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25G - AGMT MICROSOFT SOFTWARE
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25G - AGMT MICROSOFT SOFTWARE
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Last modified
1/16/2020 6:58:17 PM
Creation date
1/16/2020 6:20:27 PM
Metadata
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City Clerk
Doc Type
Agenda Packet
Agency
Information Technology
Item #
25G
Date
1/21/2020
Destruction Year
2025
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g. Reorganizntions, consolidations and privntizations. If the numberof licenses covered by <br />-an Enrollment changes by more than ten percent as a result of (1) a reorganization, <br />consolidation or privatizallort of an entity or an operating division, (2) a privatization of an <br />Affiliate or an operating division of Enrolled Affiliate or any of its Affiliates, or (3) a consolidation <br />including a merger with a third pady that has an existing agreement or Enrollment; Microsoft <br />will work with Enrolled Affiliate in good faith to determine how to accommodate its changed <br />circumstances In the context of this Agreemenl- <br />4. Making copies of Products and re -imaging rights. <br />a. General. Enrolled Affiliate ma$ mal(e as many copies of Products, as it needs to distribute <br />them within the Enterprise. Copies must be true and complete (Including copyright and <br />trademark notices) from mastencopfes obtained from a Microsoft approved fulfillment source. <br />Enrolled Affiliate may use a third party to make these copies, but Enrolled Affiliate agrees it will <br />be responsible foranythird party'sactions. Enrolled Affiliate agrees to make reasonable efforls <br />to notify Its employees, agentsr and any other individuals who use Hie Products that the <br />Products are licensed from Microsoft and subject to the terms of this Agreement. <br />b. Copies for traininglevaluntion and back-up. For all Products other than Online Services. <br />Enrolled Affiliate may: (1) use by to 20 complimentary copies of any licensed Product in a <br />dedicated training facility on its promises for purposes of training on that particular Product, (2) <br />use up to 10 complimentary copies of any Products for a 60-day evaluation period, and (3) use <br />one complimentary copy of arty licensed Product for back-up or archival purposes for each of <br />Its distinct geographic locations. Trials for Online Services may be available if specified in the <br />Use Rights. <br />c. Right to re -Image. In certain cases, ie-imaging is permitted using the Product media. If the <br />Microsoft Product is licensed (1) front an original equipment manufacturer (OEM), (2) as a full <br />packaged Product through a retail source, or (3) under another Microsoft program, then media <br />Provided under this Agreennentlmay generally be used to create Images for use in place of <br />copies provided Through that separate source. This right is conclitional upon the following: <br />(i) Separate Licenses must be acquired from the separate source for each Product that is re - <br />imaged. <br />(if) The Product, language, version, and components of the copies made must be identical to <br />the Product, language, version, and all components of the copies they replace and the <br />number of copies or instances of Ilia re -imaged Product permitted remains the some. <br />(111) Except for copies of in opeiating system and copies of Products licensed under another <br />Microsoft program, the Product type (e.g., Upgrade or full License) re -imaged must be <br />identical to the Product type licensed from the separate source. <br />(iv) Enrolled Affiliate must adhere to any Producl-specific processes or requirements for re - <br />Imaging Identified In the Product Terms, <br />Re -imaged Products remain sulijecl to the terms and use rights of the License acquired from <br />the separate source. This subsection does not create or exlerxl any Microsoft warranty or <br />support obligation. <br />5. Transferring and reassigning Licenses. <br />a. License transfers. License Iransfers are not permitted, except that Customer or an Enrolled <br />Affiliate may transfer only fully -paid perpetual Licenses to: <br />(I) an Affiliate, or <br />(if) a third party solely in connection with the transfer of hardware or employees to whom the <br />Licenses have been assigned as part of (A) a privatization of an Affiliate or agency or of an <br />E.A2016AJ1(UsiSLG(EPIG;(140v2O 10) <br />Page of it <br />DWIV11e111 X20.10200 <br />25G-15 <br />
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