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LARGE ACCOUNT RESELLER AGREEMENT FOR THE CITY OF SANTA ANA UNDER THE MICROSOFT ENTERPRISE AGREEMENT AND SOFTWARE LICENSING AGREEMENT THIS AGREEMENT, made and entered into this 7th day of January, 2007 by and between CompuCom Systems, Inc., a Delaware corporation (hereinafter "CompuCom"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RF(~TTAT.~ A. The City of Santa Ana (hereinafter "City") has elected to purchase Microsoft licenses and services under the terms and conditions of the Microsoft Enterprise Agreement for State and Local Governments and the Microsoft SLP Agreement for State and Local Governments. B. The City of Santa Ana has selected CompuCom as the large account reseller to provide services for Microsoft pursuant to the Enterprise and Select Agreements. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES CompuCom shall provide Large Account Reseller (LAR) services pursuant to the Microsoft Enterprise Agreement (EA) with the County of Riverside (COR)/California County Information Services Dictors Association (CCISDA) Master Agreement, and the Microsoft Select Agreements, including the State of California's Software Licensing Program (SLP) or California Multiple Award Schedule (CMAS) Master Agreements, collectively referred to as "Master Agreements" and on file with the Santa Ana Clerk of the Council City retains the right to purchase licenses and/or services pursuant to either Microsoft Master agreement, based only on which provides the greater benefit to the City. Said services shall be provided pursuant to the terms and conditions set forth in CompuCom Systems, Inc Response to Request for Proposals, dated November 14, 2007, attached hereto as Exhibit A, and incorporated by this reference. This Agreement and all Exhibits attached hereto shall be construed together as one document. In the event of a conflict among the documents, the provisions of this Agreement shall take precedence, followed by the provision of CompuCom's Proposal and then the RFP. COMPENSATION a. City agrees to pay, and CompuCom agrees to accept as total payment for its services, the stated percentage of Microsoft licenses and related products purchased through CompuCom as Microsoft's LAR, as identified in Exhibit B. The total sum to be 25L-3