____________________________________________________________________________________
FOR CITY CLERK ONLY
Council Meeting:
Disposition:
Agenda Item No: 4.f
Meeting Date: August 1, 2022
SAN RAFAEL CITY COUNCIL AGENDA REPORT
Department: Digital Service and Open Government
Prepared by: Vinh Pham,
Digital Infrastructure Manager
City Manager Approval: _________
TOPIC: MICROSOFT LICENSING RENEWAL
SUBJECT: RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE THE REQUIRED FORMS TO RENEW THE CITY’S ENROLLMENT WITH MICROSOFT CORPORATION
AS PART OF A JOINT MICROSOFT ENTERPRISE AGREEMENT, AND ISSUE PURCHASE ORDERS TO SOFTWARE ONE, INC., FOR MICROSOFT SOFTWARE LICENSES AT A COST NOT TO EXCEED $240,000 PER YEAR FOR THE NEXT
THREE YEARS
RECOMMENDATION: Adopt a resolution authorizing the City Manager to execute the required forms to renew the City’s enrollment with Microsoft Corporation (Microsoft) as part of a joint Microsoft Enterprise Agreement and issue purchase orders to Software ONE, Inc., (Software ONE) for Microsoft software licenses at a cost not to exceed $240,000 per year for the next three years.
BACKGROUND: The City of San Rafael has used Microsoft products as its standard computer software at the server and workstation level since 2000. In August 2004, the City began purchasing its Microsoft software licenses through a joint, volume licensing program known as the County of Riverside’s Microsoft Enterprise Agreement (the Riverside EA). This cooperative purchasing program was initiated through a Request for Proposals (RFP) process by the County of Riverside and continues to be the primary procurement vehicle for Microsoft licenses for many government agencies throughout California. The City’s current enrollment in the Riverside EA is due to expire on July 31, 2022. Over the last three years, the most recent enrollment period, the City paid a total of $534,451.56 ($178,150.52 per year) for maintenance and support on its original inventory of Microsoft products. During the same timeframe, the City paid an additional $60,970.31 for new licenses needed in support of recent technology projects; $31,850 is the ongoing yearly cost for these additional licenses. As a result, the City’s ongoing yearly cost for its total inventory of Microsoft products was estimated at $210,000 at the time of initial budget submittals for FY22-23.
The Riverside EA currently includes Microsoft offerings for traditional products such as Windows, MS Office, MS Project, Exchange, and SQL Server. A few years ago, licensing options were added for Microsoft’s newer cloud-based subscription services such as Office 365, OneDrive, SharePoint, Teams, and Azure. The City began migrating to some of these cloud-based services in 2017 to maximize staff’s ability to collaborate on email and shared files from any device connected to the Internet (including SAN RAFAEL CITY COUNCIL AGENDA REPORT / Page: 2
desktop and laptop computers, tablets, and smartphones). Software ONE has been the sole source provider for Microsoft products that the City has used over the past three years as part of the Riverside EA. The City will continue to work with Software One as our Microsoft provider for this new agreement.
ANALYSIS: In order to continue using its inventory of Microsoft products, and proceed without a lapse of coverage, the City needs to execute the necessary forms (Attachment 2) to renew with Microsoft as part of the Riverside EA by August 31, 2022. The Department of Digital Service and Open Government completed its review of current products in June, with help from Microsoft and Software ONE. Some adjustments to license types and numbers are being made as part of the renewal process as a result of changing needs at the City, as well as changes to Microsoft’s licensing guidelines. Software ONE has provided initial cost estimates of under $210,000 annually and is working with Microsoft to finalize this number in the next week in order to provide their final price quote.
The estimated $210,000 per year covers the cost for all of the City’s Microsoft products for each year of a three-year renewal period under the Riverside EA. This cost includes support and maintenance for all previously purchased licenses and subscription services and adds support for new products purchased in the last three years. The additional $30,000 requested by staff for each year would provide the latitude to purchase any additional licenses or services needed (such as for increased operational requirements and/or to support new technology projects) during this time period.
FISCAL IMPACT: The required costs for renewing licensing and subscription support for the City’s Microsoft products are estimated at or under $210,000 per year. $210,000 is budgeted and available in the FY 2022-23 Department of Digital Service and Open Government operating budget, in the Technology Fund (fund no. 601), to cover this expense. Staff is recommending City Council approve a contingency of an additional $30,000 with Software ONE to cover any unanticipated Microsoft licensing expenses for future projects. Any funds needed to cover those additional licenses during the upcoming 3 years would be appropriated separately by the specific technology projects requiring those increases.
All funds needed in future fiscal years would continue to be appropriated through the normal budget process.
RECOMMENDED ACTION: Adopt a resolution authorizing the City Manager to execute the required forms to renew the City’s enrollment with Microsoft as part of the Riverside EA and issue purchase orders to Software ONE for Microsoft software licenses at a cost not to exceed $240,000 per year for the next three years.
ATTACHMENTS:
1. Resolution
2. Microsoft Enterprise Enrollment Forms
RESOLUTION NO.
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL AUTHORIZING THE CITY MANAGER TO EXECUTE THE REQUIRED FORMS TO RENEW THE CITY’S
ENROLLMENT WITH MICROSOFT CORPORATION AS PART OF A JOINT MICROSOFT
ENTERPRISE AGREEMENT, AND ISSUE PURCHASE ORDERS TO SOFTWARE ONE, INC., FOR MICROSOFT SOFTWARE LICENSES AT A COST NOT TO EXCEED $240,000
PER YEAR FOR THE NEXT THREE YEARS
WHEREAS, the City has used Microsoft products as its standard for computer software since 2000 and has been purchasing its Microsoft software licenses under the County of Riverside’s Microsoft Enterprise Agreement since 2004; and WHEREAS, the County of Riverside’s Microsoft Enterprise Agreement is a cooperative purchasing program and the primary procurement vehicle for Microsoft licenses by many government agencies in California; and
WHEREAS, the City’s current enrollment with Microsoft Corporation as part of the County of Riverside’s Microsoft Enterprise Agreement expires on July 31, 2022, and the City wishes to renew its Microsoft licenses after that date; and WHEREAS, City funds in the amount of $210,000 are budgeted and available for expenditure in the FY 2022-23 Department of Digital Service and Open Government operating budget, in Technology Fund 601, while the additional $30,000 in contingency funds would be appropriated separately by any technology projects requiring additional Microsoft licenses, and all funds needed in future fiscal years would continue to be appropriated through the normal budget process;
NOW, THEREFORE BE IT RESOLVED, that the City Council hereby authorizes the City Manager to execute the required forms to renew the City’s enrollment with Microsoft Corporation, subject to approval as to form by the City Attorney, as part of the County of Riverside’s Microsoft Enterprise Agreement and to issue purchase orders to Software ONE, Inc., for Microsoft software licenses at a cost not to exceed $240,000 per year for the next three years.
I, Lindsay Lara, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the San Rafael City Council held on Monday, the 1st day of August 2022, by the following vote:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
____________________
LINDSAY LARA, City Clerk
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Enterprise Enrollment State and Local
Enterprise Enrollment number
(Microsoft to complete) 61834404 Framework ID(if applicable) Previous Enrollment number
(Reseller to complete) 62650014
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 Online Services Terms, (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. ■ Microsoft Volume Licensing
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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. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. The Use Rights for Software are published by Microsoft in the Product Terms. The Use Rights for Online Services are published in the Online Services Terms. “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 retroactively 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 if 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 that are not a part of an Enterprise-wide purchase, Licenses can be reduced as long as the initial order minimum requirements are maintained.
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 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 thirdyear true-up order or update statement 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 EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 5 of 10
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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 will 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. Enrolled Affiliate’s prices for each Product or Service will be established by its Reseller. Except for Online Services designated in the Product Terms as being exempt from fixed pricing, 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, Enrolled Affiliate may pay upfront or elect to spread its payments over the applicable Enrollment term. If an upfront payment is elected, Microsoft will invoice Enrolled Affiliate’s Reseller in full upon acceptance of this Enrollment. If spread payments are elected, unless indicated otherwise, 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.
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.
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b. Renewal option. At the Expiration Date of the initial term, Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36-month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal.
Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. 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 feature that allows Online Services to continue month-to-month (“Extended Term”) for up to one year, unless designated in the Product Terms to continue until cancelled, 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. 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 year of the Extended Term, Enrolled Affiliate may terminate the Extended Term by submitting a notice of cancellation to Microsoft for each Online Service. Thereafter, either party may terminate the Extended Term by providing the other with a notice of cancellation for each Online Service. Cancellation will be effective at the end of the month following 30 days after Microsoft has received or issued 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.
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 EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 7 of 10
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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.
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Enrollment Details
1. Enrolled Affiliate’s Enterprise.
a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate’s Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities.
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
Enrolled Affiliate and all Affiliates
Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be included if fewer than all Affiliates are to be included in the Enterprise):
Enrolled Affiliate and all Affiliates, with following Affiliate(s) excluded:
b. Please indicate whether the Enrolled Affiliate’s Enterprise will include all new Affiliates acquired after the start of this Enrollment: Exclude future Affiliates
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://www.microsoft.com/licensing/servicecenter.
a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled Affiliate’s Enterprise. This contact is also an Online Administrator for the Volume Licensing Service Center 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 San Rafael Contact name* First Gus Last Bush
Contact email address* [email protected]
Street address* 1400 Fifth Ave
City* San Rafael
State/Province* CA
Postal code* 94901-1943-
(For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States
Phone* 415-458-5302
Tax ID
* indicates required fields
b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center 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.
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Same as primary contact (default if no information is provided below, even if the box is not checked).
Contact name* First Gus Last Bush
Contact email address* [email protected]
Street address* 1400 Fifth Ave
City* San Rafael
State/Province* CA
Postal code* 94901-1943-
(For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States
Phone* 415-458-5302
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 Gus Last Bush
Contact email address* [email protected]
Phone* 415-458-5302
This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity.
* indicates required fields
d. Reseller information. Reseller contact for this Enrollment is:
Reseller company name* SoftwareONE, Inc.
Street address (PO boxes will not be accepted)* 20875 Crossroads Circle, Suite 1 City* Waukesha
State/Province* WI
Postal code* 53186-4093
Country* United States
Contact name* MS* Admin
Phone* 262-317-5555
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 □
EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 10 of 10
Document X20-10634
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.
PrevEnrAgrForm(WW)(ENG)(Apr2016) Page 1 of 1
Previous Enrollment(s)/Agreement(s) Form
Entity Name: City of San Rafael
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 62650014 X X
II Microsoft Volume Licensing
----
EA-EASProdSelForm(WW)(ENG)(Nov2016) Page 1 of 3
Document X20-12807
Enterprise and Enterprise Subscription Enrollment
Product Selection Form
Enrollment Number
Microsoft to complete for initial term.
Reseller or Software Advisor to
complete for renewal or with prior
qualifying Enrollment/Agreement
Step 1. Enter all fields in the table below (Required).
Profile Qualified
Devices Qualified Users
Enterprise
Product
Platform
Licensing Model
Enterprise Choose One Choose One
Device Profile
(e.g. Call Center) Choose One Choose One
Step 2. Select the Products and Quantities Enrolled Affiliate is ordering on its initial Enrollment Order. Quantity may not include any Licenses which Enrolled Affiliate has selected for optional future use, or to which it is stepping-up within Enrollment term.
Products Enterprise
Quantity
Device Profile
(e.g. Call Center)
Secure Productive Enterprise (SPE)
Secure Productive Enterprise E3 USL
Secure Productive Enterprise E3 Add-on
Secure Productive Enterprise E5 USL
Secure Productive Enterprise E5 Add-on
Office Professional Plus
Office Professional Plus
Office 365 ProPlus
Office 365 Plans
Office 365 Plan E1 USL
Office 365 Plan E3 USL
Office 365 Plan E5 USL
Office 365 Plan E1 Add-on
Office 365 Plan E3 Add-on
Office 365 Plan E5 Add-on
Office 365 Plan E3 without ProPlus Add-on
Client Access License (CAL)
Choose Core CAL or Enterprise CAL: <Choose One> <Choose One> Core CAL or Enterprise CAL
Bridge for Office 365
Bridge for Enterprise Mobility Suite
Windows Desktop
Windows 10 Enterprise E3 and LTSB Upgrade
per Device
Windows 10 Enterprise E5 per Device SL
Windows 10 Enterprise E3 per User SL
Windows 10 Enterprise E3 per User Add-on SL
Windows 10 Enterprise E5 per User SL
Windows 10 Enterprise E5 per User Add-on SL
■ Microsoft Volume Licensing
I I I I
EA-EASProdSelForm(WW)(ENG)(Nov2016) Page 2 of 3
Document X20-12807
Products Enterprise
Quantity
Device Profile
(e.g. Call Center)
Windows 10 Enterprise E5 per Device Add-on
SL
Windows VDA
Windows VDA per User SL
Microsoft Intune
Microsoft Intune USL
Enterprise Mobility + Security
Enterprise Mobility + Security E3 USL
Enterprise Mobility + Security E3 Add-on
Enterprise Mobility + Security E5 USL
Enterprise Mobility + Security E5 Add-on
Step 3. Establish the Enrolled Affiliate’s price level. Unless otherwise indicated in the associated contract documents, the price level for each Product offering/pool is set based upon the quantity to price level mapping. DO NOT INCLUDE BRIDGE CALs OR ADD-ONs.
Price
Group 1 2 3 4
Enterprise
Products
Office Professional
Plus + Office 365
ProPlus + Office
365 (Plans
E3 and E5) +
Secure Productive
Enterprise USL
Client Access
License + Office
365 (Plans E1, E3,
and E5) + Secure
Productive
Enterprise USL
Client Access
License +
Microsoft Intune +
Enterprise Mobility
and Security USL
+ Secure
Productive
Enterprise USL
Windows Enterprise
E3 and LTSB
Upgrade+ Windows
Enterprise E5 + Win
E3/E5 USL + Win
E3/E5 per Device +
Windows VDA +
Windows Enterprise
E3 per User SL +
Windows Enterprise
E5 per User SL +
Windows VDA per
User USL + Secure
Productive
Enterprise USL
Quantity
Product Offering / Pool Price Level
Enterprise Products and Enterprise Online Services USLs: Unless otherwise indicated in associated contract documents, Price Level is set using the highest quantity from Groups 1 through 4.
Additional Product Application Pool: Unless otherwise indicated in associated contract documents, Price Level is set using quantity from Group 1.
Additional Product Server Pool: Unless otherwise indicated in associated contract documents, Price Level is set using the highest quantity from Group 2 or 3.
Additional Product Systems Pool: Unless otherwise indicated in associated contract documents, Price Level is set using quantity from Group 4.
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Document X20-12807
Quantity of Licenses and Software Assurance to Price Level Mapping:
Quantity of Licenses and Software Assurance Price Level 2,399 and below A
2,400 to 5,999 B
6,000 to 14,999 C
15,000 and above D
Notes:
1. Enterprise Online Services may not be available in all locations. Please see the Product Terms for a list of locations where these may be purchased.
2. 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.
3. Unless otherwise indicated in the associated Agreement documents, the CAL selection must be the same across the Enterprise for each Profile.
This form must be attached to a signature form to be valid.