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2000-10-10 City Council
TO: FROM: City of Palo Alto C ty Manager’s Report HONORABLE CITY COUNCIL 13 CITY MANAGER DEPARTMENT: ADMINISTRATIVE SERVICES DATE: SUBJECT: OCTOBER 10, 2000 CMR: 356:00 APPROVAL OF A SOFTWARE MAINTENANCE SUPPORT CONTRACT WITH HEWLETT-PACKARD IN THE AMOUNT OF $91,296 FOR HP 3000 AND HP 9000 SERVERS RECOMMENDATION This report recommends that Council: Approve and authorize the Mayor to execute the attached contract with Hewlett- Packard (HP) in the amount of $91,296 to provide Sot~vare Maintenance Support for nine HP servers. Authorize the City Manager or his designee to exercise the option to renew the contract for a second and/or third year provided that the proposed cost of the renewal contact is consistent with the Bay Area Consumer Price Index, the vendor is responsive to the City’s needs and the quality of the vendor’s work is acceptable during the first year of the contract. DISCUSSION Project Description The work to be performed under the contract is sol, ware maintenance for the City’s application servers (HP3000 and HP9000 servers). The applications that are run on these servers include, but are not limited to, the Interactive Fund Accounting System (IFAS), Lawson Human Resources/Payroll System, Police/Fire Computer Aided Dispatch (CAD) System, and the Customer Information System (CIS). The software maintenance contract provides telephone, e-mail and Internet support as well as maintenance patches and upgrades. CMR:356:00 Page 1 of 2 Selection Process I-IP is the sole source provider of maintenance for its operating systems. HP owns, maintains updates, issues version upgrades, and distributes operating system patches and is therefore uniquely qualified to provide the City with the support it needs. FISCAL IMPACT Funds for this contract are included in the 2000-01 Operating Budget. POLICY IMPLICATIONS This report does not represent any change to existing City policies. ENVIRONMENTAL ASSESSMENT Approval of this contract does not constitute a project under the California Environmental Quality Act. Therefore, no environmental assessment is required. ATTACHMENTS Attachment A:Contract PREPARED BY: Glenn E. Loo, Manager, Information Technology DEPARTMENT HEAD REVIEW: CITY MANAGER APPROVAL: ~)ireA~Lctor,~/~inistrative Services Assistant City Manager CMR:356:00 Page 2 of 2 QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO 1 SUPPORT AGREEMENT NUMBER:2407E0782 PROPOSAL NUMBER:57431527 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location PALO ALTO CITY OF 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATI’N: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF 250 HAMILTON AVE PALO ALTO CA 94303 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF" 250 HAMILTON AVE PALO ALTO CA 94303 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: Additional Caller: NANCY STOUT SHERYL DAVIS TBA PLEASE PROVIDE PLEASE PROVIDE PLEASE PROVIDE (650) 329-2673 (650) 329-2183 ( ) ( ) ( ) - For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES PACKARD SUPPORT IDENTIFIER:PALOALTO1 SUPPORT AGREEMENT NUMBER:2407E0782 PROPOSAL NUMBER:57431527 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number H5356B SUPPORT SERVICES SUMMARY Description Qty Personalized System Support Network support declined CD-ROM (disk only) Manuals on CD-ROM Central system(s) in support group K4xx/5xx/2W SW dev support CASE tools 24x365 Phone-in SW assist eligible prods 1 $ 1 1 1 1 1 1 1 1 _List Price 28,946.00 Total Quotation Price $ NOTE: Please see the Summary of Charges page for the expected billing by invoice period. All quoted Prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. 28,946.00 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES HE:WLIETT PACKARD SUPPORT IDENTIFIER:PALOALTO1 SUPPORT AGREEMENT NUMBER:2407E0782 PROPOSAL NUMBER:57431527 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 SOFTWARE SUPPORT SERVICES Software Product Description HP-UX version 10.20 manuals General usage manuals Systems admin manuals HP Micro Focus COBOL Manuals HP-UX OE Media for Servers U.S. - English localization HP-UX Operating System License, Servers HP-UX Unlimited user/upgrade from 2 user HP C + + (cfront) LTU for Servers HP C + + (cfront) Manuals HP Micro Focus COBOL Dev Suite LTU HP C/ANSI C Developers Bundle Manuals HP C/ANSI C Developer Bundle Server LTU HP C/ANSI C Developer Bundle Server LTU MirrorDisk/UX License for Servers MirrorDisk/UX License for Servers HP Micro Focus COBOL Run Time Pack LTU System license for HP 9000 tier 2 SPUs Software Product Number 1 B3921CA 1 B3921CA 0BD 1 B3921CA 0BE 1 B5449AA 1 B3920EA 1 B3920EA ABA 1 B3919EA 1 B3919EA AGS 1 B3913CB 1 B6238AA 3 B2433DB 1 B6237AA 1 B3901BA 1 B3901BA 1 B2491BA 1 B2491BA 1 B2435DB 2 B2491BA AE5 For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO1 SUPPORT AGREEMENT NUMBER:2407E0782 PROPOSAL NUMBER:57431527 AGREEMENT START DATE: END DATE: Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins Ends B2433DB B2435DB B2491BA B2491BA AE5 B3901BA B3913CB B3919EA B3919EA AGS H2012A H2012A 136 H2069A H2069A 136 H2069A AAF H2083A H2083A 136 H5348B H5348B 0L6 HP Micro Focus COBOL Dev Suite LTU HP Micro Focus COBOL Run Time Pack LTU MirrorDisk/UX License for Servers System license for HP 9000 tier 2 SPUs HP C/ANSI C Developer Bundle Server LTU HP C + + (cfront) LTU for Servers HP-UX Operating System License, Servers HP-UX Unlimited user/upgrade from 2 user SW LTU Update for HP 9000 LICENSE TO USE UPDTS: K4xx/5xx/2W HP OS Mtls 9000 Must Order Support OS UPDATES CD DOCS K4xx/Sxx/2W CD-ROM (Disc Only) Group ResponsLine for HP9000 PHONE-IN ASSISTANCE: K4xx/5xx/2W HP Personalized System Support HP9000 CASE tools 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 07/31/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09130/01 10/01/00 09/30101 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S 10/01/00 09/30/01 Extended Price 744.00 96.00 108.00 720.00 348.00 290.00 0.00 1,320.00 0.00 1,188.00 0.00 552.00 0.00 0.00 2,772.00 0.00 2,124.00 continued ... Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO 1 SUP~)RT AGREEMENT NUMBER:2407E0782 PROt~, D~AL NUMBER:.~ 7431527 HEWLETT PACKARD AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number H5348B 0N1 H5348B 136 H6373AA H6373AA 0L6 H6373AA 0MB H6373AA 0N1 SOFTWARE SUPPORT SERVICES Product Description SW dev support Coverage Begins Ends 10/01/00 09/30/01 Personalized L~¢~ Supp: K4xx/5xx/2W 10/01/00 09/30/01 Extended price 2,124.00 16,560.00 Application Support CASE tools Addl appl caller SW dev support Total Software List Price: Total Software NET Price: 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 0.00 0,00 0.00 0,00 28,946.00 28,946.00 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:~PALOALTO 1 SUPPORT AGREEMENT NUMBER:2407E0782 PROPOSAL NUMBER:57431527 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 09/30/01 Coverage Period 10/01/00- 10/31/00 11/01/00- 11/30/00 12/01/00- 12/31/00 01/01/01 - 01/31/01 02/01/01 - 02/28/01 03/01/01 - 03/31/01 04/01/01 - 04/30/01 05/01/01 - 05/31/01 06/01/01 - 06/30/01 07/01/01 - 07/31/01 08/01/01 - 08/31/01 09/01/01 - 09/30/01 Sub-Total TAX: S/W SUPPORT - MATERIALS TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price NOTE: All quoted prices are valid for 90 days from September 21, 2000 Prices by Invoice Period 2,417.00 2,417.00 2,417.00 2,417.00 2,417.00 2,417.00 2,417.00 2,417.00 2,417.00 2,417.00 2,388.00 2,388.00 $28,946.00 74.26 192.40 $29,212.66 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exemp[, contact support agreement administrator. For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO1 SUPPORT AGREEMENT NUMBER:2407E0782 PROPOSAL NUMBER:57431527 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Cov~erage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S Agreement 1 Proposal# 57431527 HEWLETT PACKARD QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY CITY OF PALO ALTO Special Terms & Conditions Number: 2400262214 Agreement# Description Invoice Authorization Agreement Amount 2407E0782 Personalized System Support P1002326 29,212.66 Total Support Price 29,212.66 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Smmnary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sales and Service Exhibit El6. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-800-386-1115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City of Palo Alto Multiyear Discount’ Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP-will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment.Support pric,..s will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, charges for System Support Services must be equal or greater than an annualized rate of $50,000 at list prices. II. Qualifying ServicEs The Discount will apply only to System Support Services which are provided by one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident services, such as after coverage hours and per-call improved response options, and time and materials services are specifically ’excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges accordifig to the following table: Total Annual Discount Charges for System Support Percentage Services $50,000 to $ 99,999 7% $100,000 to $149,999 10% $150,000 to $299,999 14% $300,000 to $599,999 19% $600,000 to $999,999 23% $1,000,000 to $1,499,999 26% $1,500,000 to $2,499,999 28% $2,500,000 and up special quote The Discount will remain in effect for the three (3) year period. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage is applied. Services added to the Program will receive, tJae applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at’list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 HP may, at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this ~Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support Services purchased by Customer for connection to equipment on the Master Equipment List shall be supported by HP..and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. G. Qualified computer products owned or purchased by Customer, not connected to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Atiachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent 6rders reach the end of their support life during the term of this Attachment. IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial’ order and are fixed for the three (3) year term. Qualified services added to the initial order will be added at the prices on the then current local HP Price List, and run coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of the term. V. Term This Attachment shall be in effect for a- period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer in the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: Typed Name: Title: Date: NAFO 1-B 07/15/97 QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO2 SUPPORT AGREEMENT NUMBER:2407E5042 PROPOSAL NUMBER:57431530 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 A’I’rN: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCY STOUT SHERYL DAVIS PLEASE PROVIDE (650) 329-2673 (650) 329-2183 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO2 SUPPORT AGREEMENT NUMBER:2407E5042 PROPOSAL NUMBER:57431530 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number H5356B SUPPORT SERVICES SUMMARY Description Qty Personalized System Support Network support declined DDS cartridge Manuals on CD-ROM Additional system(s) in support group 928LX 24x365 Phone-in SW assist eligible prods 1 $ 1 1 1 1 1 1 List Price 2,004. O0 Total Quotation Price $ NOTE: Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (liP) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT’ INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. 2,004.00 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION F ~R SUPPORT SERVICES HE:WLETT PACKARD SUPPORT IDENTIFIER:PALOALTO2 ~UPPORT AGREEMENT NUMBER:2407E5042 PROPOSAL NUMBER:57431530 AGREEMENT START DATE: END DATE: SOFTWARE SUPPORT SERVICES Software Product Description MPE/iX Fundamental Operating SW, LTU 8 user license Series 9x8LX System Manual Set U.S. - English localization Software Product Number 32651B 32651B UA3 B3813AA B3813AA ABA 10/01/00 09/30/01 -Product Number 32651B 32651B H2002A H2002A I-I2071A I-L2071A H2071A UA3 420 420 AAH Coverage Extended Product Description Begins Ends Price MPE/iX Fundamental Operating SW, LTU 8 user license HP B~sicLine for HP 3000 computers HP LTU Supt 928LX HP OS Mtls 3000 OS supt Mtls 928LX DDS cartridge Total Software List Price: Total Software NET Price: 10/01/00 09/30/01 0.00 i0/01100 09/30/01 0.00 10/01/00 09/30/01 0.00 10/01/00 09/30/01 1,152.00 10/01/00 09/30/01 0.00 10/0!/00 09/30/0!648.00 10/01/00 09/30/01 204.00 2,004.00 2,004.00 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES -HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO2 SUPPORT AGREEMENT NUMBER:2407E5042 PROPOSAL NUMBER:57431530 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 09/30/01 Coverage Period 10/01/00 - 10/31/00 11/01/00- 11/30/00 12/01/00- 12/31/00 01/01/01 - 01/31/01 02/01/01 - 02/28/01 03/01/01 - 03/31/01 04/01/01 - 04/30/01 05/01/01 - 05/31/01 06/01/01 - 06/30/01 07/01/01 - 07/31/01 08/01/Ol - 08/31/01 09/01/01 - 09/30/01 Sub-Total TAX: S/W SUPPORT - MATERIALS TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price NOTE: All quoted prices are valid for 90 days from September 21, 2000 Prices by Invoice Period 167.00 167.00 167.00 167.00 167.00 167.00 167.00 167.00 167.00 167.00 167.00 167.00 $2,004.00 70.32 95.04 $2,169.36 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. For HP Internal Use Only: 0054449799S continued... Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO2 SUPPORT AGREEMENT NUMBER:2407E5042 PROPOSAL NUMBER:57431530 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY CITY OF PALO ALTO PACKARD Proposal# Agreement#Description 57431530 2407E5042 Personalized System Support Invoice Authorization P1002326 Total Support Price Agreement Amount $2,169.36 $2,169.36 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sales and Service Exhibit E16. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-800-386-1115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City of Palo Alto Multiyear Discount Attachment (Applica~ ~ to Products located in the USA and CAN ,A only) Septembe~ 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment. Support prices will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, charges for Systein Support Services must be equal or greater than an annualized rate of $50,000 at list prices. II. Qualifying Services The Discount will apply only to System Support Services which are provided by one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident services, such as after coverage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges accordifig to the following table: Total Annual Discount Charges for System Support Percentage Services $50,000 to $ 99,999 7% $100,000 to $149,999 10% $150,000 to $299,999 14% $300,000 to $599,999 19% $600,000 to ’; ~,~99,999 23% $1,000,000 to $1,499,999 26% $1,500,000 to $2,499,999 28% $2,500,000 and up special quote The Discount will remain in effect for the three (3) year period. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in adTance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage is applied. Services added to the Program will receive, ~he applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) .year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 HP may, at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support Services purchased by Customer for connection to equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. G. Qualified computer products owned or purchased by Customer, not connected to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent orders reach the end of their support life during the term of this Attachment. IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial order and are fixed for the three (3) year term. Qualified ~ervices added to the initial order will be added at the prices on the then current local HP Price List, and run coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of the term. V. Term This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell’ or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer in the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled during the first yea/ of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: Typed Name: Title: Date: NAFO 1-B 07/15/97 QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER: PALOALTO3 SUPPORT AGREEMENT NUMBER: 2407E0892 PROPOSAL NUMBER:57431532 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATTN: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCY STOUT SHER.YL DAVIS PLEASE PROVIDE (650) 329-2673 (650) 329-2183 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO3 SUPPORT, AGREEMENT NUMBER:2407E0892 PROPOSAL NUMBER:57431532 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 SUPPORT SERVICES SUMMARY Product Number Description Qty List Price H5356B Personalized System Support 1: :$3,552.00 Network support declined 1 Additional system(s) in support group 1 $925/932 1 24x365 Phone-in SW assist eligible prods 1 Total Quotation Price $3,552.00 NOTE: Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (liP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO3 SUPPORT AGREEMENT NUMBER:2407E0892 PROPOSAL NUMBER:57431532 AGREEMENT START DATE: END DATE: SOFTWARE SUPPORT SERVICES Software Product Description Fundamental Operating Software ¯ MPE/iX Lie for use on Series 947 COBOL II/iX compiler, LTU NS3000/iX license, sw, and documentation LAN Manager/iX license 100Base T s~oftware, license, and manual System License for HP 3000 Tier 1 SPUs Software Qty Product Number 1 32651A 1 32651A 447 1 31500A 1 36920B 1 32015A 1 B5427BA 1 B5427BA 310 10/01/0o o9/30/Ol Product Coverage Extended Number Product Description Begins Ends Price 32015A 36920B B5427BA B5427BA H2002A H2002A LAN Manager/iX license NS3000/iX license, sw, and documentation 100Base T software, license, and manual 10/01/00 09/30/01 , // 0.00 10/01/00 09/30/01 216.00 i0/01/00 09/30/01 0.00 310 System License for HP 3000 Tier 1 SPUs 10/01/00 09/30/01 72.00 HP BasicLine for HP 3000 computers 10101100 09/30/01 0.00 0J4 $925/932 lO/01/oo 09/30/01 Total Software List Price: Total Software NET Price: 3,264.00 3,552.00 3,552.00 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES. HIEWLETT -PACKARD SUPPORT IDENTIFIER:PALOALTO3 SUPPORT AGREEMENT NUMBER:2407E0892 PROPOSAL NUMBER:57431532 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 09/30/01 Coverage Period 10/01/00- 10/31/00 11/01/00 - 11/30/00 12/01/00- 12/31/00 01/01/01 - 01/31/01 02/01/01 - 02/28/01 03/01/01 - 03/31/01 04/01/01 - 04/30/01 05/01/01 - 05/31/01 06/01/01 - 06/30/01 07/01/01 - 07/31/01 08/01[01 - 08/31/01 09/01/01 - 09/30/01 Sub-Total TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price NOTE: All quoted prices are valid for 90 days from September 21, 2000 Prices by Invoice Period 296. O0 296.00 296.00 296.00 296.00 296.00 296.00 296.00 296.00 296.00 296.00 296.00 3,552.00 293.04 3,845.04 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES HE~WL.~TT PACKARD SUPPORT IDENTIFI~I~:PALOALTO3 SUPPORT AGREEMENT NUMBER:2407E0892 PROPOSAL NUMBER:57431532 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 09/30/0~ Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. For HP Intemat Use Only: 0054449799S Agreement Proposal# 57431532 HEWLETT PACKARD QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY CITY OF PALO ALTO Special Terms & Conditions Number: 2400262214 Agreement#Description Invoice Authorization Agreement Amount 2407E0892 Personalized System Support P1002326 3,845.04 Total Support Price 3,845.04 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sales and Service Exhibit El6. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-800-386-1115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City of Palo Alto Multiyear Discount Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP-will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment.Support prices will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, charges for System Support Services must be equal or greater than an annualized rate of $50,000 at list prices. II. Qualifying Services’ The Discount will apply only to System Support Services which are provided b) one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident services, such as after coverage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges accordirig to the following table: Total Annual Discount Charges for System Support Percentage Services $50,000 to $ 99,999 7% $100,000 to $149,999 10% $150,000 to $299,999 14% $300,000 to $599,999 19% $600,000 to $999,999 23% $t,000,000 to $ t,499,999 26% $1,500,000 to $2,499,999 28% $2,500,000 and up special quote The Discount will remain in effect for the three (3) year period. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage is applied. Services added to the Program will receive. lhe applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 HP may, at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support Services purchased by Customer for connection to equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. G. Qualified computer products owned or purchased by Customer, not connected to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of’significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent orders reach the end of their suppori life during the term of this Attachment. IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial order and are fixed for the three (3) year tenn. Qualified services added to the initial order will be added at the prices on the then current local HP Price List, and mn coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of the term. V. Term This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment maY be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer in the amount of nine percent (9%) of the annual, maintenance charges of the canceled System Support Services, if canceled during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: Typed Name: Title: Date: NAFO 1-B 07/15/97 QUOTATION FOR SUPPORT SERVICES PACKARD SUPPORT IDENTIFIER:PALOALTO4 SUPPORT AGREEMENT NUMBER:2407E0902 PROPOSAL NUMBER:57431533 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATFN: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCY ST(~UT SHERYL DAVIS PLEASE PROVIDE (650) 329-2673 (650) 329-2t 83 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO4 SUPPORT AGREEMENT NUMBER:2407E0902 PROPOSAL NUMBER:57431533 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number H5356B SUPPORT SERVICES SUMMARY Description Qty Personalized System Support Network support declined DDS cartridge Manuals on CD-ROM Central system(s) in support group $930-949 24x365 Phone-in SW assist eligible prods 1 $ 1 1 1 1 1 1 List Price 27,612.00 NOTE: Total Quotation Price $27,612.00 Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT’INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION [~’~ SUPPORT SERVICES PACKARD SUPPORT IDENTIFIER:PALOALTO4 SUPPORT AGREEMENT NU!~ ’,,,’R’.2407E0902 PROPOSAL NUMBER:57431533 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 SOFTWARE SUPPORT SERVICES Soft, rare Pr~, ’t Description Fundamental Operating Software MPE/iX Lic for use on Series 949 COr~OL II/iX compiler, LTU NS, ,,,,0/iX license, sw, and documentation TRANSACT/iX LAN Manager/iX license System Management Core Plus Manual Set U.S. - English localization Programming Core Plus Manual Set DICTIONARY/V INF ’- M/V HP qaen Deskl~,ranager PLUS-TRU Software HP Open Desk~ aager Documentation 100Base T soft~, .~e, license, and manual System License for HP 3000 Tier 1 SPUs 1 1 1 1 1 1 1 1 1 1 1 1 1 1 Software Product Number 32651A 32651A 449 31500A 36920B 30138A 32015A 36368A 36368A ABA 36370A 32244A 32246A B3605A B3606A B5427BA B5427BA 310 continued For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HE:WLETT PACKARD SUPPORT IDENTIFIER:PALOALTO4 SUPPORT AGREEMENT NUMBER:2407E0902 PROPOSAL NU1VIBER:57431533 AGREEMENT START DATE: END DATE: Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins, Ends 10/01/00 09/30/01 Extended Price 32015A 32651A 32651A 449 36920B B5427BA B5427BA H2002A H2002A H2004A H2004A H2071A 310 0J2 O J2 H2071A 0J2 H2071A AAH H5347B H5347B 0J2 H5358A H5358A 0J2 LAN Manager/iX license Fundamental Operating Software MPE/iX Lic for use on Series 949 NS3000/iX license, sw, and documentation 100Base T software, license, and manual System License for HP 3000 Tier 1 SPUs HP BasicLine for HP 3000 computers $930-949 HP Software Update Materials for HP 3000 $930-949 HP OS Mtls 3000 $930-949 DDS cartridge HP Personalized System Support HP 3000 $930-949 HP 3000 Group ResponseLine HP RsLn opt. $930, 935, 948, 949 Total Software List Price: For HP Internal Use Only: 0054449799S 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 i0/01/00 09/30/0! 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 576.00 0,00 2,664.00 564.00 72.00 168.00 0.00 4,548.00 0.00 3,120.00 0.00 600.00 204.00 0.00 10,224.00 0.00 4,872.00 27,612.00 continued ... Agreement QUOTATION FOR SUPPORT SERVICES HS~WLE:TT PACKARD SUPPORT IDENTIFIER:PALOALTO4 SUPPORT AGREEMENT NUMBER:2407E0902 PROPOSAL NUMBER:57431533 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins Ends Extended Price Total Software NET Price:27,612.00 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO4 SUPPORT AGREEMENT NUMBER:2407E0902 PROPOSAL NUMBER:57431533 HEWLE TT PACKARD AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Coverage Period Prices by Invoice Period 10/01/00 - 10/31/00 2,301.00 11/01/00 -11/30/00 2,301.00 12/01/00 - 12/31/00 2,301.00 01/01/01 - 01/31/01 2,301.00 02/01/01 - 02/28/01 2,301.00 03/01/01 - 03/31/01 2,301.00 04/01/01 - 04/30/01 2,301.00 05/01/01 - 05/31/01 2,301.00 06/01/01 - 06/30/01 2,301.00. 07/01/01 - 07/31/01 2,301.00 08/01/01 - 08/31/01 2,301.00 09/01/01 - 09/30/01 2,301.00 Sub-Total $27,612.00 TAX: S/W SUPPORT - MATERIALS 382.20 TAX: S/W - RIGHT TO USE MATERIALS 399.00 Total Quotation Price $28,393.20 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES HI~WLETT PACKARD SUPPORT IDENT LVIER:PALOALTO4 SUPPORT AGRE VIENT NUMBER:2407E0902 PROPOSAL NUMBER:57431533 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S Agreement -Proposal# 57431533 PACKARD QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY CITY OF PALO ALTO Special Terms & Conditions Number: 2400262214 Agreement#.Description Invoice Authorization Agreement Amount 2407E0902 Personalized System Support P1002326 28,393.20 Total Support Price 28,393.20 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company fliP) Terms and Conditions of Sales and Service Exhibit El6. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-ROO-qR~-I 115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City of Palo Alto Multiyear Discount Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment. Support prices will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, .charges for System Support Services must be equal or greater than an annualized rate of $50,000 at list prices. II. Qualifying Services The Discount will apply only to System Support Services which are provided by one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApotloLine Priority Systems Support Service and HP ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident services, such as after coverage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices. described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges accordirig to the following table: Total Annual Discount Charges for System Support Percentage Services $50,000 to $ 99,999 7% $100,000 to $149,999 10% $150,000 to $299,999 14% $300,000 to $599,999 19% $600,000 to $999,999 23% $1,000,000 to $1,499,999 ’ 26% $1,500,000 to $2,499,999 28% $2,500,000 and up special quote The Discount will remain in effect for the three (3) year period. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage, is applied. Services added to the Program will receive ,the applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining con~xact period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 ttP may, at its option, with thirty (30)days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support Services purchased by Customer for connection to _equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. G. Qualified computer products owned or purchased by Customer, not connected to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent orders reach the end of their support life during the term of this Attachment. IV. Prices The list prices for the initial order are tho~e in effect on the date of HP’s acceptance of the initial Order and are fixed for the three (3) year term. Qualified services added to the initial order will be added at the prices on the then current local ttP Price List, and run coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the p~epayment discount, provided payment is received in advance for the remainder of the term. V. Term This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer in the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled’ during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: Typed Name: Title: Date: NAFO 1-B 07/15/97 QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIF~R:PALOALTO5 SUPPORT AGREE,, ,,SNT NUMBER:2407E5052 PROPOSAL NU1VI~ ~R:57431534 AGREEMENT START DATE: ¯ END DATE: 10/01/00 09/30/01 Equipment Location PALO ALT~ ~ CITY OF 250 HAM2 , ON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATTN: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF 250 HAMILTON AVE PALO ALTO CA 94303 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF 250 HAMILTON AVE PALO ALTO CA 94303 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCY STOUT SHERYL DAVIS TBA (650) 329-2673 (650) 329-2183 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES PACKARD SUPPORT IDENTIFIER:PALOALTO5 SUPPORT AGREEMENT NUMBER:2407E5052 PROPOSAL NUMBER:57431534 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 SUPPORT SERVICES SUMMARY Product Number Description Qty H5356B Personalized System Support Network support declined CD-ROM (disk only) Manuals on CD-ROM Additional system(s) in support group K5xx/6W 24x365 Phone-in SW assist eligible prods 1 $ 1 1 1 1 1 i List Price 2,580.00 NOTE: Total Quotation Price 2,580.00 Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (H-P) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT’ INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HE~WLETT PACKARD SUPPORT IDENTIFIER:PALOALTO5 SUPPORT AGREEMENT NUMBER:2407E5052 PROPOSAL NUMBER:57431534 AGREEMENT START DATE: END DATE: SOFTWARE SUPPORT SERVICES Software Product Description HP-UX OE Media for Servers U.S. - English localization HP-UX Operating System License, Servers 100Base-T LAN Adapter License, K & T 2 user license System license for HP 9000 tier 2 SPUs Software Product Number B3920EA B3920EA ABA B3919EA J3620BA B3919EA UA1 J3620BA AE5 10/Ol/00 09/30/01 Product Coverage Extended’ Number Product Description Begins Ends Price B3919EA B3919EA UA1 H2012A H2012A 157 H2069A H2069A 157 I-I2069A AAF J3620BA J3620BA AE5 HP-UX Operating System License, Servers 2 user license SW LTU Update for HP 9000 K5xx/6W HP OS Mtls 9000 Must Order Support K5xx/6W CD-ROM (Disc Only) 100Base-T LAN Adapter License, K & T System license for HP 9000 tier 2 SPUs Total Software List Price: 10/01/00 09/30/01 0.00 10/01/00 09/30/01 0.00 10/01/00 09/30/01 0.00 10/01/00 09/30/01 1,908.00 10/01/00 09/30/01 0,01 10/01/00 09/30/01 552.01 10/01/00 09/30/01 0.0( 10/01/00 09/30/01 72.0I 10101/00 09/30101 48.01 For HP Internal Use Only: 0054449799S 2,580.0C continued ... Agreement QUOTATION FOR SUPPORT SERVICES HiEWLIETT PACKARD SUPPORT IDENTIFIER:PALOALTO5 SUPPORT AGREEMENT NUMBER:2407E5052 PROPOSAL NUMBER:57431534 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins Ends Extended Price, Total Software NET Price:2,580.00 For HP Internal Use Only: 0054449799S Agreement QUOTATIOn,7 FOR SUPPORT SERVICES -HE:WLETT PACKARD SUPPORT I~ :~’rI’IFIER: SUPPORT A~ ~EM~,~ NUMBER PROPOSAL N UMBEi~ : PALOALTO5 2407E5052 37431534 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices refl~t additions, deletions, ~d wa~anties. 10/01/00 09/30/01 Coverage Period Prices by Invoice Period 10/01/00 - 10/31/00 215.00 11/01/00- 11/30/00 12/01/00 -12/31/00 01/01/01 - 01/31/01 215.00 215.00 215.00 02/01/01 - 02/28/01 215.00 03/01/01 - 03/31/01 04/01/01 - 04/30/01 05/01/01 - 05/31/01 215.00 215.00 NOTE: 215.00 06/01/01 - 06/30/01 215.00 07/01/01 - 07/31/01 215.00 08/01/01 - 08/31/01 09/01/01 - 09/30/01 Sub-Total TAT S/W SUPPORT - MATERIALS TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price All quoted prices are valid for 90 days from September 21, 2000 215.00 215.00 2,580.00 51.48 161.40 2,792.88 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. For HP Internal Use Only: 005,4449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES PACKARD SUPPORT IDENTIFIER:PALOALTO5 SUPPORT AGREEMENT NUMBER:2407E5052 PROPOSAL NUMBER:57431534 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY CITY OF PALO ALTO HI~WLETT PACKARD Proposal# Agreement#Description 57431534 2407E5052 Personalized System Support ’Invoice Authorization P1002326 Total Support Price Agreement Amount $2,792.88 $2,792.88 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however., tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company fliP) Terms and Conditions of Sales and Service Exhibit E16. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-800-386-1115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City of Palo Alto Muitiyear Discount Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment.Support prices will be fixed for the three (3) year term. I. Eligibil!ty A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, charges for System Support Services must be equal or greater than an annualized rate of $50,000 at list prices. II. Qualifying Service’s The Discount will apply only to System Support Services which are provided by one or both of the following exhibits, A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident se,rvices, such as after coverage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges according to the following table: Total Annual Charges for System Support Services $50,000 to $ 99,999 $100,000 to $149,999 $150,000 to $299,999 $300,000 to $599,999 $600,000 to $999,999 $1,000,000 to $1,499,999 $1,500,000 to $2,499,999 $2,500,000 and up Discount Percentage 7% 10% 14% 19% 23% 26% 28% special quote The Discount will remain in effect for the three (3) year period. Customer will ?eceive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage is applied. Services added to the Program will receive the applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount~ of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted wilt be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 HP may, at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defmed in Section VI of this Attachment. F. Qualified System Support Services purchased by Customer for connection to equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer in the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. G. Qualified computer products owned or purchased by Customer, not conne(ted to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment, location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent orders reach the end of their support life during the term of this Attachment. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name" Title: Date: HEWLETT-PACKARD COMPANY Signed: IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial order and are fixed for the three (3) year term. Qualified services added to the initial order will be added at the prices on the then current local HP Price List~ and run coterminous with the initial order. The prices ~or add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of the term. V. Term Typed Name: Title: Date: NAFO 1-B 07/15/97 This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. QUOTATION FOR SUPPORT SERVICES HEWLI~TT PACKARD SUPPORT IDENTIFIER:PALOALTO7 SUPPORT AGREEMENT NUMBER:2407E0812 PROPOSAL NUMBER:57431537 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO ¯CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATI’N: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCY STOUT SHERYL DAVIS PLEASE PROVIDE (650) 329-2673 (650) 329-2183 ¯ For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO7 SUPPORT AGREEMENT NUMBER:2407E0812 PROPOSAL NUMBER:57431537 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number H5356B SUPPORT SERVICES SUMMARY Description Qty Personalized System Support Network support declined CD-ROM (disk only) Manuals on CD-ROM Additional system(s) in support group HP 9000 series H40 24x365 Phone-in SW assist eligible prods 1 $ 1 1 1 1 1 1 List Price 1,836.00 Total Quotation Price $ NOTE: Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days fromSeptember 21, 2000 Subject to Hewlett-Packard Company fliP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HI’ YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. 1,836.00 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALT07 SUPPORT AGREEMENT NUMBER:2407E0812 PROPOSAL NUMBER:57431537 AGREEMENT START DATE: END DATE: SOFTWARE SUPPORT SERVICES Software Product Description HP-UX Operating System License, Servers HP-UX OE Media for Servers U.S. - English localization HP-UX 32 user level/upgrade from 2 user OV GlancePlus Pak 2000, Tier 1 Serv.,LTU OV Glance +,Pak 2000 for HP9000 Servers MM Software Product Number 1 B3919EA 1 B3920EA 1 B3920EA ABA 1 B3919EA AGN 1 B6131AA 1 B3701AA lO/01/00 09/30/01 Product Coverage Extended Number Product Description Begins Ends Price B3919EA B3919EA B6131AA H2012A H2069A H2069A B3701AA OV Glance+Pak 2000 for HP9000 Servers MM 10/01/oo 09/30/Ol o.oo HP-UX Operating System License, Servers 10/Ol/O0 09/30/01 HP-UX 32 user level/upgrade from 2 user 10/Ol/OO 09/30/01 OV GlancePlus Pal,: 2000, Tier 1 Serv.,LTU lO/Ol/0O 09/3O/Ol SW LTU Update for HP 9000 10/01/oo 09/30/01 H2012A 109 SW LTU Update: H40 Srvr lO/Ol/OO 09/30/Ol 720.00 HP OS Mtls 9000 Must Order Support 10/Ol/OO 09/3O/Ol OS UPDT/CD Doc: H40 Srvr lO/Ol/OO 09/30/Ol I-I2069A AAF CD-ROM (Disc Only)lO/Ol/O0 09/30/01 0.00 Total Software List Price: 0.00 AGN o. oo 564.00 0.00 0.00 109 552.oo For HP Internal Use Only: 0054449799S 1,836.00 continued ... Agreement QUOTATION FOR SUPPORT SERVICES PACKARD SUPPORT IDENTIFIER:PALOALTO7 SUPPORT AGREEMENT NUMBER:2407E0812 PROPOSAL NUMBER:57431537 AGREEMENT START DATE: END DATE: lO/Ol/00 09/30/Ol Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins Ends Extended Total Software NET Price:1,836.00 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER: SUPPORT AGREEMENT NUMBER: PROPOSAL NUMBER: NOTE: PALOALTO7 2407E0812 57431537 HEWLETT PACKARD AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Coverage Period Prices by Invoice Period 10/01/00 - 10/31/00 153.00 11/01/00 -11/30/00 153.00 12/01/00 -12/31/00 153.00 01/01/01 - 01/31/01 153.00 02/01/01- 02/28/01 153.00 03/01/01 - 03/31/01 153.00 04/01/01- 04/30/01 153.00 05/01/01- 05/31/01 153.00 06/01/01 -06/30/01 153.00 07/01/01 - 07/31/01 153.00 08/01/01 -08/31/01 153.00 09/01/01 - 09/30/01 153.00 1,836.00 45.60 78.24 1,959.84 Sub-Total TAX: S/W SUPPORT - MATERIALS TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price All quoted prices are valid for 90 days from September 21, 2000 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO7 ,SUPPORT AGREEMENT NUMBER:2407E0812 ¯ I~ROPOSAL NUMBER:57431537 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. 10/01/00 09/30101 For HP Internal Use Only: 0054449799S Agreement Proposal# 57431537 HEW’LETT PACKARD QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY C]~Y OF PALO ALTO Special Term~ ~,~ Conditions Number: 2400262214 A~reement# Description Invoice Authorization Agreement Amount 2407E0812 Personalized System Support P1002326 $1,959.84 Total Support Price 1,959.84 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sales and Service Exhibit El6. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPP©RT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-800-386-1115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City of Paio Alto Muitiyear Discount Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment. Support prices will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this. Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, charges for System Support Services must be equal or greater than an aunualized rate of $50,000 at list prices. II. Qualifying Services The Discount will apply only to System Support Services which are provided by one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident services, such as after coverage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges according to the following table: Total Annual Charges for System Support Services $50,000 to $ 99,999 $100,000 to $149,999 $150,000 to $299,999 $300,000 to $599,999 $600,000 to $999,999 $1,000,000 to $1,499,999 $1,500,000 to $2,499,999 $2,500,000 and up Discount Percentage 7% 10% 14% 19% 23% 26% 28% special quote The Discount will remain in effect for the three (3) year period. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage is applied. Services added to the Program will receive the applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services ’charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 HP may,’ at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support Services purchased by Customer Tot connection to equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer m the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. G. Qualified computer products owned or purchased by Customer, not connected to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent orders reach the end of their support life during the term of this Attachment. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial order and are fixed for the three (3) year term. Qualified services added to the initial order will be added at the prices on ~he then current local HP Price List, and mn coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of the term. V. Term Typed Name: Title: Date: NAFO 1-B 07/15/97 This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO8 SUPPORT AGREEMENT NUMBER:2407E0822 PROPOSAL NUMBER:57431538 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify na~es, addresses and telephone numbers. Contact your Hewleti-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATrN: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCY STOUT SHERYL DAVIS PLEASE PROVIDE (650) 329-2673 (650) 329-2t 83 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO8 SUPPORT AGREEMENT NUMBER:2407E0822 PROPOSAL NUMBER:57431538 HEWLETT PACKARD AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number H5356B SUPPORT SERVICES SUMMARY Description Qty Personalized System Support Network support declined CD-ROM (disk only) Manuals on CD-ROM Additional system(g) in support group HP 9000 series G40 24x365 Phone-in SW assist eligible prods 1 $ 1 1 1 1 1 1 List Price 4,631.20 Total Quotation Price $ NOTE: Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. 4,631.20 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIF!ER:PALOALTO8 SUPPORT AGREEMENT NUMBER:2407E0822 PROPOSAL NUMBER:57431538 AGREEMENT START DATE: END DATE: 10/01/oo 09/30/Ol SOFTWARE SUPPORT SERVICES Software Product Description OV HP PerfView Analyzer for HP:UX, LTU OV HP PerfView Analyzer Servers, Media HP-UX Operating System License, Servers HP-UX OE Media for Servers U.S. - English localization HP-UX 8 user level/upgrade from 2 user HP-UX version 10.20 manuals General usage manuals Systems admin manuals HP C/ANSI C Developer Bundle Server LTU HP C/ANSI C Developers Bundle Manuals HP Micro Focus COBOL Dev Suite LTU HP Micro Focus COBOL Run Time Pack LTU HP C + + (cfront) LTU for Servers HP C + + (cfront) Manuals C+ + SoftBenchLTU for 10.20 11.0 Servers C SoftBench LTU for 10.20 11.0 Svrs SoftBench Manuals for HP-UX 10.20 SoftBench Manuals for HP-UX 10.20 C+ + SoftBench Manual for HP-UX 10.20 C SoftBench’Manual for HP-UX 10.20 OV GlancePlus Pak 2000, Tier 1 Serv.,LTU OV Glance+Pak 2000 for HP9000 Servers MM HP Micro Focus COBOL Manuals Software Product Number 1 B6080AA 1 B5013AA 1 B3919EA 1 B3920EA 1 B3920EA ABA 1 B3919EA AGL 1 B3921CA 1 B3921CA 0BD 1 B3921CA 0BE 1 B3901BA 1 B6237AA 2 B2433DB 1 B2435DB 1 B3913CB 1 B6238AA 1 B6447EB 1 B6445EB 1 B6454FA 1 B6454FA 1 B6454FA 002 1 B6454FA 001 1 B6131AA I B3701AA 1 B5449AA For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO8 SUPPORT AGREEMENT NUMBER:2407E0822 PROPOSAL NUMBER:57431538 AGREEMENT START DATE: END DATE: Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins Ends 10/01/00 09/30/01 Extended Price B2433DB B2435DB B3701AA B3901BA B3913CB B3919EA B3919EA B5013AA B6080AA B6131AA B6445EB B6447EB H2012A H2012A H2069A ¯ AGL 105 I-I2069A 105 H2069A AAF HP Micro Focus COBOL Dev Suite LTU HP Micro Focus COBOL Run Time Pack LTU OV Glance+Pak 2000 for HP9000 Servers MM HP C/ANSI C Developer Bundle Server LTU HP C + + (cfront) LTU for Servers HP-UX Operating System License, Servers HP-UX 8 user level/upgrade from 2 user OV HP PerfView Analyzer Servers, Media OV HP PerfView Analyzer for HP-UX, LTU OV GlancePlus Pak 2000, Tier 1 Serv.,LTU C SoftBench LTU for 10.20 11.0 Svrs C+ + SoftBench LTU for 10.20 11.0 Servers SW LTU Update for HP 9000 SW LTU Update: G40 Srvr HP OS Mtls 9000 Must Order Support OS UPDT/CD Doc: G40 Srvr CD-ROM (Disc Only) Total Software List Price: 10/01/00 09/30/01 10/01/00 09/30/01 10/01100 09130/01 10/01/00 09/30/01 10/01/00 07/31/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30101 10/01/00 09/30/01 10/01/00 09/30/0! i0/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 For HP Internal Use Only: 0054449799S 408.00 84.00 0.00 120.00 160.00 0.00 0.00 0.00 1,800.00 564.00 266.40 460.80 0.00 216.00 0.00 552.00 0.00 4,631.20 continued ... Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO8 SUPPORT AGREEMENT NUMBER:2407E0822 PROPOSAL NUMBER:57431538 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins Ends Extended Total Software NET Price:4,631.20 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR suPPORT SERVICES PACKARD SUPPORT IDENTIFIER:PALOALTO8 SUPPORT AGREEMENT NUMBER:2407E0822 PROPOSAL NUMBER:57431538 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 o9/30/01 Coverage Period 10/01/00- 10/31/00 11/01/00 - 11/30/00 12/01/00- 12/31/00 01/01/01 - 01/31/01 02/01/01 - 02/28/01 03/01/01 - 03/31/01 04/01/01 - 04/30/01 05/01/01 -05/31/01 06/01/01 - 06/30/01 07/01/01 : 07/31/01 08/01/01 - 08/31/01 09/01/01 - 09/30/01 Sub-Total TAX: S/W SUPPORT - MATERIALS TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price NOTE: All quoted prices are valid for 90 days from September 21, 2000 Prices by Invoice Period 388.60 388.60 388.60 388.60 388.60 388.60 388.60 388.60 388.60 388.60 372.60 372.60 4,631.20 80.24 168.98 4,880.42 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. continued ... For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO8 SUPPORT AGREEMENT NUMBER:2407E0822 PROPOSAL NUMBER:57431538 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. 10/01/o0 09/30/01 For HP Internal Use Only: 0054449799S Agreement 1 Proposal# 57431538 HI~WLETT PACKARD QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY CITY OF PALO ALTO Special Terms & Conditions Number: 2400262214 Agreement# Description Invoice Authorization Agreement Amount 2407E0822 Personalized System Support P1002326 4,880.42 Total Support Price 4,880.42 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sales and Service Exhibit El6. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-~00-3~6-1115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City of Palo Alto Multiyear Discount Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment. Support prices will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled with~ut penalty unless Customer either sells or discontinues use oi the equipment. B. Upon execution of this Attachment, Customer must provide HP w~th a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied sc~ely to System Support Service charges for equipment on the Master Equipment List. C. Durin~ ’~e term of this Attachment, charges for System Support St. ~ces must be equal or greater than an annualized rate of $50,000 at list prices, II. Qualif~ ing Services The Discoaut will apply only to System Support Services ’ which are provided by one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP ApolloLine ’ stems Support Service (Exhibit 5P) Business ( ,tinuity Support, HP customer return to support services, co. :mlting services and all per incident services, such as aft~ ~:overage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant~a Discount against System Support Services charges according to the following table: Total Annual Discount Charges for System Support Percentage Services $50,000 to $ 99,999 7% $100,000 to $149,999 10% $150,000 to $299,999 14% $300,000 to $599,999 19% $600,000 to $999,999 23% $1,000,000 to $1,499,999 ~26% $1,500,000 to $2,499,999 28% $2,500,000 and up spec’ial quote The Discount will remain in effect for the three (3) year period. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage/is applied. Services added to the Program will receive ’tlie applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders pair! m advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 HP may, at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support Services pu~’chased by Customer for connection to equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with th~ initial order and receive the appropriate Discount. G. Qualified computer products owned or purchased by Customer, not connected to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software productg on the initial order or subsequent orders reach the end of their support life during the term of this Attachment. IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial order and are fixed for the three (3) year term. Qualified ~ervices added to the initial order will be added at the prices on the then current local HP Price List, and run coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of tile term. V. Term This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell.or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer in the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: Typed Name: Title: Date: NAFO 1-B 07/15/97 QUOTATION FOR-SUPPORT SERVICES HE:WLETT PACKARD SUPPORT IDENTIFIER:PALOALTO9 SUPPORT AGREEMENT NUMBER:2407E0832 PROPOSAL NUMBER:57431539 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOP (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATTN: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCY STOUT SHERYL DAVIS PLEASE PROVIDE (650) 329-2673 (650) 329-2183 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES SUPPORT- IDENTIFIER:PALOALTO9 SUPPOR:lVAGREEMENT NUMBER:2407E0832 PllOPOSAL ~ER:57431539 PACKARD AGREEMENT START DATE: END DATE: 10101100 09130/01 SUPPORT SERVICES SUMMARY Product Number Description Qty List Price H5356B Personalized System Support 1 $2,668.00 Network support declined 1 Additional system(s) in support group 1 HP 9000 series H70 1 24x365 Phone-in SW assist eligible prods 1 Total Quotation Price $ NOTE: Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. 2,668.00 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO9 SUPPORT AGREEMENT NUMBER:2407E0832 PROPOSAL NUMBER:57431539 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 SOFTWARE SUPPORT SERVICES Software Product Description HP-UX Operating System License, Servers HP-UX OE Media for Servers U.S. - English localization HP-UX 32 user level/upgrade from 2 user HP-UX version 10.20 manuals General usage manuals HP Micro Focus COBOL Manuals HP Micro Focus COBOL Manuals HP C/ANSI C Developer Bundle Server LTU HP C/ANSI C Developers Bundle Manuals HP C/ANSI C Developer Bundle Server LTU HP C/ANSI C Developers Bundle Manuals HP C + + (cfront) LTU for Servers HP C+ + (cfront) Manuals OV Glance+Pak 2000 for HP9000 Servers MM HP Micro Focus COBOL Dev Suite LTU HP Micro Focus COBOL Run Time Pack LTU OV GlancePlus Pak 2000, Tier 1 Serv.,LTU Software Product Number 1 B3919EA 1 B3920EA 1 B3920EA ABA 1 B3919EA AGN 1 B3921CA 1 B3921CA 0BD 1 B5449AA 1 B5449AA 1 B3901BA 1 B6237AA 1 B3901BA 1 B6237AA 1 B3913CB 1 B6238AA 1 B3701AA 3 B2433DB 32 B2435DB 1 B6131AA For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO9 SUPPORT AGREEMENT NUMBER:2407E0832 PROPOSAL NUMBER:57431539 AGREEMENT START DATE: END DATE: Product Number SOFTWARE SUPPORT SERVICES Product Description Coverage Begins Ends 10/01/00 09/30/01 Extended , .price B2433DB B2435DB B3901BA B3913CB B3919EA B3919EA B6131AA H2012A H2012A AGN 117 HP Micro Focus COBOL Dev Suite LTU HP Micro Focus COBOL Run Time Pack LTU HP C/ANSI C Developer’ Bundle Server LTU HP C + + (cfront) LTU for Servers HP-UX Operating System License, Servers HP-UX 32 user level/upgrade from 2 user OV GlancePlus Pak 2000, Tier 1 Serv.,LTU SW LTU Update for HP 9000 License to Use Updts: H70 Srvr Total Software List Price: Total Software NET Price: 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 07/31/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 10/01/00 09/30/01 504.00 384.00 96.00 100.00 0.00 0.00 564.00 0.00 1,020.00 2,668.00 2,668.00 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO9 SUPPORT AGREEMENT NUMBER:2407E0832 PROPOSAL NUMBER:57431539 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 09/30/01 Coverage Period 10/01/00 - 10/31/00 11/01/00 - 11/313/00 12/01/00 - 12/31/00 01/01/01 - 01/31/01 02/01/01 -02/28/01 03/01/01 - 03/31/01 04/01/01 - 04/30/01 05/01/01 - 05/31/01 06/01/01 - 06130/01 07/01/01 - 07/31/01 08/01/01 - 08/31/01 09/01/01 - 09/30/01 Sub-Total TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price NOTE: All quoted prices are valid for 90 days from September 21, 2000 Prices by Invoice Period 224. O0 224.00 224.00 224.00 224.00 224.00 224.00 224.00 224.00 224.00 ’" 214.00 214.00 $2,668.00 192.40 $2,860.40 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. For HP Internal Use Only: 0054449799S continued ... Agreement QUOTATION FOR SUPPORT SERVICES SUPPORT IDENTIFIER:PALOALTO9 SUPPORT AGREEMENT NUMBER:2407E0832 PROPOSAL NUMBER:57431539 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/o0 o9/30/Ol Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit E16, and HP System Support Exhibit 5. For HP Internal Use Only: 0054449799S Agreement Proposal# Agreement# 57431539 2407E083Z QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY PACKARD CITY OF PALO ALTO Special Terms & Conditions Number: 2400262214 Description Invoice Authorization Agreement Amount Personalized System Support P1002326 Total Support Price 2,860.40 2,860.40 NOTE: All quoted prices are valid for 90 days fromSeptember 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company fliP) Terms and Conditions of Sales and Service Exhibit E16. PLEASE READ THE ENCLOSED HP YEAR 2000 suPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING I-IP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 1-800-386-1115 x56781 FAX 1-800-303-4873 Custom NAFO 1-B for City Of Palo Alto Multiyear Discount Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 H The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment. Support prices will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, charges for System Support Services must be equal or greater than an annualized rate of $50,000 at list prices. II. Qualifying Services The Discount will apply only to System Support Services which are ’provided by one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident services, such as after coverage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges according to the following table: Total Annual Discount Charges for System Support Percentage Services $50,000 to $ 99,999 7% $100,000 to $149,999 10%!,. $150,000 to $299,999 14% $300,000 to $599,999 19% $600,000 to $999,999 23% $1,000,000 to $1,499,999 26% $1,500,000 to $2,499,999 28% $2,500,000 and up special quote The Discount will remain in effect for the three (3) year period.. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage is applied. Services added to the Program will receive the applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annualized rate of $50,000 HP may, at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support. Services purchased by Customer for connection to equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP ~vill invoice Customer ~n the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. G. Qualified computer products owned or purchased by Customer, not connected to. existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent orders reach the end of their support life during the term of this Attachment. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial order and are fixed for the three (3) year term. Qualified ’services added to the initial order will be added at the prices on the then current local HP Price List, and mn coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of the term. V. Term Typed Name: Title: Date: NAFO 1-B 07/15/97 This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. QUOTATION FOR SUPPOR’~ ~,ERVICES HE:WLE:TT PACKARD SUPPORf I])ENTIFIER:PALOALTO9PC SUPPORT AGREEMENT NUMBER:2407E0842 PROPOSAL NUMBER:57431540 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Equipment Location PALO ALTO CITY OF INFORMATION RESOUP CES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 Comments FOR SERVICE PLEASE CALL 1-800-633-3600 Hardware System Contact NANCY STOUT (650) 329-2673 CUSTOMER CONTACT INFORMATION Please verify names, addresses and telephone numbers. Contact your Hewlett-Packard Support Agreements Administrator with any changes. Support Agreement Contact GLENN LOO (650) 329-2492 CITY OF PALO ALTO 250 HAMILTON AVE PALO ALTO CA 94301 Invoice Address Palo Alto City Of PO Box 10250 Palo Alto CA 94303-0862 ATrN: ACCOUNTS PAYABLE Software System Manager NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAIVItLTON AVE PALO ALTO CA 94301 Support Materials Ship-To NANCY STOUT (650) 329-2673 PALO ALTO CITY OF INFORMATION RESOURCES 2ND FLOOR 250 HAMILTON AVE PALO ALTO CA 94301 RESPONSE CENTER CALLERS Software Support Primary Caller: Alternate Caller: After Hours Caller: NANCYSTOUT SHERYL DAVIS PLEASE PROV~E (650) 329-2673 (650) 329-2183 For HP Internal Use Only: 0054449799S Agreement QUOTATION FORSUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO9PC SUPPORT AGREEMENT NUMBER:2407E0842 PROPOSAL NUMBER:57431540 AGREEMENT START DATE: END DATE: 10/01/00 09/30/01 Product Number H5356A SUPPORT SERVICES SUMMARY Description Qty HP Personalized System Support. Network support declined 3.5" double sided flexible disk Manuals on paper only Additional system(s) in support group 1 PC 24x365 Phone-in SW assist eligible prods 1 $ 1 1 1 1 1 1 List Price 1,440.00 Total Quotation Price $ NOTE: Please see the Summary of Charges page for the expected billing by invoice period. All quoted prices are valid for 90 days from September 21, 2000 Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. 1,440.00 For HP Internal Use Only: 0054449799S Agreement 1 QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD ~SUPPORT IDENTIFIER:PALOALTO9PC SUPPORT AGREEMENT NUMBER:2407E0842 PROPOSAL NUMBER:57431540 AGREEMENT START DATE: END DATE: SOFTWARE SUPPORT SERVICES Software Software Product Description Qty-Product Number OpenView DTC Manager PC based media 1 D2355B 10/01/00 09/30/01 Product Coverage Extended Number Product Description Begins Ends Price D2355B OpenView DTC Manager PC based media 10/01/o0 09/30/01 /396.00 HP Commercial PC ResponseLine 10/01/00 09/30/01 0.00 0JL 1 PC 10/01/00 09/30/01 1,044.00 Total Software List Price: Total Software NET Price: H2015A H2015A 1,440.00 1,440.00 For HP Internal Use Only: 0054449799S Agreement QUOTATION FOR SUPPORT SERVICES HEWLEETT PACKARD - SUPPORT IDENTIFIER: SUPPORT AGREEMENT NUMBER: PROPOSAL NUMBER: PALOALTO9PC 2407E0842 57431540 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 09/30/01 Coverage Period 10/01/00- 10/31/00 11/01/00 - 11/3(3/00 12/01/00- 12/31/00 01/01/01 - 01/31/01 02/01/01 - 02/28/01 03/01/01 - 03/31/01 04/01/01 - 04/30/01 05/01/01 - 05/31/01 06/01/01 - 06/313/01 07/01/01 - 07/31/01 08/01/01 - 08/31/01 09/01/01 - 09/313/01 Sub-Total TAX: S/W SUPPORT - MATERIALS TAX: S/W - RIGHT TO USE MATERIALS Total Quotation Price NOTE: All quoted prices are valid for 90 days from September 21, 2000 Pric~ by Invoice Period 120.00 120.00 120.00 120.00 120.00 120.00 120.00 120.00 120.00 120.00 120.00 120.00 1,440.00 11.88 8.88 1,460.76 Tax calculated based on applicable tax rate in effect today for delivery location(s). Tax rate and taxability of deliverable(s) subject to change based on state laws. If tax exempt, contact support agreement administrator. continued ... AgreementFor HP Internal Use Only: 0054449799S I QUOTATION FOR SUPPORT SERVICES HEWLETT PACKARD SUPPORT IDENTIFIER:PALOALTO9PC SUPPORT AGREEMENT NUMBER:2407E0842 PROPOSAL NUMBER:57431540 AGREEMENT START DATE: END DATE: SUMMARY OF CHARGES Note: These prices reflect additions, deletions, and warranties. 10/01/00 09/30/01 Coverage Period Prices by Invoice Period Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sale and Service Exhibit El6, and HP System Support Exhibit 5. For HP Internal Use Only: 0054449799S Agreement [2 QUOTATION FOR SUPPORT SERVICES PACKAGE SUMMARY HEWLETT PACKARD CITY OF PALO ALTO Special Terms & Conditions Number: 2400262214 Proposal# Agreement# Description 57431540 Invoice Authorization .Agreement Amount 2407E0842 HP Personalized System Support.P1002326 1,460.76 Total Support Price 1,460.76 NOTE: All quoted prices are valid for 90 days from September 21, 2000 Total Support Price includes all discounts. Please see the Summary of Charges page for the expected billing by invoice period. Taxes have been added at current rate, however, tax rates will be those in effect at the time of invoicing. Subject to Hewlett-Packard Company (HP) Terms and Conditions of Sales and Service Exhibit El6. PLEASE READ THE ENCLOSED HP YEAR 2000 SUPPORT SERVICES INFORMATION SHEET FOR IMPORTANT INFORMATION REGARDING HP SUPPORT AND THE YEAR 2000. Please direct questions about your agreement to your Support Agreements Administrator: Lorri Pezzola HEWLETT-PACKARD CO 8000 Foothills Blvd MS 5528 Roseville CA 95747-5528 Custom NAFO 1-B for City of Palo Alto Multiyear Discount Attachment (Applicable to Products located in the USA and CANADA only) September 20, 2000 The NAFO 1-B Multiyear Discount Program is governed by this Attachment and the HP Terms and Conditions of Sale and Service. Customer hereby commits to the purchase of three (3) years of System Support Services. HP will grant a Discount against System Support Services charges subject to the conditions set forth in this Attachment. Support prices will be fixed for the three (3) year term. I. Eligibility A. Customer must sign this Attachment which commits Customer to purchase System Support Services for a three (3) year term. The initial order and any subsequent orders for System Support Services governed by this Attachment cannot be canceled without penalty unless Customer either sells or discontinues use of the equipment. B. Upon execution of this Attachment, Customer must provide HP with a Master Equipment List which contains the applicable product number, serial number and location of Customer’s equipment. Any applicable Discount shall be applied solely to System Support Service charges for equipment on the Master Equipment List. C. During the term of this Attachment, charges for System Support Services must be equal or greater than an annualized rate of $50,000 at list prices. II. Qualifying Services The Discount will apply only to System Support Services which are provided by one or both of the following exhibits. A. HP System Support Service (Exhibit 5) B. HP ApolloLine Priority Systems Support Service and HP. ApolloLine Systems Support Service (Exhibit 5P) Business Continuity Support, HP customer return to support services, consulting services and all per incident services, such as after coverage hours and per-call improved response options, and time and materials services are specifically excluded from the Discount Programs and fixed prices described in this Attachment; however, the service charges associated with Business Continuity Support will count towards the total annual charges for System Support Services. In the event that Critical Systems Support Services (CSS) are purchased, the maximum discount for CSS Services will be 28%. III. Discounts A. HP will grant a Discount against System Support Services charges according to the following table: Total Annual Discount Charges for System Support Percentage Services $50,000 to $ 99,999 7% $100,000 to $149,999 10% $150,000 to $299,999 14% $300,000 to $599,999 19% $600,000 to $999,999 23% $1,000,000 to $1,499,999 26% $1,500,000 to $2,499,999 28% $2,500,000 and up special quote The Discount will remain in effect for the three (3) year period. Customer will receive a five percent (5%) discount, in addition to the Multiyear Discount, for payment in advance of each one year period for the deliverable services. Customer will receive an eight percent (8%) discount, in addition to the Multiyear Discount, for payment in advance of the total three (3) year period for deliverable services. The additional discount will be calculated after the applicable Multiyear Discount percentage ~is applied. Services added to the Program will receive the applicable discounts, including the prepayment discounts, if payment is received in advance for the remaining contract period. B. The amount of the Discount for each invoice will be calculated as follows: Discount amount = (the applicable Discount percentage) x (the total current monthly System Support Services charges at list prices) C. The annual Discount percentage may be reviewed once each year on the anniversary date of this Attachment provided the Customer did not pay in advance for the three (3) year term. The Discount will not be reviewed on an annual basis for orders paid in advance for the three (3) year term. D. Discounts granted will be deducted from the total monthly (or annual) System Support Services charges for each order and the net amount will be invoiced. E. Should the total System Support Services charges prior to application of Discount fall below the amount required for the current Discount level or fall below an annuatized rate of $50,000 HP may, at its option, with thirty (30) days written notice to Customer either adjust the Discount or terminate this Attachment. Customer will also be assessed a penalty as defined in Section VI of this Attachment. F. Qualified System Support Services purchased by Customer for connection to equipment on the Master Equipment List shall be supported by HP and will be automatically added to the Master List. Orders that add System Support Services will be coterminous with the initial order and receive the appropriate Discount. G. Qualified computer products owned or purchased by Customer, not connected to existing equipment, may be added to the Master List upon thirty (30) days written notice to HP, stating the model number, serial number and location for the products to be added. Orders that add equipment will be coterminous with the initial order and receive the appropriate Discount. H. A change in equipment location during the term of this Attachment may impact taxability of System Support Service charges. Orders paid in advance may be subject to an invoice adjustment in the event of significant changes in equipment location during the term of the Attachment. HP will provide credit for prepaid System Support Services if the hardware or software products on the initial order or subsequent orders reach the end of their support life during the term of this Attachment. IV. Prices The list prices for the initial order are those in effect on the date of HP’s acceptance of the initial order and are fixed for the three (3) year tenn. Qualified services added to the initial order will be added at the prices on the then current local HP Price List, and run coterminous with the initial order. The prices for add on services will be fixed for the remainder of the three (3) year term. Services added to the initial order will receive the prepayment discount, provided payment is received in advance for the remainder of the term. V. Term This Attachment shall be in effect for a period of three (3) years from the effective date set forth below. Thereafter, this Attachment may be renewed as mutually agreed by the parties. All Discounts terminate with the expiration of this Attachment. VI. Termination Customer may not, without penalty, cancel System Support Services ordered under this Program unless Customer decides to sell or discontinue use of the equipment. Should Customer elect to cancel System Support Services for any other reason prior to expiration of the three (3) year term, HP will invoice Customer in the amount of nine percent (9%) of the annual maintenance charges of the canceled System Support Services, if canceled during the first year of this Attachment, seven percent (7%) if canceled during the second year, and five percent (5%) if canceled during the third year. EFFECTIVE DATE: CUSTOMER: Signed: Typed Name: Title: Date: HEWLETT-PACKARD COMPANY Signed: Typed Name: Title: Date: NAFO 1-B 07/15/97