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For U.S. Government entities, the following restricted rights clause applies: This Component System is a `commercial component," as this term is defined in 48 C.F.R. 2.101, consisting of "commercial computer software" and `computer software documentation,' as such terms are defined in 48 C.F.R, 252.227- 7014(a)(1) and 48 C.F.R. 252.227- 7014(a)(5), respectively, and used in 48 C.F.R. 12.212 and 48 C.P.R. 227.2702, as applicable, and all as amended £roan time to time. Consistent with 48 C.P.R. 12.212 and 48 C.F.R. 227.7202, and other relevant sections of the Code of Federal Regulations, as applicable, and all as amended from time to time, all U.S. Government entities acquire this Component System only with those rights set forth in the license agreement accompanying this Component System. Use, duplication, reproduction, or transfer of this commercial software and accompanying documentation is restricted is accordance with FAR 12.212 and DFARS 227.7202 and by a license agreement. By signing this Order Form, Licensee represents and warrants that it has obtained all necessary authorizations and approvals including, but not limited to, appropriation of funds and budget approval. i. The Support Fee and Annual Escalation Percentage Cap set forth above shall apply only to the Component Systems and number and types of users set forth above. If during the Initial Term of Support, or at any time during the remainder of the commitment period, Licensee licenses additional Component Systems and/or uses, or reinstates Support for any previously licensed Component Systems and /or users, the Support Fee will increase according to Infor's then - current applicable rates and policies. fl. The parties agree the Support Fee and Annual Escalation Percentage Cap specified above is offered by Infor solely in reliance upon Licensee's commitment to renew annual Support through the Committed Tenn of Support which will be invoiced in advance of each annual support renewal period. The support period specified'berem is a binding tern, and Support may not be canceled during this tine. If Licensee fails to pay Infor any portion of the Support Fee when due for any reason whatsoever, then, in addition to other remedies Infor may exercise, Licensee shall be immediately invoiced for, and shall be obligated to pay to Infor the Support Fee for the entire commitment period, with Infor - standard annual increases applied, as liquidated damages and not as penalty, less any amounts previously paid by Licensee for the Support fees due hereundar, The parties agree this amount is a fair and reasonable estimation of Infor's damages in the evert Licensee breaches its obligation to maintain Support through the commitment period. Effk;ctive date of this Order Form: April 19 2017 (the "Order Donn Date "), to be completed by Infor upon countersignature. THE PARTIES have executed this Order Form through the signatures of their respective authorized representatives. fort - LnfnyjUl,lno. Signature Typed ur Printed Name Date APPROV ED AS TO FORM: Sonia R. Carvalho City Attomey 1 Jahn A. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: Jack Ciulla Chief Technology Innovations Officer Information Technology Department for: C of Santn Ana (Licensee) Signature Gerardo Mouet. Typed or Printed Name Acting City Manager Title A1TEST: Maria D. Huizar Clerk of the Council Order Form (CPO- English -US May 2016) OP- 02025002 GSD SO13042241. 1 -1 v2 4/3/2017 Page 3 of 3 25E -15