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HomeMy WebLinkAboutINFOR (US) INC. (FORMERLY LAWSON SOFTWARE) 2A's INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES i/- / - CY CLERK OF COUNCIL 114TE: pUG 2 8 Sa PRODUCT ORDER FORM U NMNT LoWson Software Customer Agregffie A-2008-037-01 2UOv T hlr; Product Order Form ('POr") is part of the Custorrc?rAgrcernen; aria is governed by the Lawson Master Terms and Conditions previously sighed by Lawson and Customer (of their respective aMliate5) 81i effect and is entered into by the Lawson Group company(s) named below and the "Customer" identified below icoflectively "the Pa[pes"), and 'is, effective as of the date signed by Lawson ("Elfeetive Onto ^) Customer Name: ?!t a1 Santa Ana Address: Ct 20 CIWc Center Plazaathn6dl° StateMp or Provfncclpost l C d Santa Ana o a e: Coup : California 9g76.t _ USA The deffnftfonsand terms belowsupplement the definitions and terms coaWlned Ir#,tha Lawson MasterTermsand Conditions. The dei)nftldns in sections (a) and (b) below apply only if Customer was a Customer ofl_avx cn before December 11, 2ooe. (a) Any prior references to "Client" also mean "Customer"; any prior references to "Support" also mean "Maintenance", any prior references to "LSP" also mean "LMP jLOwson-lvfaint ine Product), aad (b) if not defined in the prior agreement "Documentation "Products", and "Software' shalt have the meaning set forth in Sections (i) through (iii) below. ti) 'Documentation" means all help screens or other documentation describing the operation of the Software, which are delivered (in printed or electronic form) with the Software by Lawson or aThird Party, any subsequent updates, supplements and new versions of that documentation provided to Customer by Lawson under the Product Warrantyor Maintenance. c[ by a Third Party, and any copies of that documentation. Documentation excludes all advertising, marketing materials, requests for proposal, proposals; demonstrahaq mateliats"aad: other prometlorial information. (it) "Products means the Software and Documentation. tlil) "software` means the software and media described in a POF (in source code and/or ob}ect code as specified in a POE), any repairs, replacements, upgrades, updates, enhancements and new Releases provided by Lawson to Customer under applicable Maintenance or provided by a Third Party to Customer, and any copies of that code, excluding any Limited Offering software that is listed in an Order Form as not being a "Product." 11SECTI t,e-`P1i.Qt1t1GT ORDER PORM?MR-4n ION'S ANDI-SQM5 1.0:1 'LMP' or "Lawson-Maintained Products" are defined in Section 1 of the Lawson Master Terms and Conditions, 1,0.2 -LMP REQ'D" means a Lawson-Maintained Product that must remain under Maintenance if Customer is to receive Maintenance for any other Lawson-Maintained Product`s. 1:0.3 "MCPU" means "Maximum Central Processing Unit' the maximum number of central processing units which make up the hardware platform(s) on which the Software, designated below as "MCPU', maybe installed. Server address, hardware manufacturer and model number, operating system and its release required; and database and its release level for the hardware platform on which the Software Is to be installed, must be fisted In this Order Form. 1.0.4 VIP" means "Maximum Persons" the maximum number of persons deriving benefit from Customer Group use of the Products, designated below as "MP" below, including butnot limited to any individual for whom data is maintained using that Software (ncluding, but is not limited to, full and part-time employees, volunteers; pensioners, iempcraryworkers, seasonal workers, contractors and consultants). 1"04 "NIS" means 'Maximum Servers" the maximum number of hardware platforms on vhiich the Products designated below as "kkfS may be installed. Server address, hardware manufacturer and model number, operating system and its release level, media required, and database and its release level on which the Software is to be installed, must be listed In this Product Order Forma 1_0.0 "MUCam means "Ma an ximum oUse n roes ncunre below ma imur ,number of persons authorized by Customer ("Users") to be the number of peak simultaneous Users running any on-line 1,03 "MUN" means "Maximum Users Named the maximum number of Users designated by Customer for each Product designated below as "MUN"- 1.0.3 "Ia1U5°means "Maximum Users Seats" the maximum number of Customer Group's workstations on which the Products maybe installed, designated below as'"MUS,". 1,0.8 'No LMP" means a Third Party Product that is riot Maintained by Lawson. (Customer may elect to purchase at Customer's expense from the applicable Third=Party ayall'abler maintenance for the Third Party Products specified in a Product Ci der Form .as "No LMP" ). 1,0.10 "S" means source code is delivered with the Product. 1,,0.11 " LO" means "Limited Offering", 1:0:12 The License Term for the Products listed in this product Order Form is perpetual, 83 PROet1CZ CRpER FORM'. ifNlNtiE Ron.'a Ngv4fi7!k?.7ts" tnemanClara maintenance level is Total Oate t5ronze as defined in the Support Operations Handbook. nle5s Customer chooses Total Care Silver orToIal Care Gold, Cp,torne s mainteJ ce,' level Is Total Care bronze, All Products hoensed under the Agreement most have the same maintenance level, , SILVER (as defined in the Support Operations Handbook) GOLD (as defined in the Support Operations Handbook and applicable Gold Services Order Form) Customer must purchase the same level 01 Malntenarira fttfall Products licensed by customer at any time, $8GT-toN 2.e-TfRW-, ANi7 PR=ICT ORDER FORM USTItr ;. Thirfollowing terms apply to tire , Products listed In this Section 2.0. 210.1 Initial Maintenance Period. If the Lawson-frlaintained Products are delivered on or between June 1 and February 29, the "Initial Maintenance Period" for those Products wit commence on delivery and end on the first May 31st that occurs after delivery. If the Lawson-Maintained Products are delivered on or between March 1 and May 31; the 'Initial Maintenance Period' for those Products will commence on delivery and end on the First May 31st that occurs more than 11 months after delivery. 2,0:2 'Maintenance Fees' for Initial Maintenance Perioc2L The annualized "Maintenance Fees" for the Initial Maintenance Period are: (a) 20% of the net amount of the line item 'Lawson License Fee' for each Lawson-Maintained Product that is a Lawson Product, less any applicable Ltcense fee discount and :(d) the then-ourrent fee for each Lawson-Maintained Products that is a Third Party Product. 2.4,3,- "Maintenance Fees^ for First Annual Renewal of Maintenance. "Maintenance Fees' for the first 12 months of renewed Maintenance sslier the Initial Maintenance Period are: (a):2U%0V the net amount of the line item 'Lawson License Fee" for each Lawson-Maintained Product that is a Lawson Product, less any applicable License fee discount, and (b) the then-current fee for each Lawson-Maintained Product that Is a Third Party Product. 2.0A For Lawson-Maintained Products added to the Agreement withuuta "Lawson License Fee" charge ('NIC"), the, annualized "Maintenance Fees" for the first 12 months of Maintenance of those Products are: (a) 18% of the theni list price for each of those Lawson Maintained, Products that are a Lawson Product and (b) the then-CUITentfee for each of those LefvsomMalnlained Products that are a Third Party Product, Z0.5 If Customer and Lawson enter into another Product Order Form to increase the Maximum Use Designations for any Lawson-Maintained Products (the "Usage Increases"), a pro rata portion of the annualized Maintenance Fees for the Usage Increases will be payable as of the effective date of the Usage Increase Product Order Form as payment of Maintenance for the,Usage Increases through the end of the then current Maintenance Period, 104 Maintenance Fees for Annual Renewals, If Specified Customer continues to renew available Maintenance for all Lawson-Mainlained Products listed In the Schedule(s) to this Product. Order Form ('POF"), during the first year after the Effective Date of this POF, the percentage increase in the annual tlainlenance>Fee will not exceed 4% of the previous years annual Ma ilenance Fee. If Specified Customer continues to renew available Maintenance for all Lawson-Maintained Products listed in the Schedule(s) to this POF, during the second through the tenth years after the Effective Date of this POF, the percentage' Increase in the annual Maintenance Fee for each annual renewal period will not exceed CPI plus 4% of the previous year's annual Maintenance Fee. "CPI" means the then current annual Consumer Price Index,All Urban Consumers percentage, orequivalent index published by the United States Department of Labor, and CPI vnll apply starting with the second renewal of Maintenance. The above cap on annua! Maintenance Fee increases does not apply to any Products or users licensed after the Effective Date of this,PCF. Annual tvlsintetiance Fees are payable 30 days before renowal each year, RoDUCT OROER.FOW.4.LISTING (S3 JMXINF ONLY), .Product SYa IAaz Ui- SW Ma{nl.nixa Laason Tn(rd party Aaxcrtpthm IQ MUc Rus MUH 'r ' b!5 Code r.31VS+lA SUppty l:tiAiA MitiapgrrrRA7S $U1S4:. TS P? I.4cenae F.} Llconta. Fec Cm,ttac¢Marta emerit ; Gentrser ManaaeMe:u.lnn„;....nat.,. e........ .>___?,.___._- CM1tGT - 10 UNl 5 Lh!P 50000 3ecanoN$.0..;/.i{{9pRE$$WPLATFORM TECHNOLOGY FOR PRODUOT5 LISUO IN SECTION'SZO Addrtas,Af Which BerVir r Portion Cr Producct Mir Iri tl lk d: NOTE: SP£GKIC OPERA77NG SYS tEM 5Ed'12ELFlli`CtEVEL RE4UIRED FOR OELIVI=RYO.PRDDUCTS(-UNLESS SHOWN OIFFFRENTL Y Abp VE-) SetvKr rx.ddresi NwMari t-w- 2P t a ante{ptaZa M1±oi sYSiem Le el uzdta oat asa - WItJ2Q0] _ 4`.ia SOL 83LP,RODUCT ORCIER FORM VnIK XT nr,-.atlartcZm, 2 ,f 3 EGTION 0.C • RESKTQP ENVIRQNM8NT- _ LtrYRtoli Customer Envfronm?nt P6 bpnn4firtp Byrtarri: MibYfrsdn'h'fnd?w:'2CN13 servesos Mtc"reiotlWindMVxi;pppyCitrtomergs eee.[ )orNO(.)'; 5 FOR THIS PRODUCT ORDER r, OR TTe aGave fees ua ppyable m Unlietl SWtxs dtid?ts and da no inch?CeTaxes. Customer wtp PT Wwson may.lgrokpGuriomer in print e?4 or elec0.r4nic foim_ fnmces IwTgres are dce uasn react THE PARTIES AGREE TO THE TERMS SI TPORTHIN THIS PRODUCT CItOER roaht;.. For.LAW SON:SOF7?WAAREAMERICAS„INC:: AA i (Pdr#ad'Name) FEED PAYABLE IN :US DQLLARt° I. arfes LJc«rtso F- from £ coon z .u: 2. Combfn«d Gross Lle«na« F««s (rnm s«ctlon 2.91 - 'sido,aoo.oo 515,00c Z $115 om (In La DL n Lib: - Prow-?. ec?? r 27 a0:, ? `,.c?.c f nt U.cens Fae 7c`?P _ ". ? --- I ? TOTAL Feia PAYABLE Sc (by es .h payment date) the abGVC fees Diu: appLcsh(e Taxes (•nhnner ofnoc mvq,ced by {,a»•. ?. j, For cety. of Santa A'A ID B 214y 1 . LAAUthodzed:5ipnalure) -DAVTn N RFAM - f ; r . ?a >ya$e- {Pnrti«d Narttaj J(TRie) (bate) ATTEST: ATRICIA E . HE, Y Clerk of the Council zli-S TO FORM ?31:I'ii pit ?t fi,s?ista1t City _Atbt Ce "PROWC,T QRDER FORN'U[JWNr «?+vea rr?taaoitr:,? 3 e(:"4 ACORO CERTIFICATE OF LIABILITY INSURANC DATE TS E page 1 Of 2 10/31 /2008 PRODUCER! 877-945-7378 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Willis North America, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 26 Century Blvd. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. P. O. Box 305191 Nashville, TN 372305191 INSURERS AFFORDING COVERAGE NAIC# INSURED Lawson Software, Inc. INSURERA: St. Paul Fire and Marine Insurance Compan 24767-001 380 St. Peter Street St. Paul MN 55102 INSURERS: The Standard Fire Insurance Company 19070-001 , INSURER C. INSURER D: NSURERE: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADD' TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE T POLICY EXPIRATION ------------- T LIMITS A GENERAL LIABILITY TE06305017 11/1/2008 11/1/2009 EACHOCCURRENCE $ 1 000 000 X COMMERCIAL GENERAL LIABILITY PREMISESEacocu-Deace S 1 000 000 CLAIMS MADE IX I OCCUR MED EXP(Anyone person) $ 10 000 PERSONALS ADV INJURY S 1 000 OOO GENERAL AGGREGATE $ 2 000 000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMP/OP AGG $ 2,000,000 POLICY PRO- LOC A AUT OMOBILE LIABILITY TE06305017 11/1/2008 11/1/2009 COMBINED SINGLE LIMIT $ 1 000 000 ANY AUTO (Ea accitlenry , , ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per parson) X HIREDAUTOS BODILYINJURY S X NON-OWNED AUTOS accident) War ecciden0 PROPERTY D G AMA E $ (Peraccitlenl) GARAGELIABILITY AUTOONLY-EAACCIDENT $ ANYAUTO EA ACC OTHERTHAN $ AUTOONLV: AGG $ A EXCESSIUMBRELLA LIABILITY TE06305017 11/1/2008 11/1/2009 EACH OCCURRENCE S 5 000 000 X OCCUR F71 CLAIMS MADE AGGREGATE $ S 000 000 DEDUCTIBLE $ X RETENTION $ 10100C $ B WORKERS COMPENSATION ANO EMPLOYERS'LIABILIT! HCS1B7952C91008 11/1/2008 11/1/2009 TATU IMT DTH X WRY ANY PROPRIETCRIPARTNERIEXECUI NE E.L. EACH ACCIDENT $ 500.000 OFFICERIMEMBER EXCLUDED? EL DISEASE -EAEMPLOYEE $ 500,000 11 yes, describe under SPECIAL PROVISIONS below E.L. DISEASE-POLICYLIMIT $ 500,000 OTHER DESCRIPTION OF OPERATIONS/LOCAMONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL A.wA PA- m ?l l?(?iTI pS"R IN4 X5g2_g IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR City of Santa Ana REPRESENTATIV S. 20 Civic Center Plaza AUTOO D ESENTATIVE Santa Ana, CA 92701 ACORD25(2001/08) Co11:2524793 Tp1:852033 Ce!7t:11576488 I ®ACORD CORPORATION 1988 IMPORTANT Page 2 of 2 If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ernonlgf tlmlMai r..11.9 A7QI m„i.ac7nvi rerr.iis? v-5110U J I N f C3 R" July 26, 20 t' Accounts Payable Citv Of Santa Ana 2U Civic Center Plaza Santa Ana, CA 02702 Re: Notice of Merger from Lawson Software Americas, Inc. into Lawson Software, Inc., Notice of Name Chan-re from Lawson Software, Inc. to Infor (US), Inc., and Remittance Address Change Notice and Remittance Instructions Dear Valued Customer, Effective December 31, 2011, Lawson Software Americas, Inc., a Delaware corporation, mer-ed with Lawson Software, Inc., a Delaware corporation. As a result of this merger, Lawson Sof varz, Inc. was the successor corporation to Lawson Soft mre Americas, Inc. Effective as of July 1, 2012, Lawson Software, Inc. changed its name to Infor (US), Inc. ("In.for°). Please accept this letter as notice of Lawson's name change to hifor and the other changes noted above, and update your records accordingly with the following contact and payment information referenced below. There will be no interruption in operations as a result of this name- chance, and Infor will continue- to perform all of its obligations under any agreement that it may have with you. For your reference and to facilitate payment(s) to Infor (US), Inc., visit www.infor.com!LawsonUS/ for tints to the following: • Infor (US), Inc. Remittance Address Change Notice and Remittance Instructions • Infor (US), inc. IRS form W-9 for your records • lnfor (US), Inc. sales tax Certificate of Exemption instructions • Certificate of Merger of Lawson Software Americas, Inc., a Delaware corporation, %N ith and into Lawson Sofri«re, Inc., a Delaware corporation • Certificate of Name Change from Lawson So, ftr;are, Inc. to In for (US), Inc. If tr3u have any questions regarding these chan,cs, please do not hesitate to contact the following: • Re=arding the merger and-tor name chan°e: fatty Elias, Associate General Counsel, Patricia. Eliasi'iNrlfor.com, phone: 651-767-4866. • Regarding, remittance address change notice or remittance instructions: Infor Cash Applications Department at 678-317-5000 or Cash.Aoptications(ii infar.com. tiin.:.rely. Int")r Le,!al. Finance, and Tax Departments ^.- 31 C.a Li 4 100, iarh,32tld. G--" TA ?-J'. G, 3•:I r 1(i, 7?.1 I) °.)t;?1 F., - ?° !