reg 18438.3 for exceptions for certain consultants.

FPPC Reg 18438.3
Competitively Bid
A contract required by law to be awarded to the lowest
responsible bidder with a responsive bid, or, if the successful bidder refuses or fails to execute the contract, to the next lowest bidder with a responsive bid.

FPPC Reg 18438.2(a)(3)(A)
Labor Contract
A contract or agreement reached through collective bargaining or with a representative group regarding the salary, benefits, or terms and conditions under an employment or retirement
policy for employees or retirees, including a project labor agreement entered under Public Contract Code Section 2500.

FPPC Reg 18438.2(a)(3)(B)
Personal Employment
Contract
A contract for employment, including the terms and conditions of employment, between the agency and an agency employee.

A contract with an independent contractor is NOT a personal employment contract.

FPPC Reg 18438.2(a)(3)(C)-
(D)
A party to a proceeding before an agency involving a license, permit, or other entitlement for use shall disclose on the record of the proceeding any contribution in an amount of more than two hundred fifty dollars ($250) made within the preceding 12 months by the party or the party's agent.

A party, or agent to a party, to a proceeding involving a license, permit, or other entitlement for use pending before any agency or a participant, or agent to a participant, in the proceeding shall not make a contribution of more than two hundred fifty dollars ($250) to any officer of that agency during the proceeding and for 12 months following the date a final decision is rendered by the agency in the proceeding.
(Gov. Code, § 84308, emphasis added.)

Attachment

NONCOLLUSION DECLARATION TO BE EXECUTED BY

BIDDER AND SUBMITTED WITH BID
The undersigned declares:

I am the _________________ of ______________________, the party making the foregoing bid.

The bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid. The bidder has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or to refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder. All statements contained in the bid are true. The bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, to effectuate a collusive or sham bid, and has not paid, and will not pay, any person or entity for such purpose.

Any person executing this declaration on behalf of a bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the bidder.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on _______________________ [date], at _____________________ [city], ________________ [state].
____________________________________
(Signature of Declarant)
President/CEO Prosio Communications
May 1, 2025 Roseville
California

[B:\City Attorney\COUNCIL COMMUNICATIONS\Prosio PSA.docx; 08/19/2025] EXHIBIT “B”

City Council
Communication
Meeting Date: 10/1/2025
Item #: VII.9
File #: 0203-06
Item ID: 2025-667
Title: Customer Information System Health Check - Agreement Amendment Contact: Jorence Wu 916-746-1261 [email protected]

SUMMARY
Staff recommends approval of an amendment to the master professional services agreement with N.

Harris Computer Corporation to authorize the City of Roseville’s Utilities Customer Care division, to engage Cayenta in conducting a comprehensive systems health check of the City’s Customer Information System. This will increase the total contract amount by $35,000. The amendment will be funded by the Customer Care budget in the Roseville Electric Utility and Environmental Utilities departments.

RECOMMENDATION
Staff recommends that the City Council adopt a resolution to approve Amendment No. 1 to the Master Services Agreement with N. Harris Computer Corporation for the Cayenta systems health check and authorize the City Manager to execute it on behalf of the City of Roseville.

BACKGROUND
In 2014, the City entered into an agreement with Cayenta, a division of N. Harris Computer Corporation, to implement the Cayenta Customer Information System (CIS). The system went live in November 2017 and, since implementation, Cayenta has proven to be a strong partner, consistently adapting to the City’s evolving business needs.

The City relies on the Cayenta system to support billing, customer service, field operations, and analytics.

Each month, the system manages billing for Electric, Water, Wastewater, and Solid Waste services for more than 77,000 customers, totaling approximately $320 million annually. Cayenta also provides essential support services, system updates, upgrades, and ongoing research and development, ensuring continued compliance with regulatory and legislative requirements for billing and service delivery.

This amendment for a systems health check will assess opportunities to improve user experience, increase system efficiency, and evaluate underutilized features within the current version, as well as potential enhancements available in future upgrades. The engagement will begin with an onsite assessment to review system utilization, gather user feedback, and identify opportunities for process improvement. Following this assessment, Cayenta will deliver a comprehensive report with findings, recommendations, and a proposed roadmap to enhance the efficiency and effectiveness of the CIS and related business processes.

FISCAL IMPACT
The total amendment cost is a fixed amount of $35,000, which will be funded through the Customer Care budget by the Roseville Electric Utility and Environmental Utilities departments.

ENVIRONMENTAL REVIEW

The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The Cayenta health check meets the above criteria and is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS

6. Deliver exceptional City services

4. Invest in well-planned infrastructure and growth
Respectfully Submitted,
Jorence Wu, Customer Care Manager
Daniel Beans, Electric Utility Director
ATTACHMENTS:

1. Resolution 25-314

2. Agreement Amendment

3. Roseville Cayenta CIS Health Check Scope Statement_signed JW REVIEWERS:

Matthew Sakamoto, Electric Department - Utility Billing Created/Initiated - 9/4/2025 Joanna Cucchi, Electric Department - Financial & Administrative Approved - 9/15/2025 Shawn Matchim, Electric Department - All Approved - 9/15/2025 Daniel Beans, Electric Department - All Approved - 9/15/2025 Gretchen Hakala, City Attorney Department Approved - 9/17/2025 Katrina Six, City Clerk Department Approved - 9/17/2025 Ryan DeVore, City Manager Department - Assistant City Manager Approved - 9/17/2025 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 9/18/2025 Michelle Sheidenberger, City Attorney Department Approved - 9/18/2025 Dominick Casey, City Manager Department - City Manager Approved - 9/18/2025 Katrina Six, City Clerk Department Final Approval - 9/19/2025

RESOLUTION NO. 25-314

APPROVING AN AMENDMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND N. HARRIS COMPUTER CORPORATION, AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, Amendment No. 1 to the Master Professional Services Agreement, for the Cayenta systems health check by and between the City of Roseville and N. Harris Computer Corporation, has been reviewed by the City Council; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Amendment No. 1 is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2025, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
________________________
City Clerk

Ver. 2025/07/17 Page 1 of 3
Amendment No. 1 to the Master Professional Services Agreement Dated November 1, 2024 THIS Amendment No. 1 to the Master Professional Services Agreement Dated November 1, 2024 (“Agreement”) by and between the City of Roseville, CA (hereinafter “Organization”), and Cayenta, a Division of N. Harris Computer Corporation (hereinafter “Harris”), is entered into on the date of the last signatory noted below (the “Effective Date”). Organization and Harris are each individually referred to herein as a “Party” and collectively as the “Parties”.

WHEREAS, Organization and Harris desire to enter into Amendment No. 1 to the Agreement to include the attached Scope Statement as Attachment 1.

AMENDMENTS
NOW, THEREFORE, in consideration of the mutual covenants set out herein, the Parties agree to amend the Agreement as follows:

1. The Parties’ Agreement is hereby amended to add the appended Attachment 1, the “Scope Statement”, attached hereto and incorporated herein by reference. The Agreement further amended to expand the scope of this Agreement to include the terms in said Attachment.

2. Excepts as otherwise expressly set forth herein, the terms and conditions of the Agreement remain unchanged. [SIGNATURES ON FOLLOWING PAGE]
Docusign Envelope ID: 75188E8C-C658-4CF4-ACF1-F34B9EF2624B

Ver. 2025/07/17 Page 2 of 3
IN WITNESS WHEREOF, the Parties hereto have executed this Amendment No. 1 to the Agreement of November 1, 2024, their duly authorized representatives as of the date of the last signatory hereinbelow.

CITY OF ROSEVILLE, CA
By: ________________________________
ATTEST
BY __________________________

CARMEN AVALOS
City Clerk
APPROVED AS TO FORM:

BY: ____

MICHELLE SHEIDENBERGER
City Attorney
APPROVED AS TO SUBSTANCE:

BY: ____

DANIEL BEANS
Electric Utility Director
N. HARRIS COMPUTER CORPORATION
By:

Title: _________________________________
Date:

DOMINICK CASEY
City Manager
Docusign Envelope ID: 75188E8C-C658-4CF4-ACF1-F34B9EF2624B Senior Vice President
7/22/2025

Ver. 2025/07/17 Page 3 of 3
Attachment 1
Cayenta Health Check Scope Statement
Docusign Envelope ID: 75188E8C-C658-4CF4-ACF1-F34B9EF2624B

1 Scope Statement
Cayenta Health Check – JIRA PS-594
Project Name: City of Roseville CIS Health Check
Date: June 02, 2025
Prepared By
Document Owner(s) Project/Organization Role
Nazee Kurzecki Director of Customer Engagement
Project
City of Roseville, CA (CLIENT) is engaging N. Harris Computer Corporation (HARRIS/Cayenta) assistance to improve and maximize Cayenta CIS system process and associated business processes.

The focus will be on improving the user experience and system efficiency, as well as looking at features available but not deployed in the currently installed version (9.2) of the Cayenta software, as well as features that could be deployed in the future upgrade.

To achieve this goal, the CLIENT is engaging Cayenta Client Services in a two-phased approach.

Phase 1 of this project will be an onsite visit to analyze current application use and identify underutilized features. It will focus on analysis of user feedback, direct observation, and system review to identify system processes with the greatest opportunity for improvement.

Phase 2 will have the Cayenta team create a plan to improve efficiency within the Cayenta system and the associated business processes. Cayenta will provide a summary of findings, recommendations, and a proposed road map for making improvements.

HARRIS will provide the following:
• 2 Consultants onsite
• Health Check Assessment document
CLIENT will provide the following:
• Ensure staff are available and prepared to participate in on-site sessions. • System access as required to provide the on-site and remote review of the system. • Access to Subject Matter Experts (SMEs)
• CIS test environment

Scope Statement

Terms and Conditions

1. This Scope of Work shall be governed by the terms and conditions of the Master Professional Services Agreement, dated November 1, 2024, between N. Harris Computer Corporation and the City of Roseville, CA

2. Both HARRIS and CLIENT will ensure staff members are available on dates agreed to and scheduled.

3. Where the service outlined in this work order requires Consultants to travel to the CLIENT site for delivery, then all arrangements must be confirmed at least two weeks prior to delivery. If, after confirmation, the CLIENT cancels the onsite work, then all monies paid to date or 50% of the total estimated service costs on this Work Order, whichever is more, is considered payable. If CLIENT cancels or alters the scheduled onsite dates, then they will be liable for any travel expenses or cancellation fees incurred.

4. Travel Reimbursement Policy:

Actual travel and living expenses will be billed as incurred without any mark-up. Cayenta will work to minimize travel and living expenses. Expenses include:
a) Airfare
b) Lodging
c) Per Diem (HARRIS policy allows for $85/day for weekdays ($170 for weekends and holidays)
d) Ground Transportation (taxis, rental cars, fuel, tolls, parking, business miles) e) Office supplies/services (as required)
f) Internet access (airline)
HARRIS travel guidelines will be adhered to by all HARRIS personnel traveling to CLIENT location.

Price
Fixed Price except Travel Costs (billed as per Harris/Cayenta travel policy above).

Scope Statement

Payment Terms
All fees shall be paid within thirty (30) days of the invoice date. All dollar amounts are exclusive of taxes, which will be billed to the CLIENT if the CLIENT is not tax-exempt.

Authorization for commencement of work
City of Roseville California (CLIENT)
By: ___
Name Printed: ___
Title: ___
Date: ___
Jorence Wu
Customer Care Manager
9/3/2025

City Council
Communication
Meeting Date: 10/1/2025
Item #: VII.10
File #: 0324
Item ID: 2025-628
Title: Second Reading - 2025 Building Standards Code Adoption Contact: Michael Bradley 916-774-5400 [email protected]

SUMMARY
Staff recommends approval of a second reading of an ordinance amending Chapters 16.04 and 16.16 of title 16 of the Roseville Municipal Code regarding buildings and construction and the fire code. The fiscal impact on the City includes new code resources and staff training on the updated Building Code Standards. These costs have been accounted for within the current budgets of both the Fire Department and the Development Services Department.

RECOMMENDATION
Staff recommends City Council approve a second reading of an ordinance amending Title 16 of the Roseville Municipal Code, which prescribes regulations governing building standards and conditions hazardous to life and property.

BACKGROUND
Not applicable.

FISCAL IMPACT
Not applicable.

ENVIRONMENTAL REVIEW
Not applicable.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS

1. Ensure a safe and healthy community
Respectfully Submitted,
Michael Bradley, Fire Division Chief
Ryan Harrigan, Fire Chief
Mike Isom, Development Services Director
ATTACHMENTS:

1. Ordinance 6997
REVIEWERS:

Katrina Six, City Clerk Department Created/Initiated - 9/16/2025 Katrina Six, City Clerk Department Final Approval - 9/16/2025

ORDINANCE NO. 6997

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ROSEVILLE RE-ADOPTING AND AMENDING CHAPTERS 16.04 AND 16.16 OF TITLE 16 OF THE ROSEVILLE

MUNICIPAL CODE REGARDING BUILDINGS AND CONSTRUCTION AND THE FIRE CODE
THE CITY OF ROSEVILLE ORDAINS:

SECTION 1. Chapter 16.04 of Title 16 of the Roseville Municipal Code is hereby readopted in part, and amended in part, to read as follows:

16.04.100 California Building Standards Code—Adopted.

A. The 2025 California Building Standards Code is hereby adopted by the City of Roseville and incorporated by reference into the City of Roseville Municipal Code, as amended by this chapter. The 2025 California Building Standards Code includes, but is not limited to, the following:

1. 2025 California Building Code-Volumes 1 and 2 of the California Code of Regulations Title 24 Part 2.

2. 2025 California Residential Code of the California Code of Regulations Title 24 Part 2.5.

3. Appendix BF, Patio Covers of the 2025 California Residential Code of the California Code of Regulations Title 24 Part 2.5.

4. 2025 California Electrical Code of the California Code of Regulations Title 24 Part

3. 5. 2025 California Mechanical Code of the California Code of Regulations Title 24 Part 4.

6. 2025 California Plumbing Code of the California Code of Regulations Title 24 Part 5, including appendix A and M of the 2025 California Plumbing Code.

7. 2025 California Energy Code of the California Code of Regulations Title 24 Part 6.

8. 2025 California Historical Building Code of the California Code of Regulations Title 24 Part 8.

9. 2025 California Existing Building Code of the California Code of Regulations Title 24 Part 10.

10. 2025 California Green Building Standards Code of the California Code of Regulations Title 24 Part 11.

11. 2025 California Wildland-Urban Interface Code of the California Code of Regulations Title 24 Part 7.

2 B. There is at least one copy of said code on file in the office of the building official for use and examination by the public.

16.04.105 Housing Law regulations—Adopted.

The city hereby adopts and enforces the California State Housing Law, California Code of Regulations, Title 25, Division 1, Subchapter 1, current provisions. There is one copy of said regulations on file in the office of the building official for use and examination by the public.

16.04.110 Board of appeals.

Appeals of orders, decisions, or determinations made by the building official relative to the application and interpretation of this code shall be referred to the board of appeals.

16.04.120 Fees.

Requests for permits under this chapter shall be subject to payment of fees by the permit applicant as established by resolution adopted by the city council, as amended from time to time.

16.04.310 Findings and modifications.

A. The city council of the City of Roseville finds and declares that the additions, modifications, and changes made to these codes are necessary for the protection of the public health, safety, and welfare due to climatic, geological, or topographical conditions. These amendments are authorized under Health and Safety Code Section 17958 and are identified as follows:

1. Climatic. Average yearly rainfall for the city is approximately 18 inches; with the majority occurring between October and April. During the summer months, there is generally no measurable precipitation and temperatures for this dry period range from 70 to 112 degrees Fahrenheit. Pools are common as a result of the high summer temperatures. High summer month temperatures are frequently accompanied by light to gusty westerly and northerly winds. The relative humidity during the summer months averages from two to 30 millimeters of mercury (Hg), which is considered arid. The city is surrounded by thousands of acres of grasslands which, during the summer months are dried to the point at which they are exceedingly combustible and easily ignited.

2. Topographical. The city is segmented by several topographical and physical features, including minor rivers, steep canyons, natural parkways, open space, freeways, railroad tracks, drainage canals, and sprawling industrial facilities. Heavy traffic congestion on city streets acts as a barrier for fire and emergency vehicles providing timely response. Preservation of wetland areas, natural parkways, riparian corridors, vernal pools, open space, and endangered species’ habitats have all contributed to access problems while also resulting in exemptions from vegetation reduction programs. These situations, though environmentally important, increase the demands on the fire department due to extreme fire hazards created by increased fuel loading and access limitations. These conditions also result in natural aquifers that the city uses for water, resulting in differing water sources.

3 3. Geological. The city is located within a Seismic Design Category D area and is subject to ground tremors. Flooding has occurred in the portions of the city that lie adjacent to Roseville’s numerous creeks and streams.

B. The building official is authorized to render interpretations of this code and make and enforce rules and supplemental regulations in order to carry out its application. The building official maybe guided by future supplements to the California Building Code. Such interpretations, rules and regulations and supplements shall conform with the intent and purpose of the California Building Code and shall be available to the public during normal business hours.

C. When there are practical difficulties involved in carrying out the provisions of this code, the building official may grant modifications for individual cases. The building official shall first find that a special individual reason makes the strict letter of this code impractical and that the modification is in conformance with the intent and purpose of this code and that such modification does not lessen any fire-protection requirements or any degree of structural integrity. The details of any action granting modifications shall be recorded and entered in the files of the City of Roseville.

16.04.410 Maximum number of disconnects.

Section 230-71 of the California Electric Code is hereby amended in its entirety to read as follows:
(a) General. The service disconnecting means for each service permitted by Section 230-2, or for each set of service-entrance conductors permitted by Section 230-40, Exception No. 1, shall consist of not more than one switch or one circuit breaker mounted in a single enclosure, in a group of separate enclosures, or in or on a switchboard. There shall be no more than one disconnect per service grouped in any one location.

Exception No. 1: For the purpose of this section, disconnecting means installed as part of listed equipment and used solely for the following shall not be considered a service disconnecting means:
(1) Power monitoring Equipment
(2) Surge-protective device(s)
(3) Control circuit of the ground-fault protection system (4) Power-operable service disconnecting means
Exception No. 2: For an apartment complex with not more than four units total, each unit may have a separate disconnect.
(b) [reserved]

4 Informational Note: See Section 408.36 for service equipment in certain panel-boards, and see Section 430-95 for service equipment in motor control centers.

16.04.870 Swimming pool and spa enclosures.

Section 3109.2 of the California Building Code is amended to add the following language at the end of Section 3109.2
Notwithstanding the foregoing, with regard to Health and Safety Code section 115922 requiring at least two of seven drowning prevention safety features, at least one of the two drowning prevention safety features required must be an enclosure that meets the requirements of Section 115923 and isolates the swimming pool or spa from any private single-family home. The intent of this section is to ensure that when a building permit is issued for the construction of a new swimming pool or spa or the remodeling of an existing swimming pool or spa at a private singlefamily home, the respective swimming pool or spa shall have an enclosure that meets the requirements of Section 115923 and isolates the swimming pool or spa from neighboring private single-family homes.

SECTION 2. Chapter 16.16 of Title 16 of the Roseville Municipal Code is hereby readopted in part, and amended in part, to read as follows:

16.16.010 Short title.

This chapter may be referred to as the “Roseville Fire Code.”

16.16.020 California Fire Code and International Fire Code—Adopted by reference.

The 2025 California Fire Code Title 24, Part 9 of the California Code of Regulations, together with Appendices B, BB, C, CC, D, as well as the 2024 International Fire Code, save and except such portions as are hereunder deleted, modified, or amended, are hereby adopted by reference.

16.16.030 Findings.

The city council of the City of Roseville finds and declares that the additions, modifications, and changes made to these codes are necessary for the protection of the public health, safety, and welfare due to climatic, geological, or topographical conditions. These amendments are authorized under Health and Safety Code Section 17958 and are identified as follows:

A. Climatic. Average yearly rainfall for the city is approximately 18 inches; with the majority occurring between October and April. During the summer months, there is generally no measurable precipitation and temperatures for this dry period range from 70 to 112 degrees Fahrenheit. High summer month temperatures are frequently accompanied by light to gusty westerly and northerly winds. The relative humidity during the summer months averages from

5 two to 30 millimeters of mercury (Hg), which is considered arid. The city is surrounded by thousands of acres of grasslands which, during the summer months are dried to the point at which they are exceedingly combustible and easily ignited.

B. Topographical. The city is segmented by several topographical and physical features, including minor rivers, steep canyons, natural parkways, open space, freeways, railroad tracks, drainage canals, and sprawling industrial facilities. Heavy traffic congestion on city streets acts as a barrier for fire and emergency vehicles providing timely response. Preservation of wetland areas, natural parkways, riparian corridors, vernal pools, open space, and endangered species’ habitats have all contributed to access problems while also resulting in exemptions from vegetation reduction programs. These situations, though environmentally important, increase the demands on the fire department due to extreme fire hazards created by increased fuel loading and access limitations.

C. Geological. The city is located within a seismic design category D area and is subject to ground tremors. Flooding has occurred in the portions of the city that lie adjacent to Roseville’s numerous creeks and streams.

16.16.040 Permits and fees.

A. Chapter 1, Section 108 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:
108 Fees. Each person who applies for, requests, or receives a permit, permit amendment, or service furnished by the fire department shall, at such time, pay the applicable fee or fees provided for by resolution of the city council.

B. Minimum Fee Remittance. Prior to providing service, except for emergency services, a minimum fee remittance is required based on the approved fee established for said service(s). The minimum amount for an estimated fee calculation is required at the time of request for service. Adjustments to the estimated fee may be made depending upon work required.

C. Modification of Fees. The fire chief shall have the authority to waive or modify any fee imposed due to services provided by the fire department as stated herein and established by resolution of the city council for good cause providing such waiver or modification request is submitted in writing, stating the reason such waiver or modification is necessary, prior to the payment of the fee.

16.16.050 Appeals.

Chapter 1, Section 112.1 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:
112.1 Appeals. Any person aggrieved by any decision or action of the Chief or designated representative may appeal the decision or action subject to the provisions of Section 16.04.110 of the Municipal Code referring to the Board of Appeals. The Board of Appeals designated therein shall also serve as the Board of Appeals under the California

6 Fire Code. The fire chief or his or her designee shall serve as ex-officio member of the Board of Appeals in all appeals under the California Fire Code.

16.16.060 Violations.

Chapter 1, Section 113.4 of the California Fire Code is hereby amended to read as follows:
113.4 Violation penalties. Persons who shall violate a provision of this code or shall fail to comply with any of the requirements thereof or who shall erect, install, alter, repair or do work in violation of the approved construction documents or directive of the fire code official, or of a permit or certificate used under provisions of this code, shall be charged with either an infraction or a misdemeanor at the discretion of the city attorney.

16.16.070 Open burning, recreational fires, and portable outdoor fireplaces.

Chapter 3, Section 307.1.1 of the California Fire Code is hereby amended to read as follows:
307.1.1 Prohibited open burning. Open burning shall be prohibited within the city.

Exception: When authorized by the fire chief in accordance with the California Fire Code.

16.16.080 General storage.

Mobile Storage Racks. Mobile storage racks shall have a minimum six-inch fixed separation every four feet of storage.

16.16.090 Fire apparatus access roads.

Chapter 5, Section 503.2.3 of the California Fire Code is hereby amended to read as follows:
503.2.3 Surface. Fire apparatus access roads shall be designed and maintained to support the imposed loads of fire apparatus and shall be surfaced with an AC pavement or equivalent surface so as to provide all-weather driving capabilities.

16.16.100 Premises identification.

A. Multiple Tenant Buildings. Multiple tenant buildings shall contain the following features:

1. Multiple tenant spaces serviced by vehicular access to the rear through any driveway, alleyway, or parking lot shall have numbers or addresses placed prior to occupancy on

7 all new and existing buildings as to be plainly visible and legible from the rear access way when deemed necessary by the fire chief.

2. Multiple tenant spaces serviced by rear access through a corridor, exit passageway, exit court, or exit yard shall have approved numbers or addresses displayed on the rear of the tenant space, when deemed necessary by the fire chief.

3. Multiple tenant spaces that front on interior walkways or pedestrian malls shall have approved numbers or addresses placed near the entrance door in all new and existing buildings.

4. Illuminated directory boards shall be provided at vehicular access entrances to multiple building complexes as deemed necessary by the fire chief.

B. Illumination. Addressing shall be illuminated at night in all new buildings. Address signs shall be internally or externally illuminated. When the luminance provided for the face of an address sign is from an external source, it shall have an intensity sufficient so as to be visible at night from the adjoining access roadway. Internally illuminated address signs shall be provided with equivalent luminance.

16.16.110 Fire protection systems.

A. Fire Control Room. An approved fire control room shall be provided for all buildings protected by an automatic fire extinguishing system. Fire control rooms shall meet the following requirements:

1. Fire control rooms shall contain only fire system control valves, fire alarm control panels and other related fire system equipment.

2. The location of the fire control room shall be approved by the fire code official.

3. Fire control rooms shall have minimum dimensions of five feet by seven feet.

4. Fire control rooms shall be constructed with a one-hour fire rating.

5. Fire control rooms shall be provided with an exterior access door approved by the fire code official.

6. Durable signage shall be provided on the exterior side of the access door.

7. Storage of materials in fire control rooms is prohibited.

B. New Buildings. An approved automatic sprinkler system shall be provided in every new building where the total fire area is 3,600 square feet or greater.

C. Passive Purge Sprinkler System. One- and two-family dwellings designed and installed with a sprinkler system in accordance with NFPA 13D shall utilize passage purge on a remote domestic plumbing fixture.

8 D. Building Additions. An approved automatic sprinkler system shall be provided in every existing building, except one- and two-family dwellings, when an addition to the floor area is made increasing the size of the building to 3,600 square feet or greater.

E. Design Criteria. Minimum sprinkler systems design requirements are as follows unless otherwise approved by the fire code official:

1. Office buildings shall be designed to Ordinary Hazard Group 1.

2. Mercantile and Storage Occupancies with a ceiling height of up to 20 feet shall be designed to Ordinary Hazard Group 2; with a minimum design area of 3,000 square feet.

3. Mercantile and Storage Occupancies with a ceiling height exceeding 20 feet shall be designed with a minimum sprinkler density of 0.495; with a minimum design area of 2,000 square feet.

F. Upright Sprinklers. Upright sprinklers shall be installed in all construction types.

Exceptions:

1. The following construction types: Type IA, IB, IIA.

2. In all construction types where the roof-system is exposed and contains no ceiling structure or concealed spaces.

3. Sprinkler systems designed in accordance with NFPA 13D.

4. Sprinkler systems designed in accordance with NFPA 13R.

G. Chapter 9, Section 903.4.3 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:
903.4.3 Alarms. One exterior approved audible alarm and visual strobe device, located on the exterior of the building in an approved location, shall be connected to each automatic sprinkler system. Such sprinkler water-flow alarm devices shall be activated by water flow equivalent to the flow of a single sprinkler of the smallest orifice size installed in the system. Where a fire alarm system is installed, actuation of the automatic sprinkler system shall actuate the building fire alarm system. Visible alarm notification appliances shall not be required except when required by Section 907. A single approved audible alarm and visual strobe device shall be provided in the interior of the building in a normally occupied location within each space, unless otherwise required by the California Fire Code.

H. Chapter 9, Section 907.6.6 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:
907.6.6 Monitoring. Fire alarm systems required by this chapter or by the California Building Code shall be monitored by a Central Station Service (UUFX) that is listed in the current edition of the UL Online Certifications Directory unless otherwise required by the California Fire Code.

Exceptions: Monitoring by a supervised station is not required for:

9 1. Single and multi-station smoke alarms required by Section 907.2.11.

2. Smoke detectors in Group I-3 occupancies shall be monitored in accordance with Section 907.2.6.3.

3. Automatic sprinkler systems in one- and two-family dwellings.

I. Combination Alarm Systems. Combination fire and burglar alarm systems are not permitted. Exception: Group R-3 and R-3.1.

J. Fire-Extinguishing Equipment. Automatic fire-extinguishing systems for the protection of grease removal devices, hoods, duct systems and cooking equipment shall be monitored in accordance with 907.6.6.

K. Fire Alarm Control Panel. Buildings requiring a fire alarm system shall be equipped with a single fire alarm control panel unless approved by the Fire Code Official.

16.16.120 (Reserved.)

16.16.130 Fire safety during construction and demolition.

A. Chapter 33, Section 3307.1 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:
3307.1 Required access. Approved vehicle access for firefighting shall be provided to all construction or demolition sites. Vehicle access shall be provided to within 100 feet (30,480 mm) of temporary or permanent fire department connections. Vehicle access shall be provided with an AC pavement or equivalent surface capable of supporting vehicle loading so as to provide all weather driving capabilities. Said fire access road shall be constructed prior to the presence of on-site combustible products and shall be maintained throughout the construction process.

B. Premises Identification. Buildings under construction shall have approved address numbers, building numbers or approved building identification placed at the entry point of each fire access road.

16.16.140 Regulations for fireworks.

A. Chapter 56, Section 5608.1 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:
5608.1 General. Outdoor fireworks displays, use of pyrotechnics before a proximate audience and pyrotechnic special effects in theatrical and group entertainment productions shall comply with California Code of Regulations, Title 19, Division 1, Chapter 6-Fireworks, and this chapter.

B. Prohibited Fireworks. Except as otherwise provided in this section, no person shall possess, manufacture, sell, use, display, manipulate, discharge, or explode any dangerous fireworks, or assist any other person therewith, including, but not limited to, any rocket, firecracker, roman candle, squib, torpedo, wire core sparkler, wooden core sparkler, black

10 cartridge, aerial shell or other combustible device or explosive substance or any kind of fireworks, by whatsoever name known, or any altered safe and sane fireworks within the city.

For purposes of this paragraph, “possession” of dangerous fireworks may be actual possession, constructive possession, or joint possession.

C. Public Displays. Public displays of fireworks may be given under permit issued by the fire code official consistent with state law where such displays will take place under the direction and supervision of a state of California licensed pyrotechnic operator.

D. Public Notice. Applicants for a fireworks public display permit shall provide notice to the surrounding community prior to the public display in accordance with standards approved by the fire code official.

E. Safe and Sane Fireworks. It shall not be unlawful to possess, use, display or discharge, within the city, those fireworks that are defined and classified as "safe and sane fireworks” by Health and Safety Code section 12529, as may be amended from time to time, during the period from noon on the 28th of June through 11:59 pm on the 4th of July of the same calendar year. Any fireworks that are not defined and classified as “safe and sane fireworks” by Health and Safety Code Section 12529, as may be amended from time to time, are “dangerous fireworks” for purposes of this section.

F. No host shall knowingly allow any person to violate a provision of this section on:
(i) the host's property; (ii) any sidewalk, street, or other public right of way immediately adjacent to the host’s property; or (iii) any other public or private property to which the host has demonstrated apparent ownership or control of the property, or the right to use such property.

For purposes of this section, “host” means: (i) any person having ownership, control, the right to use, and/or possess a property; and/or (ii) is responsible for hosting, organizing, supervising, officiating, conducting, allowing, and/or accepts responsibility for a gathering. Additionally, for purposes of this section, “knowingly” shall mean that a person knew or reasonably should have known, looking at the totality of the circumstances. The provisions of this section shall not apply to:

1. The possession, manufacture, storage, display, sale, use, or discharge of fireworks as permitted under federal law, state law, and/or this section;

2. A host who seeks immediate assistance from any law enforcement agency to remove any person who refuses to abide by the host’s performance of the duties imposed by this section, or to terminate the gathering because the host has been unable to prevent violation of this section, despite having taken reasonable steps to do so;

3. A host who seeks immediate medical assistance to provide care for a person in danger, due to a violation of this section.

G. Sale of Safe and Sane Fireworks. The sale of “safe and sane fireworks”, authorized and labeled in accordance with Health and Safety Code section 12529, as may be amended from time to time, within the city, shall be permitted only between noon and 10:00 p.m. on the 28th of June of each year and 9:00 a.m. through 10:00 p.m. on June 29th through the 4th of July of the same calendar year.

11 Exception: No person shall sell or offer to sell or expose for sale any safe and sane fireworks to any person under the age of 18 years.

H. Permits. It is unlawful for any person, firm, or corporation to sell safe and sane fireworks within the City without having first applied for and received a city permit therefore, in addition to the required state license.

I. Permit Requirements. The following are requirements for an application for a permit to sell safe and sane fireworks in the city:

1. No permit to sell safe and sane fireworks shall be issued to any person or business entity except nonprofit organizations.
a. “Nonprofit organization” means: (i) any nonprofit association, charity or corporation organized pursuant to the Internal Revenue Code or California Revenue and Taxation Code; or (ii) a group which is an integral part of a recognized national organization having such tax-exempt status; or (iii) an organization officially affiliated with and officially recognized by: (A) an elementary school, middle school, and/or high school and/or school district that serves, in whole or in part, the residents of the city, or (B) a public and/or private community college, college and/or university which is located within the boundaries of the city.

2. Any nonprofit organization that is qualified to sell safe and sane fireworks must meet all of the following criteria for a continuous period of not less than one full year preceding submittal of an application for a permit to sell fireworks required by this chapter and which continues to meet the criteria for the duration of any permit to sell fireworks issued by the city.
a. The organization must have its principal and permanent meeting place within the city.
b. The organization must have a demonstrated benefit or provide a service to the citizens of Roseville.
c. The organization must have a minimum bona fide membership of at least 20 members who either reside in the city or are owners or operators of a business or other establishment located in the city or attest that the otherwise qualified organization will have a minimum of 20 volunteers to staff a fireworks booth. The organization shall provide documentation demonstrating the minimum bona fide membership to the satisfaction of the fire chief.
d. The organization must not have been found by any court of competent jurisdiction or city administrative hearing officer to be in violation of any civil or criminal local, state or federal law within 24 calendar months prior to the organization’s submittal of an application for a permit to sell fireworks.
e. All applications for permits shall be accompanied by a California State Board of Equalization temporary sales tax permit.

12 f. All applications for permits shall be in writing to the fire department on forms supplied by the city.
g. Applications must be filed 30 days prior to the actual sale or display. h. Applications shall set forth the proposed location of the fireworks stand. i. Applications shall be accompanied by a certificate of insurance in a form approved by the city attorney showing public liability insurance coverage in a minimum amount of 1,000,000.00.
j. All applications for permits shall be accompanied by a retail sales permit issued by the California State Fire Marshal.
k. Applicants shall furnish such other data or information as may be required relating to the issuance of such fireworks permits.
l. Applications shall identify the name, organizational form, address of the principal meeting place, number of members, the purpose of the organization or corporation and the date it came into existence within the city. Only those organizations that are located within the city limits will be allowed to sell fireworks. Each organization, and its affiliated groups, will be limited to no more than one application.
m. Every application shall designate one or more individuals as the fireworks stand safety officer. That individual shall be required to attend a fireworks stand operators safety seminar and orientation session conducted or approved by the city’s fire department prior to issuance of the permit. The fireworks stand safety officer(s) must attend the seminar each year regardless of whether or not they have previously attended such a seminar in the past. n. Each application shall be accompanied by the applicable permit fee. Such fee shall be nonrefundable. The fee shall be used to defray the expense of administering the provisions of this section and to provide safety and informational material and programming relative to fireworks.

J. Permit Revocation. The fire chief may suspend or revoke any permit upon proof that the permitted organization or corporation, or any of its members, has violated any of the provisions of this section relating to fireworks. If the fire chief determines that the suspension occurred too late in the limited sales period to have the necessary deterrent effect, he or she may disqualify the permitted person or organization from obtaining a permit for a period of up to two additional years. Such additional disqualifications may be appealed to the city manager in writing within 15 calendar days of the action.

K. Number of Permits Issued. Except as otherwise provided, not more than 15 permits for fireworks shall be issued during any one calendar year. In the event more than 15 applications for permits are received, priorities for issuing of permits shall be determined by the fire chief as follows:

1. First priority shall be to those applicants who received a permit in the prior calendar year and actually operated a fireworks stand. Provided, however, that such priority shall

13 expire after five consecutive years, and that nothing herein shall be construed so as to permit more than one firework stand per organization.

2. Second priority shall be to those otherwise qualified organizations.

3. In the event that the number of applicants within a given class of priority exceeds the number of permits remaining to be granted, then the selection of permittees shall be by lot. Such lottery shall be conducted in public by the fire chief who shall notify all applicants at least five days in advance of the date and time of the lottery.

L. Temporary Fireworks Stands. Retail sales of safe and sane fireworks are permitted only from within a temporary fireworks stand and subject to the following provisions:

1. No person other than the permitted organization shall operate the fireworks stand for which the permit is issued or share or otherwise participate in the profits of the operation of such stand.

2. No person other than the individuals who are members of the permitted organization shall sell or otherwise participate in the sale of safe and sane fireworks.

3. Each fireworks stand shall have a responsible adult in attendance and in charge of the stand at all times while it is being used for the display or storage of safe and sane fireworks.

4. Each fireworks stand shall have a fireworks stand safety officer in attendance and in charge at all times while it is being used for the sale or the offering for sale of safe and sane fireworks.

5. All safe and sane fireworks shall be retained or stored at the approved location of the fireworks stand, and in no event shall fireworks, other than those which have been sold, be removed from the approved fireworks stand location to any other place within the city.

6. There shall be no drinking or possession of alcoholic beverages in or about the fireworks stand or storage site at any time.

7. Fireworks stands may only be located on property zoned C-C, G-C, M-1, or M-2.

8. No fireworks stand shall be located within 25 feet of any other building or within 50 feet of any gasoline station, fuel pump, storage tank, generator or bulk plant.

9. Fireworks stands shall be located at least 100 feet apart from any other fireworks stand.

10. Fireworks stands shall comply with the provisions of the Building Code as determined by and at the discretion of the building official. All stands shall be erected under the supervision of the building official. The building official shall require that stands be constructed in a manner which will reasonably ensure safety of attendants and patrons.

11. Temporary electrical wiring within the fireworks stand shall be prohibited.

14 12. Electrically powered equipment shall be located at least 10 feet from the fireworks stand.

13. Each stand shall have at least two approved exits located at opposite ends of the stand.

14. Any relocation of a fireworks stand shall be subject to prior approval of the fire chief.

15. Each fireworks stand shall be provided with two two-and-one-half-gallon “water- type” fire extinguishers approved by the fire chief, in good working order and easily accessible for use in case of fire. Such fire extinguishers shall be kept at or immediately near the fireworks stand.

16. All weeds and combustible materials shall be cleared from the location of the fireworks stand, to a distance of at least 30 feet.

17. When the fireworks stand is not being used for the sale and/or display of fireworks, all fireworks shall be stored in a manner consistent with one of the following:
a. Within a reinforced, heavy metal, fully-enclosed container, walk-in type drop box, or its equivalent, as approved by the fire code official; or b. Returned daily to the licensed fireworks wholesaler for storage at an approved location.

M. Igniting Fireworks Near Stand. It is unlawful to discharge or ignite fireworks of any type within 25 feet of a fireworks stand.

N. Removal of Fireworks Stand. Fireworks stands shall be removed from the temporary locations by noon on the 6th day of July, and all accompanying litter shall be cleared from the locations by that time.

O. Penalties.

1. It is unlawful and a public nuisance to violate any of the provisions of this section. Violation of this section shall be charged as a misdemeanor.

2. For purposes of this section, each individual dangerous firework possessed, manufactured, sold, used, manipulated, displayed, discharged, or exploded may constitute a separate violation by the responsible person, including a host.

3. The city shall be entitled to recover response costs required to address any provision of this section, including from a host. “Response costs” shall mean those reasonable and necessary costs directly incurred by city personnel for a response to an illegal discharge or illegal storage of fireworks, and include the cost of providing law enforcement, firefighting, and/or other emergency services at the scene of the violation.

15 P. Civil Injunction. The violation of any provision of this section shall be and is hereby declared to be contrary to the public interest and shall, at the discretion of city, create a cause of action for injunctive relief.

Q. Administrative Remedies. In addition to the civil remedies and criminal penalties set forth herein, any person that violates the provisions of this section may be subject to administrative remedies, as set forth by city ordinance, including the recovery of any response cost. Each individual dangerous firework and/or illegal discharge or storage may be charged as a separate violation.

R. Cumulative Remedies, Procedures and Penalties. Unless otherwise expressly provided, the remedies, procedures and penalties provided by this section are cumulative to each other and to any others available under state law or other city ordinances.

S. Effect on Criminal Prosecution. Nothing in the adoption or administration of this section shall be construed as affecting the ability to initiate or continue concurrent or subsequent criminal prosecution for any violation of the provisions of this code or any state law arising out of the same circumstances necessitating the application of this section.

T. Severability. The provisions of this section are hereby declared to be severable. If any section, sentence, clause, phrase, word, portion or provision of the ordinance codified in this section is held invalid, or unconstitutional, or unenforceable, by any court of competent jurisdiction, such holding shall not affect, impair, or invalidate any other section, sentence, clause, phrase, word, portion, or provision of said ordinance which can be given effect without the invalid portion. In adopting said ordinance, the city council affirmatively declares that it would have approved and adopted said ordinance even without any portion which may be held invalid or unenforceable.

16.16.150 (Reserved.)

16.16.160 Fire flow requirements for buildings.

A. Appendix B, Section B105.1 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:

BlOS.1 One- and two-family dwellings, Group R-3 and R-4 buildings and townhouses. The minimum fire-flow and flow duration requirements for one- and twofamily dwellings, Group R- 3 and R-4 buildings and townhouses shall be as specified in Tables Bl05.l(l) and Bl05.1(2). The resulting fire-flow shall not be less than 1,500 gallons per minute (5678 L/min) for the prescribed duration.

B. Appendix B, Section B105.2 of the California Fire Code, as adopted by the city, is hereby amended to read as follows:

Bl0S.2 Buildings other than one- and two-family dwellings, Group R-3 and R-4 buildings and townhouses. The minimum fire-flow and flow duration for buildings other than one- and two- family dwellings, Group R-3 and R-4 buildings and townhouses shall be as specified in Table B105.2 and B105.1(2). The resulting fire-flow shall be at

16 least 50% of the value in Table Bl05.1(2) and not be less than 1,500 gallons per minute (5678 L/min) for the prescribed duration.

16.16.170 Validity.

The city council hereby declares that should any section, paragraph, sentence, or word of this chapter or of this code hereby adopted be declared for any reason to be invalid, it is the intent of the council that it would have passed all other portions of this chapter independent of the elimination therefrom of any such portion as may be declared invalid.

SECTION 3. This ordinance shall be effective at the expiration of thirty (30) days from the date of adoption.

SECTION 5. The City Clerk is hereby directed to cause this ordinance to be published in full at least once within fourteen (14) days after it is adopted in a newspaper of general circulation in the City, or shall within fourteen (14) days after its adoption cause this ordinance to be posted in full in at least three (3) public places in the City and enter in the Ordinance Book a certificate stating the time and place of said publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of _______________, 20__, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
______________________________
MAYOR
ATTEST:
_________________________________
City Clerk

City Council
Communication
Meeting Date: 10/1/2025
Item #: VII.11
File #: 0203-06
Item ID: 2025-643
Title: Microsoft Software Licensing (RFP #12-035) - Purchase Order Contact: Christian Barajas 916-774-5431 [email protected]

SUMMARY
Staff recommends approval and authorization for the City Manager to execute a purchase order, and any other documents necessary to facilitate this agreement, for renewal of the Microsoft Enterprise Agreement for software licensing via Softchoice, an authorized Microsoft Reseller for a three-year agreement. The annual amount of the contract for year 1 is $570,439.97 and years 2–3 are $570,760.95, for a total agreement cost of $1,711,961.87 over the three-year term. Staff also recommends that the City Manager delegate authority to the Chief Information Officer to approve additional costs not to exceed $100,000 per year for the term of the agreement, allowing the ability to cover any changes to the environment during that time, which may be by annual "True Ups" completed with Softchoice.

RECOMMENDATION
Staff recommends that the City Council adopt a resolution to authorize the City Manager to execute a purchase order, and any other documents necessary to facilitate this agreement, for renewal of the Microsoft Enterprise Agreement for software licensing via Softchoice, an authorized Microsoft Reseller for a three-year agreement. Staff also recommends that the City Manager delegate authority to the Chief Information Officer to approve additional costs not to exceed $100,000 per year for the course of the agreement, allowing the ability to cover any changes to the environment during that time, which may be by annual "True Ups" completed with Softchoice.

BACKGROUND
Softchoice was chosen as the selected vendor based on an RFP process. The City had previously entered into a similar agreement with Softchoice which expires September 30, 2025. This renewal agreement will ensure there are no issue with City software during that time. This agreement also includes all former "True Ups" and additional license purchases from the last agreement, putting the City in compliance moving forward.

The software includes: Microsoft Outlook, Word, Excel, PowerPoint, Exchange (email), SharePoint, OneDrive, SQL (database) and Teams. All of which are essential to day-to-day operations for the City.

FISCAL IMPACT
The annual amount of the contract for year 1 is $570,439.97 and years 2-3 is $570,760.95 for a total agreement cost of $1,711,961.87 over the three-year term before taking into account any licensing trueups and an additional $100,000 per year for license upgrades annually. Funding for the total agreement cost and additional licensing will be provided by the Information Technology Operations Fund, and future renewals of the purchase order will be contingent on Council approval of the budget for each year.

ENVIRONMENTAL REVIEW

The California Environmental Quality Act (CEQA) only applies to projects which have the potential to cause a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. (CEQA Guidelines §15061(b)(3)).

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS

4. Invest in well-planned infrastructure and growth
Respectfully Submitted,
Christian Barajas, Business Systems Analyst
Hong Sae, Chief Information Officer
ATTACHMENTS:

1. Resolution 25-313

2. Vendor Proposal

3. Softchoice Quote

4. Negotiated Terms and Conditions of Purchase

5. City of Roseville - Enterprise Agreement - 9.15

6. Request for Proposal
REVIEWERS:

Christian Barajas, Information Technology Department - Strategic Planning Created/Initiated - 8/27/2025 Mollie Chacon, Information Technology Department Approved - 8/27/2025 Hong Sae, Information Technology Department Approved - 8/27/2025 Gretchen Hakala, City Attorney Department Approved - 9/16/2025 Katrina Six, City Clerk Department Approved - 9/17/2025 Ryan DeVore, City Manager Department - Assistant City Manager Approved - 9/17/2025 Dennis Kauffman, City Manager Department - Assistant City Manager Approved - 9/18/2025 Michelle Sheidenberger, City Attorney Department Approved - 9/18/2025 Dominick Casey, City Manager Department - City Manager Approved - 9/18/2025 Katrina Six, City Clerk Department Final Approval - 9/19/2025

RESOLUTION NO. 25-313

APPROVING A PURCHASE ORDER FOR MICROSOFT SOFTWARE LICENSING

WHEREAS, a purchase order for Microsoft Software Licensing, has been reviewed by the City Council.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said purchase order is approved.

BE IT FURTHER RESOLVED that the City Manager is authorized to execute the purchase order as well as any other documents necessary to facilitate the agreement with Softchoice Corporation for Microsoft software licensing.

BE IT FURTHER RESOLVED that the Chief Information Officer is authorized to approve change orders for the project, consistent with the contract terms, provided that the net cost of all change orders shall not exceed one hundred thousand dollars ($100,000) per year for the course of the agreement.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2025, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
_______________________________
MAYOR
ATTEST:
__________________________
City Clerk

Softchoice Proposal

CITY OF ROSEVILLE

MICROSOFT ENTERPRISE AGREEMENT
RFP # 12-035
Softchoice Point of Contact:

Horacio Rodriguez, Account Executive
Telephone: (312) 967-4248
Address: 314 W Superior Suite 400, Chicago, IL 60654
Email: [email protected]
Submitted to:

City Clerk Department, City of Roseville
Email: [email protected]
Deadline: 05/02/2025 by 3:00 PM

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville ii

5.1 Cover Letter
May 2, 2025
City of Roseville
Attention: City Clerk Department
Re: RFP # 12-035 (Microsoft Enterprise Agreement)
Thank you for the opportunity to provide a proposal for the Microsoft Enterprise Agreement for Volume Licensing for the City of Roseville.

Per the requirements outlined in the RFP, please find the following information:
• Name and Mailing Address of Firm:

Softchoice Corporation
314 W Superior, Suite 400
Chicago, IL 60654
• Contact Person:

Name: Horacio Rodriguez, Account Executive
Telephone Number: (312) 967-4248
Fax Number: N/A
Email Address: [email protected]
• Statement:

Softchoice confirms that we will perform the services and adhere to the requirements described in this RFP. We did not receive any addenda.

We hope you will find our proposal compliant and compelling, and we look forward to the opportunity to discuss it with it during the next stage of the RFP process.

Sincerely,
Horacio Rodriguez, Account Executive
Tel: (312) 967-4248
Email: [email protected]

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville iii
Table of Contents

5.1 Cover Letter......................................................................................................................................................ii Table of Contents.....................................................................................................................................................iii

5.2 Signature Requirements.............................................................................................................................1

5.3 TAB A: Firm’s Qualifications.................................................................................................................. 2 Business Highlights.............................................................................................................................................................................................2 History......................................................................................................................................................................................................................... 3

5.4 TAB B: Experience and References.................................................................................................. 4 Experience with Microsoft........................................................................................................................................................................... 4 Why Softchoice? ......................................................................................................................................................................................6 References...............................................................................................................................................................................................................6

5.5 TAB C: Qualifications of Team............................................................................................................. 8 Brief Summary of Key Personnel Supporting the City of Roseville................................................................................ 8 Account Team............................................................................................................................................................................................ 8 Microsoft Sales Specialist Team...................................................................................................................................................9 Softchoice Special Programs team ............................................................................................................................................9 Microsoft Support ...................................................................................................................................................................................9 Softchoice’s Microsoft Licensing Operations Team ......................................................................................................9 Softchoice’s Post-Sales Licensing Support Team......................................................................................................... 10 No Subconsultants................................................................................................................................................................................ 10 Organizational Diagram.................................................................................................................................................................................. 11 Key Team Member Bios......................................................................................................................................................................12 Horacio Rodriguez – Account Executive ............................................................................................................................12 Richard Nice – Team Lead, Microsoft Solution Specialists...................................................................................12

5.6 TAB D: Project Understanding............................................................................................................13 Licensing Ordering and Delivery Process........................................................................................................................................14 Order Process and Accuracy.........................................................................................................................................................14 Ordering Portal..........................................................................................................................................................................................14 Invoicing.........................................................................................................................................................................................................15

5.7 TAB E: Project Plan.....................................................................................................................................16

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville iv

5.8 TAB F: Cost Proposal..............................................................................................................................20

5.9 TAB G: Required Statements/Documents ............................................................................... 25

5.10 TAB H: Exceptions ................................................................................................................................. 26

5.11 TAB I: Competency of Proposers................................................................................................... 28 Attachments ............................................................................................................................................................. 29 Attachment A.....................................................................................................................................................................................................30 Attachment B........................................................................................................................................................................................................31 Attachment C...................................................................................................................................................................................................... 34 Appendix 1: Proof of Registration with California Secretary of State ................................... 35

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 1

5.2 Signature Requirements
The attached Proposer’s Certification (Attachment A) shall be executed by an official(s) legally authorized to bind the Contractor which states that the proposal is valid for ninety (90) days.

Include the executed copy of the Proposer’s Certification under Tab G. Note: This is ninety (90) days following the closing date for the receipt of all proposals. • Proposals submitted on behalf of a Partnership shall be signed in the firm name by a partner or the Attorney-in-Fact. If signed by the Attorney-in-Fact, there shall be attached to the proposal a Power-of-Attorney evidencing authority to sign proposals, dated the same date as the proposal and executed by all partners of the firm.
• Proposals which are submitted on behalf of a Corporation shall have the correct corporate name thereon and the actual signature of the authorized officer of the corporation written (not typed) below the corporate name. The title of the office held by the person signing for the corporation shall appear below the signature of the officer. • Proposals which are submitted on behalf of a Limited Liability Company (“LLC”) shall be signed by the person or persons authorized to bind the LLC under the LLC’s articles of organization. • Proposals which are submitted by an Individual Doing Business under a firm name (“dba”) shall be signed in the name of the individual doing business under the proper firm name and style.

Softchoice Response
Read and understood. Please see Attachment A, filled out as instructed above, on page 30 in the Attachments section of this proposal.

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 2

5.3 TAB A: Firm’s Qualifications
Describe your firm and provide a statement of your firm's qualifications for performing the requested services. Identify the services which would be completed by your firm's staff and those that would be provided by sub-consultants or sub-contractors, if any. Identify any subconsultants or sub-contractors you propose to utilize to supplement your firm’s staff. Include the firm’s organizational chart, including its constituent parts, and size variation of staffing levels in the past five (5) years.

Softchoice Response
Founded in Canada in 1989, Softchoice has evolved from being a supplier of hard-to-find software technology supported by a small team, to a billion-dollar enterprise. We have become a leading information technology reseller with a database of over a million technology products spread across 4,000 vendors. Softchoice believes in providing our customers consulting, implementation and management services. Our value lies in helping our clients stay one step ahead of the trends and technologies shaping business and the role of IT. Our holistic approach includes solution design and implementation, asset management, cloud and managed services, and access to one of the most comprehensive and cost-effective technology distribution networks in North America.

Softchoice is a technology company that equips organizations to be agile and innovative, and for their people to be productive, creative and happier at work. That means moving them to the cloud, helping them build the workplace of tomorrow, and enabling them to make smarter decisions about their technology portfolio. By doing these things, we create success faster and in circumstances otherwise not possible.

Business Highlights
35 years in business #1 Microsoft Cloud
Deployment Partner
#1 Microsoft Azure Partner
(market share)
19 years as a Best Workplace
in Canada™
2,100 team members across
North America
~700 technical resources
1,800+ technical
certifications across our
strategic focus areas
4,900+ customers 9+ years average customer
relationship
98% FY2023 Revenue
Retention Rate
More than 70% of gross
profit derived from
customers with tenure of 5+
years
30,000+ Software, Cloud and
Services agreements
managed

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 3
History
1989: Softchoice is founded with a focus on hard-to-find software 1995: US expansion
1998: Softchoice becomes #1 software reseller in Canada 2002: Expands offerings to include hardware and IT asset management 2007: Acquired Nexinnovations, enabling large-scale infrastructure rollouts 2008: Acquired Optimus Solutions for data centre and networking capabilities 2011: Acquired Unis Lumin for managed services, UC&C specialization 2012: Softchoice Cloud brings SaaS sourcing, deployment and management to market 2013: Softchoice is a private company fully owned by Birch Hill Equity Partners 2016: Softchoice launches aggressive growth strategy in 8 markets 2020: Digital transformation with Project Monarch
2021: Softchoice is a publicly traded company
On March 13, 2025, Softchoice was acquired by World Wide Technology (WWT), a US$20 billion global technology solutions provider. This enables Softchoice to expand offerings and consultant-led services for clients, including across infrastructure and hardware, via access to WWT’s state-of-the-art Advanced Technology Center (ATC), AI Proving Ground Lab and integration centers, and by leveraging WWT’s differentiated AI, cloud, security and digital capabilities. This strategic move reflects WWT and Softchoice’s shared commitment to delivering tailored, high-impact solutions to a diverse and expanding client base.

Softchoice now operates as Softchoice, a World Wide Technology company, with its leadership team and operating structure remaining unchanged. By leveraging World Wide Technology's state-of-the-art Advanced Technology Center (ATC) and AI Proving Ground Lab, Softchoice offers comprehensive identity and access management solutions that ensure secure and seamless integration across diverse platforms like Microsoft 365 and Google Workspace. Our tailored approach helps municipalities like the City of Roseville enhance their digital transformation journeys, providing robust security, streamlined access, and improved user experiences.

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Proposal for the City of Roseville 4

5.4 TAB B: Experience and References
Provide a summary of your firm’s experience in providing these or similar services. Provide a minimum of three (3) references for projects or services similar in nature and scope that your firm’s team members have completed in the last five (5) years. Include brief descriptions of the projects, dates, client names and contact persons’ names, addresses and telephone numbers.

Public sector references are preferred.

Softchoice Response
Experience with Microsoft
Softchoice is an authorized reseller, partner and Licensing Solution Provider (LSP) for Microsoft products, maintaining our accreditation for over 25 years. As a leader among LSPs, Softchoice is trusted with managing more than 6,000 Microsoft agreements – more than any other company in North America – including large Microsoft Framework Agreements upwards of 140,000 staff (not including students) throughout the US and Canada.

As a Gold Certified Microsoft Partner, Softchoice is ranked among the top 5 LSPs in North America and #8 in the world. We have won Microsoft’s Operational Excellence Award 13 times, and most recently we were awarded the Microsoft Scale Solutions Partner of the Year Award for 2024 in the US (and we were named a finalist in the Scale Solutions category globally). Additionally, we are the #1 worldwide Azure Consumption Partner.

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Proposal for the City of Roseville 5
Softchoice is trusted with managing over 3,000 Microsoft Agreements, spanning across both the Public and Private sectors of the United States and Canada – this is more than any other LSP in North America. In addition, Softchoice successfully manages large Microsoft Framework Agreements for various organizations upwards of 30,000+ people throughout the United States and Canada which include some of the most advanced and complex Microsoft agreements in the world.

Softchoice is both an authorized Microsoft Licensing Solutions Provider (LSP) and Enterprise Software Advisor (ESA), which is collectively referred to as a Microsoft LSP, as the two authorizations of ESA and LSP combined are commonly referred to as LSP status.

Softchoice Microsoft Certification Levels:
• Gold Messaging
• Gold Software Asset Management
• Gold Communications
• Gold Collaboration and Content
• Gold Cloud Platform
• Gold Datacenter
• Gold Cloud Productivity
• Gold Small and Midmarket Cloud Solutions
These Gold Certifications allows Softchoice to deliver solutions and services for:
• Microsoft Certified Solution Expert: Cloud Platform and Infrastructure (Azure) • Microsoft office Specialist (includes O365)
• Microsoft Certified Solutions Expert: Messaging (Exchange).

Additionally, our Microsoft services catalog includes:
• Workload Assessment
• Enterprise Mobility & Security (EMS) Assessment
• Teams Accelerator
• Productivity Readiness Assessment
• Office 365 Accelerator
• Managed Office 365
• Managed Cloud
• Data Center Technology Review
• Licensing Assessment
• Public Cloud Accelerator
• Microsoft CSP Services
• Adoption and Change Management Services
• Remote Access (Windows Virtual Desktop)

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Proposal for the City of Roseville 6
Why Softchoice?
• We are a Microsoft Gold Partner with over 30 years of experience in delivering Microsoft solutions to customers across North America.
• We have a team of over 200 Microsoft-certified experts who can help you design, deploy, manage, and optimize your Microsoft environment. • We have a dedicated Microsoft Licensing Practice that specializes in helping you navigate the complex and ever-changing Microsoft licensing landscape. • We offer a range of Microsoft licensing services, including assessments, audits, renewals, migrations, optimization, and compliance.
• We have access to exclusive Microsoft programs and incentives that can help you save costs, enhance security, and increase productivity.

References
Reference #1
Organization Sacramento Housing and Redevelopment Agency Contact Name Loren Gray
Contact Details 801 12th St., Sacramento, CA, 95814
Phone: (916) 449-6272
Services Provided Microsoft licensing (Microsoft-EA under CCISDA) Reference #2
Organization Helix Water District
Contact Name Mike Herrera
Contact Details 7811 University Ave., La Mesa, CA, 91942-4927 Phone: (619) 466-0585
Services Provided Microsoft licensing (Microsoft-EA under CCISDA)

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Reference #3
Organization City of Indian Wells
Contact Name Nick Werner
Contact Details 44-950 Eldorado Dr., Indian Wells, CA, 92210 Phone: 760-346-2489 ext. 257
Services Provided Microsoft Licensing (Microsoft-EA under CCISDA)

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5.5 TAB C: Qualifications of Team
Provide a brief summary of the role, qualifications and experience of each team member and designated project manager/lead assigned to this project, including length of service with the firm and the qualifications/experience of any sub-consultant or sub-contractor staff on your project team. A project team organizational diagram and brief resume of each team member and the designated project manager/lead for each applicable category shall be included. The geographic location of the firm and key personnel shall also be identified. Any proposed sub-consultants or sub-contractors shall be listed. Include sub-consultant’s and sub-contractor’s assigned task(s) and experience. Full resumes may be included in the appendix.

Softchoice Response
Microsoft Licensing can be daunting. The Softchoice support methodology, underpinned by a dedicated team of advisors and support resources, is designed to make the process clear and straightforward for clients like the City of Roseville.

Softchoice has assigned the following key personnel to provide software advisor services to the City.

Brief Summary of Key Personnel Supporting the City of Roseville Account Team
This team holds responsibility to ensure all aspects of the EA are documented and our internal systems are accurately updated and managed to support the City of Roseville’s specific agreement strategies and pricing levels.
• William Miller – Territory Sales Leader – Oversees Account Team • Horacio Rodriguez - Account Executive – the City of Roseville’s dedicated Account Executive at Softchoice, Horacio will always meet or exceed our contractual obligations to the City by:
o Overall contract management and governance.
o Schedule and Conduct meetings with City representatives. o Service Level Management.
o Coordination of Softchoice Resources assigned to the City. o Incident and service manage escalation and resolution. o Management of all reporting requirements.
o Provision of Quotes.
o Order Inquiries & Escalations.

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Microsoft Sales Specialist Team
This team consists of 50+ people dedicated to being experts in the field of Microsoft Product Use Rights and Licensing. This group of Microsoft Licensing experts work collectively toward ensuring our clients receive all Microsoft updates quickly after they are announced and understand the potential impact of these changes to their specific Microsoft position. This team is available to assist with any technical questions and concerns, or any questions pertaining to the specifics of a client’s agreement. • Richard Nice – Microsoft Sales Specialist – Licensing and solutions support, including:
o Technical & Product Recommendations.
o Licensing Program Expertise.
o Provision of Cost Analysis Scenarios.
o Assistance with Renewals and True-Up Processes.
o Provides reporting and insights back to the City.

Softchoice Special Programs team
This team specializes in the Public Sector vertical. They directly assist customers with key contract management including maintaining contact information, reporting details (historical, current, and future) and agreement administration. • Dhawal Geed, Public Sector Program Administrator
o Financial Reporting.
o VOR Information
Microsoft Support
In respect to Microsoft Contractual Agreements (Agreements) inquiries can be directed to the team either as a phone call or via email. As the Microsoft LSP, Softchoice must promptly address any related questions regarding the products and capabilities, licensing questions, pricing, as well as questions relating to the Microsoft Admin Center (MAC) or Microsoft 365 Admin Portal.

Softchoice’s Microsoft Licensing Operations Team
This team consists of 25 people tasked with ensuring accuracy and audit on our order and contract submissions to Microsoft. This team prepares the Microsoft Contracts and acts as an additional layer of review before contracts are processed with Microsoft. This team helps ensure our clients save time and money by properly submitting and managing the contract process.

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Softchoice’s Post-Sales Licensing Support Team
Microsoft is one of the largest and most complex vendors. With online services being their core business drivers, new portals, agreements, and support lines are emerging for endusers to utilize. The growing use of these constantly changing services often pose challenges to our clients.

Softchoice has created this unique team specializing in non-technical Microsoft Licensing questions. Our Post-Sales team offers a reliable and consistent support service from which all clients can benefit. The Post-Sales Services is a complimentary service to our Microsoft Agreement clients such as the City of Roseville. As the name denotes, the areas of specialization for this team are focused on activities typically taking place after the purchase is made, which includes:
• Managing customer contact information on applicable contracts and completing updates as needed
• Portal assistance, including the Microsoft Volume Licensing Services Centre (VLSC), the Microsoft 365 Admin portal, the Visual Studio Admin portal, and the Microsoft Business Centre (MBC).
• License Reservation assistance
• EA invoicing issue escalation and resolution
• Tenant related issues
No Subconsultants
Softchoice will not be using any subconsultants to fulfill the services described in the RFP.

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Organizational Diagram

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Key Team Member Bios
Horacio Rodriguez – Account Executive
Horacio helps build and maintain strong relationships with clients, understanding their business needs and challenges, and providing tailored technology solutions to drive their success. Collaborating with internal teams, Horacio plays a pivotal role in driving business growth, staying ahead of industry trends, and representing Softchoice as a trusted advisor in the ever-evolving technology landscape.

Horacio has been with Softchoice for 3 years.

Richard Nice – Team Lead, Microsoft Solution Specialists Richard Nice has over 15 years in the software industry, with most of that specific to Microsoft. In his role, Richard works directly with clients to help navigate the complexities of Microsoft and licensing, as well as working directly with Microsoft in various capacities to ensure fluidity to our customer base. As your dedicated Microsoft Solution Specialist, and Softchoice badged, Richard will be supporting you through day-to-day questions, along with recurring strategy meetings with the various entities.

Richard has been with Softchoice for 10 years.

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5.6 TAB D: Project Understanding
Based on the available information, supplemental research, field observations, and experience with similar projects, provide a narrative describing your understanding of the services requested in this RFP, your general approach and any major challenges to achieving the City’s stated goals. Include any issues that you believe will require special consideration for this project. Also identify any unique approaches or strengths that your firm may have related to this project. City staff will assess your understanding of all aspects of the project based on the overview.

Softchoice Response
We have proven experience in developing direct relationships with municipal governments like the City of Roseville, helping our public sector customers optimize their Microsoft Licensing spend and realize the full benefits of their Microsoft Volume Licensing. We offer assessments, insights, programs, workshops, immersion experiences, and more. Using these tools, we can help the City of Roseville gain insights into its current state, define its software needs, and determine which products will help the City meet its organizational goals.

After reviewing the information provided by the City of Roseville, Softchoice believes that the following objectives are crucial to the success of the agreement:
• Procure, support, and distribute Microsoft volume licensing, products, and services.
• Price savings by consolidated purchasing of Microsoft software through the Riverside contract.
• Streamline and expedite the software purchasing process including prepurchase guidance calls with a Microsoft Specialist, creation and renewal of Microsoft Agreements, accurate Microsoft licensing quotes, timely receipt of purchase orders, and ease of submitting orders.
• Provide white-glove customer service to all participants in then City of Roseville’s Microsoft Agreement.
• Post-purchase support for Microsoft License details, VLSC and M365 Portals issues and more.
• Dedicated Account Executive Team for the City, with the ability to reach extended Softchoice resources (as described in our response to Tab C). • Working with an established and experienced Microsoft partner who can provide added value above and beyond the required expectations of this contract.

Given our extensive Microsoft and public sector experience, we believe Softchoice understands the challenges and opportunities that Microsoft Licensing presents to the City of Roseville. Our Account Team and processes are structured to ensure the City is able to smoothly and seamlessly procure the licenses it needs under a new agreement.

We described the Account Team under Tab C, so we will describe the processes below:

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Licensing Ordering and Delivery Process
Typically, the provision of licensing is a very straightforward operation that does not require extensive staffing or project management. To ensure that licenses are provisioned smoothly, Softchoice adheres to the following Ordering and Delivery Process:

Order Process and Accuracy
Our Microsoft Licensing Operations Team is the gold standard in the industry. This team consists of 11 people dedicated to our Enterprise Agreements, tasked with ensuring accuracy and performing audits on our order and contract submissions to Microsoft. This team prepares the Microsoft Contracts and acts as an additional layer of review before contracts are processed with Microsoft. Our SLA time for order processing is 5 business days. They help ensure that client agreements are handled correctly on the first submission and that the contract process is executed on time and without error.

Orders are placed by Softchoice with an accompanying PO directly through to Microsoft (following Softchoice audit). Our operations Teams are given a Microsoft tracking number for the order, and this information is relayed to the account team at Microsoft to ensure the order can be tracked and processed appropriately. All orders will be placed by Softchoice to Microsoft within 3 business days of receipt. The City of Roseville will see licenses provisioned in the VLSC or M365 portal within 24-48 hours after receipt by Microsoft.

Ordering Portal
Microsoft provides a secure, online portal that helps their customers monitor and manage the participation of every asset, user and associated organization enrolled in a Microsoft Volume License program. This portal is known as the Microsoft Admin Center (MAC), previously called the Volume Licensing Services Centre (VLSC). The MAC provides a central repository of purchase history and resources applicable to a client’s specific Agreements.

The MAC can aid greatly in understanding exactly what Microsoft software licenses are legally owned, therefore providing a baseline for software procurement and legal compliance. Through the MAC, most reports generated are exportable to Microsoft Excel for easy analysis. Additionally, at Softchoice we have a team of 5 dedicated members for order support.

Within the MAC is the ability for the City to view the details of each order, posted to a section of the MAC entitled Order Confirmations. This section provides the ability to view the items purchased on each purchase order received for a specific agreement. The benefit of having these Order Confirmations available online is that it becomes the central repository of purchase history for all a client’s Microsoft Volume Licensing agreements for the past, present and future. Therefore, the orders shown within the MAC Order Confirmation section can be used as a form of License Certificate for licensing compliance.

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In addition, Softchoice is pleased to offer the City of Roseville our full suite of reporting functionality available on Softchoice.com. Softchoice’s systems were built to facilitate long term, easily accessible, accurate reporting and as such it is one of our biggest strengths. In addition to that, we customize many publisher reports and other purchase data metrics to meet our clients’ needs. Finally, we excel when held to a stringent set of performance metrics and can provide reporting for review in many areas.

One of the many features Softchoice can provide through their secure customer portal is reporting. The City can set up their account on Softchoice.com to track technology purchases and requested quotes through their Microsoft Contract. The dashboard offers a view into Recent Orders, Active Quotes, Order History and more.

Invoicing
Microsoft Invoices can be challenging to match to purchase orders and to business requirements. The invoices are in PDF format and are issued based on Microsoft programmatic details that are not flexible. To assist with consolidation and to increase clarity and function, Softchoice will pull reports from explore.ms and create pivot tables.

The City of Roseville will be able to cross reference invoices to the business requirements and actuals by being able to see the assets by product, by invoice, by purchase order number, dates, products, and other parameters of the City’s choosing. This alleviates many hours of work to interpret complicated invoices, reconcile them to PO numbers, and the manual calculations needed to match quantities to purchases and to the Microsoft portal quantity.

Softchoice has been managing complex Microsoft Agreements and providing invoicing support and reporting to customers for over 20 years. Thanks to our experience working with public sector customers at all levels, Softchoice has the tools and expertise to support the City in managing spend, understanding invoices, and providing the appropriate reporting to reduce the time required by City staff to reconcile invoices.

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5.7 TAB E: Project Plan
Provide a detailed discussion of your firm’s approach to the successful implementation of this project. Include thorough discussions of methodologies you believe are essential to accomplishing this project. Include a proposed work schedule to accomplish all of the required tasks within the desired timeline. Identify the staff who would be assigned to each task, including sub-consultants and sub-contractors. List any necessary equipment, training or installation services required.

Softchoice Response
Project Step Activities
1 Softchoice understands and is confident in our ability to fully facilitate the City of Roseville Microsoft Contract as detailed in the statement of work. From onboarding every participant onto their new E5 agreements to placing the initial and ongoing orders, Softchoice has the capabilities and processes to seamlessly onboard and service the contract from start to finish.

G5 agreements:

Softchoice will work with the City of Roseville and Microsoft to establish and create:
• New 3-year G5 renewal Agreements for all existing City participants under a City Master agreement.
• New 3-year G5 renewal Agreements for all existing City participants wishing to move their years 2-5 purchasing dates to align with the agreement. • Net New 5-Year G5 agreements for any new City participants not yet under the Master agreement.
2 G5 Agreements and Azure:

Softchoice will work with the City of Roseville and Microsoft to establish:
• Adding new or current Azure environment to their G5 agreement during the initial purchase window.
• Adding new or current Azure environment to their already established E5 agreement anytime throughout the duration of the 3-Year contract.

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Project Step Activities
3 G5 agreement creation process:

During the renewal of the City of Roseville’s Microsoft contract, all participants will need to renew their individual 3-year G5 agreement. Softchoice’s Account Executives and Licensing Operations team will be working directly with Microsoft in the months prior to the initial year 1 ordering timeframe to create the necessary agreement documents and signature paperwork for a New 5-year G5 agreement for the City of Roseville Microsoft Contract.

Participant Information required by Microsoft to create the E5 agreements include:

Legal Entity Name, Address, City, State, Zip Code.

EQU and User Counts
Primary Contact Name, Email, Phone #
Notices and Online Administrator Contact Name, Email, Phone # Online Services Manager Name, Email, Phone #
If any City of Roseville participant requests to change their ordering timeframe to the ordering timeframe of the new contract (during the 5-year G5 Agreement renewal timeframe), this request can be made directly with Softchoice or via the City (per the City’s preference).

Once Softchoice receives this request, Softchoice will work directly with Microsoft to create an amendment to be included in the G5 agreement document and signature paperwork sent to the participants. This amendment will adjust their 5-year agreement as required to ensure that it lines up with the remaining years 2-5 ordering timeframe for the remainder of the agreement.

All processes and timelines for the timely completion of these agreements will be communicated to each participant direct or via the City to communicate to the participant (per the City’s preference). Details of this process can be included on the City and/or Softchoice’s contract pages on their website.
4 Change of Channel Partner (COCP)
If any City of Roseville Participants with an established Microsoft Agreement (not including G5 agreements associated with this Microsoft Contract) wish to move their agreement to the City contract, Softchoice will collaborate with Microsoft to initiate a Change of Channel Partner (COCP) agreement form. This process will require the City Participant to sign documents moving their current agreement to Softchoice from the previous contractor.

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Project Step Activities
5 Establishing new Accounts in Softchoice CRM system (needed for Microsoft Order Placement):

For order placement, post-sales support, order tracking, invoicing, and reporting, Softchoice will need to establish customer accounts for each participant in Softchoice’s CRM system.

Participant Information required by Softchoice to create account in Softchoice CRM system:

Legal Entity Name, Address, City, State, Zip Code.

Primary Contact Name, Email, Phone #.

Ship-to address.

Bill-to address (only to be used if direct invoices are required).

Payment and credit terms created (only if direct invoices are required) 6 Placing Orders:

Once all G5 agreements are created and active, and customer accounts are established in the Softchoice CRM system, Microsoft License orders can be placed with Microsoft by Softchoice towards any individual participants G5 agreement with the following process:

The City of Roseville will send Softchoice aggregated Purchase Orders for the two ordering periods outlined in the agreement and individual Purchase Orders for any City entities enrolling during the school year or purchasing any additional licenses they may need during the term of the agreement.

Softchoice will place all orders with Microsoft towards the City’s G5 agreement.

Microsoft will process each order and allocated the associated licenses to each participant M365 or VLSC portals.
7 Invoicing:

All Microsoft License orders for any of the City of Roseville participant’s G5 agreements will be sent directly to the City on Net 60 payment terms. During the initial onboarding of the contract with Softchoice, Credit terms will need to be established.

For all Azure purchases, Softchoice will invoice each individual participant directly on Net 30 payment terms. During the contract onboarding when Establishing new Accounts in Softchoice CRM system, Credit terms will need to be established with each individual participant.

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Project Step Activities
8 City of Roseville and Softchoice Ongoing Partnership
In addition to facilitating this agreement as required, Softchoice can partner with the City to manage their Microsoft investments from beginning to end. Softchoice has a proven formula for success through our strategic approach based on Reducing customer spend, Optimizing technology, and Innovating IT (ROI). With a dedicated Account Executive Team and access to additional technical resource specialists, working with Softchoice ensures the best value for license management, product implementation and additional support. With Softchoice as your Microsoft Partner, the City will benefit from:
• Partner Onboarding and Contract Review Cadence to collaborates on creating the most efficient and ever-improving processes for City of Roseville and participants for the contract.
• Licensing and Subscription management. Our ability to Procure, support, and distribute Microsoft Enterprise volume licensing, products, and services to all City participants.
• Provide Price savings and Enterprise Agreements no matter the size by statewide consolidated purchasing of Microsoft software. • Streamline and expedite the software purchasing process including prepurchase guidance calls with a Microsoft Specialist, creation and renewal of Microsoft Agreements, Microsoft licensing quotes, receiving purchase orders, and submitting orders.
• Provide Information Sessions/Webinars. Presentations, demonstrations, and customer support sessions for members sharing relevant information for acquiring Microsoft solutions.
• Provide Post-sales support for Microsoft License details, VLSC and M365 Portals issues and more.
• Provide a Dedicated Account Executive Team to City participants with availability to extended Softchoice resources.
• Be the established and experienced Microsoft partner who can provide added value above and beyond the required expectations of this contract. • Full Microsoft Professional Services teams in both Cloud and Workplace implementation and more.
• Provide comprehensive reporting to the City of Roseville including, but not limited to, collective sales reports, ad hoc reporting as may be needed by the City and reports required by Microsoft.
• Quarterly Meetings with the contract stakeholders. These scheduled meetings allow us to address any existing issues with adoption and outline further steps to support the City. We also use these meetings for Annual Strategic Planning sessions to closely establish and align goals that guide organizations to make the most out of their investment.

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5.8 TAB F: Cost Proposal
Provide a total cost proposal for all products and services to be delivered, and a breakdown of costs delineated by tasks as described in your project plan. Include a schedule of hourly rates for all proposed staff and the amount of time each person will be devoted to this project. Define any reimbursable expenses requested to be paid by the City.

Softchoice Response
Summary Tables
Available Options New Agreement Total
License Type Year 1 Cost Year 2 Cost Year 3 Cost Year 4 Cost Year 5 Cost Years 1-5 Cost Microsoft 365 G3 Renewal $738,552.53 $743,723.33 $743,723.33 $743,723.33 $743,723.33 $3,713,445.85 Microsoft 365 G5 Renewal $1,048,300.13 $1,057,474.13 $1,057,474.13 $1,057,474.13 $1,057,474.13 $5,278,196.65

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Enterprise Agreement Options
Microsoft 365 G3
Enterprise
Agreement Options Quantity SKU
Yearly
Price Oct-25 Oct-26 Oct-27 Oct-28 Oct-29 Y1-Y5 Total
Profile 1 Cloud
Platform Yr 1 Yr 2 Yr 3 Yr 4 Yr 5
Microsoft 365 G3 1390 AAD-34704 $383.04 $532,425.60 $532,425.60 Microsoft 365 G3 1390 1390 1390 1390 AAD-34704 $386.76 $537,596.40 $537,596.40 $537,596.40 $537,596.40 $2,150,385.60 Total: $532,425.60 $537,596.40 $537,596.40 $537,596.40 $537,596.40 $2,682,811.20 Microsoft 365 G5
Enterprise
Agreement Options Quantity SKU
Yearly
Price Oct-25 Oct-26 Oct-27 Oct-28 Oct-29 Y1-Y5 Total
Profile 1 Cloud
Platform
Yr
1 Yr
2 Yr
3 Yr
4 Yr
5 Microsoft 365 G5 1390 AAL-45735 $605.88 $842,173.20 $842,173.20 Microsoft 365 G5 1390 1390 1390 1390 AAL-45735 $612.48 $851,347.20 $851,347.20 $851,347.20 $851,347.20 $3,405,388.80

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Additional Products
Additional
Products Quantities SKU
Yearly
Price Oct-25 Oct-26 Oct-27 Oct-28 Oct-29 Y1-Y5 Total
Subscriptions Yr 1 Yr 2 Yr 3 Yr 4 Yr 5
Azure Monetary
Commit 26 26 26 26 26 J5U-00001 $1,200.00 $31,200.00 $31,200.00 $31,200.00 $31,200.00 $31,200.00 $156,000.00 Exchange Online
Archiving 373 373 373 373 373 4ES-00001 $28.32 $10,563.36 $10,563.36 $10,563.36 $10,563.36 $10,563.36 $52,816.80 Intune per Device
GCC 750 750 750 750 750
NMH00001 $20.16 $15,120.00 $15,120.00 $15,120.00 $15,120.00 $15,120.00 $75,600.00 M365 Copilot GCC 50 50 50 50 50 EP2-24658 $360.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $18,000.00 $90,000.00 M365 F1 GCC 373 373 373 373 373 3EB-00001 $23.40 $8,728.20 $8,728.20 $8,728.20 $8,728.20 $8,728.20 $43,641.00 Project Plan 3 2 2 2 2 2 7MS-00001 $273.96 $547.92 $547.92 $547.92 $547.92 $547.92 $2,739.60 Power Automate
Premium 2 2 2 2 2 1O5-00001 $161.16 $322.32 $322.32 $322.32 $322.32 $322.32 $1,611.60 Power Automate
Process 2 2 2 2 2 8F6-00001 $1,611.72 $3,223.44 $3,223.44 $3,223.44 $3,223.44 $3,223.44 $16,117.20 Teams Audio
Conferencing 1763 1763 1763 1763 1763
NYH00001 $0.00 $- $- $- $- $- $-
Teams Rooms Pro 2 2 2 2 2 VA1-00001 $429.84 $859.68 $859.68 $859.68 $859.68 $859.68 $4,298.40 Total: $88,564.92 $88,564.92 $88,564.92 $88,564.92 $88,564.92 $442,824.60

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Additional
Products Quantities SKU
Yearly
Price Oct-25 Oct-26 Oct-27 Oct-28 Oct-29 Y1-Y5 Total
On-Premise Yr 1 Yr 2 Yr 3 Yr 4 Yr 5
CIS
DataCenter
2Core SA 208 208 208 208 208 9GS-00135 $183.70 $38,209.60 $38,209.60 $38,209.60 $38,209.60 $38,209.60 $191,048.0
0 Exchange
Server
Enterprise SA 2 2 2 2 2 395-02504 $731.51 $1,463.02 $1,463.02 $1,463.02 $1,463.02 $1,463.02 $7,315.10 SQL Svr CAL
SA User 1200 1200 1200 1200 1200 359-00961 $37.69 $45,228.00 $45,228.00 $45,228.00 $45,228.00 $45,228.00 $226,140.0
0 SQL Svr
Enterprise
Core 2 Core
SA 4 4 4 4 4 7JQ-00343 $2,482.54 $9,930.16 $9,930.16 $9,930.16 $9,930.16 $9,930.16 $49,650.80 SQL Svr
Standard SA 48 48 48 48 48 228-04433 $162.11 $7,781.28 $7,781.28 $7,781.28 $7,781.28 $7,781.28 $38,906.40 SQL Svr
Standard
Core 2 Core
SA 14 14 14 14 14 7NQ-00292 $647.47 $9,064.58 $9,064.58 $9,064.58 $9,064.58 $9,064.58 $45,322.90 System
Center
DataCenter
2Core SA 8 8 8 8 8 9EP-00208 $53.92 $431.36 $431.36 $431.36 $431.36 $431.36 $2,156.80 Vstudio
Enterprise
sub MSDN SA 3 3 3 3 3 MX3-00117 $1,076.35 $3,229.05 $3,229.05 $3,229.05 $3,229.05 $3,229.05 $16,145.25 Windows
Server
DataCenter
2Core SA 16 16 16 16 16 9EA-00278 $139.06 $2,224.96 $2,224.96 $2,224.96 $2,224.96 $2,224.96 $11,124.80 Add On Total: $117,562.01 $117,562.01 $117,562.01 $117,562.01 $117,562.01 $587,810.05

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Grand Total
Oct-25 Oct-26 Oct-27 Oct-28 Oct-29 Y1-Y5 Total
Grand Total $738,552.53 $743,723.33 $743,723.33 $743,723.33 $743,723.33 $3,713,445.85 ***Customer will upgrade MS technologies 2 times in 6 years: two upgrades

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 25

5.9 TAB G: Required Statements/Documents
Include statements of assurance regarding the following requirements in the proposal:
• Non-substitution for the designated members of the team without approval by City staff (Section 4.0)
• The absence of a conflict of interest (Section 9.4)
• Indicate your ability and agreement to fulfill the indemnification and insurance requirements contained in the sample contract (Section 9.7). (Please note that actual certificates of insurance are not required as part of your submittal.) • A statement that nothing contained in the submitted proposal will be proprietary. (Section

9.23)
Submit the following documents with proposal:
• Proof of registration with California Secretary of State. Note: All proposers must be registered with the Secretary of State or have a valid exemption by the time of award. • Executed copy of Proposer’s Certification (Attachment A) • Levine Act Disclosure Statement Form (Attachment B)
• Executed copy of Non-collusion Declaration (Attachment C) Softchoice Response
Softchoice is pleased to confirm the following:

Per Section 4.0, Softchoice confirms that we will not substitute the designated team members, Horacio and Richard, without giving the City the opportunity to approve of any substitutes.

Per Section 9.4, Softchoice confirms that we have no conflicts of interest.

Per Section 9.7, Softchoice confirms that we can comply with the indemnification and insurance requirements.

Per Section 9.23, nothing in this proposal is proprietary.

Please see Appendix 1 for Proof of Softchoice registration with California Secretary of State.

The completed Attachments A, B, and C can be found in the Attachments section, starting on page 29.

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 26

5.10 TAB H: Exceptions
Describe any and all proposed exceptions, alterations or amendments to the Scope of Services or other requirements of this RFP, including the Sample Contract (Attachment D). The nature and scope of your proposed exceptions may negatively affect the evaluation of your submittal and the City’s determination of whether it is possible to successfully negotiate a contract with your firm.

Softchoice Response
Softchoice provides information technology professional services (“Services”) and resells hardware and software products and related services from third party vendors (collectively, “Products”, which include maintenance, support and warranty services).

Our response to your request is provided with the expectation that the final terms and conditions applicable to the provision of Services and/or resale of Products will be negotiated by the parties in good faith upon your acceptance of our proposal. Our understanding is that the scope of this RFP is limited to the provision of the Microsoft Enterprise Agreement (which would be considered a “Product”) and therefore we are not addressing terms in this Agreement related to Services as those would not apply. i. Softchoice agrees with the Indemnification clause in section 1, as well as specifications in sections 7 and 8 provided that it is understood that Products are subject to end user license agreements, subscription agreements, or such other terms of use required by third party vendors (Microsoft, in the case of this RFP) (the “Vendor”).

Vendors often provide warranties or indemnities directly to the end customer under these agreements or terms of use (the “Terms of Use”). As a reseller, Softchoice does not directly provide any warranties or indemnities for Products. Softchoice will not be creating work product in relation to this RFP.
ii. Softchoice agrees with the cancellation clause in section 5, provided that it is understood that some products and subscription terms are non-cancellable and nonrefundable. In such cases, Softchoice will indicate this in the applicable ordering documents.
iii. In addition to the terms contained in the Sample Contract, Softchoice would require a limitation of liability to be included. Our liability will be limited to the dollar amount paid for the Product in the twelve months preceding the claim. Neither party would be liable for any indirect, special or consequential damages, lost or corrupted data, or for any lost earnings or profits.
iv. Softchoice can comply with section 21, provided that Softchoice shall be entitled to retain archival copies of the Confidential Information for legal, regulatory or

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 27
compliance purposes, and erasure, or destruction of back-up media will be made in accordance with Softchoice’s document-retention procedures. v. Work product would not be applicable to this type of engagement, however any intellectual property rights in the Products would be subject to the Terms of Use of the Vendor. For any work product created by Softchoice (which are out of scope for this RFP), Softchoice would provide the Client with ownership in such work product, subject to our rights to retain our pre-existing and independently developed intellectual property.

Thank you for your consideration of our response, we look forward to working with you.

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 28

5.11 TAB I: Competency of Proposers
The City wants to ensure that the successful Contractor has the necessary facilities, ability, experience, and financial resources to provide the services specified herein in a satisfactory and timely manner. Please list and explain any pending bankruptcies, liens, stop payment notices, judgments, lawsuits, arbitrations, mediations, foreclosures, and any similar actions filed or resolved in the past seven (7) years. Please indicate whether a client has ever terminated a contract with your firm for breach, and if so, please explain.

Softchoice Response
Softchoice confirms that at the time of submission we have no bankruptcies, liens, stop payment notices, judgments, lawsuits, arbitrations, mediations, foreclosures, or any other similar actions filed or resolved against us in the past seven years. A client has never terminated a contract with Softchoice for breach.

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 29
Attachments
Please see the completed and signed attachments on the following pages.

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 30
Attachment A
____ Partnership ____ Limited Liability Company

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 31
Attachment B
You must submit a supplemental form if you make any new reportable contribution(s) while the contract, license, permit, or other entitlement is being considered. If this form has not previously been submitted in connection with a contracting, licensing, entitlement or permitting process, please provide the completed form to the Office of the City Clerk for appropriate departmental routing, at: City Clerk, 311 Vernon St., Roseville, CA 95678, [email protected]

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 32

LEVINE ACT DISCLOSURE STATEMENT
(The completed form submitted to the City of Roseville is a public record.) Term Definition Law
Covered
"proceedings"
A proceeding to grant, deny, revoke, restrict, or modify a license, permit or other entitlement for use, that does not solely involve purely ministerial decisions and is:
(1) Applied for by the party;
(2) Formally or informally requested by the party; or
(3) A contract between the agency and the party or a
franchisee granted by the agency to the party, other than a contract that is competitively bid, a labor contract, or a personal employment contract.

FPPC Reg 18438.2(a)
Party
Any person who files an application for, or is the subject of, a proceeding involving a license, permit, or other entitlement for use.

Gov. Code 84308(a)(1)
Participant
Any person who is not a party but who actively supports or opposes a particular decision in a proceeding involving a license, permit, or other entitlement for use and who has a financial interest in the decision. A person actively supports or opposes a particular decision in a proceeding if that person lobbies in person the officers or employees of the agency, testifies in person before the agency, or otherwise acts to influence officers of the agency.

Gov. Code 84308(a)(2)
FPPC Reg 18438.4
Agent
A person who represents a party or participant for
compensation and appears before or otherwise communicates with the governmental agency for the purpose of influencing the pending proceeding. See FPPC Reg 18438.3 for exceptions for certain consultants.

FPPC Reg 18438.3
Competitively Bid
A contract required by law to be awarded to the lowest
responsible bidder with a responsive bid, or, if the successful bidder refuses or fails to execute the contract, to the next lowest bidder with a responsive bid.

FPPC Reg 18438.2(a)(3)(A)
Labor Contract
A contract or agreement reached through collective bargaining or with a representative group regarding the salary, benefits, or terms and conditions under an employment or retirement
policy for employees or retirees, including a project labor agreement entered under Public Contract Code Section 2500.

FPPC Reg 18438.2(a)(3)(B)
Personal Employment
Contract
A contract for employment, including the terms and conditions of employment, between the agency and an agency employee.

A contract with an independent contractor is NOT a personal employment contract.

FPPC Reg 18438.2(a)(3)(C)-
(D)

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 33
A party to a proceeding before an agency involving a license, permit, or other entitlement for use shall disclose on the record of the proceeding any contribution in an amount of more than two hundred fifty dollars ($250) made within the preceding 12 months by the party or the party's agent.

A party, or agent to a party, to a proceeding involving a license, permit, or other entitlement for use pending before any agency or a participant, or agent to a participant, in the proceeding shall not make a contribution of more than two hundred fifty dollars ($250) to any officer of that agency during the proceeding and for 12 months following the date a final decision is rendered by the agency in the proceeding.
(Gov. Code, § 84308, emphasis added.)

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 34
Attachment C

Microsoft Enterprise Agreement – RFP # 12-035
Proposal for the City of Roseville 35
Appendix 1: Proof of Registration with California Secretary of State

Quote
Ship To :

Sae Hong
City Of Roseville
311 VERNON ST.

ROSEVILLE, CA 95678
Quote Prepared For Sae Hong
City Of Roseville
Phone: (916) 774-5152
Email: [email protected]
Quote Sent By Horacio Rodriguez
[email protected]
Phone: 3126559002
Fax:

Anniversary Date
Authorization Number
30-Sep-2025
55319724
Agreement End Date 30-Sep-2025
Comments
Group4
Item # Mfg SKU # Description Qty Billing
Frequency
Start
Date
End
Date
Usage
Country
License
Type Unit Price Extended Price
2000400489
***THIS IS A 3 YEAR AGREEMENT WITH NO

OBLIGATION TO RENEW WITH
SOFTCHOICE***
*This renewal line in the quote applies to
Corporate Direct Agreements with
Microsoft. This language cannot be
removed. However, with an Indirect
Government Agreement through CCISDA,
the City can compete and award another
partner after the three year term within
Quote Q-2484565
Date 22-Aug-2025
Softchoice Corporation
314 W Superior St #400
Chicago, IL 60654
Sales/Order desk
Phone: (800) 268-7638
Fax: (800) 268-7639

adherence to their procurement policies*
GROUP TOTAL 0
SLG EA - Renewal - Year 1 of 3
Item # Mfg SKU # Description Qty Billing
Frequency
Start
Date
End
Date
Usage
Country
License
Type Unit Price ExtendedPrice
2000547028 7R6-00001 O365 G1 FSA GCC Renewal Sub Per User 356 Upfront 01-Oct202530-Sep2026United States
Subscription $85.32 $30,373.92
2000410260 AAA-11924 O365 G3 FSA Renewal GCC Sub Per User 1100 Upfront 01-Oct202530-Sep2026United States
Subscription $210.00 $231,000.00
2000410715 AAA-11894 O365 G3 GCC Sub Per User 290 Upfront 01-Oct202530-Sep2026United States
Subscription $247.08 $71,653.20
2000401991 AAA-12416 CCAL Bridge O365 FSA Renewal Sub Per User
1100 Upfront 01-Oct202530-Sep2026United
States
Subscription $17.04 $18,744.00
2000401989 AAA-12414 CCAL Bridge O365 Sub Per User 646 Upfront 01-Oct202530-Sep2026United States
Subscription $20.16 $13,023.36
2000382327 J5U-00001 Azure prepayment - US Gov 26 Upfront 01-Oct202530-Sep2026United States
Subscription $1,200.00 $31,200.00
2000410248 4ES-00001 EOA Exchange Online GCC Sub Per User 356 Upfront 01-Oct202530-Sep2026United States
Subscription $28.32 $10,081.92
2000547030 NMH-00001 Intune Device P1 GCC Sub Per Device 750 Upfront 01-Oct202530-Sep2026United States
Subscription $20.16 $15,120.00

2001057040 EP2-24658 M365 COPILOT GCC SUB ADD-ON 50 Upfront 01-Oct202530-Sep2026United States
Subscription $360.00 $18,000.00
2000678069 3EB-00001 M365 F1 GCC Sub Per User 373 Upfront 01-Oct202530-Sep2026United States
Subscription $23.40 $8,728.20
2000410277 7MS-00001 Project P3 GCC Sub Per User 2 Upfront 01-Oct202530-Sep2026United States
Subscription $273.96 $547.92
2000626805 1O5-00001 Power Automate Premium GCC Sub Per User
2 Upfront 01-Oct202530-Sep2026United
States
Subscription $161.16 $322.32
2000985440 8F6-00001 Power Automate Process GCC Sub 2 Upfront 01-Oct202530-Sep2026United States
Subscription $1,611.72 $3,223.44
2000674814 NYH-00001 Teams AC with Dial Out US/CA GCC Sub Add-on
1763 Upfront 01-Oct202530-Sep2026United
States
Subscription $0.00 $0.00
2000798481 VA1-00001 Teams Rooms Pro GCC Sub Per Device 2 Upfront 01-Oct202530-Sep2026United States
Subscription $429.84 $859.68
2000401956 9GS-00135 CIS Suite Datacenter Core ALng SA 2L 208 Upfront 01-Oct202530-Sep2026United States
Maintenance $183.70 $38,209.60
2000401807 395-02504 Exchange Server Ent ALng SA 2 Upfront 01-Oct202530-Sep2026United States
Maintenance $731.51 $1,463.02
2000401801 359-00961 SQL CAL ALng SA User CAL 1200 Upfront 01-Oct202530-Sep2026United States
Maintenance $37.69 $45,228.00
2000401893 7JQ-00343 SQL Server Enterprise Core ALng SA 2L 4 Upfront 01-Oct202530-Sep2026United States
Maintenance $2,482.54 $9,930.16

2000401785 228-04433 SQL Server Standard ALng SA 48 Upfront 01-Oct202530-Sep2026United States
Maintenance $162.11 $7,781.28
2000401901 7NQ-00292 SQL Server Standard Core ALng SA 2L 14 Upfront 01-Oct202530-Sep2026United States
Maintenance $647.47 $9,064.58
2000401934 9EP-00208 System Center DC Core ALng SA 2L 8 Upfront 01-Oct202530-Sep2026United States
Maintenance $53.92 $431.36
2000402186 MX3-00117 Visual Studio Ent MSDN ALng SA 3 Upfront 01-Oct202530-Sep2026United States
Maintenance $1,076.35 $3,229.05
2000401914 9EA-00278 Win Server DC Core ALng SA 2L 16 Upfront 01-Oct202530-Sep2026United States
Maintenance $139.06 $2,224.96
GROUP TOTAL $570,439.97
SLG EA - Renewal - Year 2 of 3
Item # Mfg SKU # Description Qty Billing
Frequency
Start
Date
End
Date
Usage
Country
License
Type Unit Price Extended Price
2000547028 7R6-00001 O365 G1 FSA GCC Renewal Sub Per User 356 Upfront 01-Oct202630-Sep2027United States
Subscription $85.32 $30,373.92
2000410260 AAA-11924 O365 G3 FSA Renewal GCC Sub Per User 1100 Upfront 01-Oct202630-Sep2027United States
Subscription $210.00 $231,000.00
2000410715 AAA-11894 O365 G3 GCC Sub Per User 290 Upfront 01-Oct202630-Sep2027United States
Subscription $247.08 $71,653.20
2000401991 AAA-12416 CCAL Bridge O365 FSA Renewal Sub Per User
1100 Upfront 01-Oct202630-Sep2027United
States
Subscription $17.04 $18,744.00

2000401989 AAA-12414 CCAL Bridge O365 Sub Per User 646 Upfront 01-Oct202630-Sep2027United States
Subscription $20.16 $13,023.36
2000382327 J5U-00001 Azure prepayment - US Gov 26 Upfront 01-Oct202630-Sep2027United States
Subscription $1,209.00 $31,434.00
2000410248 4ES-00001 EOA Exchange Online GCC Sub Per User 356 Upfront 01-Oct202630-Sep2027United States
Subscription $28.32 $10,081.92
2000547030 NMH-00001 Intune Device P1 GCC Sub Per Device 750 Upfront 01-Oct202630-Sep2027United States
Subscription $20.16 $15,120.00
2001057040 EP2-24658 M365 COPILOT GCC SUB ADD-ON 50 Upfront 01-Oct202630-Sep2027United States
Subscription $360.00 $18,000.00
2000678069 3EB-00001 M365 F1 GCC Sub Per User 373 Upfront 01-Oct202630-Sep2027United States
Subscription $23.40 $8,728.20
2000410277 7MS-00001 Project P3 GCC Sub Per User 2 Upfront 01-Oct202630-Sep2027United States
Subscription $273.96 $547.92
2000626805 1O5-00001 Power Automate Premium GCC Sub Per User
2 Upfront 01-Oct202630-Sep2027United
States
Subscription $161.16 $322.32
2000985440 8F6-00001 Power Automate Process GCC Sub 2 Upfront 01-Oct202630-Sep2027United States
Subscription $1,611.72 $3,223.44
2000674814 NYH-00001 Teams AC with Dial Out US/CA GCC Sub Add-on
1763 Upfront 01-Oct202630-Sep2027United
States
Subscription $0.00 $0.00
2000798481 VA1-00001 Teams Rooms Pro GCC Sub Per Device 2 Upfront 01-Oct202630-Sep2027United States
Subscription $429.84 $859.68

2000401956 9GS-00135 CIS Suite Datacenter Core ALng SA 2L 208 Upfront 01-Oct202630-Sep2027United States
Maintenance $183.70 $38,209.60
2000401807 395-02504 Exchange Server Ent ALng SA 2 Upfront 01-Oct202630-Sep2027United States
Maintenance $775.00 $1,550.00
2000401801 359-00961 SQL CAL ALng SA User CAL 1200 Upfront 01-Oct202630-Sep2027United States
Maintenance $37.69 $45,228.00
2000401893 7JQ-00343 SQL Server Enterprise Core ALng SA 2L 4 Upfront 01-Oct202630-Sep2027United States
Maintenance $2,482.54 $9,930.16
2000401785 228-04433 SQL Server Standard ALng SA 48 Upfront 01-Oct202630-Sep2027United States
Maintenance $162.11 $7,781.28
2000401901 7NQ-00292 SQL Server Standard Core ALng SA 2L 14 Upfront 01-Oct202630-Sep2027United States
Maintenance $647.47 $9,064.58
2000401934 9EP-00208 System Center DC Core ALng SA 2L 8 Upfront 01-Oct202630-Sep2027United States
Maintenance $53.92 $431.36
2000402186 MX3-00117 Visual Studio Ent MSDN ALng SA 3 Upfront 01-Oct202630-Sep2027United States
Maintenance $1,076.35 $3,229.05
2000401914 9EA-00278 Win Server DC Core ALng SA 2L 16 Upfront 01-Oct202630-Sep2027United States
Maintenance $139.06 $2,224.96
GROUP TOTAL $570,760.95
SLG EA - Renewal - Year 3 of 3
Item # Mfg SKU # Description Qty Billing
Frequency
Start
Date
End
Date
Usage
Country
License
Type Unit Price Extended Price

2000547028 7R6-00001 O365 G1 FSA GCC Renewal Sub Per User 356 Upfront 01-Oct202730-Sep2028United States
Subscription $85.32 $30,373.92
2000410260 AAA-11924 O365 G3 FSA Renewal GCC Sub Per User 1100 Upfront 01-Oct202730-Sep2028United States
Subscription $210.00 $231,000.00
2000410715 AAA-11894 O365 G3 GCC Sub Per User 290 Upfront 01-Oct202730-Sep2028United States
Subscription $247.08 $71,653.20
2000401991 AAA-12416 CCAL Bridge O365 FSA Renewal Sub Per User
1100 Upfront 01-Oct202730-Sep2028United
States
Subscription $17.04 $18,744.00
2000401989 AAA-12414 CCAL Bridge O365 Sub Per User 646 Upfront 01-Oct202730-Sep2028United States
Subscription $20.16 $13,023.36
2000382327 J5U-00001 Azure prepayment - US Gov 26 Upfront 01-Oct202730-Sep2028United States
Subscription $1,209.00 $31,434.00
2000410248 4ES-00001 EOA Exchange Online GCC Sub Per User 356 Upfront 01-Oct202730-Sep2028United States
Subscription $28.32 $10,081.92
2000547030 NMH-00001 Intune Device P1 GCC Sub Per Device 750 Upfront 01-Oct202730-Sep2028United States
Subscription $20.16 $15,120.00
2001057040 EP2-24658 M365 COPILOT GCC SUB ADD-ON 50 Upfront 01-Oct202730-Sep2028United States
Subscription $360.00 $18,000.00
2000678069 3EB-00001 M365 F1 GCC Sub Per User 373 Upfront 01-Oct202730-Sep2028United States
Subscription $23.40 $8,728.20
2000410277 7MS-00001 Project P3 GCC Sub Per User 2 Upfront 01-Oct202730-Sep2028United States
Subscription $273.96 $547.92

2000626805 1O5-00001 Power Automate Premium GCC Sub Per User
2 Upfront 01-Oct202730-Sep2028United
States
Subscription $161.16 $322.32
2000985440 8F6-00001 Power Automate Process GCC Sub 2 Upfront 01-Oct202730-Sep2028United States
Subscription $1,611.72 $3,223.44
2000674814 NYH-00001 Teams AC with Dial Out US/CA GCC Sub Add-on
1763 Upfront 01-Oct202730-Sep2028United
States
Subscription $0.00 $0.00
2000798481 VA1-00001 Teams Rooms Pro GCC Sub Per Device 2 Upfront 01-Oct202730-Sep2028United States
Subscription $429.84 $859.68
2000401956 9GS-00135 CIS Suite Datacenter Core ALng SA 2L 208 Upfront 01-Oct202730-Sep2028United States
Maintenance $183.70 $38,209.60
2000401807 395-02504 Exchange Server Ent ALng SA 2 Upfront 01-Oct202730-Sep2028United States
Maintenance $775.00 $1,550.00
2000401801 359-00961 SQL CAL ALng SA User CAL 1200 Upfront 01-Oct202730-Sep2028United States
Maintenance $37.69 $45,228.00
2000401893 7JQ-00343 SQL Server Enterprise Core ALng SA 2L 4 Upfront 01-Oct202730-Sep2028United States
Maintenance $2,482.54 $9,930.16
2000401785 228-04433 SQL Server Standard ALng SA 48 Upfront 01-Oct202730-Sep2028United States
Maintenance $162.11 $7,781.28
2000401901 7NQ-00292 SQL Server Standard Core ALng SA 2L 14 Upfront 01-Oct202730-Sep2028United States
Maintenance $647.47 $9,064.58
2000401934 9EP-00208 System Center DC Core ALng SA 2L 8 Upfront 01-Oct202730-Sep2028United States
Maintenance $53.92 $431.36

2000402186 MX3-00117 Visual Studio Ent MSDN ALng SA 3 Upfront 01-Oct202730-Sep2028United States
Maintenance $1,076.35 $3,229.05
2000401914 9EA-00278 Win Server DC Core ALng SA 2L 16 Upfront 01-Oct202730-Sep2028United States
Maintenance $139.06 $2,224.96
GROUP TOTAL $570,760.95

SUBTOTAL
DELIVERY: Ground - 3 to 5 days
State Tax
Local Tax
$1,711,961.87
$0.00
$0.00
$0.00
All currency in this quote is in (USD). TOTAL
$1,711,961.87
$0.00
$0.00
$0.00
$1,711,961.87
Lease and Financing payment options are available, please call for special pricing.

Payment options are only available in listed currency and not billable in other currencies.

This document and the transaction(s) to which it pertains are governed by the City of Roseville Terms and Conditions of Purchase - Negotiated for Softchoice Corporation dated 8/25/25
Signature :{{Sig_es_:signer1:signature}}
Name :{{Name1_es_:fullname}}
Title :{{Ttl1_es_:title}}
Date :{{Dte_es_:signer1:date}}
PO# : {{PO_es_:signer1}}

US - California CCISDA - Microsoft -
Cage Code: 3DH15
DUNs: 929022028
TIN: 13-3827782

CITY OF ROSEVILLE

TERMS AND CONDITIONS OF PURCHASE
Negotiated for Softchoice Corporation dated 8/25/25
ARTICLE I – The materials, supplies or services covered by this order shall be furnished by Seller subject to all the terms and conditions set forth in this order including the following, which Softchoice Corporation (“Seller”) and City of Roseville (“City”), in signing this Agreement agrees to be bound by and to comply with in all particulars and no other terms or conditions shall be binding upon the parties unless hereafter accepted by them in writing. Written acceptance or shall constitute unqualified acceptance of all its terms and conditions.

The terms of any proposal referred to in this order are included and made a part of the order to the extent of specifying the nature of the materials, supplies, or services ordered, the price therefor, and the delivery thereof, and then only to the extent that such terms are consistent with the terms and conditions of this order. “materials, supplies or services” or “Products” means products and services that Seller resells from the applicable manufacturer, distributor, licensor or provider of the materials, supplies or services (“Vendor”), including but not limited to hardware, software, subscription services, updates, bug fixes, maintenance services, support services, warranty services and professional services.

ARTICLE II – INSPECTION. Materials, supplies or services resold by Seller are provided subject to the applicable terms and conditions or agreement between the Vendor and the City applicable to City’s use, subscription and/or receipt of the Product (“Terms of Use”). Subject to the applicable Vendor’s Terms of Use, the Materials, supplies or services furnished shall be exactly as specified in this order, free from all defects in Seller’s design, workmanship and materials, and, except as otherwise provided in this order, shall be subject to inspection and test by City at all times and places. If, prior to final acceptance and subject to the Terms of Use, and materials, supplies or services are found to be defective or not as specified, subject to Seller’s return policy located at https://www.softchoice.com/help/returns (“Seller’s Return Policy”), City may reject them, require Seller to correct them without charge, or require delivery of such materials, supplies, or services at a reduction in price which is equitable under the circumstances. If Seller is unable or refuses to correct such items within a time deemed reasonable by City, subject to Seller’s Return Policy, City may terminate the order in whole or in part. Seller shall bear all risks as to rejected materials, supplies and services and in addition to any costs for which. Notwithstanding final acceptance, and payment, Seller shall be liable for fraud or such gross mistakes as amount to fraud.

ARTICLE III – CHANGES. If applicable to the order, City may make changes within the general scope of this order in drawings and specifications for specially manufactured supplies, place of delivery, method of shipment or packing of the order by giving notice to Seller and subsequently confirming such changes in writing. If such changes affect the cost of, or the time required for performance of this order, an equitable adjustment in the price or delivery or both shall be made. No change by Seller shall be recognized without written approval of City.

Any claim of Seller for an adjustment under this Article must be made in writing within thirty (30) days from the date of receipt by Seller of notification of such change unless City waives this condition. Nothing in this Article shall excuse Seller from proceeding with performance of the order as changed hereunder.

ARTICLE IV –TERMINATION.

A. City may by written notice stating the extent and effective date, terminate this Agreement for convenience in whole or in part, at any time. City shall pay Seller as full compensation for performance until such termination: (1) the unit or pro date order price for the delivered and accepted portion; and (2) a reasonable amount, not otherwise recoverable from other sources by Seller as approved by City, with respect to the undelivered or unaccepted portion of this order; provided compensation hereunder shall in no event exceed the total order price. For certainty, termination of this Agreement will not operate to terminate any multi-year orders (except to the extent permitted by the Vendor), and City shall remain liable for payment of any such orders.

B. City may by written notice terminate this order for Seller’s default, in whole or in part, at any time, if Seller refuses or fails to comply with the provisions of this order, or so fails to make progress as to endanger performance and does not cure such failure within a reasonable period of time, or fails to make deliveries of the material or supplies or perform the services within the time specified or any written extension thereof.

C. If, after notice of termination for default, City determines that the Seller was not in default or that the failure to perform this order is due to causes beyond control and without the fault or negligence of Seller (including, but not restricted to, acts of God or of the public enemy, acts of City, acts of Government, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, unusually severe weather, and delays of a subcontractor or supplier due to such causes and without the fault or negligence of the subcontractor or supplier), termination shall be deemed for the convenience of City, unless City shall determine that the materials, supplies, or services covered by this order were obtainable from other sources in sufficient time to meet the required delivery schedule.

D. If City determines that Seller had been delayed in the work due to causes beyond the control and without the fault or negligence of Seller, City may extend the time for completion of the work called for by this order, when promptly applied for in writing by Seller; and if such delay is due to failure of City, not caused or contributed to by Seller, to perform services or deliver property in accordance with the terms of the order, the time and price of the order shall be subject to change under the Changes Article. Sole remedy of Seller in event of delay by failure of City to perform shall, however, be limited to any money actually and necessarily expended in the work during the period of delay, solely by reason of the delay. No allowance will be made for anticipated profits.

E. The rights and remedies of City provided in this Article shall not be exclusive and are in addition to any other rights and remedies provided by law or under this order.

F. Supplier acknowledges that City may terminate this agreement pursuant to this Article should funds not be appropriated by its governing body to continue services under this agreement.

ARTICLE V – TITLE. Subject to the Terms of Use, Title to the material and supplies purchased hereunder shall pass directly from Seller to City at the f.o.b. point shown, subject to the right of City to reject upon inspection. ).

For greater certainty, title to software Products will remain with the applicable Vendor, and City’s rights therein are contained in the Terms of Use.

ARTICLE VI – PAYMENT, EXTRA CHARGES, DRAFTS. Seller shall be paid, upon submission of acceptable invoices, within thirty (30) days of invoice date. City will not pay cartage, shipping, packaging or boxing expenses, unless specified in this order. Drafts will not be honored. Invoice must be accompanied by transportation receipts, or facsimile, if transportation is payable and charged as a separate item.

ARTICLE VII – WARRANTY. Seller warrants that it has the proper authority to resell the Products sold hereunder.

If applicable and permitted by the Vendor, Seller will pass through to City any warranties provided to Seller by the Vendor for a Product.

ARTICLE VIII – PATENT INDEMNITY. Seller shall indemnify City, its officers, agents, and employees against liability, including cost, for infringement of Letters Patent resulting from Seller’s furnishing or supplying standard parts or components or utilizing its normal practices or methods in the performance of this order to the extent which Seller has secured indemnification from liability from the Vendor and such Vendor permits the transfer of such indemnities to City. The foregoing indemnity shall not apply unless Seller shall have been informed as soon as practicable by City of the suit or action alleging such infringement, and shall have been given such opportunity as is afforded by applicable laws, rules, or regulations to participate in the defense thereof; and further, such indemnity shall not apply to a claimed infringement which is settled without the consent of Seller, unless required by final decree of a court of competent jurisdiction.

ARTICLE IX – DECLARED VALUATION OF SHIPMENTS. Except as otherwise provided on the face of this order, all shipments by Seller under this order for City’s account shall be made at the maximum declared value applicable to the lowest transportation rate or classification and the bill of lading shall so note.

ARTICLE X – ASSIGNMENT. This order is assignable by City. Except as to any payment due hereunder, this order is not assignable by Seller without written approval of City.

ARTICLE XI – AFFIRMATIVE ACTION. Seller shall not maintain or provide racially segregated facilities for employees at any establishment under his control. Seller agrees to adhere to the principles set forth in the Executive Orders 11246 and 11375, and to undertake specifically; to maintain employment policies and practices that affirmatively promote equality or opportunity for minority group persons and women; to take affirmative steps to hire and promote women and minority group persons at all job levels and in all aspects of employment; to communicate this policy in both English and Spanish to all persons concerned within his company, with outside recruiting services, and the minority community at large; to provide the City or request a breakdown of his labor force by ethnic group, sex, and job category; and to discuss with the City his policies and practices relating to his affirmative action program.

ARTICLE XII – FAIR EMPLOYMENT PRACTICES. If this order is for an amount of $10,000 or more, Seller agrees to comply with the provisions of the California Fair Employment Practice Act and to include the provisions of the Act in any first tier subcontract into which Seller may enter in connection with performance pursuant to this order so that such provisions will be binding upon each subcontractor.

ARTICLE XIII – OTHER APPLICABLE LAWS. Any provision required to be included in a contract of this type by any applicable and valid federal, state or local law, ordinance, rule or regulations shall be deemed to be incorporated herein.

ARTICLE XIV – This agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original thereof.

ARTICLE XV - The Levine Act (Govt. Code, Section 84308) requires a Party (and its agent(s), if any) to a Proceeding before the City of Roseville that involves any action or consideration related to their contract, license, permit, or other entitlement for use, to disclose any campaign contributions made to City elected or appointed officers totaling more than $250 within the twelve (12) months prior to the City decision and while a proceeding is pending, and includes certain prohibitions on contribution activity thereafter. If applicable campaign contributions have been made by Consultant and/or its agent(s), Consultant is responsible for compliance, including for its disclosure obligations, if any, as further described on the City of Roseville City Clerk Department’s web page. https://www.roseville.ca.us/government/departments/city_clerk/transparency/levine_act

ARTICLE XVI - 7. LIMITATION OF LIABILITY. EXCEPT FOR A PARTY’S PAYMENT OBLIGATIONS, EACH PARTY’S

TOTAL AND AGGREGATE LIABILITY FOR ANY LOSS, DAMAGE, COST OR EXPENSE SUFFERED OR INCURRED BY THE OTHER PARTY ARISING OUT OF OR IN CONNECTION WITH THE CITY’S ORDER OR PURCHASE OF PRODUCTS, SELLER’S SUPPLY OF PRODUCTS OR THIS AGREEMENT IS HEREBY LIMITED TO THE DOLLAR AMOUNT PAID BY CITY FOR THE PRODUCT GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING SUCH CLAIM;

IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES. EACH PARTY SHALL HAVE NO LIABILITY FOR THE FOLLOWING: (I) LOSSES OF REVENUE, INCOME, PROFIT OR SAVINGS; (II) LOST OR CORRUPTED DATA OR SOFTWARE, LOSS OF USE OF SYSTEMS OR NETWORK(S), OR THE RECOVERY OF SUCH; (III) LOSS OF BUSINESS OPPORTUNITY; (IV) BUSINESS INTERRUPTION OR DOWNTIME; (V) LOSS OF GOODWILL OR REPUTATION; OR (VI) PRODUCTS NOT BEING AVAILABLE FOR USE OR THE PROCUREMENT OF SUBSTITUTE PRODUCTS OR OTHER GOODS.

IN WITNESS WHEREOF the Parties have executed this Agreement by their duly authorized officers as of the Effective Date.

FOR SOFTCHOICE CORPORATION: FOR CITY OF ROSEVILLE:

By: By:

Name: Name:

Title: Title:

Date: Date:

By:

Name:

Title:

Date:

REV 8/25/25 MC
SVP Finance, & Treasurer Chief Executive Officer and President Yota Skederidis 08/28/2025 Andrew Caprara 08/28/2025 Page 383 of 1257
City of Roseville Negotiated Terms and
Conditions of Purchase for Softchoice
Corporation 8-25-25 (002)
Final Audit Report 2025-08-28
Created: 2025-08-27
By: Gui Carneiro Titoneli ([email protected]) Status: Signed
Transaction ID: CBJCHBCAABAAYN7MerN0vQNK2lLlmJyL-fbYcdY16MMp "City of Roseville Negotiated Terms and Conditions of Purchase for Softchoice Corporation 8-25-25 (002)" History
Document created by Gui Carneiro Titoneli ([email protected]) 2025-08-27 - 3:27:21 PM GMT- IP address: 99.243.142.77
Document emailed to Sean Cahill ([email protected]) for approval 2025-08-27 - 3:29:30 PM GMT
Email viewed by Sean Cahill ([email protected]) 2025-08-27 - 4:06:02 PM GMT- IP address: 38.61.56.42
Document approved by Sean Cahill ([email protected]) Approval Date: 2025-08-27 - 4:06:23 PM GMT - Time Source: server- IP address: 38.61.56.42 Document emailed to Yota Skederidis ([email protected]) for signature 2025-08-27 - 4:06:24 PM GMT
Email viewed by Yota Skederidis ([email protected]) 2025-08-28 - 3:52:00 PM GMT- IP address: 104.47.73.254
Document e-signed by Yota Skederidis ([email protected]) Signature Date: 2025-08-28 - 3:52:31 PM GMT - Time Source: server- IP address: 155.190.8.4 Document emailed to [email protected] for signature 2025-08-28 - 3:52:32 PM GMT
Email viewed by [email protected]
2025-08-28 - 9:00:51 PM GMT- IP address: 209.29.99.172

Signer [email protected] entered name at signing as Andrew Caprara 2025-08-28 - 9:01:46 PM GMT- IP address: 142.127.6.67
Document e-signed by Andrew Caprara ([email protected]) Signature Date: 2025-08-28 - 9:01:48 PM GMT - Time Source: server- IP address: 142.127.6.67 Agreement completed.
2025-08-28 - 9:01:48 PM GMT

ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 1 of 2 Document X20-12883
Program Signature Form
MBA/MBSA number AMD000463167
Agreement number 8084445
Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new.

For the purposes of this form, “Customer” can mean the signing entity, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement.

This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing, as of the effective date identified below.

Contract Document Number or Code
Enterprise Enrollment (Indirect) X20-10637
Enterprise Amendment M97, M423 - (49693943)
Product Selection Form 3062611.008_PSF
By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents.

Customer
Name of Entity (must be legal entity name)* City of Roseville Signature*
Printed First and Last Name*
Printed Title
Signature Date*
Tax ID
* indicates required field

ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 2 of 2 Document X20-12883
Microsoft Affiliate
Microsoft Corporation
Signature
Printed First and Last Name
Printed Title
Signature Date
(date Microsoft Affiliate countersigns)
Agreement Effective Date
(may be different than Microsoft’s signature date)
Optional 2nd Customer signature or Outsourcer signature (if applicable) Customer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
Outsourcer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
If Customer requires additional contacts or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form.

After this signature form is signed by the Customer, send it and the Contract Documents to Customer’s channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy.

Microsoft Corporation
Dept. 551, Volume Licensing
6880 Sierra Center Parkway
Reno, Nevada 89511
USA
Claudia Pina Microsoft Authorized Signatory
09/12/2025 Page 387 of 1257
EA20261EnrGov(US)SLG(ENG)(Aug2025) Page 1 of 10
Document X20-10637
Enterprise Enrollment State and Local
Enterprise Enrollment number
(Microsoft to complete) 49693943 Framework ID(if applicable) Previous Enrollment number
(Reseller to complete) 55319724
This Enrollment must be attached to a signature form to be valid.

This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form.

This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) the Product Terms, (5) the Microsoft Products and Services Data Protection Addendum, (6) any Supplemental Contact Information Form, Previous Agreement/Enrollment form, and other forms that may be required, and (7) any order submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditions of the Enterprise Agreement.

All terms used but not defined are located at http://www.microsoft.com/licensing/contracts. In the event of any conflict the terms of this Agreement control.

Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires or terminates. If this Enrollment is renewed, the effective date of the renewal term will be the day after the Expiration Date of the initial term. Otherwise, the effective date will be the date this Enrollment is accepted by Microsoft. Any reference to “anniversary date” refers to the anniversary of the effective date of the applicable initial or renewal term for each year this Enrollment is in effect.

Term. The initial term of this Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term. The renewal term will expire 36 full calendar months after the effective date of the renewal term.

Terms and Conditions

1. Definitions.

Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment:
“Additional Product” means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment.
“Community” means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or (3) a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer’s regulatory requirements.

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Membership in the Community is ultimately at Microsoft’s discretion, which may vary by Government Community Cloud Service.
“Enterprise Online Service” means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted.
“Enterprise Product” means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise-wide basis under this program.
“Expiration Date” means the date upon which the Enrollment expires. “Federal Agency” means a bureau, office, agency, department or other entity of the United States Government.
“Government” means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity.
“Government Community Cloud Services” means Microsoft Online Services that are provisioned in Microsoft’s multi-tenant data centers for exclusive use by or for the Community and offered in accordance with the National Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft Online Services that are Government Community Cloud Services are designated as such in the Use Rights and Product Terms.
“Industry Device” (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a multi-function server, or a commercially viable substitute for one of these systems; and (2) only employs an industry or task-specific software program (e.g. a computer-aided design program used by an architect or a point of sale program) (“Industry Program”). The device may include features and functions derived from Microsoft software or third-party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with the Industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. “Managed Device” means any device on which any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product Terms.
“Qualified Device” means any device that is used by or for the benefit of Enrolled Affiliate’s Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally (in a physical or virtual operating system environment), or (2) a device used to access a virtual desktop infrastructure (“VDI”). Qualified Devices do not include any device that is: (1) designated as a server and not used as a personal computer, (2) an Industry Device, or (3) not a Managed Device. At its option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate’s Enterprise as a Qualified Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. “Qualified User” means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. “Reseller” means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post-transaction assistance related to this agreement; “Reserved License” means for an Online Service identified as eligible for true-ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation.

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"State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer’s state and located within Customer’s state’s jurisdiction and geographic boundaries. “Tribal Entity” means a federally recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe.
“Use Rights” means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product-Specific License Terms, the License Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product.
“Volume Licensing Site” means http://www.microsoft.com/licensing/contracts or a successor site.

2. Order requirements.
a. Minimum order requirements. Enrolled Affiliate’s Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for Enterprise Products or Enterprise Online Services.
(i) Enterprise commitment. Enrolled Affiliate must order enough Licenses to cover all Qualified Users or Qualified Devices, depending on the License Type, with one or more Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise Online Services (as long as all Qualified Devices not covered by a License are only used by users covered with a user License).
(ii) Enterprise Online Services only. If no Enterprise Product is ordered, then Enrolled Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online Services.
b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products.
c. Use Rights for Enterprise Products. For Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled Affiliate’s use of that Product during that term.
d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders.
e. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term “price” refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft.
f. Adding Products.
(i) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use.

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(ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true-up order. Additional Licenses for Online Services must be ordered prior to use, unless the Online Services are (1) identified as eligible for true-up in the Product Terms or (2) included as part of other Licenses. g. True-up requirements. Enrolled Affiliate must submit an annual true-up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true-up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user-based Licenses) at the time the true-up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services.
(ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the maximum number of Additional Products used since the latter of the initial order, the last true-up order, or the prior anniversary date and submit a true-up order that accounts for any increase. (iii) Online Services. For Online Services identified as eligible for true-up in the Product Terms, Enrolled Affiliate may place a reservation order for the additional Licenses prior to use and payment may be deferred until the next true-up order. Microsoft will provide a report of Reserved Licenses ordered but not yet invoiced to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retrospectively to the month in which they were ordered.
(iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows:
1) For Subscription Licenses that are part of an Enterprise-wide purchase, Licenses may be reduced as long as (a) the initial order minimum requirements are maintained and (b) the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if ordering user-based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true-up orders.

Step-up Licenses do not count towards this total count. 2) For Enterprise Online Services in a given Product pool that are not a part of an Enterprise-wide purchase, Licenses can be reduced as long as (a) the initial order minimum requirements are maintained and (b) all then-active users of each Online Service are included the total quantity of Licenses remaining after the reduction. An Enrolled Affiliate may reduce Licenses for Online Services on or before the Enrollment anniversary date and place a reservation order for such licenses within 90 days after the anniversary date; however, any licenses ordered as described in this section will be invoiced to the Enrolled Affiliate for the time period the licenses were made available. Subscription Licenses ordered upfront may not be reduced. 3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate’s use of the applicable Subscription License will be cancelled.

Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true-up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true-up order if, since the initial order or last true-up order, Enrolled Affiliate’s Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional

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Products. This update statement must be signed by Enrolled Affiliate’s authorized representative.
(vi) True-up order period. The true-up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The last true-up order or update statement during an Enrollment term is due within 30 days prior to the Expiration Date, and any license reservations within this 30-day period will not be accepted. Enrolled Affiliate may submit true-up orders more often to account for increases in Product usage, but an annual true-up order or update statement must still be submitted during the annual order period.
(vii)Late true-up order. If the true-up order or update statement is not received when due, Microsoft may invoice Reseller for all Reserved Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows:
(i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true-up process.
(ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled “Adding new Products not previously ordered,” then for additional step-up Licenses, by following the true-up order process.
i. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by email and a reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor mistakes, unintentional additions and omissions. This provision does not apply to material terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise Agreement.

3. Pricing.
a. Price Levels. For both the initial and any renewal term Enrolled Affiliate’s Price Level for all Products ordered under this Enrollment will be Level “D” throughout the term of the Enrollment. b. Setting Prices. Unless otherwise expressly agreed to by the parties and except for Online Services designated in the Product Terms as being exempt from fixed pricing, Enrolled Affiliate’s prices for each Product or Service will be established by its Reseller. As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft’s prices for Resellers for each Product or Service ordered will be fixed throughout the applicable initial or renewal Enrollment term. Microsoft’s prices to Resellers are reestablished at the beginning of the renewal term.

4. Payment terms.

For the initial or renewal order, Microsoft will invoice Enrolled Affiliate’s Reseller in three equal annual installments. The first installment will be invoiced upon Microsoft’s acceptance of this Enrollment and remaining installments will be invoiced on each subsequent Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses.

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5. End of Enrollment term and termination.
a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwise provided in this Enrollment.
b. Renewal option. At the Expiration Date of the initial term, Enrolled Affiliate may request to renew Products and Services under this Enrollment for one additional 36-month term.

Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements or Enrollments in order to renew. In order for a renewal request to be considered, Microsoft must receive a Renewal Form, Product Selection Form, and renewal request prior to or at the Expiration Date. Microsoft will review a renewal request made under this section in good faith and may accept or reject such request in its sole discretion.
c. If Enrolled Affiliate elects not to renew.
(i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term.
1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An extended term option that allows Online Services to continue month-to-month (“Extended Term”) is available. During the Extended Term, Online Services will be invoiced monthly at the then-current published price as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must submit a request to Microsoft at least 30 days prior to the Expiration Date.
2) Cancellation during Extended Term. At any time during the first twelve months of the Extended Term, Enrolled Affiliate may terminate the Extended Term by submitting a notice of cancellation to Microsoft for each Online Service. Thereafter, Microsoft may condition the continued use of each Online Service on the acceptance of new terms by the Enrolled Affiliate. Enrolled Affiliate will be notified in writing of any new terms at least 60 days before any such changes take effect. Enrolled Affiliate acknowledges and agrees that after the notice described in this section, its continued use of each Online Service after the effective date provided in the notice will constitute its acceptance of the new terms. If Enrolled Affiliate does not agree to the new terms, it must stop using the Online Services and terminate the Extended Term as provided in this section. Enrolled Affiliate’s termination under this section will be effective at the end of the month following 30 days after Microsoft has received the notice. (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate’s Enterprise must discontinue use. Microsoft may request written certification to verify compliance.
d. Termination for cause. Any termination for cause of this Enrollment will be subject to the “Termination for cause” section of the Agreement. In addition, it shall be a breach of this Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Community.
e. Early termination. Any early termination of this Enrollment will be subject to the “Early Termination” Section of the Enterprise Agreement.

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Document X20-10637
For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination.

6. Government Community Cloud.
a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community or to provide services to non-Community members is strictly prohibited and could result in termination of Enrolled Affiliate’s license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. b. All terms and conditions applicable to non-Government Community Cloud Services also apply to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment.
c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non-Government Community Cloud Services in the same domain. d. Use Rights for Government Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights:
(i) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth in the Use Rights, will not apply. (iii) References to geographic areas in the Use Rights with respect to the location of Customer Data at rest, as set forth in the Use Rights, refer only to the United States.

EA20261EnrGov(US)SLG(ENG)(Aug2025) Page 8 of 10
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Enrollment Details

1. Enrolled Affiliate’s Enterprise.

Make an election for including Affiliates in the Enterprise (Required).

Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the Enterprise to include the largest number of Affiliates:
 Enrolled Affiliate only.
 All Affiliates. All Affiliates of Enrolled Affiliate are hereby included in the Enterprise. Enrolled Affiliate represents that its Affiliates are entire offices, bureaus, agencies, departments, or other entities, not partial offices, bureaus, agencies, or departments, or other partial entities. Enrolled Affiliate may order Products for use by its Affiliates. If it does, the licenses granted to Enrolled Affiliate under this Enrollment will apply to such Affiliates, but Enrolled Affiliate will have the sole right to enforce the Agreement and this Enrollment against Microsoft. Enrolled Affiliate will remain responsible for all obligations under this Enrollment and for its Affiliates’ compliance with this Enrollment.
 Enrolled Affiliate including. Only the Enrolled Affiliate and the Affiliates listed below will be included in the Enterprise. Enrolled Affiliate represents that its Affiliates are entire offices, bureaus, agencies, departments, or other entities, not partial offices, bureaus, agencies, or departments, or other partial entities. Enrolled Affiliate may order Products for use by its Affiliates. If it does, the licenses granted to Enrolled Affiliate under this Enrollment will apply to such Affiliates, but Enrolled Affiliate will have the sole right to enforce the Agreement and this Enrollment against Microsoft. Enrolled Affiliate will remain responsible for all obligations under this Enrollment and for its Affiliates’ compliance with this Enrollment.

The following Affiliates are included in the Enterprise:

Notwithstanding anything to the contrary in the Agreement, the parties acknowledge and agree to the following:

Products ordered under this Enrollment may be subject to U.S. and other countries’ export jurisdictions.

Each party will comply with all laws and regulations applicable to the import or export of the Products, including, without limitation, trade laws of the U.S., EU, and UK, such as the U.S. Export Administration Regulations, sanctions regulations administered by the U.S. Office of Foreign Assets Control, the EU Dual Use Regulation 2021/821, and/or other end-user, end use, and destination restrictions (“Trade Laws”).

Customer will not, and will ensure its Affiliates will not, take any action that causes Microsoft to violate applicable Trade Laws. Microsoft may suspend or terminate this Enrollment immediately without notice to the extent that Microsoft reasonably believes that performance would cause it to violate Trade Laws or put it at risk of becoming subject to sanctions and penalties under such laws. Customer remains responsible for its and for its Affiliates’ compliance with this section and, to the extent applicable, a Regional Trade Compliance Supplemental Terms incorporated herein by reference.

2. Contact information.

Each party will notify the other in writing if any of the information in the following contact information page(s) changes. The asterisks (*) indicate required fields. By providing contact information, Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment. The personal information provided in connection with this Enrollment will be used and protected in accordance with the privacy statement available at https://privacy.microsoft.com/privacystatement.
a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled Affiliate’s Enterprise. This contact may also be an Online Administrator for Volume Licensing

EA20261EnrGov(US)SLG(ENG)(Aug2025) Page 9 of 10
Document X20-10637
in the Microsoft 365 Admin Center (MAC)and may grant online access to others. The primary contact will be the default contact for all purposes unless separate contacts are identified for specific purposes
Name of entity (must be legal entity name)* City of Roseville Contact name: First* SAE Middle Last* HONG
Contact email address* [email protected]
Street address* 401 Oak St
City* Roseville
State* CA
Postal code* 95678-2649-
(Please provide the zip + 4, e.g. xxxxx-xxxx)
Country* United States
Phone* 916-774-5151
Tax ID
Work or School (WSA) Account ID
* indicates required fields
b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for Volume Licensing in the Microsoft 365 Admin Center (MAC)and may grant online access to others, and (3) is authorized to order Reserved Licenses for eligible Online Servies, including adding or reassigning Licenses and stepping-up prior to a true-up order.
 Same as primary contact (default if no information is provided below, even if the box is not checked).

Contact name: First* Christian Middle Last* Barajas
Contact email address* [email protected]
Street address* 401 Oak St
City* Roseville
State* CA
Postal code* 95678-2649-
(Please provide the zip + 4, e.g. xxxxx-xxxx)
Country* United States
Phone* 916-774-5431
Work or School (WSA) Account ID
Language preference. Choose the language for notices. English  This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives personally identifiable information of the Customer and its Affiliates. * indicates required fields
c. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true-up order.

Same as notices contact and Online Administrator (default if no information is provided below, even if box is not checked)
Contact name: First* Wes Middle Last* Philpott
Contact email address* [email protected]
Phone* 916-774-5155
Work or School (WSA) Account ID
 This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity.
* indicates required fields

EA20261EnrGov(US)SLG(ENG)(Aug2025) Page 10 of 10
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d. Reseller information. Reseller contact for this Enrollment is:

Reseller company name* SoftChoice Corporation
Street address (PO boxes will not be accepted)* 314 W Superior Suite 301 City* Chicago
State* IL
Postal code* 60654
Country* United States
Contact name* LicensingAdministrator
Phone* 416-588-9002 ext. 2307
Contact email address* [email protected] * indicates required fields
By signing below, the Reseller identified above confirms that all information provided in this Enrollment is correct.

Signature*
Printed name*
Printed title*
Date*
* indicates required fields
Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect.
e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains the default.
(i) Additional notices contact
(ii) Software Assurance manager
(iii) Subscriptions manager
(iv) Customer Support Manager (CSM) contact

3. Financing elections.

Is a purchase under this Enrollment being financed through MS Financing?  Yes,  No.

If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to finance any associated taxes, it must pay these taxes directly to Microsoft.

Licensing Administrator Phuong Hoang 9/12/2025 Page 397 of 1257 Registration ID
(required only in
25 countries)
Prior Enrollment (if
renewal)
Tenant Affiliate Name (will be
used as Tenant ID Name in
CPS)* Contact First Name* Contact Last Name* Online Service Manager Email* Cloud Scope* Azure Government City of
Roseville CA Christian Barajas [email protected] Government This Tenant Information - Excel Form must be used with the Multi-Tenant Enrollment Amendment ( M130/M423/H21/M459/Add Tenant Form) to be valid - If the Online service Manager Contact is a third party (not Enrolled Affiliate) please be aware that this contact receives personally identifiable information of the Customer and its Affiliates.

File Version: August_2025

PrevEnrAgrForm(WW)(ENG)(Oct2019) Page 1 of 1
Document X20-12873
Previous Enrollment(s)/Agreement(s) Form
Entity Name: City of Roseville
Contract that this form is attached to: State Local Government For the purposes of this form, “entity” can mean the signing entity, Customer, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement.

Please provide a description of the previous Enrollment(s), Agreement(s), Purchasing Account(s), and/or Affiliate Registration(s) being renewed or consolidated into the new contract identified above. a. Entity may select below any previous contract(s) from which to transfer MSDN subscribers to this new contract. Entity shall ensure that each MSDN subscriber transferred is either properly licensed under the new contract or is removed. b. Entity may select below only one previous contract from which to transfer the Software Assurance (SA) Benefit contact details, i.e., benefits contact (not the SA manager) and the program codes, to this new contract.
c. An Open License cannot be used to transfer either the SA Benefit details or MSDN subscribers.
d. The date of the earliest expiring Enrollment/Agreement that contains SA or Online Services will be the effective date of the new contract (or SA coverage period for Select Plus). e. Please insert the number of the earliest expiring Enrollment/Agreement with SA or Online Services in the appropriate fields of the new contract.

Enrollment/Agreement/
Purchasing Account/Affiliate
Registration Description
Enrollment/Agreement/
Purchasing Account/Affiliate
Registration Public Customer
Number
Transfer
SA Benefit
Contact
Transfer
MSDN
Subscribers
Standard Enrollment 55319724 X X

Enterprise Enrollment Product Selection Form Microsoft | Volume Licensing Language:

Qualified Devices Qualified Users
1,746 1,746
1390 1746
Enterprise Products Office Professional Plus + M365 Apps for Enterprise + Office 365 (Plans E3
and E5) + Microsoft 365 Enterprise
Client Access License
+ Office 365 (Plans E1,
E3 and E5) + Microsoft
365 Enterprise
Client Access License
+ Windows Intune +
EMS USL + Microsoft
365 Enterprise
Win E3 + Win E5 +
Win VDA + Microsoft
365 Enterprise
Enrolled Affiliate’s Enterprise Products and Enterprise Online Services summary for the initial order:
0 0
English (United States)
Profile
Enterprise User Licenses
Device / User Ratio CAL Licensing Model

1.0 290
356
1,100
646
1,100
Office 365 Plans
Proposal ID
3062611.008
Enrollment Number
Products Enterprise Quantity
Quantity
O365 G3 GCC
O365 G1 GCC FromSA Renewal
O365 G3 GCC FromSA Renewal
Client Access License (CAL)
Core CAL
Bridge for Office 365
Core CAL Bridge O365 FSA Renewal
Enrolled Affiliate’s Product Quantities:

Price Group 1 2 3 4
EA-EASProdSelForm(WW)(ENG)
CTM

MS Quote

Enterprise Enrollment Product Selection Form Microsoft | Volume Licensing D
2,399 and below A
Note 1: In the following countries, any direct Enrollment consisting of only Enterprise Online Services will not be eligible for the Renewal option described in Section 5.b. of the Enrollment or for a new Enrollment due to program changes: Argentina, Australia, Austria, Belgium, Canada, Chile, Cyprus, Denmark, Finland, France, Germany, Greece, Iceland, Ireland, Jamaica, Italy, Lichtenstein, Luxemburg, Malta, Netherlands, Norway, Portugal, Puerto Rico, South Africa, Spain, Sweden, Switzerland, Trinidad & Tobago, United Kingdom, United States, and Uruguay. 2,400 to 5,999 B
6,000 to 14,999 C
15,000 and above D
Product Offering / Pool Price Level
Enterprise Products and Enterprise Online Services USLs: Unless otherwise indicated in associated contract documents, Price level set using the highest quantity from Groups 1 through 4. D Additional Product Application Pool: Unless otherwise indicated in associated contract documents, Price level set using quantity from Group 1.

Note 5: If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool, the price level for Additional Products in the same pool will be price level “A” throughout the term of the Enrollment. Refer to the Qualifying Government Entity Addendum pricing provision for more details on price leveling.

Notes
Enrolled Affiliate’s Price Level:

Additional Product Server Pool: Unless otherwise indicated in associated contract documents, Price level set using the highest quantity from Group 2 or 3. D
Additional Product Systems Pool: Unless otherwise indicated in associated contract documents, Price level set using quantity from Group 4. D
Note 2: Enterprise Online Services may not be available in all locations. Please see the Product List for a list of locations where these may be purchased.

Note 3: Unless otherwise indicated in the associated Agreement documents, the CAL selection must be the same across the Enterprise for each Profile.

Note 4: Unless otherwise indicated in associated Agreement documents, the CAL selection must be the same across the Enterprise for each Profile.

Unless otherwise indicated in the associated contract documents, the price level for each Product offering / pool is set as described above, based upon the quantity to price level mapping below:

Quantity of Licenses and Software Assurance Price Level EA-EASProdSelForm(WW)(ENG)
CTM

MS Quote

Enterprise Enrollment Product Selection Form Microsoft | Volume Licensing Note 6: Bridge CAL, Office 365 Plan E3 Add Ons, EMS Add Ons, Windows Ent SA Per User Add Ons, and Enterprise Cloud Suite Add On quantities are not included for Price Leveling, as License quantities are determined by the corresponding Enterprise Online Service(s).

EA-EASProdSelForm(WW)(ENG)
CTM

MS Quote

VL Central Amendments M97,M423 Blue

Amendment to Contract Documents
Enrollment Number
AMD000463167
These amendments are entered into between the parties identified on the attached program signature form. They amend the Enrollment or Agreement identified above. All terms used but not defined in these amendments will have the same meanings provided in that Enrollment or Agreement.

Enterprise Enrollment
Invoice for Quoted Price
Amendment ID M97
The price quoted to Enrolled Affiliate is a fixed price based on an estimated order submission date.

Microsoft will invoice Enrolled Affiliate based on this fixed price quote. If this order is submitted later than the estimated order submission date, Enrolled Affiliate will be charged for net new Monthly Subscriptions (including Online Services) for the period during which these services were not provided.

For Indirect models, Pricing to Enrolled Affiliate is agreed between Enrolled Affiliate and Enrolled Affiliate’s Reseller.

SKU Number SKU Description Existing Quantity Incremental quantities
4ES-00001 EOA Exchange Online
GCC Sub Per User 356 0
NMH-00001 Intune Device P1 GCC
Sub Per Device 750 0
7R6-00001 O365 G1 FSA GCC
Renewal Sub Per User 356 0
AAA-11924 O365 G3 FSA Renewal
GCC Sub Per User 1,100 0
AAA-11894 O365 G3 GCC Sub Per
User 180 110
7MS-00001 Planner & Project P3
GCC Sub Per User 2 0
1O5-00001
Power Automate
Premium GCC Sub Per
User
2 0
NYH-00001 Teams AC with Dial Out
US/CA GCC Sub Add-on
1,806 313
AAA-12416 CCAL Bridge O365 FSA
Renewal Sub Per User 1,100 0
AAA-12414 CCAL Bridge O365 Sub
Per User 646 0
EP2-24658 M365 Copilot GCC Sub
Add-on
50 0

VL Central Amendments M97,M423 Blue

SKU Number SKU Description Existing Quantity Incremental quantities
3EB-00001 M365 F1 GCC Sub Per
User 0 373
8F6-00001 Power Automate Process
GCC Sub 2 0
VA1-00001 Teams Rooms Pro GCC
Sub Per Device 1 1

VL Central Amendments M97,M423 Blue

Enterprise Enrollment
Multiple Azure Billing Tenants Under a Single
Enrollment
Amendment ID M423

1. Definitions.
“Azure Billing Tenant” means the environment established by Microsoft on its multi-tenant servers from which a customer accesses Microsoft Azure Services.
“Lead Enrollment” means the Enrollment identified above. “Billing Tenant Enrollment” means the enrollment associated with an Azure Billing Tenant established for a Tenant Affiliate under this Amendment.
“Tenant Administrator” means any licensed user of an Azure Billing Tenant that has its role set to “Global Administrator” in the profile settings in the Tenant User Administration page of the tenant portal. “Tenant Affiliate” means an Affiliate, department, or any user group included in the Enrolled Affiliate’s Enterprise who will access the Azure Billing Tenant that is identified in the Tenant Information Excel Form attached as an Appendix to this Amendment.

2. The parties agree to the following Billing Tenant Enrollment Terms as follows:
a. Tenant Affiliate Access and Enrolled Affiliate Obligations. Each Tenant Affiliate may access each Azure Billing Tenant and its corresponding Billing Tenant Enrollment identified in the Tenant Information Excel Form attached as an Appendix to this Amendment. Enrolled Affiliate acknowledges and agrees that: (i) it is the sole Enrolled Affiliate; (ii) it is the sole Licensee with respect to each Billing Tenant Enrollment; and, (iii) it is solely responsible for ensuring that each of its Tenant Affiliate’s comply with the terms and conditions set forth in the Lead Enrollment and any subsequent amendment hereof.
b. Tenant Administrator User Credentials. Each Tenant Administrator must have its own, unique, login credential and shall manage each Azure Billing Tenant separately. No two Azure Billing Tenants may share one Tenant Administrator login credential or data object(s). c. Azure Prepayment. Each Tenant Affiliate can purchase an Azure Prepayment; however, the allocated funds for such commitment cannot be transferred between Azure Billing Tenants and Tenant Affiliates.
d. Purchasing
(i) Purchase eligibility. Billing Tenant Enrollments may only be used to purchase Microsoft Azure Services and Microsoft Azure Services Plans.
(ii) Pricing. The price for Microsoft Azure Services and Microsoft Azure Services Plans purchased under a Billing Tenant Enrollment will be based on the pricelist current as of the Billing Tenant Enrollment Effective Date. Any price adjustment to a Billing Tenant Enrollment will be applicable only to that Billing Tenant Enrollment. (iii) Initial Order. Each Billing Tenant Enrollment must include an initial order. (iv) Billing Tenant Enrollment Effective Date. The effective date of a Billing Tenant Enrollment will be the processing date of the initial order. e. Orders. Enrolled Affiliate must submit separate orders, on behalf of each Billing Tenant Enrollment. Orders shall be governed by the terms set forth in the Lead Enrollment, except as specified in this Amendment. Orders are not transferrable between Billing Tenant Enrollments.

VL Central Amendments M97,M423 Blue

Billing Tenant Enrollment acceptance and order reminders will be sent to the contact(s) identified on the Lead Enrollment only.
f. Notices Contact and Online Services Manager. Each Billing Tenant Enrollment, shall have its own Notices Contact and Online Services Manager as listed in the Tenant Information Excel Form attached as an Appendix to this Amendment. The Notices Contact and Online Services Manager is authorized to manage the Microsoft Azure Services obtained under the related Billing Tenant Enrollment.
g. The expiration date, anniversary dates, payment dates and applicable taxes for each Billing Tenant Enrollment shall be the same as in the Lead Enrollment. h. Warning: If the Online service Manager Contact is third party (not Enrolled Affiliate) please be aware that this contact receives personally identifiable information of the Customer and it Affiliates.

This Amendment must be attached to a signature form and accompanies by the Tenant Information Excel Form to be valid. The Number of Tenant (s) listed in the Tenant Information Excel form file is:1
Appendix Tenant Information Excel Form is attached
Except for changes made by these amendments, the Enrollment or Agreement identified above remains unchanged and in full force and effect. If there is any conflict between any provision in these amendments and any provision in the Enrollment or Agreement identified above, these amendments shall control.

Microsoft Internal Use Only:
"(M97)EnrAmend(Ind)(InvoiceforQuotedPrice)
(WW)(ENG)(Dec2024)(IU).docx"
M97 Blue
"(M423)EnrMultiTenant(MultipleAzureBillingT
enantsUnderASingleEnrollment)(WW)(ENG)(
Sept2025)(IU).docx"
M423 P-LSS
This Amendment must be attached to a signature form to be valid.

REQUEST FOR PROPOSALS
RFP # 12-035
Microsoft Enterprise Agreement
DUE: 05/02/2025
3:00 PM
Deliver to:

City of Roseville
Attn: City Clerk Department
311 Vernon Street
Roseville, CA 95678
OR
Email: [email protected]

CITY OF ROSEVILLE

NOTICE FOR PROPOSALS
RFP # 12-035
NOTICE IS HEREBY GIVEN that proposals for Microsoft Enterprise Agreement will be received by the City of Roseville. Proposals will be accepted ONLY at the office of the City Clerk, Civic Center, 311 Vernon Street, Roseville, CA 95678 or submitted via electronic mail to [email protected], until 3:00 p.m., 05/02/2025. Said proposals will be evaluated and results will be made public after completion of the negotiation process with the selected contractor. The City reserves the right to reject any or all proposals and to waive any informalities or irregularities in any proposal or in the proposal process.
___________________________________ _____________________________________ Date Hong Sae
Chief Information Officer

___________________________________________
IMPORTANT!!!
The City is not responsible for misdelivered proposals, and the proposer is strictly liable for its chosen method of delivery. It is the proposer’s sole responsibility to make sure that proposals arrive at the proper location. Any proposal which does not actually arrive in the City Clerk’s Office by the RFP due date and time will be rejected as non-responsive, even if properly addressed or delivered to another City Department.

Your proposal MUST be addressed and delivered as follows:

City of Roseville
Attn: City Clerk Department
311 Vernon Street
Roseville, CA 95678
The proposer is also directed to include the attached “Sealed Proposal” label on the outside of the package or envelope, so that it is visible when delivered to the City.

Or emailed to:
[email protected]
Note: Email submissions are limited to 25 megabytes.

RFP # 12-035, Microsoft Enterprise Agreement

TABLE OF CONTENTS
SECTION Page

1.0 INTRODUCTION x

2.0 TENTATIVE PROJECT SCHEDULE x

3.0 SCOPE OF SERVICES x

4.0 ASSURANCE OF DESIGNATED PROJECT TEAM x

5.0 PROPOSAL FORMAT REQUIREMENTS x

6.0 SUBMITTAL INSTRUCTIONS x

7.0 EVALUATION CRITERIA x

8.0 SELECTION PROCESS x

9.0 GENERAL TERMS AND CONDITIONS x

10.0 ATTACHMENTS x
PROPOSER’S CERTIFICATION x
LEVINE ACT DISCLOSURE STATEMENT FORM x
NON-COLLUSION DECLARATION x
SAMPLE CONTRACT x
OTHER ATTACHMENTS x

1.0 INTRODUCTION
The City of Roseville (hereinafter “City”), is soliciting proposals for a Microsoft Enterprise Agreement (EA) for Volume Licensing. This will be a competitive negotiation process. Qualified individuals, firms, contractors, consultants or entities (hereinafter “Consultant(s)”), that meet the requirements set forth in this Request for Proposals (hereinafter “RFP”) and are capable of providing the services requested are encouraged to participate.

1.1 BACKGROUND
The City of Roseville has a rich O365 environment with a multitude of products that are used Citywide for everyday tasks, projects, communication, collaboration and more. Part of being able to provide this robust environment was driven by having a strong Microsoft EA in place for the purpose of ensuring the licensing environment year over year and ability to purchase additional license as needed at a consistent price. The City is looking to establish a relationship with a partner to continue their EA and grow the Microsoft environment.

1.2 CITY OVERVIEW
The City of Roseville is an incorporated city with a population of more than 150,000 residents, located in Placer County off Interstate 80, approximately 16 miles northeast of Sacramento, California. The City of Roseville is a Charter city operating under the City Council/City Manager form of government.

1.3 PROPOSAL SUBMITTAL
RFP proposal submittals may be delivered to the Office of the City Clerk, Civic Center, 311 Vernon St., Roseville, CA 95678 via common carrier, hand delivered, or submitted via electronic mail to [email protected] by the specified proposal due date and time. Complete and attach the “Sealed Proposal” label to the outside of the proposal packaging if delivering or hand carrying a hard copy of the proposal, so it is visible to the City Clerk. If submitting a proposal via electronic mail, then include the RFP title and RFP number in the subject line of the email.

1.4 CALIFORNIA SECRETARY OF STATE REGISTRATION
The City requires all corporations, limited liability companies and limited partnerships to be registered to do business in the State of California. On a separate sheet of paper, please include a screenshot of your “ACTIVE” status with your proposal submittal, which can be obtained by accessing this link:
https://bizfileonline.sos.ca.gov/search/business. All proposers must be registered with the Secretary of State or have a valid exemption by the time of award.

1.5 INSTRUCTIONS
This RFP includes a description of the scope of services, proposal requirements, and instructions for submitting your proposal. Failure to follow these instructions may result in rejection of your proposal.

No oral representations or interpretations will be made to any proposer as to the meaning of this RFP.

Direct all inquiries regarding this RFP in writing to Christian Barajas by accessing the RFP from the City’s website at: https://www.roseville.ca.us/business/procurement_services/bids_rfps by no later than 04/14/25.

Do not contact other individuals or City departments in this regard. Information provided by anyone other than the above contact may be invalid, and proposals which are submitted in accordance with such information may be declared non-responsive.