Loading...
AG 14-045I I RETURN TO: Thomas Fichtner EXT: 2547 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING 2. ORIGINATING 4. TYPE ❑ CONTRACTOR ❑ PUBLIC ❑ PROFESSIONAL ❑ GOODS ❑ REAL ❑ ORDINANCE II CONTRACT ❑ OTHER 5. PROJECT 6. NAME 7. EXHIBITS 8. TERM: 9. TOTAL REIMBURSABLE IS SALES CITY ❑ PURCHASING: 10. DOCUMENT PROJECT DIRECTOR ❑RISK ❑ LAW 11. COUNCIL 12. CONTRACT ❑ SENT ❑ ATTACH: ❑ LAW ❑ CHIEF ❑ SIGNATORY V CITY ASSIGNED K SIGNED COMMENTS: This is just DEPT./DIV: Information Technology STAFF PERSON: Thomas Fichtner EXT: 2547 3. DATE REQ. BY: ASAP OF DOCUMENT (CHECK ONE): SELECTION DOCUMENT (E.G, RFB, RFP, RFQ) WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION AMENDMENT (AG #): 14-045 ❑ INTERLOCAL NAME: Microsoft Enterprise Agreement Renewal OF CONTRACTOR: Software ONE, Inc. (Microsoft's Reseller) ADDRESS: 20875 Crossroads Circle, Suite 1 TELEPHONE 406 - 295 -4548 E- MAIL: Janice.Edwards@softwareone.com FAX: SIGNATURE NAME: Janice J Edwards TITLE Customer Development Business Manager AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES A PRIOR CONTRACT /AMENDMENTS COMMENCEMENT DATE: 2/1/2014 COMPLETION DATE: 1/31/2017 COMPENSATION $ Not Changed (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ PLEASE CHARGE TO: Not Changed /CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED MANAGER ■ 5 8°/1 S MANAGEMENT (IF APPLICABLE) 7)2. 11 (2 I I APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: SIGNATURE ROUTING TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL / DATE SIGNED DEPARTMENT OF STAFF (MAYOR OR DIRECTOR) CLERK kl 1124c AG# AG# P% -G7 A- COPY RETURNED DATE SENT: 11 /y rs a reassignnient of vendor, per Software ONE's acquisition of CompuCom Systems. See attached email for additional detail and necessary forms to update information in Eden. LL • V1 / A .0• e .1 ,. s• •I4L /11114 . . L ,L. uni A . / ... A CO ✓ti / L11:3r . 1 4 11/9 From: Janice.J.Edwards @compucom.com Sent: Wednesday, October 21, 2015 9:06 AM To: Thomas Fichtner Subject: RE: 2015 - EA Payment Attachments: SoftwareONE W9_2015.pdf;SoftwareONE Banking Information.pdf; Compucom Amendment 15 -01 T11- MST -543 signed.pdf; Compucom Amendment 15 -01 T11- MST -579 signed.pdf Hi Thomas, Yes the pricing is good, along w /TU pricing. If you have TU you would use the 2nd year TU pricing as this is 3`d annual payment. Next year it would be your 3`d yr TU and renewal. Also, I want to make sure you received the communication o the changes at CompuCom: CompuCom has now merged w /Software One, a Large Account Reseller for software. We will be conducting business now under Software One. All the amendments have been signed by CompuCom and Software One for the State of Washington Contracts, Microsoft and Adobe, please see attached. For all future orders and correspondence please send to me at Janice.edwards@ softwareone.com my phone # will stay the same and all pricing for all the contracts will stay the same. The only change will be name only and where you will mail payment for invoices. Please be sure you send appropriately to the address on your invoice to CompuCom or Software One. I have also attached Software One W9 and banking information so you can set us up in your system as a vendor. Also, please forward to anyone in your organization that would need to know of the change. Please let me know if you have any questions or concerns. Thanks Jan ONE Jan Edwards I Customer Development Business Mgr I SoftwareONE US Direct: 406.295.4548 Mobile: 406.334.6035 Janice.Edwards@softwareone.com I www.softwareone.com From: Thomas Fichtner [mailto:Thomas.Fichtner @cityoffederalway.com] Sent: Tuesday, October 20, 2015 5:52 PM To: Edwards, Janice (jedwards) <Janice.J.Edwards @compucom.com> Subject: RE: 2015 - EA Payment Hi Janice, I just received the True -Up notice from Microsoft. I was curious if you can verify the pricing for our year 3 payment is still accurate. Thanks! 1 Thomas Thomas Fichtner IT Manager City of Federal Way 253.835.2547 Thomas. Fichtner n cityoffederalway.com From: Janice.J.Edwards@compucom.com [ mailto :Janice.J.Edwards@compucom.com] Sent: Tuesday, October 28, 2014 12:41 PM To: Thomas Fichtner Subject: RE: 2015 - EA Payment Hi Thomas, I have attached your annual payment and true up pricing for the specific years. You would use yr 1 for your true up. Please let me know if you have any questions. Thanks Jan From: Thomas Fichtner [mailto: Thomas .Fichtner @cityoffederalway.com] Sent: Friday, October 24, 2014 8:33 PM To: Edwards, Janice (jedwards) Subject: 2015 - EA Payment Hi Janice, Just want to drop you a quick note to start the gears turning about the City of Federal Way's EA payment for 2015. With our budget, we need to pay that in 2014. If possible, could we have an invoice as soon as December ft (if not sooner) so that we can get it processed on our end and paid before December 315t? Let me know your thoughts. We also have a couple of True -Ups to do. We originally we not going to (which is what we told Regan Conroy at Microsoft), however we ended up hiring a few new staff members and need to make sure we reflect that. Thanks, Thomas Thomas Fichtner IT Manager City of Federal Way 253.835.2547 Thomas .Fichtner@cityoffederalway.com 2 Washington State Department of Enterprise Services Contract Amendment T11- MST -579 Date Issued: 7/28/15 Effective Date: 4/1/15 Amendment Number: 15 -01 Contractor Name: CompuCom Systems, Inc. This contract amendment is issued under the provisions of T11- MST -579. The changes authorized are within the scope of the original contract. All rights and obligations of the parties are governed by the terms of the original contract, including any subsequent amendments, which are hereby incorporated by reference. Purpose of Amendment The Contract identified above, having been made between the state of Washington, acting by and through the Department of Enterprise Services (DES), an agency of Washington State Government located at 1500 Jefferson St SE, PO Box 41408, Olympia, WA 98501, and COMPUCOM SYSTEMS, INC., located at 7171 Forest Lane, Dallas, TX 75230; and WHEREAS, COMPUCOM SYSTEMS, INC has been acquired in its entirety by SOFTWARE ONE, INC, located at 20875 Crossroads Circle, Suite 1, Waukesha, WI 53186: and NOW, THEREFORE, DEC ar.c.1 Sr: 'rTWARE ONE, INC agree that the Contract identified above, including any subsequent modifications thereto, is hereby amended, as follows; 1. SOFTWARE ONE, INC. hereby irrevocably assumes all the obligations as set forth in the above Contract, and, as assigned, said Contract is hereby amended so that whenever the name "COMPUCOM SYSTEMS, INC." is used herein that shall mean "SOFTWARE ONE, INC ". 2. SOFTWARE ONE, INC. shall complete registration with the Washington State Department of Revenue and be responsible for payment of all taxes due on payments made under this Contract. It is further agreed that all terms and conditions of the original Contract, including all subsequent modifications shall remain in full force an effect. This Amendment shall be effective April 1, 2015, regardless of the date of execution. Version 1 Authorizing Signatures For Contractor: Lisa Stewart, SoftwareONE, Inc 20875 Crossroads Circle, Suite 1 Waukesha, WI 53186 Lisa. stewart(c�softwareone. com Signature Date 07/29/2015 For State of Washington: Mike Dombrowsky, DES Contracts and Procurement (360) 407-8717 PO Box 41408 Olympia WA, 98504 -1408 Mike.dombrowsky @des.wa.00v Signature Date /ZCi 1 15 DES Autho izing Manage ature Date 7 / -�t f () k Washington State Department of Enterprise Services (DES) Page 2 of 2 Washington State Department of Enterprise Services Contract Amendment T11 -COR -543 Date Issued: 7/28/15 Effective Date: 4/1/15 Amendment Number: 15 -01 Contractor Name: CompuCom Systems, Inc. This contract amendment is issued under the provisions of T11 -COR -543. The changes authorized are within the scope of the original contract. All rights and obligations of the parties are governed by the terms of the original contract, including any subsequent amendments, which are hereby incorporated by reference. Purpose of Amendment The Contract identified above, having been made between the state of Washington, acting by and through the Department of Enterprise Services (DES), an agency of Washington State Government located at 1500 Jefferson St SE, PO Box 41408, Olympia, WA 98501, and COMPUCOM SYSTEMS, INC., located at 7171 Forest Lane, Dallas, TX 75230; and WHEREAS, COMPUCOM SYSTEMS, INC has been acquired in its entirety by SOFTWARE ONE, INC, located at 20875 Crossroads Circle, Suite 1, Waukesha, WI 53186: and NOW. THFRFFORE, DES and SOFTWARE ONE, INC agree that the Contract identified above, including any subsequent modifications thereto, is hereby amended, as follows; 1. SOFTWARE ONE, INC. hereby irrevocably assumes all the obligations as set forth in the above Contract, and, as assigned, said Contract is hereby amended so that whenever the name "COMPUCOM SYSTEMS, INC." is used herein that shall mean "SOFTWARE ONE, INC ". 2. SOFTWARE ONE, INC. shall complete registration with the Washington State Department of Revenue and be responsible for payment of all taxes due on payments made under this Contract. It is further agreed that all terms and conditions of the original Contract, including all subsequent modifications shall remain in full force an effect. This Amendment shall be effective April 1, 2015, regardless of the date of execution. Version 1 Authorizing Signatures For Contractor: Lisa Stewart, SoftwareONE, Inc 20875 Crossroads Circle, Suite 1 Waukesha, WI 53186 Lisa.stewart@softwareone.com Signature Date 07/29/2015 Washington State Department of Enterprise Services (DES) For State of Washington: Mike Dombrowsky, DES Contracts and Procurement (360) 407-8717 PO Box 41408 Olympia WA, 98504 -1408 Mike.dombrowsky @des.wa.gov Date 7 { Z / /S Date 2 /2 Page 2 of 2 The Software Licensing Experts'" BANK INFORMATION US Banking -USD Wells Fargo Bank 100 E Wisconsin Ave Milwaukee, WI 53202 Account Number: 4123513780 Routing Number: 121000248 Swift Code: WFBIUS6S Primary Finance Contact for payments: Camille Nielson, Cash Application Analyst Email address for remittance: Camille.Nielson @SoftwareONE.com All manual payments should be remitted to: Camille Nielson, Cash Application Analyst SoftwareON E 20875 Crossroads Circle Suite 1 Waukesha, WI 53186 -4052 SoftwareONE Dunn & Bradstreet Number 12- 159 -3552 20875 Crossroads Circle Suite 1 Waukesha, WI 53186 -4052 1- 800 - 444 -9890 • fax: 262 -317- 5554 www.softwareone.com SoftwareONE US • 20875 Crossroads Circle, Suite 1 • Waukesha, WI 53186 -4093 • 800 - 444 -9890 www.softwareone.com Form W-9 (Rev. December2014) Department of the Treasury Internal Revenue Service Request for 'Taxpayer Identification Number and Certification Identification Number and Certification L Give Form to the Cequester. Do not send to the IRS. Print or type See Specific Instructions on page 2. II 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank. SoftwareONE Inc 2 Business name/disregarded entity name, if different from above 3 Check appropriate box for federal tax classification; check only one of the following seven boxes: 4 Exemptions certain entities, instructions Exempt payee Exemption code (if any) (Applies to accounts (codes apply only to not individuals; see on page 3): code (if any) p p j0 C Corporation III S Corporation U Partnership U Trust/estate MI Individual /sole proprietor or single- member LLC company. Enter the tax classification (C =C corporation, S =S corporation, P =partnership) member LLC that is disregarded, do not check LLC; check the appropriate box in of the single- member owner. ► D. • Limited liability Note. For a single- the tax classification from FATCA reporting the line above for • Other (see instructions) maintained outside the U.S.) 5 Address (number, street, and apt. or suite no.) 20875 Crossroads Circle, Suite 1 Requester's name and address (optional) 6 City, state, and ZIP code Waukesha WI 53186 7 List account number(s) here (optional) Part I Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN on page 3. Note. If the account is in more than one name, see the instructions for line 1 and the chart on page 4 for guidelines on whose number to enter. Social security number or Employer identification number 3 9 1 5 0 1 5 0 4 Part II Certification Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. I am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions on page 3. Sign Here Signature of U.S. person ► Date It. 01.01.15 General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. Information about developments affecting Form W -9 (such as legislation enacted after we release it) is at www.irs.gov /fw9. Purpose of Form An individual or entity (Form W -9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following: • Form 1099 -INT (interest earned or paid) • Form 1099 -Div (dividends, including those from stocks or mutual funds) • Form 1099 -MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099 -B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099 -S (proceeds from real estate transactions) • Form 1099 -K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098 -E (student loan interest), 1098 -T (tuition) • Form 1099 -C (canceled debt) • Form 1099 -A (acquisition or abandonment of secured property) Use Form W -9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Form W -9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding? on page 2. By signing the filled -out form, you: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income, and 4. Certify that FATCA code(s) entered on this form (if any) indicating that you are exempt from the FATCA reporting, is correct. See What is FATCA reporting? on page 2 for further information. Cat. No. 10231X Form W -9 (Rev. 12 -2014) RETURN TO: Thomas Fichtner EXT:2547 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATINGDEPT./DIV: Information Technology 2. ORIGINATING STAFF PERSON: Thomas Fichtner EXT: 2547 3. DATE REQ. BY: 1/22/2014 4. TYPE OF DOCUMENT (CHECK ONE): • CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) • PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT • PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT • GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG • REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION • CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL • OTHER 5. PROJECT NAME: Microsoft Enterprise Agreement Renewal 6. NAME OF CONTRACTOR: CompuCom Systems, Inc. (Microsoft's Reseller) ADDRESS: 7171 Forest Lane, Dallas, TX 75230 TELEPHONE 406 - 295 -4548 E -MAIL: jedwards@compucom.com FAX: SIGNATURE NAME: Bruce E. Valentin TITLE Microsoft Licensing Specialist 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES N PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: 2/1/2014 COMPLETION DATE: 1/31/2017 9. TOTAL COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED © YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR IN CITY A PURCHASING: PLEASE CHARGE TO: 502 - 1100 -046: 512 -50 -414, 518 -88 -414, 521 - 10-414 (Percentages on PO) 10. DOCUMENT /CONTRACT REVIEW INITIAL/ DATE REVIEWED INITIAL/ DATE APPROVED ❑ P AOJECT MANAGER IRECTOR --Tr I �l ❑ RISK MANAGEMENT (IF APPLICABLE) _ 2'CAW 11. COUNCIL APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: 1 H COUNCIL APPROVAL DATE: oC I J (� 12. CONTRACT SIGNATURE ROUTING ) j ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: v` DATE REC'D: + ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL / DATE SIGNED Lt1'� DEPARTMENT l �� Ol SIGNATORY (MAYOR OR DIRECTOR) / Vt `CITY CLERK PrASSIGNED AG# AG# V SIGNED COPY RETURNED DATE SENT: COMMENTS: This is the standard Microsoft EA Renewal form. I have attached the previous EA for reference. This will be going to the 1/28114 FEDRAC Meeting. 11/9 Enterprise Enrollment i ! State and Local Enterprise Enrollment number /1 �5�3- Proposal ID /Framework ID 000 - smangum -50336 (Mlcrosotr to complete) '1 /VI r Previous Enrollment number Earliest expiring previous (Reseller to Complete) 8177587 Enrollment end date' 1/31/2014 This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrollment 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 conditil identified on the signature form, (3) the Product Selection form or Previous Agreement/Enrollment form that may t Enrollment. This Enrollment may only be entered into and All terms used but not any conflict the terms at Effective date. If Entblib&Affiliate is renewing Softwi more previous: Enrollments or agfeeme'nts, then the Enrollment or agreement expires or `terminates. Di Enrollment is accepted by Microsoft. if renew 4Soft previous enrollment or agreement number and end da Term. This Enrollment will expire on the last day of 0 date unless otherwise renewed. Any reference in this Product order. The Reseller will Drovide Enrolled It f the Enterprise Agreement mental contact information -;order submitted under this iterprtse Agreement. .fin the event of r° 001 > � ` frot ne or the day after 6, first prior Mate will be . the date this i%seller will need to insert the 3s above. Ord et oes and billing terms for all Products ordered will be determined by agreement between Enrolled Affiliate ,and ' the Reseller.The Reseller will provide Microsoft with the order separately from this Enrolment. Prior Enrollment(s). If renewing Software Assurance or Subscription Licenses from another Enrollment or agreement, the previous Enrollment or agreement number and end date must be identified in the respective boxes above. If renewing from multiple Enrollments or agreements, or transferring Software Assurance or MSDN details, the Previous Agreement/Enrollment form must be used. 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 List and chosen by Enrolled Affiliate under this Enrollment. EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 1 of 10 Document X20 -03621 "Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the Product List 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 List and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products may only 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. "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 withthe Industry Program or employ technically enforced policies or architecture to operate only wheri used with the Industry Program functionality. mow° Products or Online Services the Enrolled Affiliate has selected r' x, "Qualified User" means a person (e.g., employee, 'go6suhant, cor tingerrt;;Sfaff) who: "' (1) is a user of a Qualified Device, or (2) accesses any server softvo b requiring an Enterprise product Client Access License or any Enterprise Online Service. It does noVinclude a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product List. "Reserved License" means for an Online Service identified as eligible for true -ups in the Product List, the Lase "reserved by Enrolled Affiliate prior to use and for which Microsoft will make the IOnline Service available for activation. 'transition" means the conversion of one or more License to or from another `License(s). Products eligible for Transition and permitted Transitions are identified in the Product List. "Transition Period" means the time between the Transition and the next Enrollment anniversary date for which the Transition is reported. 2. Purpose. This Enrollment enables Enrolled Affiliate's Enterprise to obtain, or subscribe to, Licenses for Enterprise Products, Enterprise Online Services, and Additional Products. Enrolled Affiliate may choose between on- premise software and Online Services as well as the ability to transition Licenses to Online Services while maintaining Enterprise -wide coverage. Additionally, Enterprise Online Services may be purchased without Enterprise -wide coverage. 3. Product Use Rights, Qualifying Systems Licenses and Transitions. In addition to applicable terms of the Enterprise Agreement, the following terms apply to this Enrollment: EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 2 of 10 Document X20 -03621 a. Product Use Rights. 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 the Enrolled Affiliate's use of that Product during the term. b. Qualifying systems Licenses. The operating system Licenses granted under this program is upgrade Licenses only. Full operating system Licenses are not available under this program. If Enrolled Affiliate selects any Desktop Platform, Windows Desktop Operating System Upgrade, or Windows Intune, all Qualified Devices on which Enrolled Affiliate expects to run the Windows Desktop Operating System Upgrade must be licensed to run, and have installed on them, one of the qualifying operating systems identified in the Product List. Note that the list of operating systems that qualify for the Windows Desktop Operating System Upgrade varies with the circumstances of the order. That list is more extensive at the time of the initial order than it is for some subsequent orders and system refreshes during the term of this Enrollment. Exclusions are subject to change when new versions of Windows are released. For example: The following are not considered qualifying operating systems: (1) ANY Windows Home or Starter edition; (2) Embedded Systems; and (3) Linux. These are examples of exclusions only and may change. Please=- see Product List for all current qualifying operating systems. c. Transitions. The following requirements apply to`Trarisition l (1) Licenses with active Software Assurance or Subscrip#ion . m ,, b e Transitioned at any time if rmitted in the Product List: While; Enrol rria ransition any time, it will noble to reduce Licenses or ass toted re rattce prior to the end of ttt�`�arsit>fott Period. �' (ii) Enrol Aiilate must order thy, Licenses to. whc.Pt uis trsttaning: r(s) Assurafhbe as of the dered for all such Software Assurance for which Software Assurance may not II users of the device d. Effect of Transition on Licenses. Transition will not affect Enrolled Affiliate's rights in perpetual Licenses paid in full. (1) New version rights will be granted for perpetual Licenses covered by Software Assurance up to the end of the Transition Period. (ii) For L &SA not paid in full at the end of the Transition Period, Enrolled Affiliate will have perpetual Licenses for a proportional amount equal to the total of installments paid versus total amounts due (paid and payable) for the Transitioned Product. (iii) For L &SA not paid in full or granted a perpetual License in accordance with the above or Subscription Licenses, all rights to Transitioned Licenses cease at the end of the Transition Period. EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 3 of 10 Document X20-03621 4. 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. Price Level's will be captured in the Product Selection Form. b. Setting Prices. Enrolled Affiliate's prices for each Product will be established by its Reseller. Microsoft's prices for Resellers are fixed throughout the Enrollment term based upon current prices at the time of the initial order for the Product. This includes the following: (1) Any future pricing (if applicable); and (ii) Prices for Transitions, including any prices related to the use of a Product during the Transition Period (if applicable). 5. Order requirements. a. Minimum Order Requirements. Enrolled Affiliate's Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. (1) Initial Order. Initial order must include at least 250 Licenses from one of the four groups outlined in the Product Selection Form. (ii) If choosing Enterprise Products. If choosing Enterpri facts in a specific group outlined in the Product Selection Form, Enrolle' Affili, _`� q d6r must include an Enterprise -wide selection of one or more . Enterise P ` Enterprise s p Products an sponding Enterpri Online Servs fob trQUp (iii) Additiati�Pli trc s ,bUpon satisfying, the minimum girder rE�gwi[em enrolled c. True -up orders. Enrolled Affiliate must submit an annual true -up order that accounts for changes since the initial order or last true -up order, including: (1) any increase in Licenses, including any increase in Qualified Devices or Qualified Users and Reserved Licenses; (2) Transitions (if permitted); or (3) Subscription License quantity reductions (if permitted). Microsoft, at its discretion and as permitted by applicable law, may validate the customer true -up data submitted through a formal product deployment assessment, using an approved Microsoft partner. The true -up order must be received by Microsoft between 60 and 30 days prior to the Enrollment anniversary date. The third -year anniversary true -up order is due within 30 days prior to the Expiration Date. Enrolled Affiliate may true -up more often than at each Enrollment anniversary date except for Subscription License reductions. EA2012EnrGov (US)SLG(ENG)(Oct2Ol2) Page 4 of 10 Document X20 -03621 (1) Enterprise Products. Enrolled Affiliate must determine the current number of Qualified Devices and Qualified Users (if ordering user -based Licenses) and order the License difference (if any), including any Enterprise Online Services. (ii) Additional Products. For Products which have been previously ordered, Enrolled Affiliate must determine the Additional Products used and order the License difference (if any). (iii) Online Services. For Online Services identified as eligible for true -up orders in the Product List, Enrolled Affiliate must first reserve the additional Licenses prior to use. Microsoft will provide a report of Reserved Licenses in excess of existing orders to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retroactively for the prior year based upon the month in which they were reserved. (vii)Update statement. An update statement must be submitted instead of a true -up order if, as of the initial order or last true -up order, Enrolled Affiliate's Enterprise has not (1) changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliate's authorized representative. The update statement must be received by Microsoft between 60 and 30 days prior to the Enrollment anniversary date. The last update statement is due at least 30 days prior to the Expiration Date. d. 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: (1) For step -up Licenses included on an initial order, Enrolled Affiliate may order according to the true -up process. EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 5 of 10 Document X20-03621 (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. (iii) If Enrolled Affiliate has previously ordered an Online Service as an Additional Product and wants to step -up to an Enterprise Online Service eligible for a Transition, the step -up may be reported as a Transition. (Iv) If Enrolled Affiliate Transitions a License, it may be able to further step -up the Transitioned License. If Enrolled Affiliate chooses to step -up and the step -up License is separately eligible to be Transitioned, such step -up Licenses may result in a License reduction at the Enrollment anniversary date following the step -up. 6. 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 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 on each 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. Lises `'� "a - 7. End of Enrollmenit, term and a. General. At,­ 60 on Date, otnerwrse,Provraeginmrs j=nroitmem b A newal Option. ,A(the Expiration date, Enrolle Microsoft must receive a Product �Se on 'fomt Expiration Date. The renewal term wig Marton Microsoft will not unreasonably reject any, renewal program that will make it necessary for Customer ai Agreements and Enrollments. Enrotlet Affiliate elects not to renew. (1) Software Assurance. If Enrolled Affiliate elects Product under its Enrollment, then Enrolled Software Assurance later without first acquiring I for as ntt or 0- prior to or at the :<' following- the Expiration Date. licrosoft may make a change to this its Enrolled Affiliates to enter into new (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product List, the following options are available at the end of the Enrollment initial or renewal term. 1) Extended Tenn. 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 ") is available. During the Extended Term, Online Services will be invoiced monthly at the then - current published price for Enrolled Affiliate's price level as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate does want an Extended Term, Government Partner must submit a request to Microsoft. Microsoft must receive the request not less than 30 days prior to the Expiration Date. 2) Cancellation during Extended Tenn. If Enrolled Affiliate has opted for the Extended Term and later determines not to continue with the Extended Term, Government Partner must submit a notice of cancellation for each Online Service. Cancellation EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 6 of 10 Document X20-03621 will be effective at the end of the month following 30 days after Microsoft has received the notice. (iii) Online Services not eligible for an Extended Term. If Online Services are not identified as eligible for an Extended Term in the Product List, 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. (iv) Customer Data. Upon expiration or termination of a License for Online Services, Enrolled Affiliate must tell Microsoft whether to: 1) disable its account and then delete its Customer Data ( "Data Deletion'; or 2) retain its Customer Data in a limited function account for at least 90 days after expiration or termination of the License for such Online Service (the "Retention Period ") so that Enrolled Affiliate may extract its Customer Data. 3) If Enrolled Affiliate indicates Data Deletion, Enrolled Affiliate will not be able to extract its Customer Data. If Enrolled Affiliate indicates it wants a Retention Period, Enrolled Affiliate will be able to extract its Customer Data through Microsoft's standard processes and tools, and Enrolled Affiliate will Reimburse Microsoft if there are any applicable costs to the extent allowed by applicable haw If Enrolled Affiliate does not indicate either Data Deletion or a Retention Ped'0k'( i+i osoft will retain Enrolled Affiliate's Customer Data in accordance v>nth the 4 ) Following ' mil, g tie expiration of the; Retertion I'+snod� t will a Enrolled Affiliate' ; mount and then deletes Customer`iata f? 6) Ert.^. iate ,:agrees, that, otherthanF.,as 'd�scrited ebovc>ttas no EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 7 of 10 Document X20 -03621 Enrollment Details 1. Enrolled Affiliate's Enterprise. Use this section to 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. Enrolled Affiliate's organization includes. Check only one box in this section: ® Enrolled Affiliate ❑ Enrolled Affiliate and the following Affiliate(s): ❑ Enrolled Affiliate and all Affiliates, with following Please indicate whether the Enrollec start of this Enrollment: Include future 2. Contact Each party will not The asterisk to its use for -A2- v►►. in writing if any of the information in the following > ( *) _indicate required fields. By providing Porittict )urposes of administering this Enrollment by Micros T this Enrollment. The personal information provide nd protected in accordance with the privacy sta wired after the tact information nation, Enrolled s Affiliates, and connection with ant available at 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. Name of entity (must be legal entity name)* City of Federal Way Contact name* First Thomas Last Fichtner Contact email address* Thomas. Fichtner@cityoffederalway.com Street address* 33325 8h Ave S City* Federal Way State/Province* WA Postal code* 98003 -6325 (For U.S. addresses, please provide the zip + 4, e.g. xx)xx -xxxx) Country* USA Phone* 253 - 835 -2547 Tax ID 91- 1462550 EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 8 of 10 Document X20 -03621 * 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 for applicable Online Services to add or reassign Licenses, step -up, and initiate Transitions prior to a true -up order. ® Same as primary contact Name of entity* Contact name* First Last Contact email address* Street address* City* State /Province* Postal code* - (For U.S. addresses, please provide the zip + 4, e.g. x)000c -)O=) Country* Phone* Language preference. Choose the language for notices. ❑ This contact is a third party (not the Enrolled Affiliate }ti;° Warning: This contact receives personally identifiable information of the Customer and 'rts Affitiatps. * indicates required fields x. c. Microsoft Account Manager. Microsoft A� Manager t Mate is: Microsoft acc�ager name: =xz� d. Reseller company name* CompuCom Systems, Inc. Street address (PO boxes will not be accepted)* 7171 Forest Lane City* Dallas State /Province* TX Postal code* 75230 -2306 Country* USA Contact name* Bruce Valentin Phone* 972 - 856 -4617 Contact email address* msadmin @compucom.com * indicates required fields EA2012EnrGov (US)SLG(ENG)(Oct2012) Page 9 of 10 Document X20 -03621 The undersigned confirms that the information is correct Name of Reseller* CompuComSystems, Inc. Signature* fir. fi(Akad � P rinted name* Bruce E. Valentin Printed title* Microsoft Licensing Specialist` Date* 2/19/2014 * Indicates required fills EA2012EnfWUS)SLG(ENG)(gct2012) Page 10 M 10 Document= -03621 Microsoft Volume Licensing Enterprise and Enterprise Subscription Enrollment Product Selection Form — State and Local Enrollment Number ;' 5 Z Mlorowft to ctmplore for inldel term RWOer to complete ra renewal Step 1. Please indicate whether Enrolled Affiliate is ordering Enterprise Products or Enterprise Online Services on the Initial enrollment order. Choose both if applicable. Enterprise Products. Choose platform option: Professional Desktop with MDOP Qualified Devices: 450 Qualified Users: 450 ❑ Enterprise Online Services' 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 transitioning or stepping up within enrollment term. Products for which the Enrolled Affiliate has an option to transition or step -up should be tisted;in Step 3. Office 365 (P§n E1 Office 365 Plan E2 nsr/,e gar, 101— c0k e CAL's if applicable) Office 365' 450. Windows Intune Office 365 and Windows Intune Ente Other E rise Products Microsoft 'Deskto O timization Pack MDOP 450 EA- EASProdSelForm (US)SLG(ENGXOct2012) Page 1 of 2 Document X20 -03622 If selecting Windows Desktop or Windows Intune option, Enrolled Affiliate acknowledges the following: a. The Windows Desktop Operating; System Upgrade licenses offered through this Enrollment are not full licenses. The Enrolled Affiliate and any included Affiliates have qualifying operating system licenses for all devices on which the Windows Desktop Operating System Upgrade or Windows Intune licenses are run. b. In order to use a third party to reimage the Windows Operating System Upgrade, Enrolled Affiliate must certify that Enrolled Affiliate has acquired qualifying operating system licenses. See the Product List for details. Step 3. Indicate new Enterprise 'Products and Online Services Enrolled Affiliate has selected for optional future use where not selected on the initial enrollment order (above): EA- EASProdSelForm (US)SLG(ENGXOct2012) Page 2 of 2 Document X20 -03622 Microsoft Volume Licensing Program Signature Form MBA/MBSA number 1000-smangu 1 m-S0336 Agreement number 01 E73529 Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new. This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing, as of the effective date identified below. By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or 'documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents. Name of Enti t be al entity name)* City of Federal Way Signature* ' Printed Fl d Las Name* Jim Ferrell Printed Title* Mayor Signature Date *! Tax ID 91- 1462550 * indicates required field ProgramS ignForm( MSSign)( NA ,LetAm)ExBRA,MLi(ENG)(Oct2012) Page 1 of 3 Optional 2 "d Customer signature or Outsourcer signature (if applicable) If Customer requires physical media, additional contacts, or is reporting multiple previous Enrollments, Include the appropriate forms) with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer's channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Licensing, GP Dept 551, Volume Licensing 6100 Neil Road, Suite 210' Reno, 'Nevada 69511 -1137 USA ProgramSignForm( MSSign)( NA,LatAm )ExBRA,MLi(ENG)(Oct2012) Page 2 of 3 Prepared By: Bruce Valentin bvafent @compucom.com ProgramSignForm( MSSign)( NA,LatAm)ExBRA,MU(ENG)(Oct2012) Page 3 of 3 COUNCIL MEETING DATE: February 4, 2014 ITEM #:� CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: RENEWAL OF MICROSOFT ENTERPRISE AGREEMENT POLICY QUESTION: Should Council approve the renewal of the City's Enterprise Agreement with Microsoft for the years 2014 — 2017 and authorize the Mayor to execute the purchase agreement and approve carry- forward of 2013 funds? COMMITTEE: FEDRAC MEETING DATE: January 28, 2014 CATEGORY: ® Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ❑ Other STAFF REPORT BY: Thomas Fichtner, Information Technology Manager DEPT: Information Technology Attachments: Microsoft Enterprise Agreement; Enterprise Subscription Enrollment Product Selection Form; Signature Form, and Pricelist. Summary/Background: The City has maintained an Enterprise Agreement (EA) with Microsoft since 2008. The EA licenses all of the City's Microsoft software ranging from the Windows operating system, Office productivity platform, Exchange /Outlook email system, SQL database and Windows Server platforms. The EA also provides many benefits to the City such as technical support and Software Assurance for licensed products which includes version upgrades to the latest release of the software, 30 days' worth of staff training (valued at almost $15k), and unlimited online training for Windows, Office and other products. This Enterprise Agreement will be purchased from CompuCom, an authorized Microsoft Reseller, which is selected based on the Washington State Department of Enterprise Services (DES) contract# T11 -TSD -591. The City also needs to "True -Up" (buy additional) 50 licenses to cover additional computers due to a difference between the "per user" and "per device" licensing model. Also, due to licensing changes and consolidation the City needs to purchase additional Windows Server licenses. These purchases will be a 1 -Time purchase, and then be covered by the EA for the next 3 years. Budget: The EA renewal is split into three payments. The three payments are taken from 2013, 2014, and 2015 funds respectively. The 2013 payment was authorized, however due to necessary Council approval to sign the contract, wasn't paid in 2013. To pay the 2013 payment, $93,360.06 (including tax) from 2013 M &O will need to be carry - forward to 2014. For the 1 -Time "True -Up" payment, an additional $28,563.36 (including tax) is necessary, which will be carry- forward from savings in Telecommunications M &O in 2013. The total carry - forward amount from 2013 is $121,923.42. The "Year -2" (2014) payment will be $85,260.33 plus tax and the "Year -3" (2015) payment will be approximately $89,523.35 plus tax (figured with a 5% inflator, per DES). Options Considered: 1. Approve the Mayor's recommendation and forward to Council Consent Agenda on February 4, 2014. 2. Deny approval of the Mayor's recommendation and provide staff with further direction. MAYOR'S RECOMMENDATION: Mayor recommends approving the renewal to the Microsoft Enterprise Agreement for years 2014 -2017 a944ofarry- forward funds in the amount of $121,923.42 from 2013. MAYOR APPROVAL: DIRECTOR APPROVAL: om ee Co cil Initial CHIEF OF STAFF: Committee Yloil COMMITTEE RECOMMENDATION: I move to forward the proposed Agreement and carry forward authorization for 2013 funds to the February 4, 2014 consent agenda for approval. Committee Chair Member ----v -- -- -- - mittee Member PROPOSED COUNCIL MOTION: "I move approval of the Microsoft Enterprise Agreement renewal, effective February 2014 through February, 2017 with a total compensation of $85,260.33 for years 2014 and 2015, plus total compensation of $89,523.35 for year 2016, plus WA State Sales Tax, and authorize the Mayor to sign said agreement, and authorize carry forward funds in the amount of $121,923.42 from 2013. " (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) 9CQUNCIL ACTION: APPROVED COUNCIL BILL # vjLr�l DENIED 1ST reading ❑ TABLED/DEFERRED/NO ACTION Enactment reading ❑ MOVED TO SECOND READING (ordinances only) ORDINANCE # REVISED— 08/12/2010 RESOLUTION #