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7145 - Amendment 1 Executed Docusign Transmittal Coversheet File Name Purchasing Contact Contract Expiration DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 7145 - Microsoft Enterprise Agreement Renewal Amendment #1 September 23, 2022 Cori Power City of Denton _____________________________________________________________________________________ INFORMATION SHEET DEPARTMENT: Procurement & Compliance DATE: August 17, 2022 SUBJECT Adoption of contract through the Department of Information Resources (DIR) Cooperative Purchasing Network Contract Number DIR-TSO-4092 with SHI Government Solutions, Inc., for the supply of Microsoft Enterprise Licensing Renewal agreement to renew licensing for the Desktop Optimization Package, Remote Desktop Services, Office 365, and Client/Server software licensing Technology Services Department on September 24, 2019, in the not-to-exceed amount of $2,415,540; said first amendment to provide additional service until the DIR-TSO-4092 expires on February 21, 2024; providing for expenditures of funds therefor; and providing and effective date (File 7145 – providing for an additional first amendment expenditure amount not-to-exceed $49,000, with the total contract amount not-to-exceed $2,464,540). BACKGROUND Chapter 271.102 of the Local Government Code authorizes local governments to participate in a cooperative purchasing program with another local government or local cooperative organization. In lieu of competitive bidding, items and services may be purchased through such agreements as the agreements have already been bid by the sponsoring entity or agency. Pricing obtained through the Department of Information Resources (DIR) Cooperative Purchasing Network has been competitively bid and meets the statutory requirements of Texas Local Government Code 271.102. The original contract was awarded on September 23, 2019 not-to-exceed $2,415,540 with SHI Government Solutions, Inc. for products and services related to DIR-TSO-4092. RECOMMENDATION To provide an additional not-to-exceed amount $49,000 with this First Amendment for an aggregate not- to-exceed amount of $2,464,540. ESTIMATED SCHEDULE OF PROJECT DIR-TSO-4092 with a contract expiration date of 2/21/2024 FISCAL INFORMATION This service and products will be used by the Technology Services Department. City Hall 215 E. McKinney Street Denton, Texas www.cityofdenton.com DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 EXHIBITS Exhibit 1: Information Sheet Exhibit 2: Contract DIR-TSO-4092 and pricing sheet Respectfully submitted: Cori Power Procurement DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 1 of 9 (DIR rev 10/16/17) STATE OF TEXAS DEPARTMENT OF INFORMATION RESOURCES CONTRACT FOR PRODUCTS AND RELATED SERVICES SHI Government Solutions, Inc. 1. Introduction A. Parties This Contract for products and related services is entered into between the State of Texas, acting by and through the Department of Information Resources (hereinafter “DIR”) with its principal place of business at 300 West 15th Street, Suite 1300, Austin, Texas 78701, and SHI Government Solutions, Inc. (hereinafter “Vendor”), with its principal place of business at 1301 South MoPac ExpresswaySte. 375 Austin,TX 78746. B. Compliance with Procurement Laws This Contract is the result of compliance with applicable procurement laws of the State of Texas. DIR issued a solicitation on the Comptroller of Public Accounts’ Electronic State Business Daily, Request for Offer (RFO) DIR-TSO-TMP-404, on 6/08/2017, for Value Added Software Resellers. Upon execution of this Contract, a notice of award for RFO DIR-TSO-TMP-404 shall be posted by DIR on the Electronic State Business Daily. C. Order of Precedence For purchase transactions under this Contract, the order of precedence shall be as follows: this Contract; Appendix A, Standard Terms and Conditions For Products and Related Services Contracts; Appendix B, Vendor’s Historically Underutilized Businesses Subcontracting Plan; Appendix C, Pricing Index; Exhibit 1, Vendor’s Response to RFO DIR-TSO-TMP-404, including all addenda; and Exhibit 2, DIR-TSO-TMP-404, including all addenda; Exhibit 3, Eligible Customer Exceptions; are incorporated by reference and constitute the entire agreement between DIR and Vendor governing purchase transactions. In the event of a conflict between the documents listed in this paragraph related to purchases, the controlling document shall be this Contract, then Appendix A, then Appendix B, then Appendix C, then Exhibit 3, then Exhibit 1, and finally Exhibit 2. In the event and to the extent any provisions contained in multiple documents address the same or substantially the same subject matter but do not actually conflict, the more recent provisions shall be deemed to have superseded earlier provisions. 2. Term of Contract The term of this Contract shall be two (2) years commencing on the last date of approval by DIR and Vendor. Prior to expiration of the original term, the contract will renew automatically in two year increments for two additional years, for a total of six years (6), under the same terms and conditions unless either party provides notice to the other party 60 days in advance of the renewal date stating that the party wishes to discuss modification of terms or not renew. Additionally, the parties by mutual agreement may extend the term for up to ninety (90) additional calendar days. Exhibit 2 DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 2 of 9 (DIR rev 10/16/17) 3. Product and Service Offerings A. Products Products available under this Contract are limited to Microsoft Products as specified in Appendix C, Pricing Index. Vendor may incorporate changes to their product offering; however, any changes must be within the scope of products awarded based on the posting described in Section 1.B above. Vendor may not add a manufacturer’s product line which was not included in the Vendor’s response to the solicitation described in Section 1.B above. B. Services Services available under this Contract are limited to Software services, plus related technical services as specified in Appendix C, Pricing Index. Vendor may incorporate changes to their service offering; however, any changes must be within the scope of services awarded based on the posting described in Section 1.B above. 4. Pricing Pricing to the DIR Customer shall be as set forth in Appendix A, Section 8, Pricing, Purchase Orders, Invoices and Payment, and as set forth in Appendix C, Pricing Index, and shall include the DIR Administrative Fee. 5. DIR Administrative Fee A) The administrative fee to be paid by the Vendor to DIR based on the dollar value of all sales to Customers pursuant to this Contract is three quarters of one percent (75%). Payment will be calculated for all sales, net of returns and credits. For example, the administrative fee for sales totaling $100,000 shall be $750.00 B) All prices quoted to Customers shall include the administrative fee. DIR reserves the right to change this fee upwards or downwards during the term of this Contract, upon written notice to Vendor without further requirement for a formal contract amendment. Any change in the administrative fee shall be incorporated in the price to the Customer. 6. Notification All notices under this Contract shall be sent to a party at the respective address indicated below. If sent to the State: Kelly A Parker, CTPM, CTCM Director, Cooperative Contracts Department of Information Resources 300 W. 15th St., Suite 1300 Austin, Texas 78701 Phone: (512) 475-1647 Facsimile: (512) 475-4759 Email: kelly.parker@dir.texas.gov DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 3 of 9 (DIR rev 10/16/17) If sent to the Vendor: Victoria Pubylski SHI Government Solutions, Inc. 1301 South Mo-Pac Expressway, Suite 375 Austin, Texas 78746 Phone: (512) 582-6724 Fax: (512) 732-0232 Email: Victoria_Pubylski@shi.com 7. Software License Agreements A. Shrink/Click-wrap License Agreement Regardless of any other provision or other license terms which may be issued by Vendor after the effective date of this Contract, and irrespective of whether any such provisions have been proposed prior to or after the issuance of a Purchase Order for products licensed under this Contract, or the fact that such other agreement may be affixed to or accompany software upon delivery (shrink-wrap), the terms and conditions set forth in this Contract shall supersede and govern the license terms between Customers and Vendor. It is the Customer’s responsibility to read the Shrink/Click-wrap License Agreement and determine if the Customer accepts the license terms as amended by this Contract. If the Customer does not agree with the license terms, Customer shall be responsible for negotiating with the reseller to obtain additional changes in the Shrink/Click-wrap License Agreement language from the software publisher. B. Conflicting or Additional Terms In the event that conflicting or additional terms in Vendor Software License Agreements, Vendor Shrink/Click Wrap License Agreements, Vendor Service Agreements or linked or supplemental Vendor documents amend or diminish the rights of DIR Customers or the State, such conflicting or additional terms shall not take precedence over the terms of this Contract. In the event of a conflict, any linked documents may not take precedence over the printed or referenced documents comprising this contract; provided further that any update to such linked documents shall only apply to purchases or leases of the associated Vendor product or service offering after the effective date of the update; and, provided further, that, if Vendor has responded to a solicitation or request for pricing, no update of such linked documents on or after the initial date of Vendor’s initial response shall apply to that purchase unless Vendor directly informs Customer of the update before the purchase is consummated. In the event that different or additional terms or conditions would otherwise result from accessing a linked document, agreement to said linked document shall not be effective until reviewed and approved in writing by Customer’s authorized signatory. DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 4 of 9 (DIR rev 10/16/17) Vendor shall not [without prior written agreement from Customer’s authorized signatory,] require any document that: 1) diminishes the rights, benefits, or protections of the Customer, or that alters the definitions, measurements, or method for determining any authorized rights, benefits, or protections of the Customer; or 2) imposes additional costs, burdens, or obligations upon Customer, or that alters the definitions, measurements, or method for determining any authorized costs, burdens, or obligations upon Customer. The foregoing requirements do not apply to contracts between Customer and a software publisher. 8. Eligible Customers Vendor is authorized to sell awarded products and related services to all eligible DIR customers, excluding Texas state agencies. Exceptions to this provision are noted in Exhibit 3, Eligible Customer Exceptions. Appendix A, Standard Terms and Conditions for Product and Related Services Contracts, Section 3, Definitions Customer is hereby restated in its entirety and replaced as follows: A. Customer - any unit of local government, institution of higher education as defined in Section 2054.003, Texas Government Code, the Electric Reliability Council of Texas, the Lower Colorado River Authority, a private school, as defined by Section 5.001, Education Code, a private or independent institution of higher education, as defined by Section 61.003, Education Code, a volunteer fire department, as defined by Section 152.001, Tax Code, and those state agencies purchasing from a DIR contract through an Interagency Agreement, as authorized by Chapter 771, Texas Government Code, any local government as authorized through the Interlocal Cooperation Act, Chapter 791, Texas Government Code, and the state agencies and political subdivisions of other states as authorized by Section 2054.0565, Texas Government Code and, except for telecommunications services under Chapter 2170, Texas Government Code, assistance organizations as defined in Section 2175.001, Texas Government Code to mean: 1) A non-profit organization that provides educational, health or human services or assistance to homeless individuals; 2) A nonprofit food bank that solicits, warehouses, and redistributes edible but unmarketable food to an agency that feeds needy families and individuals; 3) Texas Partners of the Americas, a registered agency with the Advisory Committee on Voluntary Foreign Aid, with the approval of the Partners of the Alliance Office of the Agency for International Development; 4) A group, including a faith-based group, that enters into a financial or non- financial agreement with a health or human services agency to provide services to that agency’s clients; 5) A local workforce development board created under Section 2308.253; 6) A nonprofit organization approved by the Supreme Court of Texas that provides free legal services for low-income households in civil matters; DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 5 of 9 (DIR rev 10/16/17) 7) The Texas Boll Weevil Eradication Foundation, Inc., or an entity designated by the commissioner of agriculture as the foundation’s successor entity under Section 74.1011, Texas Agriculture Code; 8) A nonprofit computer bank that solicits, stores, refurbishes and redistributes used computer equipment to public school students and their families; and 9) A nonprofit organization that provides affordable housing. 9. Change of Channel Partner For all agreements, enrollments and tenant enrollments associated with DIR’s Data Center Services (DCS) program, and any other Texas state agency, the authorized Reseller and Channel Partner transition to a new value-added reseller will be effective on the date stated in the Change of Channel Partner and Change of Direct and Large Account Reseller amendments executed by all Parties. Vendor agrees to sign and return the Change of Channel Partner amendments within 5 days of receipt. 10. Authorized Exceptions 1. Appendix A, Standard Terms and Conditions for Product and Related Services Contracts. B. Contract, Section 3, Definitions, B) Compliance Check is hereby restated in its entirety as follows: B) Compliance Check – an audit of Vendor’s, to the extent reasonably necessary, to verify performance hereunder. Vendor’s audit may be performed by, but not limited to, a third-party auditor, DIR Internal Audit department, DIR contract management staff or their designees. C. Contract, Section 5, Intellectual Property Matters, Section A Definitions, Item 1, Work Product is hereby restated in its entirety as follows: 1)“ Work Product” means any and all tangible and intangible output of Vendor’s Services produced by Vendor for Customer under a Statement of Work issued pursuant to this Contract, including any and all tangible or intangible items or things that have been or will be prepared, created, developed for Customer, including but not limited to any (i) works of authorship (such as manuals, instructions, printed material, graphics, artwork, images, illustrations, photographs, flow charts, notes, writings, data, information, multimedia files, other written or machine readable expression of such works fixed in any tangible media, and all other copyrightable works), (ii) any copies, and similar or derivative works to any of the foregoing, (iii) documentation and materials, and (iv) all Intellectual Property Rights in any of the foregoing, and which are or were created, prepared, developed, invented or conceived for the use or benefit of Customer in connection with this Contract or a Statement of Work, or with funds appropriated by or for Customer or Customer’s benefit: (a) by any Vendor personnel or Customer personnel, or (b) any Customer personnel who then became personnel to Vendor or any of its affiliates or subcontractors, where, although creation or reduction-to-practice is DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 6 of 9 (DIR rev 10/16/17) completed while the person is affiliated with Vendor or its personnel, any portion of same was created, invented or conceived by such person while affiliated with Customer. D. Contract, Section 5, Intellectual Property Matters, A Definitions, Item 2) “Intellectual Property Rights” is hereby restated in its entirety as follows: 2) “Intellectual Property Rights” means the worldwide legal rights or interests evidenced by or embodied in: (i) any compilations, diagrams, layouts, mask works, idea, design, concept, personality right, method, process, formula, technique, apparatus, invention, discovery, or improvement, including any patents, trade secrets, and know- how, show-how, research and development; (ii) any work of authorship, including any copyrights, moral rights or neighboring rights; (iii) any software (including routines and sub routines, trademark, service mark, logo, Confidential Information, pre-existing and independently developed materials, trade dress, trade name, or other indicia of source or origin; (iv) domain name registrations; and (v) any other proprietary or similar rights. The Intellectual Property Rights of a party include all worldwide legal rights or interests that the party may have acquired by assignment or license with the right to grant sublicenses. E. Contract, Section 5, Intellectual Property Matters, A Definitions, Item 5) “Vendor IP” is hereby restated in its entirety as follows: 5) “Vendor IP” shall mean all tangible or intangible items or things, including the Intellectual Property Rights therein, created or developed by Vendor (a) prior to providing any Services or Work Product to Customer and prior to receiving any documents, materials, information or funding from or on behalf of Customer relating to the Services or Work Product, or (b) after the Effective Date of the Contract if such tangible or intangible items or things do not include (i) any Confidential Information of Customer; or (ii) any ideas, concepts, know-how, skills, methodologies, or techniques which (A) are developed solely by Customer, or (B) are unique to Customer or its applications and are developed for inclusion in the Work Product. F. Contract, Section 5, Intellectual Property Matters, B Ownership is hereby restated in its entirety as follows: Vendor owns all right, title, and interest the Vendor IP. As between Vendor and Customer, and upon payment by Customer, of any undisputed invoice of vendor directly related to a specific element of work product, that absent of the Work Product and Intellectual Property Rights therein are and shall be owned exclusively by Customer, and not Vendor. Vendor specifically agrees that the Work Product shall be considered “works made for hire” and that the Work Product shall, upon creation, be owned exclusively by Customer. Subject to Vendor’s confidentiality obligations to customer; Nothing in this Contract precludes Vendor from providing services similar to those described in this Contract or any Statement of Work to any other customers. To the extent that the Work Product, under applicable law, may not be considered works made for hire, Vendor hereby agrees that the Contract effectively transfers, grants, conveys, assigns, and relinquishes exclusively to Customer all right, title and interest in and to all ownership rights in the Work Product, and all Intellectual Property Rights in the Work Product, without the necessity of any further consideration, and Customer shall be entitled to obtain and hold in its own name all Intellectual Property Rights in and to the Work Product. Vendor acknowledges that Vendor and Customer do not intend Vendor to be a DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 7 of 9 (DIR rev 10/16/17) joint author of the Work Product within the meaning of the Copyright Act of 1976. Customer shall have access, during normal business hours (Monday through Friday, 8AM to 5PM) and upon reasonable prior notice to Vendor, to all necessary and relevant Vendor materials, premises and computer files containing the Work Product Vendor and Customer, as appropriate, will cooperate with one another and execute such other documents as may be reasonably appropriate to achieve the objectives herein. No license or other right is granted hereunder to any Third-Party IP, except as may be incorporated in the Work Product by Vendor. G. Contract, Section 5, Intellectual Property Matters, G) Return of Materials Pertaining to Work Product is hereby restated in its entirety as follows: Upon the request of Customer, but in any event upon termination or expiration of this Contract or a Statement of Work, Vendor shall surrender to Customer all documents and things necessary to the understanding and operation of the work product and all things pertaining to the Work Product, including but not limited to drafts, memoranda, notes, records, drawings, manuals, reports, data, and all other documents or materials (and copies of same) generated or developed by Vendor or furnished by Customer to Vendor, including all materials embodying the Work Product, any Customer confidential information, or Intellectual Property Rights in such Work Product, regardless of whether complete or incomplete. This section is intended to apply to all Work Product as well as to all documents and things furnished to Vendor by Customer or by anyone else that pertain to the Work Product. H. Contract, Section 5, Intellectual Property Matters, K) License to Customer is hereby restated in its entirety as follows: If Vendor includes any Vendor IP , then Vendor grants to Customer, a limited, perpetual, irrevocable, royalty free, non-exclusive license, solely for the Customer’s internal business purposes, to use, copy, modify, display, perform (by any means), transmit and prepare derivative works of any Vendor IP, solely to the extent such Vendor IP is necessary to use the Work Product, embodied in or delivered to Customer in conjunction with the Work Product. The foregoing license includes the right to sublicense third parties, solely for the purpose of engaging such third parties to assist or carryout Customer’s internal business use of the Work Product. Except for the preceding license, all rights in Vendor IP remain in Vendor. I. Contract, Section 5, Intellectual Property Matters, L) Vendor Development Rights is hereby restated in its entirety as follows: To the extent not inconsistent with Customer’s rights in the Work Product or as set forth herein, nothing in this Contract shall preclude Vendor from developing for itself, or for others, materials which are competitive with those produced as a result of the Services provided hereunder, provided that no Work Product is utilized, and no Intellectual Property Rights of Customer therein are infringed by such competitive materials. To the extent that Vendor wishes to use the Work Product, or acquire licensed rights in certain Intellectual Property Rights of Customer therein in order to offer competitive goods or services to third parties, Vendor and Customer agree to negotiate in good faith regarding an appropriate license and royalty agreement to allow for such. Customer shall not and shall not permit any affiliates or third party to translate, reverse engineer, decompile, recompile, update, or modify any Vendor IP. If Customer provides any input, comments or suggestions regarding the Services, Vendor IP, or Vendor’s business or technology DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 8 of 9 (DIR rev 10/16/17) plans, including comments or suggestions regarding the possible creation, development, modification, correction, improvement or enhancement of the Services or Vendor IP (collectively “Feedback”), then Customer shall grant and hereby grants Vendor a perpetual, nonexclusive, world-wide, royalty free, license to use such Feedback without restriction. J. Contract, Section 10, Vendors Responsibibility, A Indemnification, Item 3 Infringements is hereby restated in its entirety as follows: a) Vendor shall indemnify and hold harmless the State of Texas and Customers, AND/OR THEIR EMPLOYEES, AGENTS, REPRESENTATIVES, CONTRACTORS, ASSIGNEES, AND/OR DESIGNEES from any direct damages arising from all third party claims that the Work Product involve infringement of any United States patents, copyrights, trade and service marks, and any other intellectual or intangible property rights in connection with the PERFORMANCES OR ACTIONS OF VENDOR PURSUANT TO THIS CONTRACT. SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS' FEES. THE DEFENSE SHALL BE COORDINATED BY VENDOR WITH THE OFFICE OF THE ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND VENDOR MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE ATTORNEY GENERAL. b) Vendor shall have no liability under this section if the alleged infringement is caused in whole or in part by: (i) use of the product or service for a purpose or in a manner for which the product or service was not designed, (ii) any modification made to the product without Vendor’s written approval, (iii) any modifications made to the product by the Vendor pursuant to Customer’s specific instructions, (iv) any intellectual property right owned by or licensed to Customer, (v) Customer’s combination or use of the Work Product or Service with software, services, or products developed by Customer or third parties or (vi) any use of the product or service by Customer that is not in conformity with the terms of any applicable license agreement. c) If Vendor becomes aware of an actual or potential claim, or Customer provides Vendor with notice of an actual or potential claim, Vendor may (or in the case of an injunction against Customer, shall), at Vendor’s sole option and expense: (i) procure for the Customer the right to continue to use the affected portion of the product or service, (ii) modify or replace the affected portion of the product or service with functionally equivalent or superior product or service so that Customer’s use is non- infringing, or (iii) replace the Work Product or Services at no cost to Customer with non-infringing substitutes provided that the substitutes do not entail a material diminution in function in Customer’s reasonable estimation. (Remainder of page intentionally left blank) DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 DIR Contract No. DIR-TSO-4092 Vendor Contract No. ________________ Department of Information Resources Page 9 of 9 (DIR rev 10/16/17) This Contract is executed to be effective as of the date of last signature. SHI Government Solutions, Inc. Authorized By: Signature on File Name: Natalie Castagno Title: Director of Response Team Date: 2/20/2018 The State of Texas, acting by and through the Department of Information Resources Authorized By: Signature on File Name: Hershel Becker Title: Chief Procurement Officer Date: 2/21/2018 Office of General Counsel: David Brown Signature on File 2/21/2018 DocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 Exhibit 3 to DIR‐TSO‐4092 Eligible Customers Exceptions Vendor is authorized, through the applicable agreement end date stated below, to conduct all business necessary to meet agency requirements of current and existing Microsoft Enterprise License Agreements (EA) for the following agencies and pertaining to the agency’s agreement numbers listed herein. Agreement Number Primary Customer Name Primary Public Customer Number Program License Agreement Type Agreement Status Agreement Start Date Agreement End Date 5069791 Texas Health & Human Services Commission on behalf of itself and its affiliates B7FF95C2 Enterprise Subscription 6 Government Active 12/1/2015 11/30/2018 6365385 Texas HHS Commission on behalf of itself and its affiliates‐5069791‐HHSC Test Tenant B34833B3 Enterprise Subscription 6 Government Active 12/1/2015 11/30/2018 4944569 Texas Legislative Council 9C6CED4B Enterprise 6 Government Active 12/1/2015 11/30/2018 5000039 Texas Legislative Council BF449D30 Enterprise 6 Government Active 12/1/2015 11/30/2018 7617237 Texas Medical Board 905EB7DD Enterprise 6 Government Active 1/1/2016 12/31/2018 5679409 Texas Office of Court Administration AB73A50F Enterprise 6 Government Active 1/1/2016 12/31/2018 6609840 Texas Office of Court Administration BAC04E4C Enterprise 6 Government Active 1/1/2016 12/31/2018 7610597 TX Commission on Fire Protection 8F83B4A3 Enterprise 6 Government Active 8/28/2015 8/31/2018 DocuSign Envelope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ocuSign Envelope ID: 3293735E-3CC5-45DE-812C-F7277DCE0A81 Certificate Of Completion Envelope Id: 3293735E3CC545DE812CF7277DCE0A81 Status: Completed Subject: ***Purchasing Approval*** 7145 - Microsoft Enterprise Agreement Renewal Amendment #1 Source Envelope: Document Pages: 14 Signatures: 1 Envelope Originator: Certificate Pages: 2 Initials: 1 Cori Power AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 cori.power@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 8/17/2022 4:00:15 PM Holder: Cori Power cori.power@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Cori Power cori.power@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 8/17/2022 4:10:06 PM Viewed: 8/17/2022 4:10:16 PM Signed: 8/17/2022 4:10:25 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Uploaded Signature Image Using IP Address: 198.49.140.104 Sent: 8/17/2022 4:10:27 PM Viewed: 8/18/2022 7:39:32 AM Signed: 8/18/2022 7:39:37 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 8/18/2022 7:39:38 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 8/17/2022 4:10:06 PM Certified Delivered Security Checked 8/18/2022 7:39:32 AM Signing Complete Security Checked 8/18/2022 7:39:37 AM Completed Security Checked 8/18/2022 7:39:38 AM Payment Events Status Timestamps