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HomeMy WebLinkAboutItem 09 -Agreements for Enterprise Resource Planning System Software Information Technology www.santa-ana.org/IT Item # 9 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report July 15, 2025 TOPIC: Enterprise Resource Planning System Software and Implementation Services AGENDA TITLE Agreements with Graviton Consulting Services, Inc. and Oracle Corp. for Enterprise Resource Planning (ERP) System Software and Implementation Services (Specification No. 23-132) (Non-General Fund) RECOMMENDED ACTION 1.Approve agreement with Graviton Consulting Services, Inc. for the purchase of Oracle Cloud ERP subscription licensing, for an initial three-year term beginning September 1, 2025, with seven optional one-year renewals, in an aggregate amount not to exceed $5,026,843; and authorize the City Manager, or their designee, to execute future ordering documents as necessary, provided the total cost does not exceed the approved aggregate amount (Agreement No. A-2025- XXX). 2.Approve an agreement with Graviton Consulting Services, Inc. for Oracle ERP implementation services, in an amount not to exceed $4,798,915, for a 35-month term beginning August 1, 2025, and expiring June 30, 2028 (Agreement No. A- 2025-XXX). 3.Approve agreement with Oracle America, Inc. for Public Sector Oracle Cloud Services, to govern the terms and conditions of the Oracle Cloud ERP services (Agreement No. A-2025-XXX). GOVERNMENT CODE §84308 APPLIES: Yes DISCUSSION On July 6, 1998, the City Council approved the purchase of the High Line Corporation’s “Personality” payroll and human resources software to be used to comply with Y2K requirements. Since 1999, the City has utilized this system (which was upgraded in 2011 to a newer version called “ePersonality”) to process payroll and manage personnel Enterprise Resource Planning System Software and Implementation Services July 15, 2025 Page 2 5 1 8 6 information. The system features also included time and attendance tracking, benefits administration, salary and position management, training and development, and labor relations administration. On March 3, 2008, the City Council approved the purchase of the Lawson financial system to replace a legacy mainframe system that was more than 20 years old at the time. This new system has been used since 2009 by all departments to process, track, and report on the City’s financial information and transactions. Key functions of this system include general ledger, grant management, projects and activities, accounts payable, cash management, billing, accounts receivable, asset management, requisitions, purchase orders, inventory, business intelligence, and reporting. Together, the High Line and Lawson systems have been meeting the City’s ERP needs for 25 years and 16 years, respectively. During that time, High Line Corporation was acquired by NeoGov and Lawson was acquired by Infor. The new owners of these two software systems have continued to support and enhance the systems over the years; and as updates were made available, City staff applied these updates to keep the applications running on supported versions. Although the vendors continue to provide system support and ongoing minor updates, both vendors have declared their systems to be end-of-life and they do not plan to release any new major version upgrades. Instead, they have encouraged customers to migrate to their new cloud-based, subscription versions. On December 6, 2022, the City Council approved an agreement with SDI Presence, LLP (SDI) to assist the City in the evaluation, selection, and negotiation of a new ERP solution. Because of the importance of this solution to meet the City’s current and future operational requirements, it was prudent to choose a firm with extensive experience in helping public sector organizations select the appropriate ERP system. With the assistance of SDI, the City conducted an extremely thorough selection process that lasted more than two years. This process included a comprehensive needs assessment conducted by SDI, development and issuance of Requests for Qualifications (RFQ) for software vendors and implementation partners, consultation with staff at other agencies using prospective systems, development of a Request for Proposal (RFP), vendor demonstrations, proof-of-capability presentations, additional requests for clarifications, and, finally, contract negotiations. On December 13, 2023, the City issued RFP No. 23-132 for Enterprise Resource Planning (ERP) system, including Implementation Services on the City’s online bid management system to vendors who had been qualified based on the issued RFQs. A summary of vendor participation and results is as follows: Enterprise Resource Planning System Software and Implementation Services July 15, 2025 Page 3 5 1 8 6 7 Vendors notified 0 Santa Ana vendors notified 7 Vendors downloaded the RFP packet 5 Proposals received Proposals were opened on February 14, 2024 and evaluated. The five proposals submitted by the RFP deadline were all determined to be responsive to the specifications and met the City’s requirements. A selection team consisting of staff from the IT Department (IT), the Finance and Management Services Agency (FM), and the Human Resources Department (HR) evaluated the proposals, participated in half-day demonstrations, and subsequently short-listed the top two candidates to continue in the process. The top two candidates then participated in scripted, week-long, proof-of- capability demonstrations and responded to a Request for Clarifications, which included requests for their best pricing as well as other desired contracting terms and conditions. After careful consideration, the Graviton Consulting Services Inc. proposal to implement the Oracle Fusion Cloud ERP application was the top ranked proposal by the selection team. All five proposing firms’ rankings according to the criteria listed in the RFP are as follows: Implementing Vendor Name/Product Location Rank Graviton Consulting Services Inc./Oracle Fusion Cloud Sacramento, CA 1 Cognizant Solutions (Collaborative Solutions)/Workday Teaneck, NJ 2 Avaap USA LLC/Workday Columbus, OH 3 Tyler Technologies/Tyler EERP Yarmouth, ME 4 RPI Consultants/Infor Cloud Suite Baltimore, MD 5 The selected Oracle Fusion Cloud application is a true best of breed, cloud-based, Software as a Service (SaaS) product that will help the City to support business transformation, reduce risk from legacy systems, reduce manual processes, provide robust reporting capabilities, and meet the changing future demands of the City. Having a common foundation across applications provides the standardization that will allow the City to grow over time and see savings quicker by reducing redundant systems and streamlining processes. Oracle’s Cloud solution provides shared technology, a common modern user interface, a secure unified data model, and universal easy-to-use reporting and analysis. The City expects to replace multiple stand-alone systems with this single solution. The City will be purchasing the Oracle Fusion Cloud subscriptions through Graviton as a reseller in order to align license purchases with the system implementation plan and to accommodate the City’s requested terms and conditions (see Exhibits 2, 3, and 4). Enterprise Resource Planning System Software and Implementation Services July 15, 2025 Page 4 5 1 8 6 The City is committing to a minimum three-year agreement with no annual subscription increases. After the third year, the agreement includes seven, optional, one-year renewal periods, that include a subscription uplift that is capped at three-percent (3%). This locks in 10 years of pricing with the ability to cancel in any year after year three. Since subscription pricing is based on both modules utilized and the number of City staff in a given year, the not-to-exceed amount of $5,026,843 has been calculated to allow for fluctuations. During the selection process, the Teller Cashiering system was also selected; however, during planning, the team determined implementing that system was not feasible at this time. The team will re-evaluate replacing the existing cashiering system after the implementation of the ERP begins and may bring the item back to the City Council at a later time for approval of the additional cost. The Oracle Fusion Cloud system will be implemented in two overlapping phases. Phase 1 will be the Human Capital Management (HCM), Learning Management, and Payroll modules. This phase will last 16 months, with a targeted go-live of January 1, 2027. Phase 2 will be the ERP Financial Management modules. This phase will last 18 months, with a targeted go-live of July 1, 2027. The one-time implementation services cost is a not-to-exceed amount of $4,798,915 (see Exhibit 1). The selected platform allows for modular expansion, enabling the City to add new features or functional areas such as procurement enhancements, budgeting tools, or workforce planning as future needs arise. This flexibility ensures the system can evolve alongside the City’s operational and strategic goals, supporting long-term efficiency and performance. Modules are licensed by either the number of total city employees or by the number of specific named users, which may be adjusted on an annual basis. To support ongoing adaptability and periodic staffing updates, it is recommended to authorize the City Manager, or their designee, to execute future ordering documents as necessary, provided that the total costs do not exceed the approved aggregate amount. This authorization allows the City to respond promptly to emerging needs to procure additional modules or services without delay, while maintaining strict fiscal control. Such flexibility is critical to maximizing the investment in the Oracle ERP system and ensuring it continues to meet the City’s evolving requirements. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funding for this project has been planned for and has been accumulated in the fund balance of the Information Technology fund. Funding of $3,000,000 is currently available in the Information Technology Department under the IT Projects accounting unit (10920149) for FY 2025–26 and the fund is projected to have funds to cover the Enterprise Resource Planning System Software and Implementation Services July 15, 2025 Page 5 5 1 8 6 implementation and subscription costs for the first three years. Funding for subsequent fiscal years will be included in proposed budgets for City Council consideration. The table below provides an estimated account distribution by fiscal year; however, actual distribution amounts and fiscal years may vary depending on the timing of implementation. Fiscal Year Accounting Unit - Account No. Fund Description Accounting Unit – Account No. Description Amount 2025-26 10920149- 66511 Information Technology IT Projects – Computer Software Subscriptions $461,503 2026-27 10920149- 66511 Information Technology IT Projects – Computer Software Subscriptions $461,503 2027-28 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $461,503 2028-29 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $475,348 2029-30 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $489,608 2030-31 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $504,297 2031-32 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $519,425 2032-33 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $535,008 2033-34 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $551,058 2034-35 10920141- 66511 Information Technology Enterprise Systems – Computer Software Subscriptions $567,590 Total $5,026,843 Enterprise Resource Planning System Software and Implementation Services July 15, 2025 Page 6 5 1 8 6 Fiscal Year Accounting Unit - Account No. Fund Description Accounting Unit – Account No. Description Amount 2025-26 10920149- 62300 Information Technology IT Projects – Contract Professional Services $1,756,235 2026-27 10920149- 62300 Information Technology IT Projects – Contract Professional Services $ 2,281,067 2027-28 10920149- 62300 Information Technology IT Projects – Contract Professional Services $ 761,613 Total $ 4,798,915 EXHIBIT(S) 1. Graviton Consulting Agreement for Implementation Services 2. Graviton Cloud Services Ordering Document - SaaS 3. Graviton Cloud Services Ordering Document – PaaS-IaaS 4. Public Sector Agreement for Oracle Cloud Services Submitted By: Jack Ciulla, Chief Technology Innovations Officer Approved By: Alvaro Nuñez, City Manager Page 1 of 10 AGREEMENT WITH GRAVITON CONSULTING SERVICES, INC. TO PROVIDE ENTERPRISE RESOURCE PLANNING (ERP) SYSTEM AND ORACLE SYSTEM INTEGRATION SERVICES THIS AGREEMENT is made and entered into on this 15th day of July, 2025 by and between Graviton Consulting Services, Inc., a Nevada corporation (“Consultant”), 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 (“City”). RECITALS A. The City issued Request for Proposal (“RFP”) No. 23-132, by which it sought consultants to provide Enterprise Resource Planning (ERP) system and Oracle System Integration Services. B. Consultant submitted a responsive proposal that was among those selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 23-132, which is incorporated herein by reference. C. Consultant represents that Consultant is able and willing to provide such services to the City. D. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. 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 Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Compensation - Exhibit B. The total amount to be expended during the term of this Agreement shall not exceed $4,798,915.00, which is comprised of the following: (1) a base amount of $4,362,650.00; and (2) a 10% contingency in the amount of $436,265.00 for additional and as-needed services to be exercised at City’s sole discretion. Page 2 of 10 b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Consultant agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Consultant agrees to execute the City’s standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Consultant’s account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on August 1, 2025 and terminate on June 30, 2028, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. 6. INSURANCE Consultant shall procure and maintain for the duration of the contract insurance against Page 3 of 10 claims for security breaches, system failures, injuries to persons, damages to software, and damages to property (including computer equipment), theft, or other misuse of Customer’s data, infringement of intellectual property, invasion of privacy and breach of data, which may arise from or in connection with the performance of the work hereunder by Consultant, its agents, representatives, or employees. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence and $4,000,000 general aggregate. 2. Technology Professional Liability Errors and Omissions Insurance (E&O): appropriate to the Consultant’s profession and work hereunder, with limits not less than $2,000,000 per occurrence and $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by the Consultant in this agreement and shall include, but not be limited to, claims involving business interruption, damage to or destruction of electronic information, and alteration of electronic information. The policy shall provide coverage for Consultant’s failure to provide professional services and/or products under this Agreement. The Policy shall include, or be endorsed to include, damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of Customer in the care, custody, or control of Consultant. 3. Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering code 1 (any auto, with limits no less than $1,000,000 combined single limits. 4. Workers’ Compensation (W/C): as required by the State of California, with statutory limits, and Employer’s Liability insurance with limits of no less than $1,000,000 per accident, policy, employee, for bodily injury or disease. If Consultant maintains broader coverage and/or higher limits than the minimums shown above for any line of coverage, Customer requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to Customer. Other Insurance Provisions The above required insurance policies are to contain or be endorsed to contain the following provisions: 1. City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds, under Consultant’s CGL and E&O policies, with respect to any liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, equipment, and personnel furnished in connection with such work or operations. Page 4 of 10 2. Consultant’s Insurance companies agree to waive all rights of subrogation against City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Consultant under this Agreement. 3. For any claims related to this contract, Consultant’s insurance coverage shall be primary and any insurance maintained by City of Santa Ana, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. 4. A severability of interest provision must apply for all the additional insureds, ensuring that Consultant’s insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer’s limits of liability. 5. Insurance policies required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty (30) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non -renewal due to non- payment of premium. 6. Certificate Holder on each Evidence of Insurance certificate shall be: City of Santa Ana, Attention: Information Technology Department, 20 Civic Center Plaza, M-42, Santa Ana, CA 92701. The name and location of project must be included in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by Customer. Customer may require Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state of California with a current A.M. Best rating of no less than A-:VII, unless otherwise acceptable to Customer. Claims Made Policies If any of the required policies provide coverage on a claims-made basis: 1. The retroactive date must be shown and must be before the date of the contract. 2. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, Consultant must purchase “extended reporting” coverage for a minimum of three (3) years after completion of work. Verification of Coverage Consultant shall furnish Customer with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause). Failure to obtain the required documents prior to the work beginning shall not Page 5 of 10 waive Consultant’s obligation to provide them. Customer reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. Special Risks or Circumstances Customer reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Failure to Maintain Insurance Coverage If Consultant, for any reason, fails to maintain insurance coverage, which is required pursuant to this Agreement, for the entire term of this contract, the same shall be deemed a material breach of Agreement. Customer, at its sole option, may terminate this Agreement at any time and obtain damages from Consultant resulting from said breach. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant’s services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States’ letters patent, trademark, or copyright infringement, including costs, contained in the work product Page 6 of 10 or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. “Confidential Information” shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE a. Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. b. No immediate family members of either the Mayor, City Council Member, or any appointed City Official, including appointed board and commission members, as defined under the City’s Municipal Code, whose position with the City shall award or influence the award of this Agreement, or any competing contract or amendment thereof, shall be employed in any capacity by the Consultant or have any other direct or indirect financial benefit or interest in this Agreement. c. The section also prohibits the awarding of any agreement, contract, grant, or any Page 7 of 10 amendment to those awards, to any former full-time employee for one-year from date of employee separation except for any CalPERS retiree as authorized by City Council resolution d. The Consultant must comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Agreement. The Consultant warrants that it is not now aware of any facts which conflict with the prohibitions defined above. If the Consultant hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest, it must immediately make full written disclosure of such facts to the City. Full written disclosure must include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this paragraph will be a material breach of this Agreement. e. Consultant covenants that none of its directors, officers, employees, or agents shall participate in selecting or administrating any subcontract supported (in whole or in part) by City funds stemming from the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or interest to any individual, as defined in subsections (b) and (c) above. 12. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Page 8 of 10 Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City’s ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. Page 9 of 10 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: City Clerk City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Chief Technology Innovations Officer, IT Department City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 To Consultant: Greg Catanzano Chief Executive Officer Graviton Consulting Services 8801 Folsom Blvd, Suite 120 Sacramento, CA, 95826 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney’s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. Page 10 of 10 b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA Jennifer L. Hall City Clerk Alvaro Nunez City Manager APPROVED AS TO FORM RECOMENDED FOR APPROVAL SONIA R. CARVALHO City Attorney By Jonathan T. Martinez Assistant City Attorney Jack Ciulla Chief Technology Innovations Officer Information Technology Department GRAVITON CONSULTING SERVICES, INC. Greg Catanzano Chief Executive Officer Graviton Consulting Services, Inc. EXHIBIT A SCOPE OF SERVICES City of Santa Ana, CA RFP No. 23-132 ERP System, Including Implementation Services P a g e | 11 4 ERP System Requirements 4.1 Required Functionality The City is seeking a highly integrated system that can serve as many of the City’s various department’s needs as possible. Table 5, Required Functionality, identifies the solution functionality that is required to be supported by any solution proposed in response to this RFP; if such solution does not offer the specified functionality directly, a 3rd party solution with which the proposed solution has been previously, successfully implemented in a comparable project for another public sector client must be proposed. Table 5 – Required Functionality Financial System Human Resources System General Ledger (GL) / Accounting Employee Master File Budgeting, including Position Control Recruiting Procurement / Purchasing Onboarding Accounts Payable Benefits Administration / Open Enrollment Accounts Receivable / General Billing Leave Administration Vendor Management Learning Management Cash Receipts / Cashiering Performance Management Capital Asset Management Training and Certification Grant Management Personnel Actions Inventory Management Employee Self Service Contracts Management Time and Attendance Payroll Processing / Administration / Management Separation / Off-boarding Bank Reconciliation Financial Statements/Reporting Project Accounting 4.2 Additional System Functionality The City is interested in adopting modern, automated tools that support financial and human resources best practices. Key functionality in these areas would include, but not be limited to: dashboards, mobility, employee portal with electronic time reporting, vendor portal, workflow, robust inquiry and reporting capabilities, etc. Specific functional requirements have been provided in Appendix A – Requirements. 4.3 Required Interfaces Table 6, Required Interfaces, identifies several additional systems in use across the City for which interfaces with the replacement financial and/or human resources management systems will be required. Vendor proposals should identify each of these required interfaces and include the necessary work effort related to and cost of these interfaces; a detailed list of system integration requirements is included in Appendix A – ERP Requirements. City of Santa Ana, CA RFP No. 23-132 ERP System, Including Implementation Services P a g e | 12 Table 6 – Required Interfaces Department / Division 3rd Party Solution Business Function Citywide Laserfiche Document Management Parks & Recreation CivicRec Activity and site reservations Human Resources eSkill Pre-employment Testing and analysis Finance Business License Business License Tax Processing and Management Finance Questica Budget Preparation Finance/Public Works enQuesta Utility Billing & Customer Information Management Finance enQuesta Utility Billing Finance iNovah Cashiering Finance Custom Outbound/Inbound check file Finance Custom Inbound CC payments Police Department InTime Scheduling/timesheets Planning & Building/Public Works Clariti (To be implemented 2024) Replaces Santa Ana Property Information Network (SAPIN) Property Information & Tracking, Permitting, Inspections, Occupancy, Code Enforcement Human Resources Keenan Benefit Bridge Open Enrollment / Benefits Human Resources Insight Online Job Applicant Tracking Human Resources Onboard Employee onboarding Human Resources Perform Performance Management Human Resources Target / Vector Solutions Employee Training Management Human Resources Meridian Learning Management System Human Resources Adminsure Workers’ Compensation claims management 4.4 Data Conversion The City desires to retain, convert and load its current and historical data (including records, libraries, supporting documents, and related file attachment meta-data) to the Future System. Table 7, Data Conversion Requirements, provides a list of data by functional areas and a description; a detailed list of data conversion requirements is included in Appendix A – ERP Requirements. City of Santa Ana, CA RFP No. 23-132 ERP System, Including Implementation Services P a g e | 13 Table 7 – Data Conversion Requirements Current Repository Description Infor Lawson ERP (Current data goes back to 2006) •General ledger financial data, vendor Information, customer information, budget data, project data, capital asset data, purchase orders, grant data, payment voucher data, customer invoices, payment data/history, contracts, inventory, various financial reports including but not limited to Trial Balance, Revenues & Expenditure ledgers. Questica (Current data goes back to 2018) •Budget detail data •Budget summary data High Line Corp. (Current data goes back to 2000) •Employee data, payroll history, job history, benefit elections, position data/history, performance data, training history, accrual balances. 4.5 Implementation Timeline The City is seeking guidance from the Proposers based on their experience for the recommended module phasing and timing. Proposers should clearly communicate all key assumptions along with their proposed schedule. The City is open to suggestions for how best to implement the Proposer’s solution. The Proposer’s recommended implementation timeline should be clearly articulated in their proposal response as described in Section 6 – Implementation Approach and Work Plan under the Proposal Submission Requirements discussed in Section 5 of this document. 4.6 Requirements Proposers must respond to the ERP Requirements included in Appendix A – ERP Requirements; responses should be entered into the document. Proposers are to respond to each of these requirements with one of the following response codes: •Y – Meets Requirement •N – Does Not Meet Requirement •W/C – Workaround Proposed or Customization Needed to Meet Requirement •T – Third-Party Solution to Meet Requirement Response Codes “Y” and “N” do not require written responses/comments unless the Proposers wish to present additional benefits or opportunities related to their solution and the requirement. However, response codes “W/C” and “T” do require written responses. For these response codes, Proposers must describe how the requirement will be met. EXHIBIT B COSTS - FEE PROPOSAL EXHIBIT B COMPENSATION Fee Proposal including hourly rates if applicable The tables below represent the payment schedule for the implementation of Oracle Cloud for the City. For each payment, the table lists the estimated completion date and amount. Phase 1 HCM Implementation Payment Schedule No. WBS ID Deliverable Estimated Completion Date Amount Phase 1 HCM 1 1.0.1 Project Management Month 1 09/30/25 $25,000.00 2 1.2.1 Requirements, Use Cases, BPMs 10/10/25 $17,934.51 3 1.0.2 Project Management Month 2 10/31/25 $40,000.00 4 1.2.2 Business Process Familiarization 11/07/25 $56,550.28 5 1.0.3 Project Management Month 3 11/30/25 $40,000.00 6 1.0.4 Project Management Month 4 12/31/25 $40,000.00 7 1.3.2 CEMLI Cycle 1 01/02/26 $136,976.34 8 1.2.3 Conference Room Pilot 1 01/30/26 $80,635.49 9 1.0.5 Project Management Month 5 01/31/26 $40,000.00 10 1.0.6 Project Management Month 6 02/28/26 $40,000.00 11 1.3.3 CEMLI Cycle 2 03/27/26 $131,740.42 12 1.0.7 Project Management Month 7 03/31/26 $40,000.00 13 1.2.4 Conference Room Pilot 2 04/24/26 $71,210.85 14 1.0.8 Project Management Month 8 04/30/26 $40,000.00 15 1.0.9 Project Management Month 9 05/31/26 $40,000.00 16 1.3.4 CEMLI Cycle 3 06/19/26 $134,881.97 17 1.0.10 Project Management Month 10 06/30/26 $40,000.00 18 1.2.5 Conference Room Pilot 3 07/17/26 $65,974.93 19 1.0.11 Project Management Month 11 07/31/26 $40,000.00 20 1.3.5 CEMLI Cycle 4 08/21/26 $83,567.61 21 1.0.12 Project Management Month 12 08/31/26 $40,000.00 22 1.0.13 Project Management Month 13 09/30/26 $40,000.00 23 1.2.6 System Test 10/16/26 $142,421.69 24 1.0.14 Project Management Month 14 10/31/26 $40,000.00 25 1.3.6 CEMLI Cycle 5 11/13/26 $76,237.32 26 1.0.15 Project Management Month 15 11/30/26 $40,000.00 27 1.2.7 User Acceptance Test 12/11/26 $49,220.00 28 1.0.16 Project Management Month 16 12/31/26 $40,000.00 29 1.3.7 Production Cutover 01/01/27 $36,653.80 30 1.0.17 Project Management Month 17 01/31/27 $40,000.00 31 1.2.8 Production Support 03/26/27 $50,264.79 $1,799,270.00 Phase 2 ERP Implementation Payment Schedule No. WBS ID Deliverable Estimated Completion Date Amount Phase 2 ERP 1 2.2.0 Chart of Accounts Design 01/02/26 $58,840.81 2 2.0.1 Project Management Month 1 01/31/26 $15,000.00 3 2.2.1 Requirements, Use Cases, BPMs 02/27/26 $15,467.90 4 2.0.2 Project Management Month 2 02/28/26 $15,000.00 5 2.2.2 Business Process Familiarization 03/27/26 $74,145.19 6 2.0.3 Project Management Month 3 03/31/26 $50,000.00 7 2.0.4 Project Management Month 4 04/30/26 $50,000.00 8 2.3.2 CEMLI Cycle 1 05/22/26 $123,327.61 9 2.0.5 Project Management Month 5 05/31/26 $50,000.00 10 2.2.3 Conference Room Pilot 1 06/19/26 $89,524.03 11 2.0.6 Project Management Month 6 06/30/26 $50,000.00 12 2.0.7 Project Management Month 7 07/31/26 $50,000.00 13 2.3.3 CEMLI Cycle 2 08/14/26 $147,064.52 14 2.0.8 Project Management Month 8 08/31/26 $50,000.00 15 2.2.4 Conference Room Pilot 2 09/18/26 $60,103.63 16 2.0.9 Project Management Month 9 09/30/26 $50,000.00 17 2.0.10 Project Management Month 10 10/31/26 $50,000.00 18 2.3.4 CEMLI Cycle 3 11/13/26 $147,064.52 19 2.0.11 Project Management Month 11 11/30/26 $50,000.00 20 2.2.5 Conference Room Pilot 3 12/18/26 $60,103.63 21 2.0.12 Project Management Month 12 12/31/26 $50,000.00 22 2.3.5 CEMLI Cycle 4 01/29/27 $59,212.10 23 2.0.13 Project Management Month 13 01/31/27 $50,000.00 24 2.0.14 Project Management Month 14 02/28/27 $50,000.00 25 2.2.6 System Test 03/26/27 $149,293.34 26 2.0.15 Project Management Month 15 03/31/27 $50,000.00 27 2.3.6 CEMLI Cycle 5 04/23/27 $56,314.64 28 2.0.16 Project Management Month 16 04/30/27 $50,000.00 29 2.2.7 User Acceptance Test 05/21/27 $67,570.17 30 2.0.17 Project Management Month 17 05/31/27 $50,000.00 31 2.0.18 Project Management Month 18 06/30/27 $50,000.00 32 2.3.7 Production Cutover 07/02/27 $97,919.08 No. WBS ID Deliverable Estimated Completion Date Amount 33 2.0.19 Project Management Month 19 07/31/27 $50,000.00 34 2.2.8 Production Support 10/01/27 $92,718.85 $2,178,670.00 Optional Services 1 Optional Oracle Fusion Analytics Implementation Services $84,710.00 2 Optional Cardon Solutions Implementation Services $300,000.00 Graviton Consultant Agreement for City of Santa Ana (with exhibits) CAO signed(2070609.1) GC Final Audit Report 2025-06-30 Created:2025-06-30 By:MELANIE TORRES (MTorres@santa-ana.org) Status:Signed Transaction ID:CBJCHBCAABAAbt6teyhpdIPwZsUWThDuqYoKMH6r5xos "Graviton Consultant Agreement for City of Santa Ana (with exhi bits) CAO signed(2070609.1) GC" History Document created by MELANIE TORRES (MTorres@santa-ana.org) 2025-06-30 - 3:24:54 PM GMT Document emailed to Jack Ciulla (jciulla@santa-ana.org) for signature 2025-06-30 - 3:25:02 PM GMT Email viewed by Jack Ciulla (jciulla@santa-ana.org) 2025-06-30 - 3:25:07 PM GMT Document e-signed by Jack Ciulla (jciulla@santa-ana.org) Signature Date: 2025-06-30 - 3:25:21 PM GMT - Time Source: server Agreement completed. 2025-06-30 - 3:25:21 PM GMT CPQ-3330527 - 1 June 9, 2025 Page 1 of 6 Issued by Graviton Consulting Services, Inc. Partner Name Graviton Consulting Services Inc. Partner Contact Greg Catanzano Partner Address 8801 Folsom Blvd, Ste 120 Sacramento CA 95826 Phone Number (949) 466-7426 Email Address gcatanzano@gravitonconsulting.com End User Name CITY OF SANTA ANA End User Technical Contact Jack Ciulla End User Address 20 Civic Center Plz FL 8 Santa Ana, CA 92701 Phone Number +1 (714) 647-5381 Email Address jciulla@santa-ana.org New Subscription Cloud Services Data Center Region Quantity Term List Fee Unit Net Price Net Fee B91084 – Oracle Fusion Enterprise Resource Planning Cloud Service – Hosted Employee North America 1500 36 mo 2,079,000.00 3.47 187,110.00 B91086 – Oracle Fusion Procurement Cloud Service – Hosted Employee North America 1500 36 mo 2,079,000.00 3.47 187,110.00 B91064 – Oracle Fusion Supply Chain Execution Cloud Services – Hosted Employee North America 1500 36 mo 1,485,000.00 2.48 133,650.00 B84490 – Oracle Additional Test Environment for Oracle Fusion Cloud Service – Each North America 1 36 mo 247,500.00 618.75 22,275.00 B86841 – Oracle Fusion Document Recognition Cloud Service – Hosted Employee North America 1500 36 mo 118,800.00 0.20 10,692.00 B85800 – Oracle Fusion Human Capital Management Base Cloud Service – Hosted Employee North America 1500 36 mo 891,000.00 1.49 80,190.00 B87388 – Oracle Fusion Human Resource Help Desk Cloud Service – Hosted Employee North America 1500 36 mo 237,600.00 0.40 21,384.00 B95499 – Oracle Fusion HCM Communicate Cloud Service – Hosted Employee North America 1500 36 mo 118,800.00 0.20 10,692.00 B94925 – Oracle Fusion Talent Management Cloud Service – Hosted Named User North America 1500 36 mo 415,800.00 0.69 37,422.00 B75365 – Oracle Fusion Time and Labor Cloud Service – Hosted Named User North America 1500 36 mo 178,200.00 0.30 16,038.00 B84490 – Oracle Additional Test Environment for Oracle Fusion Cloud Service – Each North America 1 36 mo 247,500.00 618.75 22,275.00 B85242 – Oracle Fusion Learning Cloud Service – Hosted Named User North America 1500 36 mo 297,000.00 0.50 26,730.00 B95657 – Oracle Fusion Learning Connect Cloud Service – Hosted Named User North America 1500 36 mo 118,800.00 0.20 10,692.00 B86669 – Oracle Cloud Priority Support for SaaS: Base Fee North America 1 36 mo 49,500.00 1,237.50 44,550.00 B86668 – Oracle Cloud Priority Support for SaaS North America 1 36 mo 58,271.40 1,456.79 52,444.26 B91085 – Oracle Fusion Risk Management Cloud Service – Hosted Employee North America 1500 36 mo 712,800.00 1.19 64,152.00 B86668 – Oracle Cloud Priority Support for SaaS North America 1 36 mo 26,195.40 654.89 23,575.86 B110322 – Oracle Fusion Payroll Cloud Service for United States – Hosted Compensated Individual North America 1500 36 mo 594,000.00 148.50 53,460.00 GRAVITON CLOUD SERVICES ORDERING DOCUMENT CPQ-3330527 - 1 June 9, 2025 Page 2 of 6 Issued by Graviton Consulting Services, Inc. Cloud Services Data Center Region Quantity Term List Fee Unit Net Price Net Fee B109620 – Oracle Fusion Workforce Compensation Cloud Service – Hosted Compensated Individual North America 1500 36 mo 5,346.00 133.65 4,811.40 B91920 – Oracle Enterprise Data Management (EDM) Cloud Service – Hosted 1,000 Records North America 10 36 mo 415,800.00 0.69 37,422.00 B86668 – Oracle Cloud Priority Support for SaaS North America 1 36 mo 237,600.00 0.40 21,384.00 Subtotal 10,613,512.80 $1,068,059.52 Fee Description Net Fee Cloud Services Fees $1,068,059.52 Total Fees $1,068,059.52 CPQ-3330527 - 1 June 9, 2025 Page 3 of 6 Issued by Graviton Consulting Services, Inc. A. DESCRIPTION AND PRICES FOR ORDERED CLOUD SERVICES 1. Cloud Services Ordered City of Santa Ana, CA (“City”, “You”, “Your”, or “End User”), has ordered the cloud services described above from Graviton Consulting Services, Inc. (“Graviton”). Your use of these cloud services is subject to the terms in this Ordering Document (the “Order” or “Ordering Document”) and the Oracle Cloud Services executed between You and Oracle America, Inc. B. TERMS AND FEES FOR ORDERED CLOUD SERVICES 1. Oracle Contract Information a. Agreements. End User Cloud Services Agreement. The end user cloud services agreement applicable to this order is the following: Effective Version Date: Oracle Cloud Services Agreement US-CSA-CPQ-3330527 v062223 2. Currency a. All fees on this order are in US Dollars. 3. Terms a. All products and services listed on this order are provided by Oracle under, and subject to, the terms of this order, includi ng the agreement and all Oracle documents referenced in this order. You indicate your agreement to the terms of this order, including the agreement, by signing this order, and you represent that you have the authority to bind the company to whom this order is addressed above to the terms of this orde r and the agreement. As applicable, Oracle processes a partner's order after receipt of a purchase order or a valid credit card. Any terms and conditions on your purc hase order are void and have no legal effect. For cloud services, you may not reduce the quantity of services purchased hereunder f or distribution to the end user (e.g., user or record counts, storage, etc.), in whole or in part, during the Services Period set forth above. The Services P eriod for the cloud services commences on September 15, 2025. 4. Fees a. The cloud services payment frequency applies to all cloud services fees and taxes. All fees payable to Graviton are due 45 days from the invoice date. Once placed, your order is non-cancelable and the sums paid nonrefundable, except as otherwise provided herein or in the agreement. You will pay any sales, value-added or other similar taxes imposed by applicable law that Graviton must pay based on the cloud services you ordered, except for taxes based on Graviton's income. Unless specifically stated otherwise, fees for cloud services listed in this order are exclusive of taxes and expenses. You agree not to disclose the terms of this order to any third party. Cloud Services Payment Frequency: Your payment frequency is Quarterly. 5. Offer Validity a. This order is valid through 30-SEP-2025 and shall become binding upon execution by you and acceptance by Graviton. 6. Price Hold for Cloud Services During the Services Period, you may order additional quantities of the cloud services acquired under this order for distribution to the end user at the Unit Net Price specified above. This price hold does not apply to Eloqua Marketing Platform Cloud Service, to any Customer Success Services listed as cloud services in the Services Ordered table of this order (including, without limitation, Cloud Priority Support for SaaS, Enhanced Support Services for SaaS, Mission Critical Response for SaaS, Solution Support Center for SaaS, Oracle Mission Critical Support for SaaS, Oracle Critic al Process Management for SaaS, Oracle Regression Testing Services for SaaS, Oracle Business Help Desk for SaaS, or Oracle Extensions and Integrations Support for SaaS), to any renewals or extensions of the cloud services ordered hereunder, to cloud services ordered pursuant to a separate Oracl e discount or promotion, or to any cloud services other than those listed in the initial purchase under this order. 7. Non-Appropriation In the event the City has not appropriated funds for a new fiscal year period, and the City provides Graviton and Oracle with written notice of such non- appropriation, you may terminate this order immediately without penalty or expense; provided, however, that: (a) for each of the 12 -month terms of the order, you must provide a purchase order, and (b) your issuance of each 12-month purchase order shall signify to Graviton and Oracle that all funds for the given 12-month term have been fully appropriated and encumbered by the City. In the event that the City provide the written notice as described above to terminate its order with Graviton for the cloud services specified in the tables above section A, you may terminate this order. Notwithstanding the foregoing, you agree to pay for all cloud services performed by Oracle prior to Oracle's receipt of the City's notice of non-appropriations and your written confirmation that the order between you and Graviton for the cloud services specified in the table above section A have been terminated. 8. No Auto-Renewal Notwithstanding any statement, to the contrary in the service specifications, the parties expressly agree that the cloud services acquired under this order will not auto-renew. CPQ-3330527 - 1 June 9, 2025 Page 4 of 6 Issued by Graviton Consulting Services, Inc. 9. Rebalancing Notwithstanding anything to the contrary in this order and subject to the conditions specified below, you have the option to re-allocate the User and Usage quantities ("Rebalance" or "Rebalancing") among the following Oracle Cloud Services (and associated optional services) listed in this order as applicable but only within a pillar (as defined below): Oracle Fusion Cloud, Taleo Enterprise Cloud Services, Eloqua Cloud Services, Oracle RightNow Cloud Services and BigMachines Cloud Services. For the purposes of this Rebalance option, a pillar is equal to one of the following: CX, HCM or ERP. By providing Graviton and Oracle with written notice of your intent to exercise the option to Rebalance, you may exercise the option to Rebalance provided that: a. you may only Rebalance with respect to Cloud Services subscriptions that you have already purchased from Graviton and that are still in effect at the time of the Rebalancing; b. you may only Rebalance with respect to subscription Cloud Services (e.g., bases and options) and you may not apply Rebalancing to other services (such as managed services or professional/consulting services) or operational services such as Additional Test Environment or Virtual Private Network, which are not a user based metric or a usage based metric; c. you may Rebalance once within the first 12 months from the Cloud Services Start Date of this order, and once within the following 12 month period; d. you provide your Graviton sales representative with 30 days prior written notice of your intent to exercise the Rebalance (with the 30 day notice period being the "Thirty Day Period"), and you issue a new PO for the new or amended order (that reflects the results of the Rebalan ce) with a new invoicing schedule; e. you enter into a new or amended order with Graviton for distribution to the end user reflecting the results of the Rebalance within the Thirty Day Period; f. your annual renewable revenue, with respect to Cloud Services, has not decreased; g. you may not use this Rebalance option with any products that have pooled usage or in conjunction with any Oracle Cloud promotions; h. you may not Rebalance any fees which have already been used or that have already been applied to Cloud Services under this order; i. Rebalancing conversions are based on the list prices of the applicable Cloud Services as of the date of your original order; and j. Oracle may contact the City directly to confirm its consent to the Rebalancing (without which Oracle is not obligated to proceed with the Rebalancing) and to coordinate any related end user actions that may be required. 10. Option periods You shall have an option to renew your subscription for the same services listed in the table above at the same usage limits for Seven (7) additional 12 Months renewal periods, each "Option Period" for the fees specified. Professional Services are not included in the Periods. You must provide Graviton a minimum of 30 days' notice prior to the expiration of a service term of your intent to exercise an Option Period and you must execute an order for the new option period prior to the expiration date of the existing service period. The cloud services listed above may not be renewed at the option year pricing listed above if: (i) Oracle is no longer making such cloud services generally available to custome rs, or (ii) You are seeking to cancel or reduce the number of user licenses of the cloud services set forth in this ordering document. Option Period 1: (commencing the day after the last day of the Services Period specified on this order): $[Total 12-month annualized Cloud Services fees for the Services Period under this order] x 1.03% Option Period 2: $[Total 12-month annualized Cloud Services fees for Option Year 1] x 1.03% Option Period 3: $[Total 12-month annualized Cloud Services fees for Option Year 2] x 1.03% Option Period 4: $[Total 12-month annualized Cloud Services fees for Option Year 3] x 1.03% Option Period 5: $[Total 12-month annualized Cloud Services fees for Option Year 4] x 1.03% Option Period 6: $[Total 12-month annualized Cloud Services fees for Option Year 5] x 1.03% Option Period 7: $[Total 12-month annualized Cloud Services fees for Option Year 6] x 1.03% The order is subject to and incorporates the terms and conditions contained in Section C set forth below ("Additional End User Te rms"). Oracle is an irrevocable third party beneficiary of the order between you and Graviton, but does not assume any of Graviton’s obligations thereunder. Oracle will have no liability to the City arising out of or relating to Graviton’s non-compliance with the End User Terms. Should the City fail to be in compliance with the additional End User Terms below, or because of any other circumstance outside of Oracle's control, Oracle may suspend or terminate the cloud services under this ordering document. In the event of termination, the end user's right to receive cloud services under this ordering document is automatically forfeited. 11. Price Hold For a period of 60 months from the Cloud Services Start Date of this order, You may order the Cloud Services specified below at the appropriate fee specified below, provided the Cloud Services are available in production release when ordered. Part No. Description Metric Monthly Fee B91150 Fusion ERP Analytics Hosted Named User Per Month 49.5 B98137 Oracle Fusion HCM Analytics Hosted Named User 49.5 CPQ-3330527 - 1 June 9, 2025 Page 5 of 6 Issued by Graviton Consulting Services, Inc. C. ADDITIONAL END USER TERMS 1. Additional End User Terms To Include In The End User Order a. The order is subject to and incorporates the terms and conditions contained in this section C in the form set forth below ("End User Terms"). Oracle is an irrevocable third party beneficiary of the order between Graviton and the City, but does not assume any of Graviton’s obligations thereunder. Oracle will have no liability to the City arising out of or relating to the City’s non-compliance with the End User Terms. Should the City fail to be in compliance with the additional End User Terms below, or because of any other circumstance outside of Oracle's control, then you agree Oracle may suspend or terminate the cloud services under this order. In the event of termination, the end user's right to receive cloud services under this order is automatically forfeited by you. 2. Non-Appropriation In the event funds are not appropriated for a new fiscal year period, You may terminate this order immediately without penalt y or expense upon written notice to Graviton and to Oracle; provided, however, that: (a) for each of the 12-month terms of the order, You must provide a purchase order, and (b) Your issuance of each 12-month purchase order shall signify to Oracle that all funds for the given 12-month term have been fully appropriated and encumbered. Notwithstanding the foregoing, You agree to pay for all Services performed by Oracle prior to Oracle's and Graviton’s receipt of Your notice of non-appropriation." 3. No Auto-Renewal Notwithstanding any statement to the contrary in the Service Specifications, You expressly agree that the Cloud Services acquired under this order will not auto-renew. 4. Option Periods You shall have an option to renew your subscription for the same services listed in this order at the same usage limits for Seven (7) additional 12 Months renewal periods, each "Option Period" for additional fees to be determined by Graviton. Professional Services are not included in the Option Periods. You must provide Graviton a minimum of 30 days' notice prior to the expiration of a service term of your intent to exercise an Option Period and execute an order for the new option period prior to the expiration date of the existing service period. The Cloud Services listed above may not be renewed at the option period pricing listed above if: (i) Oracle is no longer making such Cloud Services generally available to customers, or (ii) You are seeking to cancel or reduce the number of user licenses of the Cloud Services set forth in this order." D. Other 1. Order of Precedence In the event of inconsistencies between the terms contained in this order and the agreement referenced above, this order shall take precedence. This order will override and control over the terms contained in any purchase order. E. Modification to the End User Cloud Services Agreement 1. Limitation of Liability For the purposes of this order only, delete Section 7.2 under Section 7 (Limitation of Liability) of the End User Cloud Services Agreement and replace with the following: “IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ORACLE AND OUR AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR ORDER, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS PAID AND PAYABLE UNDER YOUR ORDER FOR THE ORACLE PRODUCTS OR SERVICES GIVING RISE TO THE LIABILITY DURING THE THIRTY-SIX (36) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE EVENT GIVING RISE TO THE LIABILITY.” 2. Governing Law For the purposes of this order only, add the following as a new Section 18.6 under Section 18 (Other) of the End User Cloud Services Agreement: “This agreement is governed by the substantive and procedural laws of the State of California.” CPQ-3330527 - 1 June 9, 2025 Page 6 of 6 Issued by Graviton Consulting Services, Inc. F. NOT TO EXCEED CONTRACT AMOUNT The total amount to be expended on all PaaS, IaaS, and SaaS services during the term of this agreement, including any option periods, shall not exceed $5,027,000.00. The City Manager or their designee shall have authority to execute PaaS, IaaS, and/or SaaS Ordering Documents during the term of this agreement, including any option periods, provided the City’s cumulative expenditures under such Ordering Documents do not exceed $5,027,000.00. This Section shall apply to all future ordering documents from September 1, 2025 – August 31, 2028, and any optional extensions exercised by the Parties, as approved by the City Council for the City of Santa Ana on July 15, 2025 G. ENTIRE AGREEMENT By signing below, we each agree that the agreement and this order constitute the entire agreement between You and Graviton with regard to the subject matter herein and as such, no other preprinted, non-negotiated or other terms and conditions on any document provided by partner or end user (e.g., on a purchase order or elsewhere) shall apply. This order is placed subject to the terms of the agreement. The signature below affirms your commitment to pay for the cloud services ordered in accordance with the terms of this order and the agreement. ATTEST: CITY OF SANTA ANA Jennifer L. Hall City Clerk Alvaro Nunez City Manager APPROVED AS TO FORM RECCOMENDED FOR APPROVAL SONIA R. CARVALHO City Attorney By Jonathan T. Martinez Assistant City Attorney Jack Ciulla Chief Technology Innovations Officer Information Technology Department GRAVITON CONSULTING SERVICES, INC. Greg Catanzano Chief Executive Officer Graviton Consulting Services, Inc. Graviton OD-3330527 (SaaS) City of Santa Ana, CA 2.0 (rec'd 6-26-2025) - CAO signed(2070607.2) Final Audit Report 2025-06-30 Created:2025-06-30 By:MELANIE TORRES (MTorres@santa-ana.org) Status:Signed Transaction ID:CBJCHBCAABAAg_XjBGnLqIoSLHmDuGWYBCAaXphray8e "Graviton OD-3330527 (SaaS) City of Santa Ana, CA 2.0 (rec'd 6-26-2025) - CAO signed(2070607.2)" History Document created by MELANIE TORRES (MTorres@santa-ana.org) 2025-06-30 - 3:23:38 PM GMT Document emailed to Jack Ciulla (jciulla@santa-ana.org) for signature 2025-06-30 - 3:23:42 PM GMT Email viewed by Jack Ciulla (jciulla@santa-ana.org) 2025-06-30 - 3:23:53 PM GMT Document e-signed by Jack Ciulla (jciulla@santa-ana.org) Signature Date: 2025-06-30 - 3:24:57 PM GMT - Time Source: server Agreement completed. 2025-06-30 - 3:24:57 PM GMT June 9, 2025 Page 1 of 37 Issued by Graviton Consulting Services, Inc. Partner Name Graviton Consulting Services Inc. Partner Contact Greg Catanzano Partner Address 8801 Folsom Blvd, Ste 120 Sacramento CA 95826 Phone Number (949) 466-7426 Email Address gcatanzano@gravitonconsulting.com End User Name CITY OF SANTA ANA End User Technical Contact Jack Ciulla End User Address 20 Civic Center Plz FL 8 Santa Ana, CA 92701 Phone Number +1 (714) 647-5381 Email Address jciulla@santa-ana.org New Subscription Cloud Services Data Center Region Quantity Term Funded Allocation Value B88206 - Oracle PaaS and IaaS Universal Credits North America 26100 12 mo 26,100.00 Subtotal 26,100.00 Fee Description Net Fee Cloud Services Fees 26,100.00 Total Fees 26,100.00 GRAVITON CLOUD SERVICES ORDERING DOCUMENT June 9, 2025 Page 2 of 37 Issued by Graviton Consulting Services, Inc. Rate Card Pricing for IaaS/PaaS Public Cloud Services B88206 - Oracle PaaS and IaaS Universal Credits Cloud Service Category Discounts Cloud Service Category Discount % Management Cloud Service 0 Big Data Cloud Service 0 Application Development Cloud Service 0 Content Management Cloud Service 0 Analytics Cloud Service 0 Storage Cloud Service 0 Security and Identity Management Cloud Service 0 Enterprise Integration Cloud Service 0 Data Integration Cloud Service 0 Network Cloud Service 0 Compute Cloud Service 0 Data Management Cloud Service 0 Not Discount Eligible 0 June 9, 2025 Page 3 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Management Cloud Service B109358 - Oracle Cloud Infrastructure-MySQL Database- Oracle Ops Insights for MySQL HeatWave OCPU Per Hour 0.015 0.015 B109359 - Oracle Cloud Infrastructure-MySQL Database- Oracle Ops Insights for MySQL HeatWave ECPU Per Hour 0.0075 0.0075 B92809 - Oracle Cloud Infrastructure Logging Analytics-Archival Storage Logging Analytics Storage Unit Per Hour 0.02 0.02 B92888 - Oracle Cloud Infrastructure Ops Insights for Oracle Autonomous Databases-Basic OCPU Per Hour 0.0 0.0 B92889 - Oracle Cloud Infrastructure Ops Insights for Cloud Databases OCPU Per Hour 0.015 0.015 B92890 - Oracle Cloud Infrastructure Ops Insights for External Oracle Databases and Host Host CPU Core Per Hour 0.015 0.015 B92940 - Oracle Cloud Infrastructure Application Performance Monitoring Service-Tracing Data-Free 1,000 Events Per Hour 0.0 0.0 B92941 - Oracle Cloud Infrastructure Application Performance Monitoring Service-Tracing Data 100,000 Events Per Hour 0.65 0.65 B92942 - Oracle Cloud Infrastructure Application Performance Monitoring Service-Synthetic Usage 10 Monitor Runs Per Hour 0.02 0.02 B93082 - Oracle Cloud Infrastructure-Database Management- External DB BYOL Host CPU Core Per Hour 0.025 0.025 B93083 - Oracle Cloud Infrastructure-Database Management- External DB Host CPU Core Per Hour 0.05 0.05 B93426 - Oracle Cloud Infrastructure-Database Management- Cloud Databases OCPU Per Hour 0.05 0.05 B93705 - Oracle Cloud Infrastructure Ops Insights for Warehouse-Extract Gigabyte Per Month 2.0 2.0 B93706 - Oracle Cloud Infrastructure Ops Insights for Warehouse-Instance OCPU Per Hour 0.5377 0.5377 B95634 - Oracle Cloud Infrastructure Logging Analytics-Active Storage Logging Analytics Storage Unit Per Month 0 - 35 372.0 372.0 June 9, 2025 Page 4 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Logging Analytics Storage Unit Per Month 35 - 103 260.4 260.4 Logging Analytics Storage Unit Per Month 103 - 223.2 223.2 999999999999999 B96199 - Oracle Cloud Infrastructure Ops Insights for Oracle Autonomous Databases-Basic ECPU Per Hour 0.0 0.0 B96200 - Oracle Cloud Infrastructure-Database Management- Autonomous Databases-ECPU ECPU Per Hour 0.025 0.025 B96629 - Oracle Cloud Infrastructure-Application Performance Monitoring Service-Synthetic Usage-Free 10 Monitor Runs Per Hour 0.0 0.0 B97140 - Oracle Cloud Infrastructure Ops Insights for Oracle Autonomous Databases-Full ECPU Per Hour 0.0075 0.0075 B99259 - Oracle Cloud Infrastructure-Application Performance Monitoring Service-Stack Monitoring-Enterprise Edition 10 Monitored Resources Per Hour 0.38 0.38 Big Data Cloud Service B108080 - Oracle Cloud Infrastructure Generative AI-Large Meta 10,000 Transactions 0.015 0.015 B108085 - Oracle Cloud Infrastructure Generative AI-Large Meta-Dedicated AI Unit Per Hour 12.0 12.0 B108711 - Oracle Cloud Infrastructure-Language-Dedicated 20.0 0.0 0.25 0.015 0.0 0.0002 0.0 0.5 0.0 0.25 20.0 0.0 0.25 0.015 0.0 0.0002 0.0 0.5 0.0 0.25 Inferencing-Healthcare Inferencing Unit Hour B93423 - Oracle Cloud AI Services-Language-Pre-trained Inferencing 1,000 Transactions 0 - 5 1,000 Transactions 5 - 999999999999999 B93555 - Oracle Big Data Service OCPU Per Hour B94282 - Oracle Cloud Infrastructure-Data Labeling Annotated Data Record 0 - 1000 Annotated Data Record 1000 - 999999999999999 B94896 - Oracle Cloud Infrastructure-Speech Transcription Hour 0 - 5 Transcription Hour 5 - 999999999999999 B94973 - Oracle Cloud Infrastructure-Vision-Image Analysis 1,000 Transactions 0 - 5 1,000 Transactions 5 - 999999999999999 June 9, 2025 Page 5 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price B94974 - Oracle Cloud Infrastructure-Vision-OCR 0.0 1.0 0.0 1.5 3.5 0.0 1.5 0.0 1.5 0.0 10.0 0.0 0.0 1.0 0.0 1.5 3.5 0.0 1.5 0.0 1.5 0.0 10.0 0.0 1,000 Transactions 0 - 5 1,000 Transactions 5 - 999999999999999 B94977 - Oracle Cloud Infrastructure-Vision-Custom Training Training Hour 0 - 15 Training Hour 15 - 999999999999999 B95917 - Oracle Cloud Infrastructure-Language-Custom Inferencing 1000 Transactions B95918 - Oracle Cloud Infrastructure-Language-Custom Inferencing-Dedicated Inferencing Unit Hour 0 - 15 Inferencing Unit Hour 15 - 999999999999999 B95919 - Oracle Cloud Infrastructure-Language-Custom Training Training Hour 0 - 15 Training Hour 15 - 999999999999999 B95920 - Oracle Cloud Infrastructure-Language-Text Translation 1000 Transactions 0 - 1 1000 Transactions 1 - 999999999999999 B96110 - Oracle Cloud Infrastructure-Document Understanding- OCR 1,000 Transactions 0 - 5 1,000 Transactions 5 - 1.0 0.0 0.25 0.0 10.0 0.0 1.5 0.0 1.5 1.0 0.0 0.25 0.0 10.0 0.0 1.5 0.0 1.5 999999999999999 B96111 - Oracle Cloud Infrastructure-Document Understanding- Document Properties 1,000 Transactions 0 - 5 1,000 Transactions 5 - 999999999999999 B96112 - Oracle Cloud Infrastructure-Document Understanding- Document Extraction 1,000 Transactions 0 - 5 1,000 Transactions 5 - 999999999999999 B96113 - Oracle Cloud Infrastructure-Document Understanding- Custom Training Training Hour 0 - 15 Training Hour 15 - 999999999999999 B97193 - Oracle Cloud Infrastructure-Document Understanding- Custom Document Properties 1,000 Transactions 0 - 5 1,000 Transactions 5 - 999999999999999 B97194 - Oracle Cloud Infrastructure-Document Understanding- Custom Document Extraction June 9, 2025 Page 6 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price 1,000 Transactions 0 - 5 0.0 30.0 0.0 30.0 1,000 Transactions 5 - 999999999999999 Application Development Cloud Service B108130 - Oracle Backend for Spring Boot and Microservices- Standard Edition-Marketplace Each 0.0 0.0 B89646 - Oracle Visual Builder OCPU Per Hour 1.2365 1.2365 B90203 - Oracle Visual Builder Studio-Additional Storage Gigabyte Storage Capacity Per Month 1.6 1.6 B90260 - Oracle Digital Assistant Cloud Service Request 0.0232 0.0232 B90304 - Oracle Mobile Hub Cloud Service Request 0.0028 0.0028 B91346 - Oracle WebLogic Server Enterprise Edition for Oracle Cloud Infrastructure OCPU Per Hour 0.2581 0.2581 B91347 - Oracle WebLogic Suite for Oracle Cloud Infrastructure OCPU Per Hour 0.4646 0.4646 B92302 - Oracle Cloud Infrastructure-Blockchain Platform Cloud Service-Standard OCPU Per Hour 0.215 0.215 B92303 - Oracle Cloud Infrastructure-Blockchain Platform Cloud Service-Enterprise OCPU Per Hour 0.4301 0.4301 B92304 - Oracle Cloud Infrastructure-Blockchain Platform Cloud Service-Storage Terabyte Storage Capacity Per Month 70.4 70.4 B92305 - Oracle Cloud Infrastructure-Blockchain Platform Cloud Service-Enterprise-BYOL OCPU Per Hour 0.3226 0.3226 B92913 - Oracle WebLogic Server Enterprise Edition for Oracle Cloud Infrastructure Container Engine for Kubernetes OCPU Per Hour 0.2581 0.2581 B92914 - Oracle WebLogic Server Suite for Oracle Cloud Infrastructure Container Engine for Kubernetes OCPU Per Hour 0.4646 0.4646 B96582 - Oracle Tuxedo for Oracle Cloud Infrastructure OCPU Per Hour 0.5433 0.5433 B96583 - Oracle Tuxedo Enterprise Edition for Oracle Cloud Infrastructure OCPU Per Hour 0.8149 0.8149 B96584 - Oracle Tuxedo Mainframe Modernization Runtimes for June 9, 2025 Page 7 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Oracle Cloud Infrastructure OCPU Per Hour 1.0866 1.0866 Content Management Cloud Service B108776 - WebCenter Imaging For Oracle Cloud Infrastructure OCPU Per Hour 0.6394 0.6394 B108777 - WebCenter Enterprise Capture For Oracle Cloud Infrastructure OCPU Per Hour 0.417 0.417 B108778 - WebCenter Enterprise Capture Standard Edition For Oracle Cloud Infrastructure OCPU Per Hour 0.2085 0.2085 B108779 - WebCenter Sites For Oracle Cloud Infrastructure OCPU Per Hour 0.695 0.695 B108780 - WebCenter Sites Satellite Server For Oracle Cloud Infrastructure OCPU Per Hour 0.1738 0.1738 B108781 - WebCenter Portal For Oracle Cloud Infrastructure OCPU Per Hour 0.8688 0.8688 B108782 - WebCenter Forms Recognition For Oracle Cloud Infrastructure OCPU Per Hour 0.695 0.695 B108783 - WebCenter Content For Oracle Cloud Infrastructure OCPU Per Hour 1.1989 1.1989 B108784 - WebCenter Universal Content Management For Oracle Cloud Infrastructure OCPU Per Hour 0.7993 0.7993 B95279 - Media Services-Media Flow-Standard-H264-SD- Below 30fps Minute of Output Media Content 0.001 0.001 B95280 - Media Services-Media Flow-Standard-H264-SD- Above 30fps and Below 60fps Minute of Output Media Content 0.002 0.002 B95281 - Media Services-Media Flow-Standard-H264-SD- Above 60fps and Below 120fps Minute of Output Media Content 0.003 0.003 B95282 - Media Services-Media Flow-Standard-H264-HD- Below 30fps Minute of Output Media Content 0.003 0.003 B95283 - Media Services-Media Flow-Standard-H264-HD- Above 30fps and Below 60fps Minute of Output Media Content 0.004 0.004 B95284 - Media Services-Media Flow-Standard-H264-HD- Above 60fps and Below 120fps Minute of Output Media Content 0.01 0.01 B95285 - Media Services-Media Flow-Standard-H264-4k-Below 30fps Minute of Output Media Content 0.015 0.015 B95286 - Media Services-Media Flow-Standard-H264-4k-Above 30fps and Below 60fps June 9, 2025 Page 8 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Minute of Output Media Content 0.018 0.018 B95287 - Media Services-Media Flow-Standard-H264-4k-Above 60fps and Below 120fps Minute of Output Media Content 0.036 0.036 B95288 - Media Services-Media Flow-Standard-VP8-SD-Below 30fps Minute of Output Media Content 0.003 0.003 B95289 - Media Services-Media Flow-Standard-VP8-SD-Above 30fps and Below 60fps Minute of Output Media Content 0.004 0.004 B95290 - Media Services-Media Flow-Standard-VP8-SD-Above 60fps and Below 120fps Minute of Output Media Content 0.007 0.007 B95291 - Media Services-Media Flow-Standard-VP8-HD-Below 30fps Minute of Output Media Content 0.008 0.008 B95292 - Media Services-Media Flow-Standard-VP8-HD-Above 30fps and Below 60fps Minute of Output Media Content 0.01 0.01 B95293 - Media Services-Media Flow-Standard-VP8-HD-Above 60fps and Below 120fps Minute of Output Media Content 0.015 0.015 B95294 - Media Services-Media Flow-Standard-VP8-4k-Below 30fps Minute of Output Media Content 0.036 0.036 B95295 - Media Services-Media Flow-Standard-VP8-4k-Above 30fps and Below 60fps Minute of Output Media Content 0.04 0.04 B95296 - Media Services-Media Flow-Standard-VP8-4k-Above 60fps and Below 120fps Minute of Output Media Content 0.05 0.05 B95297 - Media Services-Media Flow-Standard-H265VP9-SD- Below 30fps Minute of Output Media Content 0.005 0.005 B95298 - Media Services-Media Flow-Standard-H265VP9-SD- Above 30fps and Below 60fps Minute of Output Media Content 0.007 0.007 B95299 - Media Services-Media Flow-Standard-H265VP9-SD- Above 60fps and Below 120fps Minute of Output Media Content 0.012 0.012 B95300 - Media Services-Media Flow-Standard-H265VP9-HD- Below 30fps Minute of Output Media Content 0.01 0.01 B95301 - Media Services-Media Flow-Standard-H265VP9-HD- Above 30fps and Below 60fps Minute of Output Media Content 0.02 0.02 B95302 - Media Services-Media Flow-Standard-H265VP9-HD- Above 60fps and Below 120fps Minute of Output Media Content 0.03 0.03 B95303 - Media Services-Media Flow-Standard-H265VP9-4k- June 9, 2025 Page 9 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Below 30fps Minute of Output Media Content 0.026 0.026 B95304 - Media Services-Media Flow-Standard-H265VP9-4k- Above 30fps and Below 60fps Minute of Output Media Content 0.05 0.05 B95305 - Media Services-Media Flow-Standard-H265VP9-4k- Above 60fps and Below 120fps Minute of Output Media Content 0.063 0.063 B95306 - Media Services-Media Flow-Speed-H264-SD-Below 30fps Minute of Output Media Content 0.002 0.002 B95307 - Media Services-Media Flow-Speed-H264-SD-Above 30fps and Below 60fps Minute of Output Media Content 0.003 0.003 B95308 - Media Services-Media Flow-Speed-H264-SD-Above 60fps and Below 120fps Minute of Output Media Content 0.004 0.004 B95309 - Media Services-Media Flow-Speed-H264-HD-Below 30fps Minute of Output Media Content 0.004 0.004 B95310 - Media Services-Media Flow-Speed-H264-HD-Above 30fps and Below 60fps Minute of Output Media Content 0.005 0.005 B95311 - Media Services-Media Flow-Speed-H264-HD-Above 60fps and Below 120fps Minute of Output Media Content 0.012 0.012 B95312 - Media Services-Media Flow-Speed-H264-4k-Below 30fps Minute of Output Media Content 0.018 0.018 B95313 - Media Services-Media Flow-Speed-H264-4k-Above 30fps and Below 60fps Minute of Output Media Content 0.02 0.02 B95314 - Media Services-Media Flow-Speed-H264-4k-Above 60fps and Below 120fps Minute of Output Media Content 0.04 0.04 B95315 - Media Services-Media Flow-Speed-VP8-SD-Below 30fps Minute of Output Media Content 0.005 0.005 B95316 - Media Services-Media Flow-Speed-VP8-SD-Above 30fps and Below 60fps Minute of Output Media Content 0.006 0.006 B95317 - Media Services-Media Flow-Speed-VP8-SD-Above 60fps and Below 120fps Minute of Output Media Content 0.008 0.008 B95318 - Media Services-Media Flow-Speed-VP8-HD-Below 30fps Minute of Output Media Content 0.012 0.012 B95319 - Media Services-Media Flow-Speed-VP8-HD-Above 30fps and Below 60fps Minute of Output Media Content 0.015 0.015 June 9, 2025 Page 10 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price B95320 - Media Services-Media Flow-Speed-VP8-HD-Above 60fps and Below 120fps Minute of Output Media Content 0.018 0.018 B95321 - Media Services-Media Flow-Speed-VP8-4k-Below 30fps Minute of Output Media Content 0.048 0.048 B95322 - Media Services-Media Flow-Speed-VP8-4k-Above 30fps and Below 60fps Minute of Output Media Content 0.05 0.05 B95323 - Media Services-Media Flow-Speed-VP8-4k-Above 60fps and Below 120fps Minute of Output Media Content 0.06 0.06 B95324 - Media Services-Media Flow-Speed-H265VP9-SD- Below 30fps Minute of Output Media Content 0.006 0.006 B95325 - Media Services-Media Flow-Speed-H265VP9-SD- Above 30fps and Below 60fps Minute of Output Media Content 0.008 0.008 B95326 - Media Services-Media Flow-Speed-H265VP9-SD- Above 60fps and Below 120fps Minute of Output Media Content 0.015 0.015 B95327 - Media Services-Media Flow-Speed-H265VP9-HD- Below 30fps Minute of Output Media Content 0.012 0.012 B95328 - Media Services-Media Flow-Speed-H265VP9-HD- Above 30fps and Below 60fps Minute of Output Media Content 0.025 0.025 B95329 - Media Services-Media Flow-Speed-H265VP9-HD- Above 60fps and Below 120fps Minute of Output Media Content 0.036 0.036 B95330 - Media Services-Media Flow-Speed-H265VP9-4k- Below 30fps Minute of Output Media Content 0.05 0.05 B95331 - Media Services-Media Flow-Speed-H265VP9-4k- Above 30fps and Below 60fps Minute of Output Media Content 0.06 0.06 B95332 - Media Services-Media Flow-Speed-H265VP9-4k- Above 60fps and Below 120fps Minute of Output Media Content 0.075 0.075 B95333 - Media Services-Media Flow-Quality-H264-SD-Below 30fps Minute of Output Media Content 0.003 0.003 B95334 - Media Services-Media Flow-Quality-H264-SD-Above 30fps and Below 60fps Minute of Output Media Content 0.004 0.004 B95335 - Media Services-Media Flow-Quality-H264-SD-Above 60fps and Below 120fps Minute of Output Media Content 0.005 0.005 B95336 - Media Services-Media Flow-Quality-H264-HD-Below 30fps June 9, 2025 Page 11 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Minute of Output Media Content 0.005 0.005 B95337 - Media Services-Media Flow-Quality-H264-HD-Above 30fps and Below 60fps Minute of Output Media Content 0.006 0.006 B95338 - Media Services-Media Flow-Quality-H264-HD-Above 60fps and Below 120fps Minute of Output Media Content 0.015 0.015 B95339 - Media Services-Media Flow-Quality-H264-4k-Below 30fps Minute of Output Media Content 0.024 0.024 B95340 - Media Services-Media Flow-Quality-H264-4k-Above 30fps and Below 60fps Minute of Output Media Content 0.03 0.03 B95341 - Media Services-Media Flow-Quality-H264-4k-Above 60fps and Below 120fps Minute of Output Media Content 0.05 0.05 B95342 - Media Services-Media Flow-Quality-VP8-SD-Below 30fps Minute of Output Media Content 0.006 0.006 B95343 - Media Services-Media Flow-Quality-VP8-SD-Above 30fps and Below 60fps Minute of Output Media Content 0.008 0.008 B95344 - Media Services-Media Flow-Quality-VP8-SD-Above 60fps and Below 120fps Minute of Output Media Content 0.01 0.01 B95345 - Media Services-Media Flow-Quality-VP8-HD-Below 30fps Minute of Output Media Content 0.015 0.015 B95346 - Media Services-Media Flow-Quality-VP8-HD-Above 30fps and Below 60fps Minute of Output Media Content 0.018 0.018 B95347 - Media Services-Media Flow-Quality-VP8-HD-Above 60fps and Below 120fps Minute of Output Media Content 0.02 0.02 B95348 - Media Services-Media Flow-Quality-VP8-4k-Below 30fps Minute of Output Media Content 0.054 0.054 B95349 - Media Services-Media Flow-Quality-VP8-4k-Above 30fps and Below 60fps Minute of Output Media Content 0.06 0.06 B95350 - Media Services-Media Flow-Quality-VP8-4k-Above 60fps and Below 120fps Minute of Output Media Content 0.07 0.07 B95351 - Media Services-Media Flow-Quality-H265VP9-SD- Below 30fps Minute of Output Media Content 0.03 0.03 B95352 - Media Services-Media Flow-Quality-H265VP9-SD- Above 30fps and Below 60fps Minute of Output Media Content 0.045 0.045 B95353 - Media Services-Media Flow-Quality-H265VP9-SD- June 9, 2025 Page 12 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Above 60fps and Below 120fps Minute of Output Media Content 0.06 0.06 B95354 - Media Services-Media Flow-Quality-H265VP9-HD- Below 30fps Minute of Output Media Content 0.06 0.06 B95355 - Media Services-Media Flow-Quality-H265VP9-HD- Above 30fps and Below 60fps Minute of Output Media Content 0.09 0.09 B95356 - Media Services-Media Flow-Quality-H265VP9-HD- Above 60fps and Below 120fps Minute of Output Media Content 0.12 0.12 B95357 - Media Services-Media Flow-Quality-H265VP9-4k- Below 30fps Minute of Output Media Content 0.12 0.12 B95358 - Media Services-Media Flow-Quality-H265VP9-4k- Above 30fps and Below 60fps Minute of Output Media Content 0.18 0.18 B95359 - Media Services-Media Flow-Quality-H265VP9-4k- Above 60fps and Below 120fps Minute of Output Media Content 0.24 0.24 B95375 - Media Services-Media Streams GB of Packaged Content 0.05 0.05 Analytics Cloud Service B89630 - Oracle Analytics Cloud-Professional OCPU Per Hour 1.0753 1.0753 B89631 - Oracle Analytics Cloud-Enterprise OCPU Per Hour 2.1506 2.1506 B89636 - Oracle Analytics Cloud-Professional-BYOL OCPU Per Hour 0.3226 0.3226 B89637 - Oracle Analytics Cloud-Enterprise-BYOL OCPU Per Hour 0.3226 0.3226 B92335 - Essbase for Oracle Cloud Infrastructure OCPU Per Hour 1.3129 1.3129 B92682 - Oracle Analytics-Professional User Per Month 16.0 16.0 B92683 - Oracle Analytics-Enterprise User Per Month 80.0 80.0 B94568 - Oracle Analytics Server for Oracle Cloud Infrastructure OCPU Per Hour 1.75 1.75 Storage Cloud Service B89057 - Oracle Cloud Infrastructure-File Storage 0.3 0.025 0.0002 0.3 0.025 0.0002 Gigabyte Storage Capacity per Month B90938 - Oracle Cloud Infrastructure-Streaming-PUT or GET Gigabytes of Data Transferred B90939 - Oracle Cloud Infrastructure-Streaming-Storage Gigabyte Per Hour B91445 - Oracle Cloud Infrastructure-Block Volume-Free Gigabyte Storage Capacity per June 9, 2025 Page 13 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Month 0.0 0.0 0.0034 0.0 0.0255 0.0 0.0026 0.0255 0.0017 0.0 0.0 0.0 0.0034 0.0 0.0255 0.0 0.0026 0.0255 0.0017 0.0 B91627 - Oracle Cloud Infrastructure-Object Storage-Requests 10,000 Requests per Month 0 - 5 10,000 Requests per Month 5 - 999999999 B91628 - Oracle Cloud Infrastructure-Object Storage-Storage Gigabyte Storage Capacity per Month 0 - 10 Gigabyte Storage Capacity per Month 10 - 999999999 B91633 - Oracle Cloud Infrastructure-Archive Storage-Free Gigabyte Storage Capacity per Month 0 - 10 Gigabyte Storage Capacity per Month 10 - 999999999 B91961 - Oracle Cloud Infrastructure-Block Volume Storage Gigabyte Storage Capacity Per Month B91962 - Oracle Cloud Infrastructure-Block Volume Performance Performance Units Per Gigabyte Per Month B93000 - Oracle Cloud Infrastructure-Infrequent Access Storage-Storage Gigabyte Storage Capacity Per Month 0 - 10 Gigabyte Storage Capacity Per Month 10 - 999999999999999 0.01 0.01 B93001 - Oracle Cloud Infrastructure-Data Retrieval-Storage Gigabyte Storage Retrieved Per Month 0 - 10 0.0 0.0 Gigabyte Storage Retrieved Per Month 10 - 999999999999999 0.01 0.01 B95410 - Oracle ZFS Storage-High Availability Instance Per Hour 1.85 1.85 Security and Identity Management Cloud Service B108188 - Oracle Cloud Infrastructure Cloud Guard Workload Protection Standard Node Per Hour 0.0069 0.0069 B108189 - Oracle Cloud Infrastructure Cloud Guard Workload Protection Limited Node Per Hour 0.0 0.0 B108190 - Oracle Cloud Guard Instance Security Adhoc Queries Enterprise Request 0 - 950000 0.0 0.0 Request 950000 - 999999999999999 0.001 0.001 B90328 - Oracle Cloud Infrastructure-Key Management-Private Vault Virtual Private Vault Per Hour 3.724 3.724 June 9, 2025 Page 14 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price B90555 - Oracle Identity Cloud Service-Enterprise User User Per Month 3.2 3.2 B90556 - Oracle Identity Cloud Service-Consumer User User Per Month 0.016 0.016 B90557 - Oracle Identity Cloud Service-Enterprise User-BYOL User Per Month 0.8 0.8 B90558 - Oracle Identity Cloud Service-Consumer User-BYOL User Per Month 0.004 0.004 B90936 - Oracle Identity Foundation Cloud Service Each 0.0 0.0 B92092 - Oracle Cloud Infrastructure-KMS Vault-Key Versions Key Version per Month 0 - 20 0.0 0.0 Key Version per Month 20 - 999999999 0.5334 0.5334 B93493 - Oracle Cloud Infrastructure Identity and Access Management-External User User Per Month 0.016 0.016 B93494 - Oracle Cloud Infrastructure Identity and Access Management-Oracle Apps Premium User Per Month 0.25 0.25 B93495 - Oracle Cloud Infrastructure Identity and Access Management-Premium User Per Month 3.2 3.2 B93496 - Oracle Cloud Infrastructure Identity and Access Management-SMS 1 SMS Message Sent 0 - 1000 0.0 0.03 0.0 0.004 0.004 0.0 0.0 0.6 0.0 5.0 0.0 0.03 0.0 0.004 0.004 0.0 0.0 0.6 0.0 5.0 1 SMS Message Sent 1000 - 999999999999999 B93497 - Oracle Cloud Infrastructure Identity and Access Management-Token Token 0 - 10000 Token 10000 - 999999999999999 B93498 - Oracle Cloud Infrastructure Identity and Access Management-Replication User Per Month B94173 - Oracle Threat Intelligence Service API Calls B94277 - Oracle Cloud Infrastructure-Web Application Firewall- Requests 1,000,000 Incoming Requests Per Month 0 - 10 1,000,000 Incoming Requests Per Month 10 - 999999999999999 B94579 - Oracle Cloud Infrastructure-Web Application Firewall- Instance Instance Per Month 0 - 1 Instance Per Month 1 - 999999999999999 B97172 - Oracle Access Governance for Oracle Cloud Infrastructure-Workforce User June 9, 2025 Page 15 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Workforce User Per Month 0 - 0.1 0.005 2.0 0.75 0.1 0.016 0.016 3.0 1.13 0.15 0.1 0.005 2.0 0.75 0.1 0.016 0.016 3.0 1.13 0.15 100000 Workforce User Per Month 100000 - 999999999999999 B97173 - Oracle Access Governance for Oracle Workloads- Workforce User Workforce User Per Month 0 - 10000 Workforce User Per Month 10000 - 30000 Workforce User Per Month 30000 - 999999999999999 B97179 - Oracle Access Governance Premium-Consumer User Consumer User Per Month B97180 - Oracle Access Governance for Oracle Workloads- Consumer User Consumer User Per Month B97181 - Oracle Access Governance Premium-Workforce User Workforce User Per Month 0 - 10000 Workforce User Per Month 10000 - 30000 Workforce User Per Month 30000 - 999999999999999 B98100 - Oracle Cloud Infrastructure-External Key Management Key Version Per Month 3.0 3.0 B99597 - Oracle Cloud Infrastructure-Dedicated Key Management-(Minimum 3 HSM Partitions) HSM Partition Per Hour 1.75 1.75 Enterprise Integration Cloud Service B89639 - Oracle Integration Cloud Service-Standard 5K Messages Per Hour 0.6452 0.6452 B89640 - Oracle Integration Cloud Service-Enterprise 5K Messages Per Hour 1.2903 1.2903 B89643 - Oracle Integration Cloud Service-Standard-BYOL 20K Messages Per Hour 0.3226 0.3226 B89644 - Oracle Integration Cloud Service-Enterprise-BYOL 20K Messages Per Hour 0.3226 0.3226 B92450 - Oracle SOA Suite for Oracle Cloud Infrastructure OCPU Per Hour 0.7231 0.7231 B92451 - Oracle SOA Suite for Oracle Cloud Infrastructure-with B2B Adapter for EDI OCPU Per Hour 1.2071 1.2071 B95504 - Oracle Cloud Infrastructure Process Automation-User Active Process User Per Hour 0.1 0.1 B95505 - Oracle Cloud Infrastructure Process Automation- Execution Pack Execution Pack Per Month 0 - 1 0.0 0.0 Execution Pack Per Month 1 - 125.0 125.0 999999999999999 June 9, 2025 Page 16 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Data Integration Cloud Service B88299 - Oracle Data Integrator Cloud Service OCPU Per Hour 0.7742 0.7742 B88406 - Oracle Data Integrator Cloud Service-BYOL OCPU Per Hour 0.1935 0.1935 B92598 - Oracle Cloud Infrastructure-Data Integration- Workspace Workspace Usage per Hour 0.16 0.16 B92599 - Oracle Cloud Infrastructure-Data Integration Gigabyte of Data Processed per 0.04 0.04 Hour B92695 - Oracle Stream Analytics for Oracle Cloud Infrastructure OCPU Per Hour 0.9498 0.9498 B92992 - Oracle Cloud Infrastructure-GoldenGate OCPU Per Hour 1.3441 1.3441 B92993 - Oracle Cloud Infrastructure-GoldenGate-BYOL OCPU Per Hour 0.3226 0.3226 B93306 - Oracle Cloud Infrastructure-Data Integration-Pipeline Operator Execution Execution Hour 0 - 30 0.0 0.0 Execution Hour 30 - 0.3 0.3 999999999999999 Network Cloud Service B107975 - Oracle Cloud Infrastructure-FastConnect 400 Gbps 20.0 0.2125 1.275 0.0 0.0085 0.0 0.085 0.85 0.3 1.3 20.0 0.2125 1.275 0.0 0.0085 0.0 0.085 0.85 0.3 1.3 Port Hour B88325 - Oracle Cloud Infrastructure-FastConnect 1 Gbps Port Hour B88326 - Oracle Cloud Infrastructure-FastConnect 10 Gbps Port Hour B88327 - Oracle Cloud Infrastructure-Outbound Data Transfer- Originating in North America, Europe, and UK Gigabyte Outbound Data Transfer Per Month 0 - 10240 Gigabyte Outbound Data Transfer Per Month 10240 - 999999999999999 B88523 - Oracle Cloud Infrastructure-Email Delivery 1,000 Emails Sent 0 - 3 1,000 Emails Sent 3 - 999999999999999 B88525 - Oracle Cloud Infrastructure-DNS 1,000,000 Queries B90323 - Oracle Cloud Infrastructure-Health Checks-Basic Endpoints Per Month B90325 - Oracle Cloud Infrastructure-Health Checks-Premium Endpoints Per Month B90327 - Oracle Cloud Infrastructure-DNS Traffic Management 1,000,000 DNS Traffic June 9, 2025 Page 17 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Management Queries 4.0 0.0 0.0025 0.0 0.0015 0.0 0.6 0.0 0.02 0.0 0.05 4.0 0.0 0.0025 0.0 0.0015 0.0 0.6 0.0 0.02 0.0 0.05 B90925 - Oracle Cloud Infrastructure-Monitoring-Ingestion Million Datapoints 0 - 500 Million Datapoints 500 - 999999999 B90926 - Oracle Cloud Infrastructure-Monitoring-Retrieval Million Datapoints 0 - 1000 Million Datapoints 1000 - 999999999 B90940 - Oracle Cloud Infrastructure-Notifications-HTTPS Delivery Million Delivery Operations 0 - 1 Million Delivery Operations 1 - 999999999 B90941 - Oracle Cloud Infrastructure-Notifications-Email Delivery 1,000 Emails Sent 0 - 1 1,000 Emails Sent 1 - 999999999 B92593 - Oracle Cloud Infrastructure-Logging-Storage Gigabyte Log Storage Per Month 0 - 10 Gigabyte Log Storage Per Month 10 - 999999999 B93004 - Oracle Cloud Infrastructure-Notifications-SMS Outbound to Country Zone 1 1 SMS Message Sent 0 - 100 0.0 0.015 0.0 0.045 0.0 0.086 0.0 0.12 0.0 0.24 0.0 0.0 0.015 0.0 0.045 0.0 0.086 0.0 0.12 0.0 0.24 0.0 1 SMS Message Sent 100 - 999999999999999 B93005 - Oracle Cloud Infrastructure-Notifications-SMS Outbound to Country Zone 2 1 SMS Message Sent 0 - 100 1 SMS Message Sent 100 - 999999999999999 B93006 - Oracle Cloud Infrastructure-Notifications-SMS Outbound to Country Zone 3 1 SMS Message Sent 0 - 100 1 SMS Message Sent 100 - 999999999999999 B93007 - Oracle Cloud Infrastructure-Notifications-SMS Outbound to Country Zone 4 1 SMS Message Sent 0 - 100 1 SMS Message Sent 100 - 999999999999999 B93008 - Oracle Cloud Infrastructure-Notifications-SMS Outbound to Country Zone 5 1 SMS Message Sent 0 - 100 1 SMS Message Sent 100 - 999999999999999 B93030 - Oracle Cloud Infrastructure-Load Balancer Base Load Balancer Hour 0 - 744 Load Balancer Hour 744 - 999999999 B93031 - Oracle Cloud Infrastructure-Load Balancer Bandwidth June 9, 2025 Page 18 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Mbps Per Hour 0 - 7440 0.0113 0.0 0.0001 10.75 0.0 0.025 0.0 0.05 0.0 0.22 0.0113 0.0 0.0001 10.75 0.0 0.025 0.0 0.05 0.0 0.22 Mbps Per Hour 7440 - 999999999 B93126 - Oracle Cloud Infrastructure-FastConnect 100Gbps Port Hour B93455 - Oracle Cloud Infrastructure-Outbound Data Transfer- Originating in APAC, Japan, and South America Gigabyte Outbound Data Transfer Per Month 0 - 10240 Gigabyte Outbound Data Transfer Per Month 10240 - 999999999999999 B93456 - Oracle Cloud Infrastructure-Outbound Data Transfer- Originating in Middle East and Africa Gigabyte Outbound Data Transfer Per Month 0 - 10240 Gigabyte Outbound Data Transfer Per Month 10240 - 999999999999999 B95697 - Oracle Cloud Infrastructure Queue 1,000,000 Requests 0 - 1 1,000,000 Requests 1 - 999999999999999 B109479 - Oracle Cloud Infrastructure-Compute-GPU-L40S GPU Per Hour 3.5 3.5 B109485 - Oracle Cloud Infrastructure-Compute-GPU-MI300X GPU Per Hour 6.0 6.0 B109529 - Oracle Cloud Infrastructure-Compute-Standard-A2 OCPU OCPU Per Hour 0.014 0.014 B109530 - Oracle Cloud Infrastructure-Compute-Standard-A2 Memory Gigabyte Per Hour 0.002 0.002 B88315 - Oracle Cloud Infrastructure-Compute-Bare Metal Standard-X5 OCPU Per Hour 0.0638 0.0638 B88317 - Oracle Cloud Infrastructure-Compute-Virtual Machine Standard-X5 OCPU Per Hour 0.0638 0.0638 B88513 - Oracle Cloud Infrastructure-Compute-Bare Metal Standard-X7 OCPU Per Hour 0.0638 0.0638 B88514 - Oracle Cloud Infrastructure-Compute-Virtual Machine Standard-X7 OCPU Per Hour 0.0638 0.0638 B88515 - Oracle Cloud Infrastructure-Compute-Bare Metal Dense I/O-X7 OCPU Per Hour 0.1275 0.1275 B88516 - Oracle Cloud Infrastructure-Compute-Virtual Machine Dense I/O-X7 June 9, 2025 Page 19 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price OCPU Per Hour 0.1275 0.1275 B88517 - Oracle Cloud Infrastructure-Compute-Bare Metal GPU Standard-X7 GPU Per Hour 1.275 1.275 B88518 - Oracle Cloud Infrastructure-Compute-Virtual Machine GPU Standard-X7 GPU Per Hour 1.275 1.275 B89734 - Oracle Cloud Infrastructure-Compute-GPU Standard- V2 GPU Per Hour 2.95 2.95 B90398 - Oracle Cloud Infrastructure-Compute-HPC-X7 OCPU Per Hour 0.075 0.075 B90425 - Oracle Cloud Infrastructure-Compute-Standard-E2 OCPU Per Hour 0.03 0.03 B90617 - Oracle Functions-Execution Time-10,000 Gigabyte Memory Seconds 0 - 40 0.0 0.0 Seconds 40 - 999999999 0.1417 0.1417 B90618 - Oracle Functions-Invocations 1,000,000 Function Invocations 0 0.0 0.0 - 2 1,000,000 Function Invocations 2 - 999999999 0.2 0.2 B91119 - Oracle Cloud Infrastructure-Compute-Bare Metal Standard-B1 OCPU Per Hour 0.0638 0.0638 B91120 - Oracle Cloud Infrastructure-Compute-Virtual Machine Standard-B1 OCPU Per Hour 0.0638 0.0638 B91372 - Oracle Cloud Infrastructure-Compute-Microsoft SQL Enterprise OCPU Per Hour 1.47 1.47 B91373 - Oracle Cloud Infrastructure-Compute-Microsoft SQL Standard OCPU Per Hour 0.37 0.37 B91444 - Oracle Cloud Infrastructure-Compute-Virtual Machine Standard-E2 Micro-Free OCPU Per Hour 0.0 0.0 B92072 - Oracle Cloud Infrastructure-API Gateway-1,000,000 API Calls 1,000,000 API Calls Per Month 3.0 3.0 B92306 - Oracle Cloud Infrastructure-Compute-Standard-E3- OCPU OCPU Per Hour 0.025 0.025 B92307 - Oracle Cloud Infrastructure-Compute-Standard-E3- Memory Gigabyte Per Hour 0.0015 0.0015 B92740 - Oracle Cloud Infrastructure-Compute-GPU-E3 GPU Per Hour 3.05 3.05 B93113 - Oracle Cloud Infrastructure-Compute-Standard-E4 June 9, 2025 Page 20 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price OCPU Per Hour 0.025 0.025 B93114 - Oracle Cloud Infrastructure-Compute-Standard-E4- Memory Gigabyte Per Hour 0.0015 0.0015 B93121 - Oracle Cloud Infrastructure-Compute-Dense I/O-E4 OCPU Per Hour 0.025 0.025 B93122 - Oracle Cloud Infrastructure-Compute-Dense I/O-E4 Gigabyte Memory Per Hour 0.0015 0.0015 B93123 - Oracle Cloud Infrastructure-Compute-Dense I/O-E4 NVMe Terabyte Per Hour 0.0612 0.0612 B93297 - Oracle Cloud Infrastructure-Compute-Standard-A1 OCPU Per Hour 0 - 3000 0.0 0.0 OCPU Per Hour 3000 - 999999999999999 0.01 0.01 B93298 - Oracle Cloud Infrastructure-Compute-Standard-A1- Memory Gigabyte Per Hour 0 - 18000 0.0 0.0 Gigabyte Per Hour 18000 - 999999999999999 0.0015 0.0015 B93311 - Oracle Cloud Infrastructure-Compute-Optimized-X9 OCPU Per Hour 0.054 0.054 B93312 - Oracle Cloud Infrastructure-Compute-Optimized-X9- Memory Gigabyte Per Hour 0.0015 0.0015 B93544 - Oracle Cloud Infrastructure-Compute-GPU-E4 GPU Per Hour 3.05 3.05 B93704 - Oracle Cloud Infrastructure-Compute-GPU-T1 GPU Per Hour 1.55 1.55 B94176 - Oracle Cloud Infrastructure-Compute-Standard-X9 OCPU Per Hour 0.04 0.04 B94177 - Oracle Cloud Infrastructure-Compute-Standard-X9 - Memory Gigabyte Per Hour 0.0015 0.0015 B95518 - Oracle Cloud Infrastructure-Secure Desktop Desktop Per Month 5.0 5.0 B95907 - Oracle Cloud Infrastructure-Compute-GPU-A100-v2 GPU Per Hour 4.0 4.0 B95909 - Oracle Cloud Infrastructure-Compute-GPU-A10 GPU Per Hour 2.0 2.0 B96109 - Oracle Container Engine for Kubernetes-Virtual Node Virtual Node Per Hour 0.015 0.015 B96479 - Oracle Compute Cloud@Customer-Compute- Standard-E5 OCPU Per Hour 0.03 0.03 B96480 - Oracle Compute Cloud@Customer-Compute- Standard-E5-Memory Gibibyte Memory Per Hour 0.002 0.002 B96481 - Oracle Compute Cloud@Customer-Block Volume Storage-Balanced June 9, 2025 Page 21 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Gigabyte Storage Capacity Per Month 0.0425 0.0425 B96482 - Oracle Compute Cloud@Customer-Block Volume Storage-Performance Gigabyte Storage Capacity Per Month 0.0595 0.0595 B96483 - Oracle Compute Cloud@Customer-File Storage Gigabyte Storage Capacity Per Month 0.3 0.3 B96484 - Oracle Compute Cloud@Customer-Object Storage- Storage Gigabyte Storage Capacity Per Month 0.0255 0.0255 B96485 - Oracle Compute Cloud@Customer-Load Balancer Load Balancer Hour 0.0113 0.0113 B96531 - Oracle Cloud Infrastructure-Compute-HPC-E5 OCPU Per Hour 0.044 0.044 B96545 - Oracle Container Engine for Kubernetes-Enhanced Cluster Cluster Per Hour 0.1 0.1 B97384 - Oracle Cloud Infrastructure-Compute-Standard-E5- OCPU OCPU Per Hour 0.03 0.03 B97385 - Oracle Cloud Infrastructure-Compute-Standard-E5- Memory Gigabytes Per Hour 0.002 0.002 B98202 - Oracle Cloud Infrastructure-Compute-Dense I/O-E5 OCPU OCPU Per Hour 0.03 0.03 B98203 - Oracle Cloud Infrastructure-Compute-Dense I/O-E5 Memory Gigabyte Per Hour 0.002 0.002 B98204 - Oracle Cloud Infrastructure-Compute-Dense I/O-E5 NVMe NVMe Terabyte Per Hour 0.0612 0.0612 B98415 - Oracle Cloud Infrastructure-Compute-GPU-H100 GPU Per Hour 10.0 10.0 Data Management Cloud Service B107951 - Oracle Exadata Exascale VM Filesystem Storage Gigabyte (GB) Storage Capacity Per Month 0.0425 0.0425 B107952 - Oracle Exadata Exascale Smart Database Storage Gigabyte (GB) Storage Capacity Per Month 0.1156 0.1156 B108030 - MySQL Database-ECPU ECPU Per Hour 0.0366 0.0366 B109166 - MySQL HeatWave-AWS-Storage Gigabyte Storage Capacity Per Month 0.03 0.03 B109169 - MySQL Database-Outbound Data Transfer-Inter OCI June 9, 2025 Page 22 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Region Gigabyte Outbound Data Transfer Per Month 0.04 0.04 B109187 - MySQL Database-AWS-Ingress private endpoint Endpoint Per Hour 0.0214 0.0214 B109188 - MySQL Database-AWS-Egress private endpoint Endpoint Per Hour 0.0106 0.0106 B109355 - Oracle Exadata Exascale RDMA Compute Infrastructure ECPU Per Hour 0.025 0.025 B109356 - Oracle Exadata Exascale Database ECPU ECPU Per Hour 0.336 0.336 B109357 - Oracle Exadata Exascale Database ECPU-BYOL ECPU Per Hour 0.0807 0.0807 B109375 - Oracle Exadata Exascale Additional Flash Cache Gigabyte (GB) Per Hour 0.0005 0.0005 B109380 - MySQL Database-ECPU-Free ECPU Per Hour 0.0 0.0 B109381 - Oracle Cloud Infrastructure HeatWave-Free HeatWave Capacity Per Hour 0.0 0.0 0.0 0.0 0.0086 0.4301 1.3441 0.8871 0.215 0.0 0.0 0.0 0.0 0.0 0.0086 0.4301 1.3441 0.8871 0.215 0.0 B109382 - Oracle Cloud Infrastructure HeatWave-Storage-Free Gigabyte Storage Capacity Per Month B109383 - MySQL Database-Storage-Free Gigabyte Storage Capacity Per Month B109384 - MySQL Database-Backup Storage-Free Gigabyte Storage Capacity Per Month B109458 - MySQL Database-AWS-Private inbound and outbound network traffic Gigabyte (GB) of Data Transferred B88290 - Oracle Database Cloud Service-Enterprise Edition- General Purpose OCPU Per Hour B88291 - Oracle Database Cloud Service-Enterprise Edition Extreme Performance-General Purpose OCPU Per Hour B88292 - Oracle Database Cloud Service-Enterprise Edition High Performance-General Purpose OCPU Per Hour B88293 - Oracle Database Cloud Service-Standard Edition- General Purpose OCPU Per Hour B88294 - Oracle Database Backup Service-Outbound Data Transfer Gigabyte Outbound Data Transfer per Month 0 - 1 Gigabyte Outbound Data Transfer June 9, 2025 Page 23 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price per Month 1 - 10240 0.096 0.072 0.056 0.04 0.04 0.0032 0.004 0.0211 0.096 0.072 0.056 0.04 0.04 0.0032 0.004 0.0211 Gigabyte Outbound Data Transfer per Month 10240 - 51200 Gigabyte Outbound Data Transfer per Month 51200 - 153600 Gigabyte Outbound Data Transfer per Month 153600 - 512000 Gigabyte Outbound Data Transfer per Month 512000 - 999999999 B88295 - Oracle Database Backup Service-GET and all other Requests 10000 Requests Per Month B88296 - Oracle Database Backup Service-PUT, COPY, POST or LIST Requests 1000 Requests Per Month B88297 - Oracle Database Backup Service-Storage Capacity Gigabyte Storage Capacity per Month 0 - 1024 Gigabyte Storage Capacity per Month 1024 - 51200 0.0208 0.0208 Gigabyte Storage Capacity per Month 51200 - 512000 0.0204 0.0204 Gigabyte Storage Capacity per Month 512000 - 1024000 0.0201 0.0201 Gigabyte Storage Capacity per Month 1024000 - 5120000 0.0197 0.0197 Gigabyte Storage Capacity per Month 5120000 - 999999999 0.0194 0.0194 B88402 - Oracle Database Cloud Service-Enterprise Edition Extreme Performance RAC-BYOL OCPU Per Hour 0.1935 0.1935 B88404 - Oracle Database Cloud Service-All Editions-BYOL OCPU Per Hour 0.1935 0.1935 B88592 - Exadata Database OCPU-Dedicated Infrastructure OCPU Per Hour 1.3441 1.3441 B88593 - Oracle Cloud Infrastructure-Database Exadata Quarter Rack-X6 Hosted Environment Per Hour 51.0753 51.0753 B88594 - Oracle Cloud Infrastructure-Database Exadata Half Rack-X6 Hosted Environment Per Hour 102.1506 102.1506 B88595 - Oracle Cloud Infrastructure-Database Exadata Full Rack-X6 Hosted Environment Per Hour 204.3011 204.3011 B88847 - Exadata Database OCPU-Dedicated Infrastructure- BYOL OCPU Per Hour 0.3226 0.3226 B88854 - Oracle Cloud Infrastructure-Database Exadata Full Rack-X6-BYOL Hosted Environment Per Hour 135.914 135.914 B88855 - Oracle Cloud Infrastructure-Database Exadata Half June 9, 2025 Page 24 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Rack-X6-BYOL Hosted Environment Per Hour 67.957 67.957 B88856 - Oracle Cloud Infrastructure-Database Exadata Quarter Rack-X6-BYOL Hosted Environment Per Hour 33.9785 33.9785 B89737 - Oracle NoSQL Database Cloud Service-Write Write Unit Per Month 0.1254 0.1254 B89738 - Oracle NoSQL Database Cloud Service-Read Read Unit Per Month 0.0064 0.0064 B89739 - Oracle NoSQL Database Cloud Service-Storage Gigabyte Storage Capacity Per Month 0.066 0.066 B89980 - Oracle Database Exadata Cloud at Customer- Database OCPU OCPU Per Hour 1.3441 1.3441 B89981 - Oracle Database Exadata Cloud at Customer- Database OCPU-BYOL OCPU Per Hour 0.3226 0.3226 B89999 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Quarter Rack-X7 Hosted Environment Per Hour 21.5054 21.5054 B90000 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Half Rack-X7 Hosted Environment Per Hour 43.0107 43.0107 B90001 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Full Rack-X7 Hosted Environment Per Hour 86.0215 86.0215 B90230 - Oracle Database Backup Cloud-Object Storage Gigabyte Storage Capacity Per Month 0.0051 0.0051 B90231 - Oracle Database Backup Cloud-Archive Storage Gigabyte Storage Capacity Per Month 0.0005 0.0005 B90455 - Oracle Autonomous Transaction Processing-Exadata Storage Terabyte Storage Capacity Per Month 118.4 118.4 B90569 - Oracle Base Database Service-Standard OCPU Per Hour 0.215 0.215 B90570 - Oracle Base Database Service-Enterprise OCPU Per Hour 0.4301 0.4301 B90571 - Oracle Base Database Service-High Performance OCPU Per Hour 0.8871 0.8871 B90572 - Oracle Base Database Service-Extreme Performance OCPU Per Hour 1.3441 1.3441 B90573 - Oracle Base Database Service-BYOL OCPU Per Hour 0.1935 0.1935 B90777 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Base System Hosted Environment Per Hour 10.7527 10.7527 June 9, 2025 Page 25 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price B91121 - Oracle Cloud SQL-Compute Capacity OCPU Per Hour 0.1075 0.1075 B91128 - Oracle Big Data Service-Compute-Standard OCPU Per Hour 0.1344 0.1344 B91129 - Oracle Big Data Service-Compute-Dense I/O OCPU Per Hour 0.214 0.214 B91130 - Oracle Big Data Service-Compute-HPC OCPU Per Hour 0.1536 0.1536 B91363 - Gen 2 Exadata Cloud at Customer-Database OCPU OCPU Per Hour 1.3441 1.3441 B91364 - Gen 2 Exadata Cloud at Customer-Database OCPU- BYOL OCPU Per Hour 0.3226 0.3226 B91391 - Oracle Autonomous Data Warehouse-Free OCPU Per Hour 0.0 0.0 B91392 - Oracle Autonomous Data Warehouse-Exadata Storage-Free Terabyte Storage Capacity Per Month 0.0 0.0 B91393 - Oracle Autonomous Transaction Processing-Free OCPU Per Hour 0.0 0.0 B91394 - Oracle Autonomous Transaction Processing-Exadata Storage-Free Terabyte Storage Capacity Per Month 0.0 0.0 B91535 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Quarter Rack-X8 Hosted Environment Per Hour 14.5162 14.5162 B91536 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Half Rack-X8 Hosted Environment Per Hour 29.0323 29.0323 B91537 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Full Rack-X8 Hosted Environment Per Hour 58.0645 58.0645 B91631 - Oracle Cloud Infrastructure-Data Safe for Database Cloud Service-Audit Record Collection Over 1 Million Records 10,000 Audit Records Per Target Per Month 0.1 0.1 B91632 - Oracle Cloud Infrastructure-Data Safe for Database Cloud Service Each 0.0 0.0 B92023 - MySQL HeatWave-Standard Node Per Hour 0.3536 0.3536 B92024 - MySQL Database for HeatWave-Standard Node Per Hour 0.3536 0.3536 B92181 - Oracle Autonomous Transaction Processing- Dedicated OCPU Per Hour 1.3441 1.3441 B92182 - Oracle Autonomous Data Warehouse-Dedicated OCPU Per Hour 1.3441 1.3441 June 9, 2025 Page 26 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price B92183 - Oracle Autonomous Transaction Processing- Dedicated-BYOL OCPU Per Hour 0.3226 0.3226 B92184 - Oracle Autonomous Data Warehouse-Dedicated- BYOL OCPU Per Hour 0.3226 0.3226 B92212 - Oracle Autonomous JSON Database OCPU Per Hour 0.3226 0.3226 B92380 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Quarter Rack-X8M Hosted Environment Per Hour 14.5162 14.5162 B92381 - Oracle Cloud Infrastructure-Database Exadata Infrastructure-Database Server-X8M Hosted Environment Per Hour 2.9032 2.9032 B92382 - Oracle Cloud Infrastructure-Database Exadata 2.9032 1.3441 1.3441 0.3226 0.3226 0.0467 0.04 0.04 0.0 0.0 0.0 200.0 150.0 2.9032 1.3441 1.3441 0.3226 0.3226 0.0467 0.04 0.04 0.0 0.0 0.0 200.0 150.0 Infrastructure-Storage Server-X8M Hosted Environment Per Hour B92418 - Exadata Cloud at Customer-Autonomous Transaction Processing Database OCPU Per Hour B92419 - Exadata Cloud at Customer-Autonomous Data Warehouse Database OCPU Per Hour B92420 - Exadata Cloud at Customer-Autonomous Transaction Processing-Database OCPU-BYOL OCPU Per Hour B92421 - Exadata Cloud at Customer-Autonomous Data Warehouse-Database OCPU-BYOL OCPU Per Hour B92425 - MySQL Database-Standard-E2 OCPU Per Hour B92426 - MySQL Database-Storage Gigabyte Storage Capacity per Month B92483 - MySQL Database-Backup Storage Gigabyte Storage Capacity per Month B92627 - Oracle NoSQL Database Cloud-Write-Free Write Unit Per Month B92628 - Oracle NoSQL Database Cloud-Read-Free Read Unit Per Month B92629 - Oracle NoSQL Database Cloud-Storage-Free Gigabyte Storage Capacity Per Month B92733 - Oracle Cloud Infrastructure-Data Safe for On- Premises Databases & Databases on Compute Target Database Per Month 0 - 100 Target Database Per Month 100 - 300 June 9, 2025 Page 27 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Target Database Per Month 300 - 100.0 50.0 0.1 0.5018 0.5018 0.3226 100.0 50.0 0.1 0.5018 0.5018 0.3226 500 Target Database Per Month 500 - 999999999999999 B92734 - Oracle Cloud Infrastructure-Data Safe for On- Premises Databases & Databases on Compute 10,000 Audit Records Per Target Per Month B92759 - MySQL Analytics-Bare Metal Standard-E2 Node Per Hour B92807 - MySQL Database-Bare Metal Standard-E2 Node Per Hour B92911 - Oracle APEX Application Development OCPU Per Hour B92962 - MySQL Database-Standard-E3 OCPU Per Hour 0.038 0.038 B92963 - MySQL Database-Standard-E3-Memory Gigabyte Per Hour 0.0022 0.0022 B93199 - Oracle Cloud Infrastructure Database Migration Migration Hour 0.2 0.2 B93320 - Oracle APEX Application Development-Free OCPU Per Hour 0.0 0.0 B93380 - Exadata Cloud Infrastructure-Quarter Rack-X9M Hosted Environment Per Hour 14.5162 14.5162 B93381 - Exadata Cloud Infrastructure-Database Server-X9M Hosted Environment Per Hour 2.9032 2.9032 B93382 - Exadata Cloud Infrastructure-Storage Server-X9M Hosted Environment Per Hour 2.9032 2.9032 B93546 - MySQL Database for HeatWave-Bare Metal Standard Node Per Hour 2.2144 2.2144 B93709 - Oracle Cloud Infrastructure Search with OpenSearch HA Node Per Hour 0.25 0.25 B93710 - Oracle NoSQL Database Cloud-Write-Auto Write Unit Per Month 3.135 3.135 B93711 - Oracle NoSQL Database Cloud-Read-Auto Read Unit Per Month 0.16 0.16 B93712 - Oracle NoSQL Database Cloud-Hosted Environment Hosted Environment Per Month 28,796.0 28,796.0 B95240 - Oracle Database Autonomous Recovery Service Virtualized GB Per Month 0.0306 0.0306 B95241 - Oracle Database Zero Data Loss Autonomous Recovery Service Virtualized GB Per Month 0.04 0.04 B95264 - Oracle Cloud Infrastructure Application Performance Monitoring Service-Stack Monitoring Standard Edition 0.075 0.075 B95427 - MySQL Database-AWS-Storage June 9, 2025 Page 28 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Gigabyte Storage Capacity Per Month 0.132 0.132 B95428 - MySQL Database-AWS-Backup Storage Gigabyte Storage Capacity Per Month 0.0476 0.0476 B95435 - MySQL Database-Standard-AMD E4-Compute OCPU Per Hour 0.038 0.038 B95436 - MySQL Database-Standard-AMD E4-Memory Gigabyte Per Hour 0.0022 0.0022 B95437 - MySQL Database-Standard-Intel X7-Compute OCPU Per Hour 0.062 0.062 B95438 - MySQL Database-Standard-Intel X7-Memory Gigabyte Per Hour 0.0022 0.0022 B95439 - MySQL Database-Standard-Intel X9-Compute OCPU Per Hour 0.062 0.062 B95440 - MySQL Database-Standard-Intel X9-Memory Gigabyte Per Hour 0.0022 0.0022 B95441 - MySQL Database-Optimized-Intel X9-Compute OCPU Per Hour 0.082 0.082 B95442 - MySQL Database-Optimized-Intel X9-Memory Gigabyte Per Hour 0.0022 0.0022 B95485 - Oracle Cloud Infrastructure Full Stack Disaster Recovery Service OCPU Per Hour 0.0128 0.0128 B95701 - Oracle Autonomous Data Warehouse-ECPU ECPU Per Hour 0.336 0.336 B95702 - Oracle Autonomous Transaction Processing-ECPU ECPU Per Hour 0.336 0.336 B95703 - Oracle Autonomous Data Warehouse-ECPU-BYOL ECPU Per Hour 0.0807 0.0807 B95704 - Oracle Autonomous Transaction Processing-ECPU- BYOL ECPU Per Hour 0.0807 0.0807 B95706 - Oracle Autonomous Database Storage for Transaction Processing Gigabyte Storage Capacity Per Month 0.1156 0.1156 B95708 - Oracle Autonomous Data Warehouse-Exadata Cloud@Customer-ECPU ECPU Per Hour 0.336 0.336 B95709 - Oracle Autonomous Transaction Processing-Exadata Cloud@Customer-ECPU ECPU Per Hour 0.336 0.336 B95710 - Oracle Autonomous Data Warehouse-Exadata Cloud@Customer-ECPU-BYOL ECPU Per Hour 0.0807 0.0807 B95711 - Oracle Autonomous Transaction Processing-Exadata Cloud@Customer-ECPU-BYOL ECPU Per Hour 0.0807 0.0807 B95712 - Oracle Autonomous Data Warehouse-Dedicated- June 9, 2025 Page 29 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price ECPU ECPU Per Hour 0.336 0.336 B95713 - Oracle Autonomous Transaction Processing- Dedicated-ECPU ECPU Per Hour 0.336 0.336 B95714 - Oracle Autonomous Data Warehouse-Dedicated- ECPU-BYOL ECPU Per Hour 0.0807 0.0807 B95715 - Oracle Autonomous Transaction Processing- Dedicated-ECPU-BYOL ECPU Per Hour 0.0807 0.0807 B95754 - Oracle Autonomous Database Storage Gigabyte Storage Capacity Per Month 0.0244 0.0244 B96157 - MySQL HeatWave-AWS HeatWave Capacity Per Hour 0.049 0.049 B96158 - MySQL Database-AWS-ECPU ECPU Per Hour 0.049 0.049 B96159 - MySQL Database-AWS-Outbound Data Transfer-Inter AWS Region Gigabyte of Data Transferred 0.0504 0.0504 B96160 - MySQL Database-AWS-Outbound Data Transfer-To Internet Gigabyte of Data Transferred 0.0911 0.0911 B96625 - Oracle Cloud Infrastructure-HeatWave-Storage Gigabyte Storage Capacity Per Month 0.02 0.02 B96626 - Oracle Cloud Infrastructure-HeatWave HeatWave Capacity Per Hour 0.011 0.011 B97191 - Oracle NoSQL Database Cloud-Regional Replicated Write Write Unit Per Month 0.36 0.36 B97197 - Oracle Base Database Service on Arm-Enterprise OCPU Per Hour 0.2151 0.2151 B97198 - Oracle Base Database Service on Arm-High Performance OCPU Per Hour 0.4436 0.4436 B97199 - Oracle Base Database Service on Arm-Extreme Performance OCPU Per Hour 0.6721 0.6721 B97200 - Oracle Base Database Service on Arm-BYOL OCPU Per Hour 0.0968 0.0968 B98217 - Oracle Cloud Infrastructure Cache with Redis-Low Memory (up to 10 GB per node) Redis Memory Gigabyte Per Hour 0.0194 0.0194 B98277 - Oracle Autonomous Transaction Processing-Exadata Cloud@Customer-Developer Instance Per Hour 0.0 0.0 B98278 - Oracle Autonomous Data Warehouse-Exadata Cloud@Customer-Developer June 9, 2025 Page 30 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Instance Per Hour 0.0 0.0 B98279 - Oracle Autonomous Transaction Processing- Dedicated-Developer Instance Per Hour 0.0 0.0 B98280 - Oracle Autonomous Data Warehouse-Dedicated- Developer Instance Per Hour 0.0 0.0 B99060 - Oracle Cloud Infrastructure Database with PostgreSQL-X86 OCPU Per Hour 0.098 0.098 B99062 - Oracle Cloud Infrastructure Database Optimized Storage Gigabyte Storage Capacity Per Month 0.072 0.072 B99591 - Oracle Cloud Infrastructure Cache with Redis-High Memory (over 10 GB per node) Redis Memory Gigabyte Per Hour 0.0136 0.0136 B99593 - Oracle Globally Distributed Autonomous Transaction Processing-Dedicated ECPU Per Hour 0.3864 0.3864 B99594 - Oracle Globally Distributed Autonomous Transaction Processing-Dedicated-BYOL ECPU Per Hour 0.0928 0.0928 B99595 - Oracle Globally Distributed Autonomous Data Warehouse-Dedicated ECPU Per Hour 0.3864 0.3864 B99596 - Oracle Globally Distributed Autonomous Data Warehouse-Dedicated-BYOL ECPU Per Hour 0.0928 0.0928 B99708 - Oracle Autonomous JSON Database-ECPU ECPU Per Hour 0.0807 0.0807 B99709 - Oracle APEX Application Development-ECPU ECPU Per Hour 0.0807 0.0807 Not Discount Eligible B108077 - Oracle Cloud Infrastructure Generative AI-Large Cohere 10,000 Transactions 0.0219 0.0219 B108078 - Oracle Cloud Infrastructure Generative AI-Small Cohere 10,000 Transactions 0.004 0.004 B108079 - Oracle Cloud Infrastructure Generative AI-Embed Cohere 10,000 Transactions 0.001 0.001 B108082 - Oracle Cloud Infrastructure Generative AI-Large Cohere-Dedicated AI Unit Per Hour 24.0 24.0 B108083 - Oracle Cloud Infrastructure Generative AI-Small Cohere-Dedicated AI Unit Per Hour 6.5 6.5 B108084 - Oracle Cloud Infrastructure Generative AI-Embed June 9, 2025 Page 31 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Cohere-Dedicated AI Unit Per Hour 10.9 10.9 B108806 - Oracle Cloud VMware Solution-BM.GPU.A10.64- Monthly Commit Node Per Hour 16.0 16.0 B108807 - Oracle Cloud VMware Solution-BM.GPU.A10.64-1 Year Commit Node Per Hour 13.0 13.0 B108808 - Oracle Cloud VMware Solution-BM.GPU.A10.64-3 Year Commit Node Per Hour 11.0 11.0 B108809 - Oracle Cloud VMware Solution-Base- BM.Standard.E5.48-Hourly Commit Node Per Hour 16.6617 16.6617 B108810 - Oracle Cloud VMware Solution-Base- BM.Standard.E5.48-1 Year Commit Node Per Hour 13.1604 13.1604 B108811 - Oracle Cloud VMware Solution-Base- BM.Standard.E5.48-3 Year Commit Node Per Hour 10.6119 10.6119 B88318 - Oracle Cloud Infrastructure-Compute-Windows OS OCPU Per Hour 0.092 0.092 B92386 - Oracle Cloud VMware Solution OCPU Per Hour 0.2031 0.2031 B92615 - Roving Edge Device-Compute Optimized-Ruggedized Resource Possession Per Day 160.0 160.0 B92686 - Oracle Analytics for Fusion Applications-Free Hosted Named User 0.0 0.0 B93039 - Roving Edge Device-Compute Optimized-Standard Resource Possession Per Day 160.0 160.0 B93040 - Roving Edge Device-Compute Optimized- Unreturnable/Loss Fee Each 45,000.0 45,000.0 B93288 - Oracle Cloud VMware Solution-BM.DenseIO2.52- Hourly Commit OCPU Per Hour 0.2437 0.2437 B93289 - Oracle Cloud VMware Solution-BM.DenseIO2.52-1 Year Commit OCPU Per Hour 0.1625 0.1625 B93290 - Oracle Cloud VMware Solution-BM.DenseIO2.52-3 Year Commit OCPU Per Hour 0.132 0.132 B93307 - Autonomous JSON Database-Free OCPU Per Hour 0.0 0.0 B93421 - Oracle Cloud VMware Solution-HCX Enterprise- Monthly OCPU Per Hour 0.0126 0.0126 B95178 - Oracle Cloud VMware Solution-BM.DenseIO.E4.64- Hourly Commit OCPU Per Hour 0.2437 0.2437 June 9, 2025 Page 32 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price B95179 - Oracle Cloud VMware Solution-BM.DenseIO.E4.64- Monthly Commit OCPU Per Hour 0.2031 0.2031 B95180 - Oracle Cloud VMware Solution-BM.DenseIO.E4.64-1 year Commit OCPU Per Hour 0.1625 0.1625 B95181 - Oracle Cloud VMware Solution-BM.DenseIO.E4.64-3 year Commit OCPU Per Hour 0.132 0.132 B95228 - Roving Edge Ultra Resource Possession Per Day 45.0 45.0 B95229 - Roving Edge Ultra Non-Return or Loss Fee Each 35,000.0 35,000.0 B95403 - Oracle Cloud Infrastructure-Network Firewall Instance Instance Per Hour 2.75 2.75 B95404 - Oracle Cloud Infrastructure-Network Firewall Data Processing Gigabyte of Data Processed 0 - 10240 0.0 0.0 Gigabyte of Data Processed 10240 - 999999999999999 0.01 0.01 B95411 - Oracle Cloud VMware Solution-BM.DenseIO.E4.32- Hourly Commit OCPU Per Hour 0.3047 0.3047 B95412 - Oracle Cloud VMware Solution-BM.DenseIO.E4.32- Monthly Commit OCPU Per Hour 0.2539 0.2539 B95413 - Oracle Cloud VMware Solution-BM.DenseIO.E4.32-1 year Commit OCPU Per Hour 0.2031 0.2031 B95414 - Oracle Cloud VMware Solution-BM.DenseIO.E4.32-3 year Commit OCPU Per Hour 0.165 0.165 B95415 - Oracle Cloud VMware Solution-BM.DenseIO.E4.128- Hourly Commit OCPU Per Hour 0.195 0.195 B95416 - Oracle Cloud VMware Solution-BM.DenseIO.E4.128- Monthly Commit OCPU Per Hour 0.1625 0.1625 B95417 - Oracle Cloud VMware Solution-BM.DenseIO.E4.128-1 year Commit OCPU Per Hour 0.13 0.13 B95418 - Oracle Cloud VMware Solution-BM.DenseIO.E4.128-3 year Commit OCPU Per Hour 0.1056 0.1056 B97102 - Oracle Cloud VMware Solution-Base- BM.Standard2.12-Hourly Commit Node Per Hour 4.714 4.714 B97103 - Oracle Cloud VMware Solution-Base- BM.Standard2.12-1 Year Commit June 9, 2025 Page 33 of 37 Issued by Graviton Consulting Services, Inc. Usage Item Description Metric List Price Overage Net Unit Price Node Per Hour 3.7144 3.7144 B97104 - Oracle Cloud VMware Solution-Base- BM.Standard2.12-3 Year Commit Node Per Hour 2.953 2.953 B97105 - Oracle Cloud VMware Solution-Base- BM.Standard3.16-Hourly Commit Node Per Hour 5.554 5.554 B97106 - Oracle Cloud VMware Solution-Base- BM.Standard3.16-1 Year Commit Node Per Hour 4.2943 4.2943 B97107 - Oracle Cloud VMware Solution-Base- BM.Standard3.16-3 Year Commit Node Per Hour 3.3522 3.3522 B97108 - Oracle Cloud VMware Solution-Base- BM.Standard.E4.32-Hourly Commit Node Per Hour 9.2565 9.2565 B97109 - Oracle Cloud VMware Solution-Base- BM.Standard.E4.32-1 Year Commit Node Per Hour 6.9223 6.9223 B97110 - Oracle Cloud VMware Solution-Base- BM.Standard.E4.32-3 Year Commit Node Per Hour 5.2233 5.2233 B97111 - Oracle Cloud VMware Solution-Expansion-Hourly Commit OCPU Per Hour 0.1605 0.1605 B97112 - Oracle Cloud VMware Solution-Expansion-1 Year Commit OCPU Per Hour 0.1092 0.1092 B97113 - Oracle Cloud VMware Solution-Expansion-3 Year Commit OCPU Per Hour 0.0739 0.0739 June 9, 2025 Page 34 of 37 Issued by Graviton Consulting Services, Inc. A. DESCRIPTION AND PRICES FOR ORDERED CLOUD SERVICES 1. Cloud Services Ordered City of Santa Ana, CA (“City”, “You”, “Your”, or “End User”), has ordered the cloud services described above from Graviton Consulting Services, Inc. (“Graviton”). Your use of these cloud services is subject to the terms in this Ordering Document (the “Order” or “Ordering Document”) and the Oracle Cloud Services executed between You and Oracle America, Inc. B. TERMS AND FEES FOR ORDERED CLOUD SERVICES 1. Oracle Contract Information a. Agreements. End User Cloud Services Agreement. The end user cloud services agreement applicable to this order is the following: Effective Version Date: Oracle Cloud Services Agreement US-CSA-CPQ-3330527 v062223 2. Currency: All fees on this ordering document are in US Dollars. 3. Terms: All products and services listed on this order are provided by Oracle under, and subject to, the terms of this order, includi ng the agreement and all Oracle documents referenced in this order. You indicate your agreement to the terms of this order, including the agreement, by signing this order, and you represent that you have the authority to bind the company to whom this order is add ressed above to the terms of this order and the agreement. As applicable, Oracle process es a partner's order after receipt of a purchase order or a valid credit card. Any terms and conditions on your purchase order are void and have no legal effect. For cloud services, y ou may not reduce the quantity of services purchased hereunder for distribution to the end user (e.g., user or record counts, storage, etc.), in whole or in part, during the Services Period set forth above. The Services Period for the cloud services commences on September 1 5, 2025. 4. Fees: The cloud services payment frequency applies to all cloud services fees and taxes. All fees payable to Graviton are due 45 days from the invoice date. Once placed, your order is non-cancelable and the sums paid nonrefundable, except as otherwise provided herein or in the agreement. You will pay any sales, value-added or other similar taxes imposed applicable law that Graviton must pay based on the cloud services You ordered, except for taxes based on Graviton’s income. Unless specifically stated otherwise, fees for cloud services listed in this Order are exclusive of taxes and expenses. You agree not to disclose the terms of this ordering document to any third party. Cloud Services Payment Frequency: Your payment frequency is Monthly in Arrears as described in the service specifications. The service specifications applicable to the cloud services and the consulting/professional services ordered may be accessed at www.oracle.com/contracts. Cloud Services Overage Bill To: In the event of an overage as described in the service descriptions, You shall be invoiced for such overage(s). 5. Offer Validity: This order is valid through 30-SEP-2025 and shall become binding upon execution by You and acceptance by Graviton. 6. Data Center Region Your services environment (as defined in the CSA) will reside in the data center region identified in the table above. 7. Funded Allocation Additional Terms As described in the Oracle PaaS and IaaS Universal Credits – Service Descriptions document available at http://www.oracle.com/contracts, the following terms apply to your Oracle PaaS and laaS Universal Credits. Under the "Funded Allocation Model", Oracle and Graviton allow You the flexibility to fund an annual amount to Oracle as specified in the "Funded Allocation Value" in Your Order, which is to be applied towards the future usage of eligible Oracle IaaS and PaaS Clo ud Services specified in the rate card attached to Your Order or as seen in the Cloud Portal provided such Cloud Services are available in production release when ordered, at the fees specified in the rate card. The total Funded Allocation Value of Your Order is reflected in the "Funded Allocation Value" column and the applicable Services Period for that value will be as specified in Your Order. Graviton will invoice you monthly in arrears based on your actual usage for the prior month at the rates for each activated Oracle IaaS and PaaS Cloud Service as June 9, 2025 Page 35 of 37 Issued by Graviton Consulting Services, Inc. defined in Your Order Overage If, at the end of any month during the Services Period, You have exceeded the Funded Allocation Value, You must provide additional funding for Your usage, or You must cease to use the applicable Cloud Services. If You have exceeded the Funded Allocation Va lue and You have not ended Your use of the Services, You will be subject to overage fees. The increased services shall be equal to the actual usage/capacity that exceeds the Funded Allocation Value amount. Graviton will invoice You monthly in arrears for the e xcess usage of the Oracle laaS and PaaS Cloud Service at the Overage Unit Net Price specified in the rate card of Your Order or as seen in the Cloud Portal. Such invoice shall not require a separate ordering document. You shall pay the invoice in accordance with t his Order's payment terms. You may set quotas, alerts and use other monitoring tools within the Cloud Portal to assist You in man aging and tracking Your usage. If there is a dispute on the amount of the overages invoice: i) You shall promptly notify Graviton in writing of the dispute and the basis for Your dispute. Your notification to Graviton must include a detailed written explanation of Your objection to the overages invoice. Your written notice to Graviton must be del ivered to Graviton before the due date for your overages payment to Graviton ("Your payment date"). ii) If no written objection is provided to Graviton prior to Your payment date of the Graviton overages invoice, then You mus t transmit payment to Graviton for the Graviton overages invoice. Additional Services If Oracle adds additional service offerings to the list of eligible Oracle IaaS and PaaS Cloud Services within Your Cloud Ser vices Account during the Services Period, You may activate and use those service offerings and the discount wil l be applied based on the Cloud Service category discount specified in the rate card attached to Your Order or as seen in the Cloud Portal. The develop ment, release, and timing of any future features, functionality or service offerings remains at the sole discretion of Oracle Corporation. Replenishment of Account at End of Services Period If You are continuing to use services after the end of the Services Period specified in Your Order and You have not extended the Services period and increased the Funded Allocation Value for use of eligible Oracle IaaS and PaaS Cloud Services, You will be charged for the actual usage of all services that You activate and/or have activated within your Cloud Services Account based on Graviton’s then current price list for such services. Upon extending the term of the Services Period and increasing the amount of the Funded Allocation Value through a new order or modification of Your existing Order, You will receive the Cloud Services categ ory discounts specified in the rate card attached to Your new order or modification of the existing Order or as seen in the Cloud Portal. Roving Edge Parts. Roving Edge Infrastructure parts are limited-availability parts. This Order is not eligible for any Roving Edge Infrastructure products or services, even if a Roving Edge part number is specified in the Rate Card of this Order or seen in the Cloud Portal. C. Additional End User Terms This Order is subject to and incorporates the terms and conditions contained in this Section C in the form set forth below (“End User Terms”). Oracle is an irrevocable third-party beneficiary of the order between Graviton and the City, but does not assume any of Graviton’s obligations thereunder. Oracle will have no liability to the City arising out of or relating to the City’s non-compliance with the End User Terms. Should the City fail to be in compliance with the additional End User Terms below, or because of any other circumstance outside of Oracle’s control, then you agree Oracle may suspend or terminate the cloud services under this Order. In the event of termination, the end user’s right to receive cloud services under this Order is automatically forfeited. 1. Data Center Region Availability for UCM Platform and data center region availability information for Oracle Platform as a Service (PaaS) Cloud Services and for Oracl e Infrastructure as a Service (IaaS) Cloud Services is provided on the Oracle Cloud Portal at https://cloud.oracle.com/data-regions. 2. No Auto-Renewal Notwithstanding any statement, to the contrary in the Service Specifications, You expressly agree that the Services acquired under this Order will not auto-renew. D. Other 1. Order of Precedence In the event of inconsistencies between the terms contained in this Order and the agreement referenced above, this Order shall take precedence. This Order will override and control over the terms contained in any purchase order. June 9, 2025 Page 36 of 37 Issued by Graviton Consulting Services, Inc. E. NOT TO EXCEED CONTRACT AMOUNT The total amount to be expended on all PaaS, IaaS, and SaaS services during the term of this agreement, including any option periods, shall not exceed $5,027,000.00. The City Manager or their designee shall have authority to execute PaaS, IaaS, and/or SaaS Ordering Documents during the term of this agreement, including any option periods, provided the City’s cumulative expenditures under such Ordering Documents do not exceed $5,027,000.00. This Section shall apply to all future ordering documents from September 1, 2025 – August 31, 2028, and any optional extensions exercised by the Parties, as approved by the City Council for the City of Santa Ana on July 15, 2025. F. Entire Agreement By signing below, we each agree that this Order constitutes the entire agreement between You and Graviton with regard to the subject matter herein and as such, no other preprinted, non -negotiated or other terms and conditions on any document by partner or end user (e.g., on a purchase order or elsewhere) shall apply. This order is placed subject to the terms of the agreement. The signature below affirms your commitment to pay for the cloud services ordered in accordance with the terms of this order and the agreement. ATTEST: CITY OF SANTA ANA Jennifer L. Hall City Clerk Alvaro Nunez City Manager APPROVED AS TO FORM RECCOMENDED FOR APPROVAL SONIA R. CARVALHO City Attorney By Jonathan T. Martinez Assistant City Attorney Jack Ciulla Chief Technology Innovations Officer Information Technology Department GRAVITON CONSULTING SERVICES, INC. Greg Catanzano Chief Executive Officer Graviton Consulting Services, Inc. June 9, 2025 Page 37 of 37 Issued by Graviton Consulting Services, Inc. Graviton OD (PaaS-IaaS) City of Santa Ana, CA 1.0 (rec'd 6-26-2025) - CAO signed(2070608.2) Final Audit Report 2025-06-30 Created:2025-06-30 By:MELANIE TORRES (MTorres@santa-ana.org) Status:Signed Transaction ID:CBJCHBCAABAAO2ZN8SmKOXRy3pyZ9iB2n4AKTvxryQiY "Graviton OD (PaaS-IaaS) City of Santa Ana, CA 1.0 (rec'd 6-26 -2025) - CAO signed(2070608.2)" History Document created by MELANIE TORRES (MTorres@santa-ana.org) 2025-06-30 - 3:26:11 PM GMT Document emailed to Jack Ciulla (jciulla@santa-ana.org) for signature 2025-06-30 - 3:26:23 PM GMT Email viewed by Jack Ciulla (jciulla@santa-ana.org) 2025-06-30 - 3:26:33 PM GMT Document e-signed by Jack Ciulla (jciulla@santa-ana.org) Signature Date: 2025-06-30 - 3:26:49 PM GMT - Time Source: server Agreement completed. 2025-06-30 - 3:26:49 PM GMT Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 1 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted PUBLIC SECTOR AGREEMENT FOR ORACLE CLOUD SERVICES This Public Sector Agreement for Oracle Cloud Services (this “Agreement”) is between Oracle America, Inc. (“Oracle,” “we,” “us,” or “our”) and the entity that has executed this Agreement as identified in the signature block below (“You” or “Your”). This Agreement sets forth the terms and conditions that govern orders placed under this Agreement. 1. USE OF THE SERVICES 1.1. We will make the Oracle services listed in Your order (the “Services”) available to You pursuant to this Agreement and Your order. Except as otherwise stated in this Agreement or Your order, You have the non - exclusive, worldwide, limited right to use the Services during the period defined in Your order, unless earlier terminated in accordance with this Agreement or Your order (the “Services Period”), solely for Your internal business operations. You may allow Your Users (as defined below) to use the Services for this purpose, and You are responsible for their compliance with this Agreement and Your order. 1.2. The Service Specifications describe and govern the Services. During the Services Period, we may update the Services and Service Specifications to reflect changes in, among other things, laws, regulations, rules, technology, industry practices, patterns of system use, and availability of Third Party Content (as defined below). Oracle updates to the Services or Service Specifications will not materially reduce the level of performance, functionality, security or availability of the Services during the Services Period of Your order. 1.3. You may not, and may not cause or permit others to: (a) use the Services to harass any person; cause damage or injury to any person or property; publish any material that is false, defamatory, harassing or obscene; violate privacy rights; promote bigotry, racism, hatred or harm; send unsolicited bulk e -mail, junk mail, spam or chain letters; infringe intellectual or other property rights; sell, manufacture, market and/or distribute any product or service in violation of applicable laws; or otherwise violate applicable laws, ordinances or regulations; (b) perform or disclose any benchmarking or availability testing of the Services, except as permitted in the Service Specifications; (c) perform or disclose any performance or vulnerability testing of the Services without Oracle’s prior written approval, except as permitted in the Service Specifications, or perform or disclose network discovery, port and service identification, vulnerability scanning, password cracking or remote access testing of the Services; or (d) use the Services to perform cyber currency or crypto currency mining ((a) through (d) collectively, the “Acceptable Use Policy”). In addition to other rights that we have in this Agreement and Your order, we have the right to take remedial action if the Acceptable Use Policy is violated, and such remedial action may include removing or disabling access to material that violates the policy. 2. FEES AND PAYMENT 2.1. All fees payable are due within 30 days from the invoice date. Once placed, Your order is non-cancelable and the sums paid nonrefundable, except as provided in this Agreement or Your order. You will pay any sales, value- added or other similar taxes imposed by applicable law that we must pay based on the Services You ordered, except for taxes based on our income. Fees for Services listed in an order are exclusive of taxes and expenses , unless expressly stated otherwise in Your order. 2.2. If You exceed the quantity of Services ordered, then You promptly must purchase and pay fees for the excess quantity. 2.3. You understand that You may receive multiple invoices for the Services. Invoices will be submitted to You pursuant to Oracle's Invoicing Standards Policy, available at https://www.oracle.com/contracts/cloud-services. 3. OWNERSHIP RIGHTS AND RESTRICTIONS 3.1. You or Your licensors retain all ownership and intellectual property rights in and to Your Content (as defined below). We or our licensors retain all ownership and intellectual property rights in and to the Services, derivative works thereof, and anything developed or delivered by or on behalf of us under this Agreement. Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 2 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted 3.2. You may have access to Third Party Content through use of the Services. Unless otherwise stated in Your order, all ownership and intellectual property rights in and to Third Party Content and the use of such content is governed by separate third party terms between You and the third party. 3.3. You have the authority to and do grant us the right to host, use, process, display and transmit Your Content to provide the Services pursuant to and in accordance with this Agreement and Your order. You have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of Your Content, and for obtaining all rights related to Your Content required by Oracle to perform the Services. 3.4. Except as permitted by this Agreement or Your order, You may not, and may not cause or permit others to: (a) modify, make derivative works of, disassemble, decompile, reverse engineer, reproduce, republish, download, or copy any part of the Services (including data structures or similar materials produced by programs); (b) access or use the Services to build or support, directly or indirectly, products or services competitive to Oracle; or (c) license, sell, transfer, assign, distribute, outsource, permit timesharing or service bureau use of, commercially exploit, or make available the Services to any third party. 4. NONDISCLOSURE 4.1. By virtue of this Agreement, the parties may disclose to each other information that is confidential (“Confidential Information”). Confidential Information shall be limited to the terms and pricing under this Agreement and Your order, Your Content residing in the Services, and all information clearly identified as confidential at the time of disclosure. 4.2. A party’s Confidential Information shall not include information that: (a) is or becomes a part of the public domain through no act or omission of the other party; (b) was in the other party’s lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from the disclosing party; (c) is lawfully disclosed to the other party by a third party without restriction on the disclosure; or (d) is independently developed by the other party. 4.3 Subject to applicable law, each party agrees not to disclose the other party’s Confidential Information to any third party other than as set forth in the following sentence for a period of five years from the date of the disclosing party’s disclosure of the Confidential Information to the receiving party; however, we will protect the confidentiality of Your Content residing in the Services for as long as such information resides in the Services. Each party may disclose Confidential Information only to those employees, agents or subcontractors who are required to protect it against unauthorized disclosure in a manner no less protective than required under this Agreement, and each party may disclose the other party’s Confidential Information in any legal proceeding or to a governmental ent ity as required by law. 4.4 The parties acknowledge and agree that You and this Agreement are subject to applicable freedom of information or open records laws. Should You receive a request under such law for Oracle’s Confidential Information, You agree to give Oracle adequate prior notice of the request and before releasing Oracle’s Confidential Information to a third party, in order to allow Oracle sufficient time to seek injunctive relief or other relief against such disclosure. 5. PROTECTION OF YOUR CONTENT 5.1. In order to protect Your Content provided to Oracle as part of the provision of the Services, Oracle will comply with the applicable administrative, physical, technical and other safeguards, and other applicable aspects of system and content management, available at https://www.oracle.com/contracts/cloud-services. 5.2. To the extent Your Content includes Personal Information (as that term is defined in the applicable data privacy policies and the Data Processing Agreement (as defined below)), Oracle will furthermore comply with the following: a. the relevant Oracle privacy policies applicable to the Services, available at http://www.oracle.com/us/legal/privacy/overview/index.html ; and b. the applicable version of the Data Processing Agreement for Oracle Services (the “Data Processing Agreement”), unless stated otherwise in Your order. The version of the Data Processing Agreement applicable to Your order (i) is available at https://www.oracle.com/contracts/cloud-services and is incorporated herein by reference, and (ii) will remain in force during the Services Period of Your order. In Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 3 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted the event of any conflict between the terms of the Data Processing Agreement and the terms of the Service Specifications (including any applicable Oracle privacy policies), the terms of the Data Processing Agreement shall take precedence. 5.3. Without prejudice to Sections 5.1 and 5.2 above, You are responsible for (a) any required notices, consents and/or authorizations related to Your provision of, and our processing of, Your Content (including any Perso nal Information) as part of the Services, (b) any security vulnerabilities, and the consequences of such vulnerabilities, arising from Your Content, including any viruses, Trojan horses, worms or other harmful programming routines contained in Your Content, and (c) any use by You or Your Users of the Services in a manner that is inconsistent with the terms of this Agreement and/or Your order. To the extent You disclose or transmit Your Content to a third party, we are no longer responsible for the security or confidentiality of such content outside of Oracle’s control. 5.4. Unless otherwise specified in Your order (including in the Service Specifications), Your Content may not include any data that imposes specific data security, data protection, or regulatory obligations on Oracle in addition to or different from those specified in the Data Processing Agreement, Service Specifications or this Agreement. If Your Content includes any of the foregoing data (e.g., certain regulated health or payment card information), Oracle will process such data only pursuant to the terms of Your order, the Data Processing Agreement, Service Specifications and this Agreement. You are responsible for complying with Your specific regulatory, legal or data security obligations which may apply to such data. If available for the Services, You may purchase additional services from us (e.g., Oracle Payment Card Industry Compliance Services) designed to address specific data security, data protection or regulatory requirements applicable to such data. 6. WARRANTIES, DISCLAIMERS AND EXCLUSIVE REMEDIES 6.1. Each party represents that it has validly entered into this Agreement and that it has the power and authority to do so. We warrant that during the Services Period we will perform the Services using commercially reasonable care and skill and in all material respects as described in the Service Specifications (the “Services Warranty”). If the Services provided to You were not performed as warranted, You must promptly provide us with a written notice that describes the deficiency in the Services (including, as applicable, the service request number notifying us of the deficiency in the Services). 6.2. WE DO NOT WARRANT THAT THE SERVICES WILL BE PERFORMED ERROR-FREE OR UNINTERRUPTED, THAT WE WILL CORRECT ALL SERVICES ERRORS, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. WE ARE NOT RESPONSIBLE FOR ANY ISSUES RELATED TO THE PERFORMANCE, OPERATION OR SECURITY OF THE SERVICES THAT ARISE FROM YOUR CONTENT OR THIRD PARTY CONTENT OR SERVICES PROVIDED BY THIRD PARTIES. FOR ANY BREACH OF THE SERVICES WARRANTY, YOUR EXCLUSIVE REMEDY AND OUR ENTIRE LIABILITY SHALL BE THE CORRECTION OF THE DEFICIENT SERVICES THAT CAUSED THE BREACH OF WARRANTY, OR, IF WE CANNOT SUBSTANTIALLY CORRECT THE DEFICIENCY IN A COMMERCIALLY REASONABLE MANNER, YOU MAY END THE DEFICIENT SERVICES AND WE WILL REFUND TO YOU THE FEES PAID FOR THE DEFICIENT SERVICES FOR THE PERIOD OF TIME DURING WHICH THE SERVICES WERE DEFICIENT. 6.3. TO THE EXTENT NOT PROHIBITED BY LAW, THESE WARRANTIES ARE EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, INCLUDING FOR SOFTWARE, HARDWARE, SYSTEMS, NETWORKS OR ENVIRONMENTS OR FOR MERCHANTABILITY, SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE. 7. LIMITATION OF LIABILITY 7.1. IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR ANY LOSS OF REVENUE, PROFITS (EXCLUDING FEES UNDER THIS AGREEMENT), SALES, DATA, DATA USE, GOODWILL, OR REPUTATION. 7.2. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ORACLE AND OUR AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR ORDER, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS ACTUALLY PAID UNDER YOUR ORDER FOR THE ORACLE Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 4 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted PRODUCTS OR SERVICES GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. 8. INDEMNIFICATION If a third party makes a claim against either You or Oracle (“Recipient,” which may refer to You or us, depending upon which party received the Material), that any information, design, specification, instruction, software, service, data, hardware, or material (collectively, “Material”) furnished by either You or us (“Provider,” which may refer to You or us depending on which party provided the Material) infringes the third party’s intellectual property rights, the Provider, at the Provider’s sole cost and expense, will, to the extent not prohibited by law, defend the Recipient against the claim and indemnify the Recipient from the damages, liabilities, costs and expenses awarded by the court to the third party claiming infringement or the settlement agreed to by the Provider, if the Recipient does the following: a. notifies the Provider promptly in writing, not later than 30 days after the Recipient receives notice of the claim (or sooner if required by applicable law); b. gives the Provider sole control of the defense and any settlement negotiations to the extent permitted by law; and c. gives the Provider the information, authority and assistance the Provider needs to defend against or settle the claim. 8.1. If the Provider believes or it is determined that any of the Material may have violated a third party’s intellectual property rights, the Provider may choose to either modify the Material to be non -infringing (while substantially preserving its utility or functionality) or obtain a license to allow for continued use, or if these a lternatives are not commercially reasonable, the Provider may end the license for, and require return of, the applicable Material and refund any unused, prepaid fees the Recipient may have paid to the other party for such Material. If such return materially affects our ability to meet obligations under the relevant order, then we may, upon 30 day s’ prior written notice, terminate the order and refund any unused, prepaid fees for the Services under the terminated order . If such Material is third party technology and the terms of the third party license do not allow us to terminate the license, then we may, upon 30 days’ prior written notice, end the Services associated with such Material and refund any unused, prepaid fees for such Services. 8.2. The Provider will not indemnify the Recipient if the Recipient (a) alters the Material or uses it outside the scope of use identified in the Provider’s user or program documentation or Service Specifications, or (b) uses a version of the Material which has been superseded (and the Recipient has been notified in writing of the new version), if the infringement claim could have been avoided by using an unaltered current version of the Material which was made available to the Recipient. The Provider will not indemnify the Recipient to the extent that an infringement claim is based upon any material not furnished by the Provider. We will not indemnify You to the extent that an infringement claim is based on Third Party Content or any material from a third party portal or other external source that is accessible or made available to You within or by the Services (e.g., a social media post from a third part y blog or forum, a third party web page accessed via a hyperlink, marketing data from third party data providers , etc.). 8.3. This Section 8 provides the parties’ exclusive remedy for any claims or damages under Section 8.1. 9. TERM AND TERMINATION 9.1. Unless this Agreement is terminated earlier, You may place orders governed by this Agreement for a period of five years from the date You accept this Agreement. Even if terminated, this Agreement will continue to govern any order for the duration of the Services Period of such order. 9.2. Services shall be provided for the Services Period defined in Your order. Notwithstanding anything to the contrary in the Service Specifications, the Services You order will not be automatically renewed. 9.3. We may suspend Your and/or Your Users’ access to, or use of, the Services if we believe that (a) there is a significant threat to the functionality, security, integrity, or availability of the Services or any content, data, or applications in the Services; (b) You or Your Users a re accessing or using the Services to commit an illegal act; (c) there is a violation of the Acceptable Use Policy; or (d) You provided false account or payment information or Your digital payment method is refused. When reasonably practicable and lawfully permitted, we will provide You with advance notice of any such suspension. For Services with the applicable operational capability, Oracle will Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 5 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted use reasonable efforts to limit any suspension only to the portion of the Services related to the issue caus ing suspension. We will use reasonable efforts to re-establish the Services promptly after we determine that the issue causing the suspension has been resolved. During any suspension period, we will make Your Content (as it existed on the suspension date) available to You. Any suspension under this Section shall not excuse You from Your payment obligations. 9.4. If either of us breaches a material term of this Agreement or any order and fails to correct the breach within 30 days of written specification of the breach (provided in accordance with Section 16.1 below), then the breaching party is in default and the non-breaching party may terminate (a) in the case of breach of any order, the order under which the breach occurred; or (b) in the case of breach of this Agreement, this Agreement and any orders that have been placed under this Agreement. If we terminate any orders as specified in the preceding sentence, You must pay within 30 days all amounts that have accrued prior to such termination, as well as all sums remaining unpaid for the terminated order(s) plus related taxes and expenses. Except for nonpayment of fees, the non- breaching party may agree in its sole discretion to extend the 30 day period for so long as the breaching party continues reasonable efforts to cure the breach. You agree that if You are in default under this Agreement and/or Your order, You may not use those Services ordered. 9.5 You may terminate this Agreement at any time without cause by giving Oracle 30 days prior written notice of such termination. Termination of the Agreement will not affect orders that are outstanding at the time of termination. Those orders will be performed according to their terms as if this Agreement were still in full force and effect. However, those orders may not be renewed or extended subsequent to termination of this Agreement. 9.6 At the end of the Services Period, we will make Your Content (as it existed at the end of the Services Period) available for retrieval by You during a retrieval period specified in the Service Specifications. Following the retrieval period, and except as may be required by law, we will delete any of Your Content that remains in the Services. Our data deletion practices are described in more detail in the Service Specifications. 9.7 Provisions that survive termination or expiration of this Agreement are those relating to limitation of liability, indemnification, payment and others which by their nature are intended to survive. 10. THIRD PARTY CONTENT, SERVICES AND WEBSITES 10.1. The Services may enable You to link to, transfer Your Content or Third Party Content to, or otherwise access, third parties’ websites, platforms, content, products, services, and information (“Third Party Services”). Oracle does not control and is not responsible for Third Party Content or Third Party Services. You are solely responsible for complying with the terms of access and use of Third Party Services, and if Oracle accesses or uses any Third Party Services on Your behalf to facilitate performance of the Services, You are solely responsible for ensuring that such access and use, including through passwords, credentials or tokens issued or otherwise made available to You, is authorized by the terms of access and use for such services. If You transfer or cause the transfer of Your Content or Third Party Content from the Services to a Third Party Service or other location, that transfer constitutes a distribution by You and not by Oracle. 10.2. Any Third Party Content we make accessible is provided on an “as-is” and “as available” basis without any warranty of any kind. We disclaim all liabilities arising from or related to Third Party Content. 10.3. You acknowledge that: (a) the nature, type, quality and availability of Third Party Content may change at any time during the Services Period, and (b ) features of the Services that interoperate with Third Party Services , such as Facebook™, YouTube™ and Twitter™, etc., depend on the continuing availability of such third parties’ respective application programming interfaces (APIs). We may need to update, change or modify the Services under this Agreement as a result of a change in, or unavailability of, such Third Party Content, Third Party Services or APIs. Any change to Third Party Content, Third Party Services or APIs, including their unavailability, during the Services Period does not affect Your obligations under this Agreement or the applicable order, and You will not be entitled to any refund, credit or other compensation due to any such changes. 11. SERVICE MONITORING, ANALYSES AND ORACLE-PROVIDED SOFTWARE 11.1. We continuously monitor the Services to facilitate Oracle’s operation of the Services; to help resolve Your service requests; to detect and address threats to the functionality, security, integrity , and availability of the Services as well as any content, data, or applications in the Services; and to detect and address illegal acts or violations of the Acceptable Use Policy. Oracle monitoring tools do not collect or store any of Your Content residi ng Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 6 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted in the Services, except as needed for such purposes. Oracle does not monitor, and does not address issues with, non-Oracle software provided by You or any of Your Users that is stored in, or run on or through, the Services. Information collected by Oracle monitoring tools (excluding Your Content) may also be used to assist in managing Oracle’s product and service portfolio, to help Oracle address deficiencies in its product and service offerings, and for license management purposes. 11.2. We may (a) compile statistical and other information related to the performance, operation and use of the Services, and (b) use data from the Services in aggregated form for security and operations management, to create statistical analyses, and for research and development purposes (above clauses (a) and (b) are collectively referred to as “Service Analyses”). We retain all intellectual property rights in Service Analyses. 11.3. We may provide You with the ability to obtain certain Oracle-provided Software (as defined below) for use with the Services. Unless we specify that separate terms will apply to Oracle -provided Software, any Oracle- provided Software is provided as part of the Services and You have the non -exclusive, worldwide, limited right to use, and allow Your Users to use, such Oracle-provided Software, subject to the terms of this Agreement and Your order, solely to facilitate Your authorized use of the Services. Your right to use any Oracle -provided Software will terminate upon the earlier of our notice (by web posting or otherwise) or the end of the Services associated with the Oracle-provided Software. Your right to use any part of the Oracle-provided Software that is licensed under the separate terms is not restricted in any way by this Agreement. 12. HARDWARE DEVICES The terms in this Section 12 (Hardware Devices) only apply to an order which includes a Hardware Device. 12.1. Your order may include a Hardware Device (as defined below), which You may use with the applicable Services as described in the Service Specifications. The terms of this Agreement and Your order (including those terms that refer to Services) govern Hardware Devices, the Operating System and Integrated Software (both as defined below), unless expressly stated otherwise in this Section 12, or if the terms by their nature would be inapplicable to Hardware Devices. 12.2. We provide a limited warranty for Hardware Devices as described in the Oracle Hardware Warranty available at http://www.oracle.com/contracts/hardware. Any changes to the Oracle Hardware Warranty will not apply to Hardware Devices ordered prior to such change. 12.3. We provide technical support services for Hardware Devices as described in the Service Specifications and/or Oracle’s Hardware and Systems Support Policies in effect at the time the technical support services are provided (available at http://www.oracle.com/contracts/hardware), as applicable. 12.4. With respect to our indemnification for Hardware Devices under Section 8, notwithstanding the provisions of Section 8.2, if we believe or it is determined that the Hardware Device (or portion thereof) may have violated a third party’s intellectual property rights, we may choose to either replace or modify the Hardware Device (or portion thereof) to be non-infringing (while substantially preserving its utility or functionality) or obtain a right to allow for continued use, or if these alternatives are not commercially reasonable, we may remove the applicable Hardware Device (or portion thereof) and refund the net book value for the Hardware Device. 12.5. “Hardware Device” is defined as hardware that meets both of the following requirements: (a) the hardware is managed by or used as part of the Services, and (b) the hardware is designated as a Hardware Device by Oracle. Title to Hardware Devices will transfer to You upon delivery to You unless otherwise specified in Your order. 12.6. “Operating System” refers to the software that manages the Hardware Device. You have the right to use the Operating System delivered with the Hardware Device (and any updates acquired through our technical support services) only as incorporated in, and as part of, the Hardware Device and subject to the terms of the license agreement(s) delivered with or on the Hardware Device. Current versions of the license agreements are located in the documentation for the Hardware Device. 12.7. “Integrated Software” refers to any software or programmable code that is embedded or integrated in a Hardware Device and enables the functionality of the Hardware Device. Integrated Software does not include and You do not have rights to (a) code or functionality for diagnostic, maintenance, repair or technical support services; or (b) separately licensed applications, development tools, or system management software or other code that is separately licensed by us or a third party. You have the limited, non -exclusive right to use Integrated Software Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 7 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted delivered with a Hardware Device (and any updates acquired through our technical support services) only as incorporated in, and as part of, the Hardware Device and subject to any terms delivered with or on the Hardware Device and/or in the applicable documentation. 12.8. We or our licensors retain all ownership and intellectual property rights in and to the Operating System and Integrated Software. The Hardware Device may contain or require the use of third party technology that is provided with or pre-installed on the Hardware Device. Third party technology is licensed under terms which we may provide to You (i) with or on the Hardware Device, (ii) in the applicable product documentation, (iii) in the readme files, or (iv) in the notice files. Your right to use this third party technology under separate license terms are not restricted in any way by this Agreement. We do not warrant or provide any technical support services for this third party technology. 12.9. The Operating System or Integrated Software may include separate works, identified in a readme file, notice file or the applicable documentation, which are licensed under open source or similar license terms; Your rights to use the Operating System and Integrated Software under such terms are not restricted in any way by this Agreement. The appropriate terms associated with these separate works can be found in the readme files, notice files or in the documentation accompanying the Operating System and Integrated Software. For software (i) that is part of the Operating System or Integrated Software and (ii) that You receive from us in binary form and (iii) that is licensed under an open source license that gives You the right to receive the source code for that binary, You may obtain a copy of the applicable source code from https://oss.oracle.com/sources/ or http://www.oracle.com/goto/opensourcecode. If the source code for the software was not provided to You with the binary, You may also receive a copy of the source code on physical media by submitting a written request pursuant to the instructions in the "Written Offer for Source Code" section of the latter website. 13. EXPORT 13.1. Export control and economic sanctions laws and regulations (“export laws”) of the United States and any other relevant local export laws apply to the Oracle Products and Services ordered under this Agreement. Such export laws govern use of the Oracle Products and Services (including technical data) and any Oracle products or services deliverables provided under this Agreement, and You and we each agree to comply with all such export laws (including “deemed export” and “deemed re-export” regulations). You agree that no data, information, software programs and/or materials resulting from the Oracle products or services (or direct product thereof) will be exported, directly or indirectly, in violation of these laws, or will be used for any purpose prohibited by thes e laws including, without limitation, nuclear, chemical, or biological weapons proliferation, or development of missile technology. 13.2. You acknowledge that the Services are designed with capabilities for You and Your Users to access the Services without regard to geographic location and to transfer or otherwise move Your Content between the Services and other locations such as User workstations. You are solely responsible for the authorization and management of User accounts across geographic locations, as well as export control and geographic transfer of Your Content. 14. FORCE MAJEURE Neither You nor we shall be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; pandemic; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions (including, without limitation, an embargo, economic sanction or the denial or cancelation of any export, import or other license); or other event outside the reasonable control of the obligated party. Both You and we will use reasonable efforts to mitigate the effect of a force majeure event. If such event continues for more than 30 days, either of You or we may cancel unperformed Services and affected orders upon written agreement. This Section does not excuse either party’s obligation to take reasonable steps to follow its normal disaster recovery procedures or Your obligation to pay for the Services. 15. UCITA The Uniform Computer Information Transactions Act does not apply to this Agreement or to orders placed under it. Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 8 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted 16. NOTICE 16.1. Any notice required under this Agreement shall be provided to the other party in writing. If You have a legal dispute with us or if You wish to provide a notice under the Indemnification Section of this Agreement, or if You become subject to insolvency or other similar legal proceedings, You will promptly send written notice to: Oracle America, Inc., 500 Oracle Parkway Redwood Shores, CA 94065, Attention: General Counsel, Legal Department. 16.2. We may give notices applicable to our Services customers by means of a general notice on the Oracle portal for the Services, and notices specific to You (a) by electronic mail to Your e -mail address on record in our account information or (b) by written communication sent by first class mail or pre -paid post to Your address on record in our account information. 16.3. You may register to receive notice of updates to the Oracle Cloud Hosting and Delivery Policies and the Data Processing Agreement (and certain other Service Specifications made available by Oracle) at http://www.oracle.com/contracts/cloud-services. 17. ASSIGNMENT You may not assign this Agreement or give or transfer the Services or any interest in the Services to another individual or entity. 18. OTHER 18.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties. 18.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. Even if recommended by us, we are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts or omissions of any business partner or third party, unless the business partner or third party is providing Services as our subcontractor or is otherwise engaged by Oracle in connection with performance of its obligations under this Agreement, and, if so, then only to the same extent as we would be responsible for our resources under this Agreement. 18.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement. 18.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued. 18.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services. 19. ENTIRE AGREEMENT 19.1. You agree that this Agreement and the information which is incorporated into this Agreement by written reference (including reference to information contained in a URL or referenced policy), together with the applicable order, is the complete agreement for the Oracle Products and Services ordered by You and supersedes all prior or contemporaneous agreements, proposals, negotiations, demonstrations or representations, written or oral, regarding such Oracle Products and Services. 19.2. It is expressly agreed that the terms of this Agreement and any Oracle order shall supersede the terms in any purchase order, procurement internet portal, or other similar non-Oracle document, and no terms included in Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 9 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted any such purchase order, portal, or other non-Oracle document shall apply to Your order. In the event of any inconsistencies between the terms of an order and the Agreement, the order shall take precedence; however, unless expressly stated otherwise in an order, the terms of the Data Processing Agreement shall take precedence over any inconsistent terms in an order. This Agreement and orders hereunder may not be modified and the rights and restrictions may not be altered or waived except in a writing signed or accepted online by authorized representatives of You and of Oracle; however, Oracle may update the Service Specifications, including by posting updated documents on Oracle’s websites. No third party beneficiary relationships are created by this Agreement. 20. AGREEMENT DEFINITIONS 20.1. “Oracle-provided Software” means any software agent, application or tool that Oracle makes available to You specifically for purposes of facilitating Your access to, operation of, and/or use with, the Services . 20.2. “Program Documentation” refers to the user manuals, help windows, readme files for the Services and any Oracle-provided Software. You may access the documentation online at http://oracle.com/contracts or such other address specified by Oracle. 20.3. “Service Specifications” means the following documents, as applicable to the Services under Your order: (a) the Oracle Cloud Hosting and Delivery Policies, the Program Documentation, the Oracle service descriptions, and the Oracle Corporate Security Practices; (b) Oracle’s privacy policies; and (c) any other Oracle documents that are referenced in or incorporated into Your order. The following do not apply to any non-Cloud Oracle service offerings acquired under Your order, such as professional services: the Oracle Cloud Hosting and Delivery Policies and Program Documentation. The following do not apply to any Oracle-provided Software: the Oracle Cloud Hosting and Delivery Policies. 20.4. “Third Party Content” means all software, data, text, images, audio, video, photographs and other content and material, in any format, that are obtained or derived from third party sources outside of Oracle that You may access through, within, or in conjunction with Your use of, the Services. Examples of Third Party Content include data feeds from social network services, rss feeds from blog posts, Oracle data marketplaces and libraries, dictionaries, and marketing data. Third Party Content includes third-party sourced materials accessed or obtained by Your use of the Services or any Oracle-provided tools. 20.5. “Users” means, for Services, those employees, contractors, and end users, as applicable, authorized by You or on Your behalf to use the Services in accordance with this Agreement and Your order. For Services that are specifically designed to allow Your clients, agents, customers, suppliers or other third parties to access the Services to interact with You, such third parties will be considered “Users” subject to the terms of this Agreement and Your order. 20.6. “Your Content” means all software, data (including Personal Information), text, images, audio, video, photographs, non-Oracle or third party applications, and other content and material, in any format, provided by You or any of Your Users that is stored in, or run on or through, the Services. Services under this Agreement, Oracle-provided Software, other Oracle Products and Services, and Oracle intellectual property, and all derivative works thereof, do not fall within the meaning of the term “Your Content.” Your Content includes any Third Party Content that is brought by You into the Services by Your use of the Services or any Oracle-provided tools. 21. CLOUD SERVICES AGREEMENT EFFECTIVE DATE {{*efdate_es_signer2}} The Effective Date of this Cloud Services Agreement is _______________________. (DATE TO BE COMPLETED BY ORACLE) THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. THE SIGNATURE BLOCK FOR THIS AGREEMENT FOLLOWS IMMEDIATELY ON THE NEXT PAGE. Cloud_Cloud Services Agreement (CSA)_US Public Sector_v062223_US_ENG Page 10 of 10 18852623_Robin_May 5,2025 Confidential - Oracle Restricted Confidential - Oracle Restricted Company Name: CITY OF SANTA ANA ATTEST: CITY OF SANTA ANA Jennifer L. Hall City Clerk Alvaro Nunez City Manager APPROVED AS TO FORM RECCOMENDED FOR APPROVAL SONIA R. CARVALHO City Attorney By Jonathan T. Martinez Assistant City Attorney Jack Ciulla Chief Technology Innovations Officer Information Technology Department Oracle America, Inc. {{*_es_signer1_signature }} {{*_es_signer2_signature }} Authorized Signature: _______________________ {{*_es_signer1_fullname }} {{*_es_signer2_fullname }} Name: ___________________________________ {{*_es_signer1_title }} {{*_es_signer2_title }} Title: ____________________________________ {{*_es_signer1_date}} {{*_es_signer2_date}} Signature Date: ___________________________ Agreement No.: US-CSA-CPQ-3330527 Ashlee Walleck Contract Specialist 09-Jun-2025 | 11:24 AM PDT Oracle - Public Sector Agreement for Oracle Cloud Services (CAO signed)(2070727.1) (002) Final Audit Report 2025-06-30 Created:2025-06-30 By:MELANIE TORRES (MTorres@santa-ana.org) Status:Signed Transaction ID:CBJCHBCAABAALd0BE-WINFkqm9yBQ3Z4RxAwiu7uMHEX "Oracle - Public Sector Agreement for Oracle Cloud Services (C AO signed)(2070727.1) (002)" History Document created by MELANIE TORRES (MTorres@santa-ana.org) 2025-06-30 - 3:22:37 PM GMT Document emailed to Jack Ciulla (jciulla@santa-ana.org) for signature 2025-06-30 - 3:22:41 PM GMT Email viewed by Jack Ciulla (jciulla@santa-ana.org) 2025-06-30 - 3:22:52 PM GMT Document e-signed by Jack Ciulla (jciulla@santa-ana.org) Signature Date: 2025-06-30 - 3:24:35 PM GMT - Time Source: server Agreement completed. 2025-06-30 - 3:24:35 PM GMT