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HomeMy WebLinkAboutResolution - 2022-R0439 - PO 33001679 with Microsoft 10.25.22Resolution No. 2022-RO439 Item No. 5.16 October 25, 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 33001679, for the purchase of support services for Microsoft products and/or software, as per DIR-CPO-4911, by and between the City of Lubbock and Microsoft Corporation of Dallas, Texas, 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: A P A J* <_e A�� Rebe ca Garza, City Secre APPROVED AS TO CONTENT: 7fl:&� Lk) ftAkos� Brooke Witcher, Assistant City Manager APPROVED AS TO FORM: RESTO 33001679-Microsoft Corporation 10.19.22 October 25, 2022 �F City of PURCHASE ORDER Lubbock TEXAS MICROSOFT CORPORATION TO: C/O BANK OF AMERICA LOCKBOX 844510 1950 NORTH STEMMONS FWY, SUITE 5010 DALLAS TX 75207 Page - 1 Date - 9/30/2022 Order Number 33001679 000 OP Branch/Plant 3410 CITY OF LUBBOCK SHIP TO: INFORMATION TECHNOLOGY 1314 AVENUE K - BASEMENT LUBBOCK TX 79401 INVOICE TO: CITY OF LUBBOCK ACCOUNTSPAYABLE P.O. BOX 2000 LUBBOCK, TX 79457 BY: Marta A a.=, Director of Purchasing & Contract Management Ordered 9/30/2022 Freight Requested 11/l/2022 Taken By D HEATH Delivery Per J Zhine / Req #59364 Q #GVS12211 / DIR-CPO-4911 If you have any questions please contact Jay Zhine at JZhineAmail.ci.lubboc&Mus or by phone at 806-775-2366 Description/Supplier Item MS Entrpr Sup Sry Ref U5228634 2022-23 Unified EnterpriseSupp Unified Proactive Svcs Enterpr Add -on COL 2022-23 Enterprise Advisory Support Hours as needed -Advisory Sery Enterpr Azure Problem Resolutn Hours as needed-ProblResolutn Enterprise OnDemand Assessment On -Demand Assessment Enterpr Setup & Config Service As needed On -Demand Assessment Enterprise OnDemand Education On demand Education Enterprise Online Support Portal - Administrative Ordered Unit Cost UM 1.000 65,497.7100 EA 1.000 82,961.8900 EA Extension Request Date 65,497.71 11/1/2022 82,961.89 11/1/2022 1.000 EA 11/1/2022 1.000 EA 11/1/2022 1.000 EA 11/1/2022 1.000 EA 11/1/2022 1.000 EA 11/1/2022 1.000 EA l l/ l/2022 City of PURCHASE ORDER Lubbock V TEXAS MICROSOFT CORPORATION TO:C.'O BANK OF AMERICA LOCKBOX 844510 1950 NORTH STEMMONS FWY, SUITE 5010 DALLAS TX 75207 Page - 2 Date - 9/30/2022 Order Number 33001679 000 OP Branch/Plant 3410 CITY OF LUBBOCK SHIP TO: INFORMATION TECHNOLOGY 1314 AVENUE K - BASEMENT LUBBOCK TX 79401 INVOICE TO: CITY OF LUBBOCK ACCOUNTSPAYABLE P.O. BOX 2000 LUBBOCK, TX 79457 4BY: if Marta Akwez, Director of Purchasing & Contract Management Ordered 9/30/2022 Freight Requested I 1 / 1 /2022 Taken By Delivery Per J Zhine / Req #59364 D HEATH Q #GVS12211 / DIR-CPO-4911 Description/Supplier Item Ordered Enterprise Problem Resolution 1.000 Hours as needed - Support Enterpr Reactive Support Mgmt 1.000 Service Delivery Management Enterpr Service Delivery Mgmt 1.000 Service Delivery Management Enterprise Webcasts As -Needed 1.000 Webcast Reactive Enabled Contacts 1.000 Problem Resolution Support Service Delivery Mgmt Extended 1.000 Service Delivery Management Proactive Credits 1.000 Proactive Credits - 65 ea SupportTechnologyAdvisor 125hr 1.000 Designated Supt Engineering Unit Cost UM Extension Request Date EA l l/ 1/2022 EA l l/ 112022 EA 11/ 1/2022 EA 11/1/2022 EA 11/1/2022 EA l l/ 112022 EA 11/ 112022 EA 11/1/2022 Page - 3 City of PURCHASE ORDER Date - 9/30/2022 1VLubbock Order Number 33001679 000 OP TEXAS Branch/Plant 3410 MICROSOFT CORPORATION TO: C/O BANK OF AMERICA LOCKBOX 844510 1950 NORTH STEMMONS FWY, SUITE 5010 DALLAS TX 75207 CITY OF LUBBOCK SHIP TO: INFORMATION TECHNOLOGY 1314 AVENUE K - BASEMENT LUBBOCK TX 79401 INVOICE TO: CITY OF LUBBOCK ACCOUNTSPAYABLE P.O. BOX 2000 QAf LUBBOCK, TX 79457 BY: Marta AlLaw, Director of Purchasing & Contract Management Ordered 9/30/2022 Freight Requested l l/1/2022 Taken By Delivery Per J Zhine / Req #59364 Q #GVS12211 / DIR-CPO-4911 D HEATH Description/Supplier Item Ordered Unit Cost UM Extension Request Date Office 365 Security Optimizatn 1.000 EA 11 1/2022 Assessment - Assessment Progrm Onsite visit 1.000 EA I IA112022 Onsite Support Flex Allowance 1.000 (25,000.0000) EA (25,000.00) 11:V2022 Enterprise Services Work Order Software Assurance Benefits 1.000 (48,405.0000) EA (48,405.00) 11' 1/2022 Enterprise Services Work Order Total Order Terms NET 30 75,054.60 Insurance Required for This Project Listed in Attachment A This purchase order encumbers funds in the amount of $75,054.60 awarded to Microsoft Corporation of Dallas, TX, on September 30, 2022. The following is incorporated into and made part of this purchase order by reference: from Microsoft Corporation of Dallas, TX, and TX DIR-CPO-4911. Resolution # 2022-RO439 CI L BOCK Y ' Ti6yay , or ATTEST: Z� j'&'4't4 - - A77 Rebl a Garza, City Secretary 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 suyolving any Goods or Services that the Contractor has read. fully understands, and will be in full compliance with all terms and conditions and the descriotnve material contained herein and any additional associated documents and Amendments. The City disclaims any terms and conditions orovided by the Contractor unless agreed upon in writing by the oarties. In the event of conflict between the City s terms and conditions and any terms and conditions provided by the Contractor, the terms and conditions provided herein shall prevail. The terms and conditions provided herein are the final terms agreed upon by the parties. and any prior conflictine terms shall be of no force or effect. 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 tamers and any applicable specifications. Buyer's count or weight shall be final and conclusive on shipments not 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 ofdelivery, quality and the like. Ifa tender is made which does not Polly conform, this shall constitute a breach and Seiler 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 arc 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 forth 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 vitiation of this warranty the Buyer shall have the right in addition to any other right of tights 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 of such 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 famished will conform to the specification, drawings, and descriptions listed in the bid invitation, and to the sample(s) furnished by the Seller, ifany. In the event of a conflict or between the specifications, drawings, and descriptions, the 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, its 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 its rights under the law and under this Contract including, but not limited to, its right pertaining to termination or default. The warranties contained herein are separate and discrete from any other warranties 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, its appendices, its schedules, its annexes or any document incorporated in this Contract by reference. 10. SAFETY WARRANTY. Seller warrants 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 Seiler 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 Ponds 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 commits acts of bankruptcy. Such right ofcancellation 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 Termination 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 terms 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 veld and totally ineffective for all purpose unless made in conformitywith 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 term 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 term "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 party 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 its employees, or of the subSeller or assignee or its 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 its 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 competemm jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent ofany conflict between this provision and another provision in, or related to, this d-menr, this provision shall control. 26. RIGHT TO AUDIT. At any time during the tern of the contract, or thereafter, the City, or a duly authorized audit representative of the City or the State of Texas, at its expense and at reasonable times, reserves the right to audit Contractors 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 (0 amount of such overpayments within thirty (30) days of such audit findings, or the City, at its 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 Government 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: him: www.d.lubbock tx.M cl=arrmemal- wT,cbsiicsdcnanmems gurchasing • cndor-informAyn 30. No Boycott of Israel. Pursuant to Section 2271.002 of the Texas Government Code, Respondent certifies that either (i) it meets an exemption criteria under Section 2271.002; or (ii) it does not boycott Israel and will not boycott Israel during the term of the contract resulting from this solicitation. Respondent shall state any facts that make it exempt from the boycott certification in its 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 its Response. 32. No Boycott of a Firearm Entity or Firearm Trade Association. Pursuant to Section 2274 of the Texas Government Code, Respondent certifies that either (i) it meets an exemption criteria under Section 2274.002; or (ii) it does not boycott a Firearm Entity or Firearm Trade Association and will not boycott a Fparm 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 its Response. 33. 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 terorist organization 34. TEXAS PUBLIC INFORMATION ACT. The requirements of Subchapter J. Chapter 552. Government 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 requirement of that subchapter. 35. Pursuant to Section 552.301(c) of the Texas Government Code, the City of Lubbock has designated the following email address for which public information requests may be made by an emailed request: as r mtlubbixk.ms Please send this request to this email address for it to be processed 15 TERMINATION The perkirmance of work under this order may be terminated in whole, or in part by the Buyer REV. 3/2022 Attachment A Commercial Liability Requirements: $1 M occurrence $2M aggregate (can be combined with an Excess Liability to meet requirement). CGL is required in ALL contracts. It is perhaps the most important of all insurance policies in a contractual relationship. It insures the Contractor has broad liability coverage for contractual activities and for completed operations. Commercial General Liability to include Products - Completion/OP, Personal and Advertising Injury, Contractual Liability, Fire Damage (any one fire), and Medical Expenses (any one person). Auto Liability Requirements: $1 M/occurrence is needed Workers Compensation Requirements: Statutory. If the vendor is an independent contractor with no employees and are exempt from providing Workers' Compensation coverage, they must sign a waiver (obtained from COL Purchasing) and include a copy of their driver's license.. Employer Liability ($1 M) is required with Workers Compensation. Cyber Liability Requirements: $2M of coverage is needed for Cyber Liability Technology Errors and Omissions Requirements: $1 M of coverage is needed * The City of Lubbock (including its officials, employees and volunteers) shall be afforded additional insured status on a primary and non-contributory basis on all liability policies except professional liabilities and workers' comp. * Waivers of Subrogation are required for CGL, AL, and WC * To Include Products of Completed Operations endorsement * Carrier will provide a 30-day written notice of cancellation, 10-day written notice for non-payment. * Carriers must meet a A.M. Best rating of A- or better. * Subcontractors must carry same limits as listed above. M Microsoft Microsoft Enterprise Services Work Order TX DIR CPO-4911 (For Microsoft Internal Purposes Only) GVS12211-396783-495159 Work Order Number This Work Order consists of the terms and conditions below, and the provisions of the Microsoft Master Services Agreement reference U9038431, effective as of 11/12/2021 (the "Agreement"), the provisions of the Unified Enterprise Support Services Description applicable to the Professional Services identified in this Work Order, and any attachments or exhibits referenced in this Work Order, all of which are incorporated herein by this reference. In this Work Order "Customer," "you," or "your' means the undersigned customer or its affiliate and "Microsoft", "we," "us," or "our" means the undersigned Microsoft affiliate. By signing below the parties acknowledge and agree to be bound to the terms of this Work Order, the Agreement and all other provisions incorporated in them. This Work Order is effective as of the date that Microsoft signs this Work Order. Regardless of any terms and conditions contained in a purchase order, if any, the terms of this Work Order apply. Name of Customer or its Affiliate that executed the Agreement (if different from Customer above) EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CP] Page 1 of 7 Customer invoice information Name of Customer Contact Name (Receives invoices under this Work Order) City Of Lubbock Jerrid R Sanders Street Address Contact E-Mail Address Accounts Pa ableP.O. Box 2000 JSanders@mail.ci.lubbock.tx.us City State/Province Phone LUBBOCK Texas 806-775-2396 Country Postal Code Fax United States 79457-0001 1. Support Services and Fees. 1.1. Term. Microsoft Enterprise Support Services will commence on 11/1/2022 (the "Support Commencement Date") and will expire on 10/31/2023 (the "Support Expiration Date"). 2. Description of Services. Please refer to the current Unified Enterprise Support Services Description ("USSY) which will be incorporated by reference and is published by Microsoft from time to time at https://www.microsoft.com/unified-support-services-description. Microsoft may update the support services you purchase under this agreement from time to time, provided that the level of support services you purchase will not materially decrease during the current Term. EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CP] Page 2 of 7 Jervices Dy w2i2og Location 1 nified Enterprise Support 2022-23 USA - SLG - Enterprise West 11/1/2022- 10/31/2023 • omb-.- Included Enterprise Advisory Support Hours As -needed Advisory Services Included Enterprise Azure Problem Resolution Hours As- Problem Resolution needed Support Included Enterprise On -demand Assessment On -Demand Assessment Included Enterprise On -Demand Assessment - Setup and On -Demand Assessment Config Service As -needed Remote Included Enterprise On -Demand Education On -Demand Education Included Enterprise Online Support Portal Administrative Included Enterprise Problem Resolution Hours As -needed Problem Resolution Support Included Enterprise Reactive Support Management Service Delivery Management Included Enterprise Service Delivery Management Service Delivery Management Included Enterprise Webcasts As -Needed Webcast Included Reactive Enabled Contacts Problem Resolution Support Included Service Delivery Management Extended Service Delivery Management 65 ea Proactive Credits Proactive Credits 125 hr Support Technology Advisor Designated Support Engineering 1 ea Office 365: Security Optimization Assessment Assessment Program 1 ea Onsite Visit Onsite Support EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) (CP] Page 3 of 7 2.1.Support Services Fees. The items listed in the table above represent the services that Customer has pre -purchased for use during the term of this Work Order, and applicable fees are shown in the table below. Microsoft Support Services are a non-refundable, prepaid service. Microsoft must receive Customer purchase order or payment before Microsoft commences or continues, as applicable, provision of Microsoft Support Services. If Customer issues a purchase order, Microsoft will invoice Customer, and Customer agrees to pay Microsoft within 30 calendar days of the date of Microsoft invoice. Microsoft reserves the right to adjust Microsoft fees prior to entering into any changes to the Microsoft Support Services ordered herein. BillingServices Summary Date Unified Enterprise Support 2022-23 11/1/2022 Fee USID $65,497.71 Unified Proactive Services Add on I Unified Proactive Svcs 11/1/2022 Enterprise $82,961.89 Subtotal $148,459.60 Flex Allowance ($25,000.00) Software Assurance Benefits * ($48,405.00) Total Fees (excludingtaxes) $75,054A O Software Assurance Benefits * Customer will transfer 35.00 Software Assurance PRS incidents to this support agreement as part of this support package. 2.2. Support for Microsoft Products Microsoft will provide support for Customer's licensed, commercially released, and generally available Microsoft products, and cloud services subscriptions purchased by Customer or Customer's Affiliate: i) as indicated in Appendix A; and ii) during the Term of this Work Order. Such products and subscriptions exclude those purchased by any party that is not Customer's Affiliate as of the Support Commencement Date. EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) (CP] Page 4 of 7 2.3.Customer Named Contact(s). Any changes to the named contacts should be submitted to Microsoft Contact. Name of Customer Support Service Administrator Jerrid R Sanders Street Address Contact E-Mail Address City Of Lubbock 1314 Avenue K JSanders@mail.ci.lubbock.tx.us City State/Province Phone Lubbock Texas 806-775-2396 Country Postal Code Fax United States 79401-2606 3. Use, ownership, rights, and restrictions. 3.1. Products. "Product" means all products identified in the Product Terms, such as all Software, Online Services and other web -based services, including pre-release or beta versions. Product availability may vary by region. "Product Terms" means the document that provides information about Microsoft Products available through volume licensing. The Product Terms document is published on the Volume Licensing Site (http://www.microsoft.com/licensing/contracts or successor site) and is updated from time to time. All products and related solutions provided under this Work Order will be licensed according to the terms of the license agreement packaged with or otherwise applicable to such product. Customer is responsible for paying any licensing fees associated with Products. 3.2. Fixes. "Fixes" means Product fixes, modifications, enhancements, or their derivatives, that Microsoft either releases generally (such as service packs), or that Microsoft provides to Customer when performing Professional Services (all support, planning, consulting and other professional services or advice, including any resulting deliverables provided to Customer under this Work Order, to address a specific issue. "Professional Services" means Product support services and Microsoft consulting services provided to Customer under this Work Order. "Professional Services" or .services" does not include Online Services, unless specifically noted. EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) (CPI Page 5 of 7 Fixes are licensed according to the license terms applicable to the Product to which those Fixes relate. If the Fixes are not provided for a specific Product, any other use terms Microsoft provides with the Fixes will apply. 3.3. Pre-existing Work. "Pre-existing Work" means any computer code or other written materials developed or otherwise obtained independent of this Work Order. All rights in Pre-existing Work shall remain the sole property of the party providing the Pre- existing Work. Each party may use, reproduce and modify the other party's Pre-existing Work only as needed to perform obligations related to Professional Services. 3.4. Services Deliverables. "Services Deliverables" means any computer code or materials, other than Products or Fixes that Microsoft leaves with Customer at the conclusion of Microsoft's performance of Professional Services. Upon payment in full for the Professional Services, Microsoft grants Customer a non- exclusive, non -transferable perpetual, fully paid -up license to reproduce, use and modify the Services Deliverable, solely in the form delivered to Customer and solely for Customer's internal business purposes, subject to the terms and conditions of this Work Order. 3.5.Affiliates' rights. "Affiliate" means any legal entity that a party owns, that owns a party, or that is under common ownership with a party. "Ownership" means, for purposes of this definition, control of more than a 50% interest in an entity. Customer may sublicense the rights contained in this subsection relating to Services Deliverables to its Affiliates, but Customer's Affiliates may not sublicense these rights and Customer's Affiliates' use must be consistent with the license terms contained in this Work Order. 3.6. Restrictions on use. Customer must not (and must not attempt to) (1) reverse engineer, decompile or disassemble any Product, Fix, or Services Deliverable, (2) install or use non -Microsoft software or technology in any way that would subject Microsoft's intellectual property or technology to obligations beyond those included in this Work Order, or (3) work around any technical limitations in the Products or Services Deliverables or restrictions in Product documentation. Except as expressly permitted in this Work Order, Customer must not (1) separate and run parts of a Product on more than one device, upgrade or downgrade parts of a Product at different times, or transfer parts of a Product separately; or (2) distribute, sublicense, rent, lease, lend, or use any Product, Fix, or Services Deliverable to offer hosting services to a third party. 3.7. Reservation of rights. All rights not expressly granted are reserved to Microsoft. 4. Microsoft Professional Services Data Protection Addendum. EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CP] Page 6 of 7 The Microsoft Professional Services Data Protection Addendum in effect on the effective date of this Work Order and available on the Volume Licensing Site at https://aka.ms/ProfessionalServicesDPA is incorporated herein by this reference. 5. Microsoft Contact Customer contact for questions and notices about this Work Order. Microsoft Contact Name Leslie Foster Phone Appendix A Contact E-Mail Address v-lfoster@microsoft.com As of the Support Commencement Date, below is a list of your declared licensing enrollments and agreements for which Microsoft will provide support services as defined within this Work Order. EnterpriseServicesWorkOrder-PubSec-MUS-v2.0(US)(ENG)(Sep2018) [CPI Page 7 of 7