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HomeMy WebLinkAbout2019 - Microsoft Enterprise Agreement® Microsoft Enterprise Enrollment Enterprise Enrollment number (Microsoft to complete) Previous Enrollment number (Reseller to complete) 82613932 6388583 This Microsoft Enterprise Enrollment is entered into between t as of the effective date. Enrolled Affiliate represents and'warrE the Customer, that entered into the Enterprise Agreement ider This Enrollment consists of: (1) these terms and conditions, identified on the signature form, (3) the Product Selection F Services Terms, (6) any Supplemental Contact lnformation>f and other forms that may be required, and (7) any order subi may only be entered into under a 2011'or later Enterprise., Al Enrolled Affiliate agrees to be bound by-tl e`terms andconditic Volume Licensing State and Local Framework ID (if applicable) in the signature form ,mer, or an Affiliate of nature form. Agreement the Online Iment form, Enrollment Enrollment, All terms used but not defined are located at,htto://www.microsoft.com%Iicensing/cohtracts. In the event of any conflict the terms of this Agreement control. Effective date. If Enrolled Affiliate Is renewing Software Assurance of Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires of terminates: If this Enrollment is'renewed, the effective date of the renewal term will be the day after the Ezp.'iration Date of theinitial'term. Otherwise, the effective date will be the date this Enrollment is accepted ,by:Microsoft. Any reference to "anniversary date" refers to the anniversary of the effective date of the applicable.initial or renewal term for each year this Enrollment is in effect Term, .Tile Initial term of this Enrollment will expire'on''the last day of the month, 36 full calendar months from the+effectivedate of the initial term;, The renewal term will expire 36 full calendar months after the effective'date'of the renewal term. t Terms and Conditions 1. Definitions. Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment: 'Additional Product" means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. "Community" means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or (3) a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer's regulatory requirements. EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 1 of 10 Document X20-10634 Membership in the Community is ultimately at Microsoft's discretion, which may vary by Government Community Cloud Service. "Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted. "Enterprise Product" means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise -wide basis under this program. "Expiration Date" means the date upon which the Enrollment expires:_,, "Federal Agency" means a bureau, office, agency, department or other entity of the United States Government. "Government" means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity. "Government Community Cloud Services" means Micro Microsoft's multi -tenant data centers for exclusive use by o with the National Institute of Standards and. Technology ( Online Services that are Government Community Cloud Se and Product Terms. Micros "Industry Device" (also known as line deployed configuration as a general p multi -function server, or a commercial industry or task -specific software proc a point of sale program) ("Industry; Prc Microsoft software or third-party`softy processing, spreadsheets, database, then the desktop functions: (1) may functionality; and (2), must be techn enforced policies or architecture to op "Managed Device" me one or more operating Terms. is: (1) a personal, desktop cc Windows Prolocally'(in a ph a virtual desktop Infrasiructu as a server and not -used as its option, the Enrolled Affili used by or for the benefit of Enterprise Products or Onlin for the d with on "Online Services that are provisioned in r forthe Comm unty and offered in accordance NIST)_'Special-P.ublicatiort 806-1,45. Microsoft rvices are designated as such in the Use Rights ieans any device that: (1) is not useable in its wtng,device (such as a personal computer), a one of these systems; and (2) only employs an 4d6d designcprogram used by an architect or ayinciude features and functions derived from fior(ns'desktop functions (such as email, word rowsing,.or;scheduling, or personal finance), purpose of supporting the Industry Program the Industry Program or employ technically with the Industry Program functionality. in the Enterprise directly or indirectly controls lanaged Devices can be found in the Product at is used by or for the benefit of Enrolled Affiliate's Enterprise and irtable computer, workstation, or similar device capable of running tual operating system environment), or (2) a device used to access Qualified Devices do not include any device that is: (1) designated computer, (2) an Industry Device, or (3) not a Managed Device. At signate any device excluded above (e.g., Industry Device) that is !d Affiliate's Enterprise as a Qualified Device for all or a subset of the Enrolled Affiliate has selected. "Qualified User" means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. "Reseller" means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post -transaction assistance related to this agreement; "Reserved License" means for an Online Service identified as eligible for true -ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 2 of 10 Document X20.10634 "State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer's state and located within Customer's state's jurisdiction and geographic boundaries. "Tribal Entity" means a federally -recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe. "Use Rights" means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. The Use Rights for Software are published by Microsoft in We;Product Terms. The Use Rights for Online Services are published in the Online Services Terms. "Volume Licensing Site" means http://www.microsoft.com/licensing/contracts or a successor site. 2. Order requirements. a. Minimum order requirements. Enrolled Affiliate's'Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order mustinclude at least 250 Licenses for Enterprise Products or Enterprise Online Services:., (i) Enterprise commitment. Enrolled Affiliate must orderenough Licenses to cover all Qualified Users or Qualified Devices, depending, on the License Type, 'with one or more Enterprise Products ora mix of Enterpriser Products and`the corresponding Enterprise Online Services (as long'as all Qualified Devices'not covered by a'License are only used by users covered with a user License). . (ii) Enterprise Online, Services only., If no Enterprise Product is ordered, then Enrolled Affiliate need oniy' maintain at least 250 Subscription Licenses for Enterprise Online Services. b. Additional, Products Upon<satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products, +; c. Use Rights for Enterprise Products. For'Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or "renewal term of the" Enrollment, those°more restrictive use rights will not apply to Enrolled Affiliate's Use of that Product during that term. d.;,Country of usage._ Enrolled Affiliate must specify the countries where Licenses will be used on its initial orderand on any additional orders, e. Resellers. Enrolled` Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the keseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and'payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term "price" refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft. f. Adding Products. (1) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use. EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 3 of 10 Document X20.10534 (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true -up order. Additional Licenses for Online Services must be ordered prior to use, unless the Online Services are (1) identified as eligible for true -up in the Product Terms or (2) included as part of other Licenses. g. True -up requirements. Enrolled Affiliate must submit an annual true -up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true -up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user -based Licenses) at the time the true -up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by'' 'existing Licenses, including any Enterprise Online Services. (it) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the':maximum. number of Additional Products used since the latter of the initial -order, the last true -up order, or the prior anniversary date and submit a true -up order that accounts for any:increase. (iii) Online Services. For Online Services identified "as eligible for true-up,in the Product Terms, Enrolled Affiliate may place a reservation the additional Lienses prior to use and payment may be deferred until the next,true;up order. Microsoft',will provide a report of Reserved Licenses ordered" but not yet invoiced to EnrolledAffiliate and its Reseller. Reserved Licenses will be invoiced retroactively to the month.in which they were ordered. (iv) Subscription -:License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at, the'Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows, 1) .For Subscription 'Licenses that are part of an"Enterp'rise-wide purchase, Licenses may be reduced if the totalquantity of Licenses and "Software Assurance for an applicable group meets or exceeds the quantity of ,Qualified Devices and Qualified Users (if ordering user -based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any priortrue-up orders. Step-up"Licenses do not count towards this total count. 2) 'For Enterprise Online Servaces-that are'not a part of an Enterprise -wide purchase, Licenses can •be.reduced as_long as the.;initial order minimum requirements are -..-mamiamea., 3) ,Fbr Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the; Licenses:; if the License count is reduced to zero, then Enrolled Affiliate's use of the applicable Subscription License will be cancelled. Invoices will b,a adjusted'to reflect any reductions in Subscription Licenses at the true -up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true -up order if, since the initial order or last true -up order, Enrolled Affiliate's Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliate's authorized representative. (vi) True -up order period. The true -up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third - year true -up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 4 of 10 Document X20-10634 may submit true -up orders more often to account for increases in Product usage, but an annual true -up order or update statement must still be submitted during the annual order period. (vii)Late true -up order. If the true -up order or update statement is not received when due, Microsoft will invoice Reseller for all Reserved Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows: (i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true -up process. (ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled "Adding new Products not previously ordered," then for additional step-up Licenses, by following the true -up order process. 1. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by, email. and, a reasonable opportunity for Enrolled Affiliatetoobject to the correction." Clerical errors include minor mistakes, unintentional additions and omissions,'. -Th ' is provision, does, not apply -to material terms, such as the identity, quantity or price of a Prodct ordered. j. Verifying compliance. Microsoft may, in its discretion and at its, expense, verify compliance with this Enrollment as set forth in the Enterprjse" Agreement , 3. Pricing. a. Price Levels. For both the initial and any renewal terrr%Enrolled Affiliate's Price Level for all Products, ordered under this"Eriroliment will be Level "D° throughout the term of the Enrollment. b. Setting Prices. Enrolled'Affiliate's prices for each Product or Service will be established by its Reseller. Except for Online Services designated in the Product Terms as being exempt from fixed pricing As -.long as Enrolled 'Affiliate continues to qualify for the same price level, Microsoft's prices'for_Resellei for each Product, or Service ordered will be fixed throughout the applicable indial.or renewal Enrollment term. Microsoft's prices to Resellers are reestablished rat the beginning'ofJhe renewal term. 4. Payment'terms. For the initial or renewal order,: Eneolled'Affillate may pay upfront or elect to spread its payments over the applicable Enrollment term: If an:.upfront payment is elected, Microsoft will invoice Enrolled Affiliate's Reseller in full upon acceptance of this' Enrollment. If spread payments are elected, unless indicated otherwise, Microsoft will invoice Enrolled Affiliate's Reseller in three equal annual installments. The first installment will be invoiced upon Microsoft's acceptance of this Enrollment and remaining installments will be invoiced on each subsequent Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses. 5. End of Enrollment term and termination. a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwise provided in this Enrollment. EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 5 of 10 Document X20-10634 b. Renewal option. At the Expiration Date of the initial term, Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36 -month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. c. If Enrolled Affiliate elects not to renew. (i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term. 1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An elttended term feature that allows Online Services to continue month-to-month ("Extended Tenn,'.) for Up to one,year, ,unless designated in the Product Terms to continue until cancelled, is available. During the Extended Term, Online Services will be invoiced monthly at thethen-current published price as of the Expiration Date plus a 3% administrative fee.` If. Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must subrriita `request to,M crosoft at least 30 days prior to the Expiration Date. 2) Cancellation during Extended `Term.. At any time- during the first year of the Extended Term, Enrolled Affiliate may, terminate the Extended Term by submitting a notice of cancellation to: Microsoft for each Online Service.' Thereafter, either party may terminate the Extended .Term by providing the other with a notice of cancellation for each Online Service. Cancellation will` be' effective at the end of the month following 30 days after Microsoft has received or issued the notice. (iii) Subscription Licenses and Online Services`obt eligible for an Extended Term. If Enrolled Affiliate elects not to. renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Anyassociated media must be uninstalled and destroyed and Enrolled Affiliate's Enterprise must discontinue use. Microsoft may request written certification to verify compliance. d.,., Termination for cause. Any termination for cause of this Enrollment will be subject to the "Termination for cause" section of the Agreement. , In addition, it shall be a breach of this °' Enrollment if Enrolled Affiliate oe: any Affiliate in the Enterprise that uses Government Community Cloud;Services feils to meet and maintain the conditions of membership in the e. Early termination. Any early termination of this Enrollment will be subject to the "Early Termination' Section of the Enterprise Agreement. For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for, regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination. Government Community Cloud. a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community orto provide services to non -Community members is strictly EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 6 of 10 Document X20.10634 prohibited and could result in termination of Enrolled Affiliate's license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. b. All terms and conditions applicable to non -Government Community Cloud Services also apply to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment. c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non -Government Community Cloud Services in the same domain. d. Use Rights for Government Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights: (i) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth In the Use Rights, will not apply. (iii) References to geographic areas in the Use Rights with.respect to the location of Customer Data at rest, as set forth in the Use Rights, refer only, to the United States. 4 1 EA201 BEnrGov(1JS)SLG(ENG)(Nov2016) Page 7 of 10 Document X20-10634 Enrollment Details 1. Enrolled Affiliate's Enterprise. a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate's Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities. Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the Enterprise to include the largest number of Affiliates: © Enrolled Affiliate only ❑ Enrolled Affiliate and all Affiliates ❑ Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be included if fewer than all Affiliates are to be included in the Enterprise):_ ❑ Enrolled Affiliate and all Affiliates, with following Affiiate(s) excluded.. . b. Please indicate whether the Enrolled Affiliate's Enterprise will include all new Affiliates acquired after the start of this Enrollment: Exclude future Affiliates 2. Contact information Each party will notify the other to writing if any of the.informatiori in the fdilowing contact information page(s) changes. The asterisks (*) indlcate,required fields.?"By providing icontakt information, Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment.. The personal information provided in connection with this Enrollment will be used and protected in-,pecoriJance with the privacy statement available at This contaiqfjs the primary; contact for the Enrollment from within Enrolled se':This contact is also an Online Administrator for the Volume Licensing d may, grant online access to others. The primary contact will be the default 'oses unless separate'contacts are identified for specific purposes lust be legal entity name)* City of Auburn rst Reba. ;Last Stowe Street address* -2 First St: SE City* Auburn State/Province* WA' Postal code* 98002 -4916 - (For U.S, addresses, please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States Phone* 253-876-1914 Tax ID *indicates required fields b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center and may grant online access to others, and (3) is authorized to order Reserved Licenses for eligible Online Servies, including adding or reassigning Licenses and stepping -up prior to a true -up order. EA2016En rG ov(US)SLG (EN G) (Nov201 6) Page 8 of 10 Document X20-10634 0 Same as primary contact (default if no information is provided below, even if the box is not checked). Contact name* First Reba Last Stowe Contact email address* rstowe@auburnwa.gov Street address* 2 First St. SE City* Auburn StatelProvince* WA Postal code* 980024916 - (For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States Phone* 253-876-1914 Language preference. Choose the language for notices. English ❑ This contact is a third party (not the Enrolled Affiliate).' Warning: This contact receives personally identifiable information of the Customer and its Affiliates. * indicates required fields c. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true -up order. ❑ Same as notices contact and Online Administrator (default if no information is provided below, even if box is not checked) Contact name*: First Reba Last Stowe Contact email address* rstowe@auburnwa.gov Phone* 253-876-1914 ❑ This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity. ' indicates required fields d. Reseller information. Reseller contact for this Enrollment is Reseller company name' SHI International Corp. Street address (PO boxes will not be accepted)* 290 Davidson Ave City* Somerset StatelProvince* NJ Postal code' 08873 Country* United States Contact name' Amanda Bongiovi Phone* 888-764-8888 Contact email address* msteam@shi.com indicates required fields By signing below, the Reseller identified above confirms that all information provided in this Enrollment is correct. Signature'_ Printed name*-�riiiul( IDUll Printed title* Con1Yam . f}mai Date' n r, r in V Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 9 of 10 Document X20-10634 other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect. e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains the default. (i) Additional notices contact (ii) Software Assurance manager (iii) Subscriptions manager (iv) Customer Support Manager (CSM) contact 3. Financing elections. Is a purchase under this Enrollment being financed through MS Financing?;,;O,Yes, O No. If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to finance any associated taxes, it must pay these taxes directiy'to Microsoft:' EA2016EnrGov(US)SLG(ENG)(Nov2016) Page 10 of 10 Document X20.10634 00 Microsoft Volume Licensing Previous Enrollments)/Agreement(s) Form Entity Name: City of Auburn Contract that this form is attached to: State Local Government Please provide a description of the previous Enrollment(s), Agreement(s), Purchasing Account(s), and/or Affiliate Registration(s) being renewed or consolidated into the new contract identified above. a. Entity may select below any previous contract(s) from which to transfer MSDN subscribers to this new contract. Entity shall ensure that each MSDN subscriber transferred is either properly licensed under the new contract or is removed. b. Entity may select below only one previous contract from which to transfer the Software Assurance (SA) Benefit contact details, i.e., benefits contact (not the SA manager) and the program codes, to this new contract. c. An Open License cannot be used to transfer either the SA Benefit details or MSDN subscribers. d. The date of the earliest expiring EnrollmenttAgreement that contains SA or Online Services will be the effective date of the new contract (or SA coverage period for Select Plus). e. Please insert the number of the earliest expiring Enrollment/Agreement with SA or Online Services in the appropriate fields of the new contract. PrevEnrAgrForm(NM)(ENG)(Ap2016) Page 1 of 1 Enterprise Enrollment Product Selection Form Proposal ID 0804776.006 Lanquage: English (United Stales) Microsoft I Volume Licensing Enrollment Number r. Enrolled Affiliate's Enterprise Products and Enterprise Online Services summary for the initial order: - Profile Qualified -' -Device! Qualified Users. User - Enterprise Product platform`- CAL Licensing Model • _ ' Devices Client Access License Ratio 14 Core CAL Bridge for Office 365 From SA Enterprise 556 556 1.0 Yes User Licenses Products Enterprise Quantity-- Office. 365 Plans 2 0365 GCC E3 556 Client Access License (CAL) Office Professional Plus +Office Core CAL Client Access License Bridge for Office 365 14 Core CAL Bridge for Office 365 From SA 542 Windows Desktop - Windows SA per User USl 556 Enrolled Affillate's Product Quantities: - Price Group 1 2 3 4 Enterprise Products Office Professional Plus +Office Client Access License+ Client Access License Win E3 Win ES+ . 365 ProPlus + Office 365 (Plans Office365 (Plans EL E3 + Windows Intime + Win VDA + Microsoft E3 and E5) + Microsoft 365 and E5) + Microsoft 365 EMS USL + Microsoft 365 Enterprise Enterprise Enterprise 365 Enterprise Quantity 556 556 6 556 Enrolled Affiliate's Price Level; Product Offering I Pool - Price Level Enterprise Products and Enterprise Online Services USLs: Unless otherv+ise indicated in associated contract documents, Price level set using the highest quantity from Groups 1 through 4. D Additional Product Application Pool: Unless othermse indicated in associated contract documents, Price level set using quantity from Group 1. D Additional Product Server Pool: Unless otherwise indicated in associated contract documents, Price level set using the highest quantity from Group 2 or 3. D Addidonal Product Systems Pool: Unless otherwise indicated in associated contract documents, Price level set using quantity from Group 4. D CTM Page 1 of 2 Enterprise Enrollment Product Selection Form Microsoft I Volume Licensing NOTES , Unless otherwise Indicated in the associated contract documents, the price level for each Product offering y pool is set as described above, based upon the quantity to price level mapping below. +',Quantity of Licenses and Software Assurance Pride Level ' 2,399 and below A 2,400 to 5,999 B 6,000 to 14,999 c 15,000 and above 0 Note 1: Enterprise Online Services may not be available in all locations. Please see the Product List for a list of locations where these may be purchased. Note 2: Unless otherwise indicated in associated Agreement documents, the CAL selection must be the same across the Enterprise for each Profile. Note 3: Enrolled Affiliate acknowledges that in order to use a third party to reimage the Windows Operating System Upgrade,Erimlled Affiliate must certify that It has acquired qualifying operating system licenses. The requirement applies to Windows Enterprise OS Upgrade.See Product Terms for details. Note 4: If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool, the price level for Additional Products In the same pool will be price level 'A' throughout the term of the Enrollment. Refer to the Oualifying Govemment Entity Addendum pricing Provision for more details on price leveling. Note 5: Bridge CAL, Office 385 Plan E3 Add Ons, EMS Add Ons, Windows Ent SA Per User Add Ons, and Enterprise Cloud Suite Add On quantities are not included for Price Leveling, as License quantifies are determined by the corresponding Enterprise Online Service(s). EA -FA SProdSclForm(IAJV1;(E NG) CTM Page 2 of 2