The enclosed offer includes the solution requested for your organization. If you have any questions, please contact me.
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- Edgar Patrick
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1 Unify Inc Broken Sound Blvd Boca Raton, Florida Customer Address: CITY OF WICHITA 455 N MAIN ST WICHITA, Kansas, Invoice Address: CITY OF WICHITA 455 N MAIN WICHITA, Kansas, Name Ray Saturnino Phone +1 (408) Reference Agreement Number Reference SOW Number Quote Number ray.saturnino@unify.com 15199LGH Intended Implementation August 15, 2014 Reference Exhibits/Supplements SOPST, SPEULA Quote Expiration Date August 15, 2014 Date June 16, 2014 Schedule A - Ordering Document Dear Sir or Madame, Unify Inc. would like to thank you for the opportunity to provide an offer for a solution for CITY OF WICHITA The enclosed offer includes the solution requested for your organization. If you have any questions, please contact me. Price Initial Product & s Purchase Price $353, Thereof: Main $325, Thereof: IPDA Expansion (CS) (1) $7, Thereof: IPDA Expansion (CS) (2) $7, Thereof: IPDA Expansion (CS) (3) $7, Thereof: IPDA Expansion (CS) (4) $7, Thereof: IPDA Expansion (CS) (17) $0.00 Thereof: IPDA Expansion (CS) (18) $0.00 Thereof: IPDA Expansion (CS) (19) $0.00 Thereof: East Waterman (20) $0.00 Purchase Price $76, Unify Inc Campus Commons Drive, Reston, VA Page 1 of 15
2 Unify Inc. will provide the Products and/or s, as applicable, as further set forth herein, if this offer is accepted by signature below and returned to Unify Inc., along with any referenced Exhibits/Supplements requiring signature as indicated by a signature block on the Exhibits/Supplements, in a form acceptable to Supplier, on or before the Quote Expiration Date. By signing this Ordering Document (Schedule A), Unify Inc. (Supplier) and your organization referenced above (Customer) agree that the terms of the above referenced Agreement, referenced by Reference Agreement Number, and the above referenced Exhibit(s) and/or Supplement(s), designated by their Exhibit/Supplement designation, and, if applicable, the above referenced Statement(s) of Work, referenced by Reference SOW Number, apply to the Products and s listed in this Schedule A. You further agree to the site-specific terms set forth in this Schedule A. Accepted By: CITY OF WICHITA By: Authorized Signature Accepted By: Unify Inc. By: Authorized Signature Name (Type or Print) / Date Name (Type or Print) / Date Unify Inc Campus Commons Drive, Reston, VA Page 2 of 15
3 Schedule A - Binding Price Detail The price for the offered solution is composed as follows: Site Name: Main No. Sites: 1 Site Address: 455 N MAIN ST,, WICHITA, Kansas United States Initial Products & s Purchase Price $325, $325, Purchase Price $76, $76, Initial Products & s Products Description Selected Quantity List Price Unit Net Price Unit Total Net Price HiPath 4xxx $284, SWA Promo Upgrade for the upgrade of the ComScendo/ComScendo Plus Licenses of HiPath 4000 V5 to OpenScape 4000 V $52.26 $10.45 $15, Analog Trunk Module (TMANI) with Metering (GEE) 1 $1, $ $ Subscriber Line Module UP0/E x 24 (SLMO24) 20 $1, $ $14, Subscriber Line Module Analog with MWI (SLMAV, 24 Ports) 4 $1, $1, $4, HG 3500 V4 (120 Channels) 3 $12, $8, $24, DSCXL2 Dynamic Package for CSPCI OpenScape/HiPath 4000 Communication Server Upgrades Installation Kit XL (for OpenScape 4000/HiPath 4000 Expansion Order) 2 $9, $6, $12, $15, $10, $10, Integrated 19" Patch Panel 35 $ $ $5, Cable Kit, Champ Connector 35 $ $ $4, Digital User Connections (SLMO24), Slot For 10 $ $ $1, OpenScape 4000 V7 Basic Software for CSPCI System 1 $3, $2, $2, OpenScape 4000 V7 Flex License 1226 $ $ $186, OpenScape Personal Edition $1, OpenScape Personal Edition V7 HFA User License 20 $ $82.54 $1, Products Purchase Price $285, Implementation & Professional s Labor $39, $39, Implementation & Professional s Purchase Price $39, Initial Products & s Purchase Price- Main $325, Page 3 of 15
4 Software Assurance(Contract Duration: years) Description Selected Quantity Total List Price Total Net Price HiPath 4xxx $41, $27, OSC SWA 3y for HiPath 4000 Base-SW cpci 1 $ $ OSC SWA 3y for HiPath 4000 Duplex Control 1 $ $ OSC SWA 3y for HiPath ComScendo/Flex Licenses (per License) 2670 $40, $26, Software Assurance Purchase Price $27, $27, Package - Total Care $61, $49, Maintenance s Purchase Price $49, Purchase Price- Main $76, Page 4 of 15
5 Site Name: IPDA Expansion (CS) (1) No. Sites: 1 Site Address: 733 N MAIN ST,, WICHITA, Kansas United States Initial Products & s Purchase Price $7, $7, Purchase Price $9.36 $9.36 Initial Products & s Products Description Selected Quantity List Price Unit Net Price Unit Total Net Price HiPath 4xxx $6, CSAPE Box Kit for OpenScape 4000/HiPath 4000 from V6 Upgrades 1 $10, $6, $6, Products Purchase Price $6, Implementation & Professional s Labor $ $ Implementation & Professional s Purchase Price $ Initial Products & s Purchase Price- IPDA Expansion (CS) (1) $7, Package - Total Care $11.64 $9.36 Purchase Price- IPDA Expansion (CS) (1) $9.36 Page 5 of 15
6 Site Name: IPDA Expansion (CS) (2) No. Sites: 1 Site Address: 3015 E 21ST ST N,, WICHITA, Kansas United States Initial Products & s Purchase Price $7, $7, Purchase Price $9.36 $9.36 Initial Products & s Products Description Selected Quantity List Price Unit Net Price Unit Total Net Price HiPath 4xxx $6, CSAPE Box Kit for OpenScape 4000/HiPath 4000 from V6 Upgrades 1 $10, $6, $6, Products Purchase Price $6, Implementation & Professional s Labor $ $ Implementation & Professional s Purchase Price $ Initial Products & s Purchase Price- IPDA Expansion (CS) (2) $7, Package - Total Care $11.64 $9.36 Purchase Price- IPDA Expansion (CS) (2) $9.36 Page 6 of 15
7 Site Name: IPDA Expansion (CS) (3) No. Sites: 1 Site Address: 2405 E 57TH ST S,, WICHITA, Kansas United States Initial Products & s Purchase Price $7, $7, Purchase Price $9.36 $9.36 Initial Products & s Products Description Selected Quantity List Price Unit Net Price Unit Total Net Price HiPath 4xxx $6, CSAPE Box Kit for OpenScape 4000/HiPath 4000 from V6 Upgrades 1 $10, $6, $6, Products Purchase Price $6, Implementation & Professional s Labor $ $ Implementation & Professional s Purchase Price $ Initial Products & s Purchase Price- IPDA Expansion (CS) (3) $7, Package - Total Care $11.64 $9.36 Purchase Price- IPDA Expansion (CS) (3) $9.36 Page 7 of 15
8 Site Name: IPDA Expansion (CS) (4) No. Sites: 1 Site Address: 1801 S MCLEAN BLVD,, WICHITA, Kansas United States Initial Products & s Purchase Price $7, $7, Purchase Price $9.36 $9.36 Initial Products & s Products Description Selected Quantity List Price Unit Net Price Unit Total Net Price HiPath 4xxx $6, CSAPE Box Kit for OpenScape 4000/HiPath 4000 from V6 Upgrades 1 $10, $6, $6, Products Purchase Price $6, Implementation & Professional s Labor $ $ Implementation & Professional s Purchase Price $ Initial Products & s Purchase Price- IPDA Expansion (CS) (4) $7, Package - Total Care $11.64 $9.36 Purchase Price- IPDA Expansion (CS) (4) $9.36 Page 8 of 15
9 Site Name: IPDA Expansion (CS) (17) No. Sites: 1 Site Address: 225 W DOUGLAS AVE,, WICHITA, Kansas United States Initial Products & s Purchase Price $0.00 $0.00 Purchase Price $9.36 $9.36 Package - Total Care $11.64 $9.36 Purchase Price- IPDA Expansion (CS) (17) $9.36 Page 9 of 15
10 Site Name: IPDA Expansion (CS) (18) No. Sites: 1 Site Address: 225 W DOUGLAS AVE,, WICHITA, Kansas United States Initial Products & s Purchase Price $0.00 $0.00 Purchase Price $9.36 $9.36 Package - Total Care $11.64 $9.36 Purchase Price- IPDA Expansion (CS) (18) $9.36 Page 10 of 15
11 Site Name: IPDA Expansion (CS) (19) No. Sites: 1 Site Address: 225 W DOUGLAS AVE,, WICHITA, Kansas United States Initial Products & s Purchase Price $0.00 $0.00 Purchase Price $9.36 $9.36 Package - Total Care $11.64 $9.36 Purchase Price- IPDA Expansion (CS) (19) $9.36 Page 11 of 15
12 Site Name: East Waterman (20) No. Sites: 1 Site Address: 777 E WATERMAN ST,, WICHITA, Kansas United States Initial Products & s Purchase Price $0.00 $0.00 Purchase Price $9.36 $9.36 Package - Total Care $11.64 $9.36 Purchase Price- East Waterman (20) $9.36 Page 12 of 15
13 Schedule A - Terms and Conditions This Schedule A contains proprietary Product, Software and/or s (as defined in the Agreement) and pricing information. Except as otherwise required by law, it may not be reproduced, used by or disclosed to persons not employed or retained by Customer for the evaluation and implementation of this Schedule A without Supplier's prior written consent. Any performance by Supplier against this Schedule A is subject to and contingent upon credit approval of Customer, at Supplier's sole discretion. Supplier reserves the right to modify or withdraw credit terms at any time without notice, and to require guarantees, security or payment in advance of delivery of the Products, Software and/or s, as applicable. All invoices are due and payable within thirty (30) days from Customer's receipt of Supplier's invoice for each applicable milestone below. MAC Product Drop Ship. Where the Customer did not order implementation s, Supplier will invoice 30% of the charges for all Products, Software and s listed on this Schedule A promptly after execution of this Schedule A; and 70% of the charges will be invoiced upon the initial delivery of the Products to Customer's Premises (as defined in the Agreement). All transportation charges and applicable taxes and governmental fees for which Customer is liable will be invoiced to Customer as separate line items on the second invoice. MAC Product Implementation. Where Customer orders implementation s, Supplier will invoice as follows: (a) For MAC order volume greater than or equal to $25,000, Supplier will invoice 30% of the charges for all Products, Software and s listed on this Schedule A promptly after execution of this Schedule A; 60% of the charges for all Products, Software and s listed on this Schedule A upon the initial delivery of the Products to Customer's premises; and the remaining 10% of the charges upon the Cutover Date (as defined in the Agreement). Supplier will invoice 90% of the transportation charges and applicable taxes and governmental fees for which Customer is liable to Customer as separate line items on the second invoice and 10% of the transportation charges and applicable taxes and governmental fees for which Customer is liable will be invoiced to Customer as separate line items on the third invoice. (b) For MAC order volume less than $25,000, Supplier will invoice 90% of the charges for all Products, Software and s listed on this Schedule A upon the initial delivery of the Products to Customer's premises and the remaining 10% of the charges upon the Cutover Date. Supplier will invoice 100% of the transportation charges and applicable taxes and governmental fees for which Customer is liable to Customer as separate line items on the second invoice. Managed s, Maintenance and Software Assurance. Charges will be invoiced as set forth in the OpenScale Plan or applicable Exhibit/Supplement This Schedule A and any subsequent Installation Change Order (ICO) does not include any estimated taxes. Taxes will be verified against local sales tax regulations and other applicable laws or regulations and reflected in Supplier invoices to Customer. Notwithstanding anything to the contrary in the Agreement, Customer is responsible for the Products' transportation charges to the Premises. These charges will be based on the pre-tax net purchase price of the equipment portion of the Products specified in this Schedule A and ICO and will be included on an invoice to Customer. In the event Customer fails to make any payments when due, Supplier may, in addition to and without waiver of any rights or remedies under the Agreement, at law or in equity, immediately suspend performance until payment is received. In addition, if any amount due is not paid when due, Customer agrees to pay Supplier, on demand, a late charge in an amount equal to the lesser of 1.5% per month or the maximum rate permitted by law, on such overdue amount. The late charge will accrue from the due date until such amount is paid in full. Should Customer intend to lease-finance the Products set forth on this Schedule A, Customer must provide to Supplier notification of such intent and the following completed documents properly signed prior to the execution of this Schedule A: (1) a purchase order or similar document and a valid, properly executed Resale Exemption Certificate from the lessor, and (2) a fully executed Supplier Assignment of On-Order Products. If Supplier does not receive the required documentation by the time this Schedule A is signed, the order will be deemed a completed purchase transaction, the lease/sales designation is void and of no effect, and Customer will be liable to pay Supplier the Purchase Price on this Schedule A, pursuant to Supplier's payment terms specified above. If Supplier is providing implementation s, and Supplier determines that a site survey is required, the prices in this Schedule A are preliminary prices pending a full site survey of the Premises. Final prices will be provided only after completion of such a survey. Any Supplier provided education and training on this Schedule A must be completed in total within six (6) months after the date that Customer signs this Schedule A. In the event any ordered Supplier provided education and/or training is not completed in such period, Customer shall be deemed to have cancelled such training and/or education without refund or credit. Page 13 of 15
14 1. Total Care Selections Unify Support Plan The Covered Products, Sites and s detailed below are hereby added to the Unify Support Plan between the parties ("Plan"). The tables below identify only the incremental Covered Products, Sites and s added to your Plan ("Expansion") and the Purchase Price set forth above represents only the incremental additional annual Purchase Price associated with the Expansion, which shall be added to the Purchase Price of your Plan. coverage for the Expansion begins on the initial Installation Date of any Covered Product or associated with the Expansion. The first invoice for the Expansion will be prorated to the end of the current annual billing cycle for the Plan; the full amount of the annual Purchase Price for the Expansion will be included in the invoice for the next annual billing cycle of the Plan. Except as revised and restated herein, the terms and conditions of your Plan remain unchanged and in full force and effect. As part of Total Care s, you will receive the following s during the following : Self s Web Portal Web Support Software Center Support Knowledge Database 24/7 24/7 24/7 24/7 In addition to the s above, you will receive the following s selected by you as indicated in the table below for the following Sites in accordance with the corresponding and Levels (SLAs): Site SLA ID Remote On-site Spare Parts Replacement Remote SW MAC Call Desk 1st Level Support 2nd Level Support 3rd Level Support On-site Repair Spare Parts Replacement Remote MAC Voice Response Time for priority 1 incidents ¹)²) Response Time for priority 1 incidents ¹)³) Spare Parts Delivery Time ⁴) Quantity of purchased Remote MAC(s) per year ⁵)⁶)⁷)⁸) Main Main TC-SLA 2 24/7 24/7 2 h 8/5 8/5 n/a n/a NBD n/a IPDA Expansion (CS) (1) IPDA Expansion (CS) (2) IPDA Expansion (CS) (3) IPDA Expansion (CS) (4) IPDA Expansion (CS) (17) IPDA Expansion (CS) (18) IPDA Expansion (CS) (19) East Waterman (20) 1) Measurement of Response Time for remote s begins after report of Incident and measurement of Response Time for on-site s begins after Supplier determines that an on-site Response is required 2) Response time for Priority 2 incidents is 4 and for Priority 3 incidents is 8. Priority 2 and Priority 3 Incident Reports are addressed only during 8/5 3) Response time for Priority 2 incidents is the next Business Day (NBD) and for Priority 3 incidents is 5 Business Days 4) NBD = next Business Day, where identification of the requirement and arrangement of the delivery location is by 2 p.m., otherwise within 2 Business Days of such event 5) MAC(s) excluded from the definition are charged separately. 6) Displayed quantity is the maximum number of Remote MAC(s) that can be retrieved per year 7) Remote MAC voice s are performed during 8/5 8) Remote MAC voice s targeted completion time is 5 Business Days from receipt of the request. 2. Covered Products, Sites & Levels I.The Plan includes the following Sites, Covered Products and associated Level/SLAs: Page 14 of 15
15 Site* Level / SLA Covered Products** Main TC-SLA 1 HiPath 4xxx TC-SLA 2 IPDA Expansion (CS) (1) TC-SLA 1 HiPath 4xxx IPDA Expansion (CS) (2) TC-SLA 1 HiPath 4xxx IPDA Expansion (CS) (3) TC-SLA 1 HiPath 4xxx IPDA Expansion (CS) (4) TC-SLA 1 HiPath 4xxx IPDA Expansion (CS) (17) TC-SLA 1 HiPath 4xxx IPDA Expansion (CS) (18) TC-SLA 1 HiPath 4xxx IPDA Expansion (CS) (19) TC-SLA 1 HiPath 4xxx East Waterman (20) TC-SLA 1 HiPath 4xxx * As the Site is defined in Section 3. II of this Plan below. ** The listing of the individual Covered Products is included on the Quote referenced above. If any third party products, included but not limited to server products, are included on your Quote, they are not Covered Products and are not included in the Plan. II. Site Information The following Sites are included in the Plan: Site Site Address Site Id Main 455 N MAIN ST,, WICHITA, Kansas United States IPDA Expansion (CS) (1) 733 N MAIN ST,, WICHITA, Kansas United States IPDA Expansion (CS) (2) 3015 E 21ST ST N,, WICHITA, Kansas United States IPDA Expansion (CS) (3) 2405 E 57TH ST S,, WICHITA, Kansas United States IPDA Expansion (CS) (4) 1801 S MCLEAN BLVD,, WICHITA, Kansas United States IPDA Expansion (CS) (17) 225 W DOUGLAS AVE,, WICHITA, Kansas United States IPDA Expansion (CS) (18) 225 W DOUGLAS AVE,, WICHITA, Kansas United States IPDA Expansion (CS) (19) 225 W DOUGLAS AVE,, WICHITA, Kansas United States East Waterman (20) 777 E WATERMAN ST,, WICHITA, Kansas United States Page 15 of 15
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