HomeMy WebLinkAboutResolution - 2022-R0313 - PO 33001641 with Dell Financial Services 7.12.22Resolution No. 2022-R0313
Item No. 5.12
July 12, 2022
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and
on behalf of the City of Lubbock, Purchase Order 33001641, for the purchase of VMware
licenses and support, as per DIR-TSO-3763, by and between the City of Lubbock and Dell
Financial Services, LLC of Carol Stream, Illinois, and related documents. Said Purchase Order
is attached hereto and incorporated in this resolution as if fully set forth herein and shall be
included in the minutes of the City Council.
Passed by the City Council on
ATTEST:
Q jd�" A . )��
Rebec a Garza, City Secre�j
APPROVED AS TO CONTENT:
6
Erik Rejino, Assistant City Manager
APPROVED AS TO FORM:
All_����
Rya Brooke, Assistant City Attorney
RESTO 33001641-Dell Financial Services, LLC
7.6.22
July 12, 2022
i
City of
Lubbock PURCHASE ORDER
TEXAS
TO: DELL FINANCIAL SERVICES, LLC
PO BOX 6549
CAROL STREAM IL 60197-6549
Page -
Date -
6/30/2022
Order Number 33001641 000 OP
Branch/Plant
SHIP TO: CITY OF LUBBOCK
INFORMATION TECHNOLOGY
1314 AVENUE K - BASEMENT
LUBBOCK TX 79401
INVOICE TO: CITY OF LUBBOCK
ACCOUNTSPAYABLE
P.O. BOX 2000
LUBBOCK, TX 79457 BY:
-f
Marta AOaM Director of Purchasing & Contract Management
Ordered 6/30/2022 Freight
Requested 6/30/2022 Taken By YBUSBY
Delivery Per J Zhine / Req # 59028 PUR 16708/Q#3000123289348.1/DIR-TSO-3763
Description/Supplier Item Ordered Unit Cost UM Extension Request Date
VMware ELA 10/15/2022 1.000 300,000.0000 EA 300,000.00 7/15/2022
# AC 148908
VMware ELA 10, 15/2023
# AC148908
Terms NET 30
1.000 300,000.0000 EA
Total Order
300,000.00 7/ 15/2022
600,000.00
3410
Commercial General Liability, per occurrence- $1,000,000 Cyber Liability Requirements: $1M of coverage is needed for
$2,000,000 Aggregate. CGL is required in ALL contracts. It is Cyber Liability.
perhaps the most important of all insurance policies in a contractual Technology Errors and Omissions Requirements: $1M of
relationship. It insures the Contractor has broad liability coverage coverage is needed.
for contractual activities and for completed operations.
City of Lubbock is named as an additional insured on a primary and non-contributory basis with a waiver of subrogation in favor of the
City of Lubbock on liability coverages. To include products of completed operations endorsements. Waiver of subrogation provided on
the workers' compensation.
Quote # 3000123289348.1, dated 06/17/2022, with all terms and conditions, is hereby incorporated
by reference in this PO. The PO and Quote shall supersede all previous Quotes for this opportunity.
Any additional purchase order terms and conditions applicable to this PO shall apply only to Vendor
or Contractor and not to the payment commitment to DFS contained in the Quote. Customer will
remit all Payments to P.O. BOX 6549, Carol Stream, IL 60197-6549.
Resolution No. 2022-RO313
CITY O 6EC
Tray yne, M
ST:
Reb ca Garza, City SeWary
Rev. 3/2022
Seller and Buyer agree as
follows:
PURCHASE ORDER
TERMS AND CONDITIONS
STANDARD TERMS AND CONDITIONS
ACCEPTANCE OF THIS PURCHASE ORDER:
CONTRACTOR ACKNOWLEDGES by �pplvine anv Good_ or Services that the Contractor has read
understands. d will be in full compliance with all terms and conditions and the descriptive material contained 1
and any additional associated document_ and Amendments. The City disclaims any terms and conditions provid
the Contractor unless agreed upon in writing by the parties In the event of conflict between the Crtv's term
conditions and anv terms and conditions urov_ided by the Contractor, the term and conditions provided herein
1. SELLER TO PACKAGE GOODS. Seller will package goods in accordance with good commercial practice.
Each shipping container shall be clearly and permanently marked as follows (a) Seller's name and address, (b)
Consignee's name, address and purchase order or purchase release number and the supply agreement number if
applicable, (c) Container number and total number of containers, e.g. box I of 4 boxes, and (d) the number of the
container bearing the packing slip. Seller shall bear cost of packaging unless otherwise provided. Goods shall be
suitably packed to secure lowest transportation costs and to conform with requirements of common carriers and any
applicable specifications. Buyer's count or weight shall be final and conclusive on shipments riot accompanied by
packing lists.
2. SHIPMENT UNDER RESERVATION PROHIBITED. Seller is not authorized to ship the goods under
reservation and no tender of a bill of lading will operate as a tender of goods.
3. TITLE AND RISK OF LOSS. The title and risk of loss of the goods shall not pass to Buyer until Buyer actually
receives and takes possession of the goods at the point or points of delivery.
4. NO REPLACEMENT OF DEFECTIVE TENDER Every tender of delivery of goods must fully comply with all
provisions of this contract as to time of delivery, quality and the like. If a tender is made which does not fully conform,
this shall constitute a breach and Seller shall not have the right to substitute a conforming tender, provided, where the
time for performance has not yet expired, the Seller may reasonably notify Buyer of his intention to cure and may
then make a conforming tender within the contract time but not afterward.
5. INVOICES & PAYMENTS. a S e I I e r shall submit separate invoices, in duplicate, one each purchase order or
purchase release after each delivery. Invoices shall indicate the purchase order or purchase release number and
the supply agreement number if applicable. Invoices shall be itemized and transportation charges, if any, shall be
listed separately. A copy of the bill of lading, and the freight waybill when applicable, should be attached to the
invoice. Mail To: Accounts Payable, City of Lubbock, P. 0. Box 2000, Lubbock, Texas 79457. Payment shall not
be due until the above instruments are submitted after delivery.
6. GRATUITIES. The Buyer may, by written notice to the Seller, cancel this contract without liability to Seller if
it is determined by Buyer that gratuities, in the form of entertainment, gifts or otherwise, were offered or given by the
Seller, or any agent or representative of the Seller, to any officer or employee of the City of Lubbock with a view to
securing a contract or securing favorable treatment with respect to the awarding or amending, or the making of any
determinations with respect to the performing of such a contract. In the event this contract is canceled by Buyer
pursuant to this provision, Buyer shall be entitled, in addition to any other rights and remedies, to recover or withhold
the amount of the cost incurred by Seller in providing such gratuities.
7. SPECIAL TOOLS & TEST EQUIPMENT. If the price stated on the face hereof includes the cost of any special
tooling or special test equipment fabricated or required by Seller for the purpose of filling this order, such special
tooling equipment and any process sheets related thereto shall become the property of the Buyer and to the extent
feasible shall be identified by the Seller as such.
8. WARRANTY -PRICE. a The price to be paid by the Buyer shall be that contained in Seller's bid which
Seller warrants to be no higher than Seller's current process on orders by others for products of the kind and
specification covered by this agreement for similar quantities under similar of like conditions and methods of purchase.
In the event Seller breaches this warranty, the prices of the items shall be reduced to the Seller's current prices
on orders by others, or in the alternative. Buyer may cancel this contract without liability to Seller for breach
or Seller's actual expense. b. The Seller warrants that no person or selling agency has been employed or retained to
solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage, or contingent
fee excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Seller for
the purpose of securing business. For breach of viciation of this warranty the Buyer shall have the right in addition to
any other right of rights to cancel this contract without liability and to deduct from the contract price, or otherwise
recover without liability and to deduct from the contract price, or otherwise recover the full amount ofsuch commission,
percentage, brokerage or contingent fee.
9. WARRANTY -PRODUCT. Seller shall not limit or exclude any implied warranties and any attempt to do so shall
render this contract voidable at the option of the Buyer. Seller warrants that the goods furnished will conform to the
specification, drawings, and descriptions listed in the bid invitation, and to the sample(s) furnished by the Seller, if any.
In the event of a conflict or between the specifications, drawings, and descriptions, die specifications shall govern
Notwithstanding any provisions contained in the contractual agreement, the Seller represents and warrants fault -free
performance and fault -free result in the processing date and date related data (including, but not limited to calculating,
comparing and sequencing) of all hardware, software and firmware products delivered and services provided under
this Contract, individually or in combination, as the case may be from the effective date of this Contract The
obligations contained herein apply to products and services provided by the Seller, is sub- Seller or any third party
involved in the creation or development of the products and services to be delivered to the City of Lubbock under this
Contract. Failure to comply with any of the obligations contained herein, may result in the City of Lubbock
availing itself of any of is rights under the law and under this Contract including, but not limited to, is right pertaining
to termination or default The warranties contained herein are separate and discrete from any other warn tties
specified in this Contract, and are not subject to any disclaimer of warranty, implied or expressed, or limitation of the
Seller's liability which may be specified in this Contract, is appendices, its schedules, is annexes or any document
incorporated in this Contract by reference.
10. SAFETY WARRANTY. Seller wan -ants that the product sold to the Buyer shall conform to the standards
promulgated by the U. S. Department of Labor under the Occupational Safety and Health Act of 1970. In the event the
product does not conform to OSHA standards, Buyer may return the product for correction or replacement at the
Seller's expense. In the event Seller fails to make the appropriate correction within a reasonable time, correction
made by Buyer will be at the Seller's expense.
11. NO WARRANTY BY BUYER AGAINST INFRINGEMENTS. As part of this contract for sale Seller agrees
to ascertain whether goods manufactured in accordance with the specifications attached to this agreement will give
rise to the rightful claim of any third person by way of infringement of the like. Buyer makes no warranty that the
production of goods according to the specification will not give rise to such a claim, and in no event shall Buyer be
liable to Seller for indemnification in the event that Seller issued on the grounds of infringement of the like. If Seller
is of the opinion that an infringement or the like will result, he will notify the Buyer to this effect in writing within two
weeks after the signing of this agreement If Buyer does not receive notice and is subsequently held liable for
the infringement or the like, Seller will save Buyer harmless. IF Seller in good faith ascertains the production of the
goods in accordance with the specifications will result in infringement or the like, the contract shall be null and void.
12. NON APPROPRIATION. All funds for payment by the City under this contract are subject to the availability of an
annual appropriation for this purpose by the City. In the event of nonappropriation of funds by the City Council of the
City of Lubbock for the goods or services provided under the contract, the City will terminate the contract, without
termination charge or other liability, on the last day of the then -current fiscal year or when the appropriation made for
the then -current year for the goods or services covered by this contract is spent, whichever event occurs first If at any
time funds are not appropriated for the continuance of this contract, cancellation shall be accepted by the Seller on
thirty (30) days prior written notice, but failure to give such notice shall be of no effect and the City shall not be
obligated under this contract beyond the date of termination
13. RIGHT OF INSPECTION. Buyer shall have the right to inspect the goods at delivery before accepting them
14. CANCELLATION. Buyer shall have the right to cancel for default all or any part of the undelivered portion of
this order if Seller breaches any of the terms hereof including warranties of Seller or if the Seller becomes insolvent or
commis acts of bankruptcy. Such right of cancellation is in addition to and not in lieu of any other remedies which
Buyer may have in law or equity.
in accordance with this provision. Termination of work hereunder shall be effected by the delivery of the Seller of
a "Notice of Termrnatron" specifying the extent to which performance of work under the order is terminated and the
date upon which such termination becomes effective. Such right or termination is in addition to and not in lieu of the
rights of Buyer set forth in Clause 14, herein.
16. FORCE MAJEURE. Neither party shall be held responsible for losses, resulting if the fulfillment of any
temps of provisions of this contract is delayed or prevented by any cause not within the control of the party whose
performance is interfered with, and which by the exercise of reasonable diligence said party is unable to prevent.
17. ASSIGNMENT -DELEGATION. No right or interest in this contract shall be assigned or delegation of any
obligation made by Seller without the written permission of the Buyer. Any attempted assignment or delegation by
Seller shall be wholly void and totally ineffective for all purpose unless made in conformity with this paragraph.
18. WAIVER No claim or right arising out of a breach of this contract can be discharged in whole or in part by a
waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in
writing signed by the aggrieved party.
19. INTERPRETATION -PAROLE EVIDENCE. This writing, plus any specifications for bids and performance
provided by Buyer in its advertisement for bids, and any other documents provided by Seller as part of his bid,
is intended by the parties as a final expression of their agreement and intended also as a complete and exclusive
statement of the terms of their agreement. Whenever a tern defined by the Uniform Commercial Code is used in this
agreement, the definition contained in the Code is to control.
20. APPLICABLE LAW. This agreement shall be governed by the Uniform Commercial Code. Wherever the tent
"Uniform Commercial Code' is used, it shall be construed as meaning the Uniform Commercial Code as adopted in
the State of Texas as effective and in force on the date of this agreement.
21. RIGHT TO ASSURANCE. Whenever one parry to this contract in good faith has reason to question the other
parry's intent to perform he may demand that the other party give written assurance of his intent to perform. In the
event that a demand is made and no assurance is given within five (5) days, the demanding party may treat this
failure as an anticipatory repudiation of the contract.
22. INDEMNIFICATION. Seller shall indemnify, keep and save harmless the Buyer, its agents, officials and
employees, against all injuries, deaths, loss, damages, claims, patent claims, suits, liabilities, judgments, costs and
expenses, which may in anywise accrue against the Buyer in consequence of the granting of this Contract or which
may anywise result therefrom, whether or not it shall be alleged or determined that the act was caused through
negligence or omission of the Seller or is employees, or of the subSeller or assignee or is employees, if any, and the
Seller shall, at his own expense, appear, defend and pay all charges of attorneys and all costs and other expenses
arising therefrom of incurred in connection therewith, and, if any judgment shall be rendered against the Buyer in any
such action, the Seller shall, at is own expenses, satisfy and discharge the same Seller expressly understands and
agrees that any bond required by this contract, or otherwise provided by Seller, shall in no way limit the
responsibility to indemnify, keep and save harmless and defend the Buyer as herein provided.
23. TIME. It is hereby expressly agreed and understood that time is of the essence for the performance of this
contract, and failure by contract to meet the time specifications of this agreement will cause Seller to be in default
of this agreement.
24. MBE. The City of Lubbock hereby notifies all bidders that in regard to any contract entered into pursuant to
this request, minority and women business enterprises will be afforded equal opportunities to submit bids in response
to this invitation and will not be discriminated against on the grounds of race, color, sex or natural origin in
consideration for an award.
25. NON -ARBITRATION. The City reserves the right to exercise any right or remedy to it by law, contract, equity, or
otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent
jurisdiction Further, the City shall not be subject to any arbitration process prior to exercising is unrestricted
right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised
concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document,
this provision shall control.
26. RIGHT TO AUDIT. At any time during the term of the contract, or thereafter, the City, or a duly authorized
audit representative of the City or the State of Texas, at is expense and at reasonable times, reserves the right to
audit Contractor's records and books relevant to all services provided to the City under this Contract. In the event such
an audit by the City reveals any errors or overpayments by the City, Contractor shall refund the City the full amount
of such overpayments within thirty (30) days of such audit findings, or the City, at is option, reserves the right to
deduct such amounts owing the City from any payments due Contractor.
27. The Contractor shall not assign or sublet the contract, or any portion of the contract, without written consent from
the Director of Purchasing and Contract Management.
28. Contracts with Companies Engaged in Business with Iran, Sudan, or Foreign Terrorist Organization Prohibited.
Pursuant to Section 2252.152 of the Texas Goverment Code, prohibits the City from entering into a contract with a
vendor that is identified by The Comptroller as a company known to have contracts with or provide supplies or service
with Iran, Sudan or a foreign terrorist organization
29. Texas Goverment Code. Section 2252.908 requires a business entity entering into certain contracts with a
governmental entity or state agency to file with the governmental entity or state agency a disclosure of interested parties
at the time the business entity submits the signed contract to the governmental entity or state agency. Instructions for
completing Form 1295 are available at: btti),//www.ci.lubbock.tx.us/departmental-
vcr*r-infiyrmation
30. No Boycott of IsraeL Pursuant to Section 2271.002 of the Texas Goverment Code, Respondent certifies that
either (i) it meets an exemption criteria under Section 2271.002; or (ii) it does rat boycott Israel and will not boycott
Israel during the term of the contract resulting from this solicitation. Respondent shall state any fats that make it
exempt from the boycott certification in is Response.
31. No Boycott of Energy Companies. Pursuant to Section 2274 of the Texas Goverment Code, Respondent
certifies that either (i) it meets an exemption criteria under Section 2274.002; or (ii) it does not boycott Energy
Companies and will not boycott Energy Companies during the term of the contract resulting from this solicitation.
Respondent shall state any facts that make it exempt from the boycott certification in is Response.
32. No Boycott of a Firearm Entity or Ftrearm Trade Association. Pursuant to Section 2274 of the Texas
Goverment Code, Respondent certifies that either (i) it meets an exemption criteria under Section 2274.002; or (i) it
does not boycott a Firearm Entity or Firearm Trade Association and will not boycott a F'reanm Entity or Firearm
Trade Association during the term of the contract resulting from this solicitation. Respondent shall state any facts that
make it exempt from the boycott certification in is Response.
33. Contracts with Companies Engaged in Business with Iran, Sudan, or Foreign Terrorist Organization Prohibited.
Pursuant to Section 2252.152 of the Texas Government Code, prohibits the City from entering into a contract with a
vendor that is identified by The Comptroller as a company known to have contracts with or provide supplies or
service with Iran, Sudan or a foreign terrorist organization
34. TEXAS PUBLIC INFORMATION ACT. The requirements of Subchapter J, Chapter 552, Goverment Code,
may apply to this contract and the contractor or vendor agrees that the contract can be terminated if the contractor or
vendor knowingly or intentionally fails to comply with a requitement of that subchapter.
35. Pursuant to Section 552.301(c) of the Texas Government Coda the City of Lubbock has designated the following
email address for which public information requests may be made by an entailed request: mr'a mylubboclk us. Please
send this request to this email address for it to be processed
15. TERMINATION. The performance of work under this order may be terminated in whole, or in part by the Buyer
REV. 3/2022
MLTechnologies
A quote for your consideration
Based on your business needs, we put the following quote together to help with your
purchase decision. Below is a detailed summary of the quote we've created to help you with
your purchase decision.
To proceed with this quote, you may respond to this email, order online through your
Premier page, or, if you do not have Premier, use this Quote to Order.
Quote No.
Total
Customer #
Quoted On
Expires by
Contract Name
Contract Code
Customer Agreement #
3000123289348.1
$600,000.00
1784159
Jun. 17, 2022
Jul. 15, 2022
Texas Department of
Information Resources (TX
DIR)
C000000O06841
TX DIR-TSO-3763
Message from your Sales Rep
Sales Rep Cody Long
Phone (800) 456-3355, 6180336
Email Cody_Long@Dell.com
Billing To ACCOUNTS PAYABLE
CITY OF LUBBOCK
PO BOX 2000
LUBBOCK, TX 79457-0001
Please contact your Dell sales representative if you have any questions or when you're ready to place an order. Thank
you for shopping with Dell!
Regards,
Cody Long
Shipping Group
Shipping To
JAY ZHINE
CITY OF LUBBOCK
INFORMATION TECHNOLOGY
1314 AVE K - BASEMENT
LUBBOCK, TX 79401
(806) 775-2366
Product
City of Lubbock - VMware ELA
Shipping Method Dell Financial Services annual payment
Standard Ground solution Is located on page 2
Customer Agreement No.: TX DIR-TSO-3763
Unit Price Quantity Subtotal
$600,000.00 1 $600,000.00
Page 1 Dell Marketing LP. U.S. only. Dell Marketing LP. is located at One Dell Way, Mail Stop 8129, Round Rock, TX 78682
Subtotal:
$600,000.00
Shipping:
$0.00
Environmental Fee:
$0.00
Non -Taxable Amount:
$600,000.00
Taxable Amount:
$0.00
Estimated Tax:
$0.00
Total: $600,000.00
Dell Financial Services ("DFS") annual payment terms:
1. Customer shall insert the following on its associated Purchase Order (PO):
"Quote # 3000123289348.1, dated 06117/2022, with all terms and conditions, is hereby incorporated
by reference in this PO. The PO and Quote shall supersede all previous Quotes for this opportunity.
Any additional purchase order terms and conditions applicable to this PO shall apply only to Vendor
or Contractor and not to the payment commitment to DFS contained in the Quote. Customer will
remit all Payments to P.O. BOX 6549, Carol Stream, IL 60197-6549."
2. This Quotation is a sale of goods and is not a services contract. Customer's purchase order must
be received by Dell no later than 07/15/2022.
3. Acceptance of the products stated on this Quotation shall occur upon receipt.
4. Failure to make any one payment will require Customer to discontinue using all Software licenses
and certify it has uninstalled and is no longer using the Software or related services on this Quotation. Early
termination by Customer is only permitted in the event that fiscal funding is eliminated for the project with
which the above products are associated. Furthermore, termination for lack of fiscal funding may only occur
at the annual anniversary date of this Quotation. Customer agrees that continued use of this Software after
declaring a non -appropriation will require Customer to continue to pay for the Software, so Customer does
not violate the Takings Clause of the US Constitution and other applicable state and local laws.
5. The total purchase price for the items set forth above shall be payable in the following periodic
payment installments (each a "Due Date" and each installment amount a "Payment') as outlined below.
Payment must be received by the due date or a late fee will be assessed in accordance with any applicable
prompt payment act. Dell assigns its rights to the Payments and any applicable late charge hereunder to
Dell Financial Services L.L.C. ("DFS") and DFS may invoice Customer for the Payments, and Customer
shall make Payments to DFS in accordance with these provisions.
All Payments shall be made to Dell Financial Services L.L.C., P.O. BOX 6549 Carol Stream, IL
60197-6549.
6. Customer agrees that notwithstanding anything in the Agreements, DFS and its successors and
assignees may at any time and without notice further assign the Payment, in whole or in part.
Payment Amount Payment Due Date
$300,000.00 10/15/2022
$300,000.00 10/15/2023
Page 2 Dell Marketing LP. U.S. only. Dell Marketing LP. is located at One Dell Way, Mail Stop 8129, Round Rock, TX 78682
Shipping Group Details
Shipping To Shipping Method
JAY ZHINE Standard Ground
CITY OF LUBBOCK
INFORMATION TECHNOLOGY
1314 AVE K - BASEMENT
LUBBOCK, TX 79401
(806) 775-2366
Quantity Subtotal
City of Lubbock - VMware ELA $600,000.00 1 $600,000.00
Contract # COOOOO0006841
Customer Agreement # TX DIR-TSO-3763
Description
City of Lubbock -VMware ELA SKU Unit Price Quantity Subtotal
AC148908 - 1 -
Subtotal: $600,000.00
Shipping: $0.00
Environmental Fee: $0.00
Estimated Tax: $0.00
Total: $600,000.00
Page 3 Dell Marketing LP. U.S. only. Dell Marketing LP. is located at One Dell Way, Mail Stop 8129, Round Rock, TX 78682
Important Notes
Terms of Sale
This Quote will, if Customer issues a purchase order for the quoted items that is accepted by Supplier, constitute a contract between the
entity issuing this Quote ("Supplier") and the entity to whom this Quote was issued ("Customer"). Unless otherwise stated herein, pricing is
valid for thirty days from the date of this Quote. All product, pricing and other information is based on the latest information available and is
subject to change. Supplier reserves the right to cancel this Quote and Customer purchase orders arising from pricing errors. Taxes and/or
freight charges listed on this Quote are only estimates. The final amounts shall be stated on the relevant invoice. Additional freight charges
will be applied if Customer requests expedited shipping. Please indicate any tax exemption status on your purchase order and send your tax
exemption certificate to Tax—Department@dell.com or ARSalesTax@emc.com, as applicable.
Governing Terns: This Quote is subject to: (a) a separate written agreement between Customer or Customer's affiliate and Supplier or a
Supplier's affiliate to the extent that it expressly applies to the products and/or services in this Quote or, to the extent there is no such
agreement, to the applicable set of Dell's Terms of Sale (available at www.dell.com/terms or www.dell.com/oemterms), or for cloud/as-a-
Service offerings, the applicable cloud terms of service (identified on the Offer Specific Terms referenced below); and (b) the terms
referenced herein (collectively, the "Governing Terms"). Different Governing Terms may apply to different products and services on this
Quote. The Governing Terms apply to the exclusion of all terms and conditions incorporated in or referred to in any documentation submitted
by Customer to Supplier.
Supplier Software Licenses and Services Descriptions: Customer's use of any Supplier software is subject to the license terms
accompanying the software, or in the absence of accompanying terms, the applicable terms posted on www.Dell.com/eula. Descriptions and
terms for Supplier -branded standard services are stated at www.dell.com/servicecontracts/global or for certain infrastructure products at
www.dellemc.com/en-us/customer-services/product-warranty-and-service-descriptions.htm.
Offer -Specific, Third Party and Program Specific Terms: Customer's use of third -party software is subject to the license terms that
accompany the software. Certain Supplier -branded and third -party products and services listed on this Quote are subject to additional,
specific terms stated on www.dell.com/offeringspecificterms ("Offer Specific Terms").
In case of Resale only: Should Customer procure any products or services for resale, whether on standalone basis or as part of a solution,
Customer shall include the applicable software license terms, services terms, and/or offer -specific terms in a written agreement with the end -
user and provide written evidence of doing so upon receipt of request from Supplier.
In case of Financing only: If Customer intends to enter into a financing arrangement ("Financing Agreement") for the products and/or
services on this Quote with Dell Financial Services LLC or other funding source pre -approved by Supplier ("FS"), Customer may issue its
purchase order to Supplier or to FS. If issued to FS, Supplier will fulfill and invoice FS upon confirmation that: (a) FS intends to enter into a
Financing Agreement with Customer for this order, and (b) FS agrees to procure these items from Supplier. Notwithstanding the Financing
Agreement, Customer's use (and Customer's resale of and the end -users use) of these items in the order is subject to the applicable
governing agreement between Customer and Supplier, except that title shall transfer from Supplier to FS instead of to Customer. If FS
notifies Supplier after shipment that Customer is no longer pursuing a Financing Agreement for these items, or if Customer fails to enter into
such Financing Agreement within 120 days after shipment by Supplier, Customer shall promptly pay the Supplier invoice amounts directly to
Supplier.
Customer represents that this transaction does not involve: (a) use of U.S. Government funds; (b) use by or resale to the U.S. Government;
or (c) maintenance and support of the product(s) listed in this document within classified spaces. Customer further represents that this
transaction does not require Suppliers compliance with any statute, regulation or information technology standard applicable to a U.S.
Government procurement.
For certain products shipped to end users in California, a State Environmental Fee will be applied to Customers invoice. Supplier
encourages customers to dispose of electronic equipment properly.
Electronically linked terms and descriptions are available in hard copy upon request.
Page 4 Dell Marketing LP. U.S. only. Dell Marketing LP. is located at One Dell Way, Mail Stop 8129, Round Rock, TX 78682
Dell Marketing L.P. Telephone
One Dell Way Telefax
Round Rock, Texas 78682
February 12, 2021
Dear Customer,
Dell Marketing LP is a wholly owned subsidiary of Dell Technologies Inc., a
publicly traded business entity since December 2018.
This is publicly available information and is posted on the SEC website, for a
SEC reference document please see the following that lists all subsidiaries of Dell
Technologies, Inc. as of the date specified:
https://www. sec.gov/Archives/edgar/data/1571996/000157199619000008/exhibit
211 020119.htm
Dennis Brabandt
Dell Marketing L.P.
Contract Program Manager
Dell Customer Communication - Confidential