MASTER AGREEMENT Master Agreement No: MNWNC-102 Apple, Inc. (hereinafter "Contractor") And State of Iowa (hereinafter "Participating State/Entity")

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1 PARTICIPATING ADDENDUM NASPO ValuePoint COOPERATIVE PURCHASING PROGRAM Computer Equipmeat Administered by the State of Miaaesota (hereinafter "Lead State") MASTER AGREEMENT Master Agreement No: MNWNC-102 Apple, Inc. (hereinafter "Contractor") And State of Iowa (hereinafter "Participating State/Entity") 1. Scope: This Participating Addendum allows for purchase of the following Computer Equipment/Services: Desktops, Laptops, Tablets including Related Peripherals and Services led by the State of Minnesota along with a multi-state sourcing team for use by state agencies and other entities located in the Participating State that is authorized by that state's statutes to utilize state contracts, and which receives prior written approval of the state's chief procurement official. The original solicitation contains the requirements and definitions establishing the Product Bands allowed on the Master Agreement. The Master Agreement identifies the bands awarded to the Contractor. The configuration limits and restrictions for the Master Agreement are provided with revisions identified by the Participating State in this Participating Addendum. 2. Participation: Use of specific NASPO ValuePoint cooperative contracts by agencies, political subdivisions and other entities (including cooperatives) authorized by an individual State's statutes to use State of Iowa contracts are subject to the prior approval of the respective State Chief Procurement Official. Issues of interpretation and eligibility for participation are solely within the authority of the State Chief Procurement Official. Within the State of Iowa, all State agencies, State facilities, cities, counties or education entities or any entity funded in part with state tax dollars, are eligible purchasers and authorized to purchase Products and Services under the terms of this Participating Addendum in lieu of a separate competitive selection process. (Exception: State of Iowa executive branch agencies must purchase according to applicable system standards and seek approval from the State of Iowa - Office of the Chief Information Officer when required as directed by administrative code before purchasing from this contract). If a Participating Entity within the Participating State is purchasing under this Participating Addendum, Contractor shall asswne that the Participating Entity has obtained prior approval to do so. 3. Order of Precedence: 1. A Participating State's Participating Addendum (''Participating Addendum"); A Participating State's Participating Addendum shall not diminish, change, or impact the rights of the Lead State with regard to the Lead State's contractual relationship with the Contractor under the Terms of Minnesota NASPO ValuePoint Master Agreement 2. Minnesota NASPO ValuePoint Master Agreement (includes negotiated Terms & Conditions)

2 3. The Solicitation including all Addendums; and 4. Contractor's response to the Solicitation. These documents shall be read to be consistent and complementary. Any conilict among these documents shall be resolved by giving priority to these documents in the order listed above. Contractor terms and conditions that apply to this Master Agreement are only those that are expressly accepted by the Lead State and must be in writing and attached to the Master Agreement as an Exhibit or Attachment. No other terms and conditions shall apply, including terms and conditions listed in the Contractor's response to the Solicitation, or terms listed or referenced on the Contractor's website, in Contractor's quotation/sales order or in similar documents subsequently provided by the Contractor. Notwithstanding the foregoing, the terms and conditions of Contractor's warranty agreements and end user license agreements shall control the use of the products purchased. The solicitation language prevails unless a mutually agreed exception has been negotiated. 4. Participating State Modific~tions or Additions to Master Agreement: A. Rtm9rts.: The Contractor shall submit quarterly reports, which coincide with the Apple fiscal calendar, to the Participating State Contract Administrator showing all sales made quarterly against this Participating Addendum within the State of Iowa. The Contractor shall provide the Participating State with an electronic usage report (Excel), which will list the following information at a minimum: purchasing entity, description of items purchased, invoice date, invoice price, and the extended price for each transaction. First Quarter: July through September Second Quarter: October through December Third Quarter: January through March Fourth Quarter: April through June B. [\~~tra!ive f~~ : Without affecting the approved Product or Service prices or discounts specified in the Master Agreement and this Participating Addendum, the Participating State shall be entitled to receive a one percent (1.00%) administrative fee on all sales made within the Participating State under this Participating Addendum. The administration fee due to the Participating State shall be paid quarterly by Contractor directly to the Participating State, made payable to the "Iowa Department of Administrative Services". Send to: State of Iowa - DAS/Central Procurement Enterprise Attention: DAS- CPFSE COO 1305 E. Walnut St. Des Moines, IA

3 Schedule: ~ppj~_ f!!lc~. ~aje~4~ Pe_r.j.oq ~q.ing in the f9jlo~~g months: March June September December Repo~!>~e April30 July 31 October 31 January 31 C. Pricing: The Contractor's price list, that is posted on the Contractor's approved State of Iowa NASPO ValuePoint Master Agreement website, shall reflect the price list mutually agreed to by the Parties pursuant to the NASPO ValuePoint Master Price Agreement and this Participating Addendum. The Contractor may offer, within written quotes, a discounted price for volume purchases or for competitive reasons. Nothing in this Participating Addendum shall obligate Contractor to provide discounts beyond the price list provided in the Master Agreement. D. Payment Terms: Provided the Participating Entity is qualified for credit with the Contractor, and utilizes a line of credit, payment is due to the Contractor within net 30 days of the date the products are delivered or the date a correct invoice is received, whichever is later Mter 60 days the Contractor may assess overdue account charges up to a maximum rate of one percent per month on the outstanding balance. Payments will be remitted by mail. Payments may be made via a State or political subdivision purchasing card, if presented at the time of order, with no additional charge. E. Lease Agreements: Lease financing is a permitted payment option. The terms and conditions of the lease financing arrangement will be set forth in a separate lease agreement between the Contractor and the Participating Entity. 5. Primary Contacts: The primary contact individuals for this Participating Addendum are as follows (or their named successors): Contractor Name Ralph Wright Address Riata Vista Circle, Austin, TX Telephone ralph.wriqht@app1e.com Sales order contact: -By Phone Education Kl2 and HiEd: l (FAX) State and Local Government: (FAX) - By (Submit Purchase Orders Only) institutionorders@apple.com {Education) 3

4 (Government) P. ~ t' ~c1p~~g. St.. a t e Name Karl Wendt Address 1305 E. Walnut, Des Moines, la Telephone karl. wendt@iowa. gov 6. Partner Utilization: Contractor will sell directly to Participating Entity. The use of partners is not allowed. 7. Terms: The Participating State is agreeing to the terms of the Master Agreement only to the extent the terms are not in conflict with applicable State law. 8. Qrders: Any Order placed by a Participating Entity for a Product and/or Service available from Contractor under this Master Agreement shall be deemed to be a sale under (and governed by the prices and other terms and conditions) of the Master Agreement, unless the parties to the order agree in writing that another contract or agreement applies to such order. 9. Delivery: In those situations in which the "deliver-to" address has no receiving dock or agents, the Contractor must be able to deliver to the location specified on the pu.rchase order without additional cost. If there is a special case where inside delivery fee must be charged and is clearly specified on the Participating Entity's order, the Contractor will notify them in advance in order for the Participating Entity to determine if the additional cost will affect the decision to utilize the Contractor. 10. Servic~: The terms of the Master Agreement shall apply each time Participating Entity engages Contractor to provide Services. AU Services provided will be described in one or more of the following documents: (i) (ii) "Service Descriptions" used to describe any services purchased by an entity; Any mutually agreed upon "Statement of Work" ("SOW") executed by the parties. 11. lnsur@ce: Contractor s~all have the option to self-insure, as long as Contractor maintains an audited net worth (Shareholder's Equity) of $100,000, Audit: All audit obligations shall only survive for a period of five (5) years from the invoice date of the transaction under this Participating Addendum. 13. J,ic~~~il}g: Contractor's standard licensing terms accompanying any Apple Product shall control the use of the Apple Product. 14. Acceptance Testing: As it applies to Section 28 of the Master Agreement Terms and Conditions, B. WSCA NASPO Terms and Conditions, Contractor shall make available to the Participating Entity a process by which the Participating Entity can evaluate and test certain Contractor-branded hardware prior to purchase. Any Acceptance Testing of this type shall be pursuant to the terms and conditions of the Contractor Equipment Loan Agreement, which will be provided by the Contractor upon request. 4

5 15. ~c;:essibijity ~t~d~<!t>= Contractor's VPATs identify how Apple Products comply with Accessibility Standards. Contractor's VPATs can be located at the following address accessibility /resources/. 16. Nonvisual Access Standards: Contractor's VPATs identify how Apple Products comply with the Nonvisual Access Standards. Contractor's VPATs can be located at the following address http :// /resources/. 17. ~-tire ~_gree~e~t; Mg9-ifiQ.~fions : Neither Contractor nor Participating Entity will be liable for any agreements, warranties, understandings, conditions, covenants, or representations not expressly set forth or referenced in this Participating Addendum. Any different or additional provisions in purchase orders, invoices or similar documents issued by Participating Entity at any time are hereby deemed refused by Contractor and such refused provisions will be unenforceable. Except as otherwise provided in this Participating Addendum, no modification to this Participating Addendum will be binding unless in writing and signed by an authorized representative of each party. IN WITNESS WHEREOF, the parties have executed this Participating Addendum as of the date of execution by both parties below. Participating State: Contractor: Name: O.cbccc......>1--i"'~'{\t,.., Title: Date: N.t:a"" <I C ~ r b/'- /I~ us. ( l.ll\-tl Ct(of.S s

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