Agreement with SHI International Corp

End Customer Agreement for Microsoft Support Services 
This End Customer Agreement states the terms and conditions that apply specifically to Unified 
Support Services and describe the Support Services to be provided to End Customer. The attached 
Appendices are incorporated into this End Customer Agreement and apply to Support Services.  
1. Definitions
1.1 
are additional Support Services described in any additional services 
 
1.2 
 means a party's non-public information, know-how, or trade secrets 
that (a) the party designates as being confidential; or (b) given the nature of the disclosure or 
circumstances surrounding the disclosure, reasonably should be treated as confidential by the 
receiving party. Confidential Information does not include information that: (1) the receiving party 
already knew without an obligation to maintain the information as confidential; (2) the receiving 
party received from a third party without breach of an obligation of confidentiality owed to the 
other party; (3) the receiving party independently developed; or (4) becomes publicly known 
through no wrongful act of the receiving party.  
1.3 
Order to whom Microsoft will deliver the Support Services as described below. End Customer must 
also be a legal entity (other than Partner or an End Customer Affiliate) that acquires Support Services 
for use as an end user.   
1.4 
means, with regard to End Customer, any government agency, 
department, office, instrumentality, division, unit or
government that is supervised by or is part of End Customer, or which supervises End Customer or 
of which End Customer is a part, or which is under common supervision with End Customer; together 
with, as mandated by law, any county, borough, commonwealth, city, municipality, town, township, 
special purpose district, or other similar type of governmental instrumentality located within End 
es; provided that a state and its affiliates shall 
not, for purposes of this definition, be considered to be an End Customer Affiliate of the federal 
government and its affiliates. 
1.5 
 means all data, including all text, sound, software, image or video files that 
are provided to Microsoft or any Microsoft Affiliate by End Customer or any End Customer Affiliate 
through use of Online Services. 
1.6 
means Product fixes, modifications, enhancements, or their derivatives, that Microsoft either 
releases generally (such as service packs), or that Microsoft provides to End Customer when 
performing Support Services to address a specific issue. 
1.7 
means Microsoft Corporation 
1.8 
 means any legal entity that controls, is controlled by, or that is under common 
 more than a 50% interest of voting securities 
in an entity or the power to direct the management and policies of an entity.  
1.9 
means the Microsoft-hosted services identified as Online Services in the Product 
Terms.

1.10 
 SHI International Corp. is the legal entity that executed the Unified Support Work 
Order with Microsoft. 
1.11 
 is the executed master agreement that governs how Microsoft and Partner 
work together in the context of the Unified Support Partner Broker Program. 
1.12 
 is the executed Microsoft Unified Enterprise Support Partner Broker Work 
Order number GVS12605-1039345-1039345 between Microsoft and the Partner that provides for 
the delivery of Support Services to End Customer, including any Additional Services Appendix(s). 
1.13 
means any computer code or other written materials developed or otherwise 
obtained independent of this End Customer Agreement. 
1.14 
means all products identified in the Product Terms, such as all Software, Online Services 
and other web-based services, including pre-release or beta versions. Product availability may vary 
by region. 
1.15 
means the document that provides information about Microsoft Products 
available through volume licensing. The Product Terms document is published on the Volume 
Licensing Site (https://www.microsoft.com/licensing/docs/view/Product-Terms or successor site) 
and is updated from time to time. 
1.16 
means the Support Services provided under the Partner Work Order. 
1.17 
 means the employees, agents, contractors, advisors and consultants (each 
acting in such respective capacity) of Microsoft, a Microsoft Affiliate, End Customer, or an End 
Customer Affiliate.  
1.18 
means any computer code or materials, other than Products or Fixes, that 
Microsoft leaves with End Customer at the conc
Services. 
1.19 
means licensed copies of Microsoft software identified on the Product Terms. 
Software does not include Online Services or Service Deliverables, but Software may be part of an 
Online Service. 
1.20 
means the Unified Support Services and any Additional Services purchased 
by Partner as set forth in Section 2
Services, unless otherwise specifically noted. 
1.21 
means all data, including all text, sound, video, image files, or software, 
that are provided to Microsoft by End Customer or 
or End Customer Affiliate(s) authorize Microsoft to obtain from an Online Service) or otherwise 
obtained or processed by Microsoft through an engagement with Microsoft to obtain Support 
Services. 
1.22 
means the date on which Support Services will 
commence under this End Customer Agreement. 
1.23 
means the date on which Support Services expire under this 
End Customer Agreement. 
1.24 
means the period beginning on the Support Services Commencement 
Date and ending on the Support Services Expiration Date. 
2. Support Services
2.1 Description of Support Services. Support Services will be provided as described in and pursuant 
of the then current Microsoft Unified Enterprise 
Support 
Services 
Description 
located at 
https://www.microsoft.com/en-us/unified-support-

services-description
USSD
incorporated herein by reference, and (ii) the terms and conditions set forth in any Additional 
Services Appendix that govern the Additional Services. In 
Partner, End Customer or both parties based on th
will be deemed to be a reference to this End Customer Agreement. 
Microsoft may update the Support Services purchased under the Partner Work Order from time to 
time, provided that the level of Support Services purchased will not materially decrease during the 
current Support Services Term.  
2.2 Support Services for Microsoft Products. During the Support Services Term, Microsoft will 
provide Support Services to AZ-City of Glendale
End Customer
Except as otherwise set forth in an Additional Services Appendix, such Support Services are for 
generally available Microsoft Products, and cloud services subscriptions purchased by End Customer 
or End Customer Affiliate(s) under the applicable licensing enrollments and agreements, as 
indicated in Appendix A.  
2.3 Support Services by Support Location. The Support Services to be provided to End Customer or 
End Customer Affiliate(s) are set forth below: 
Support Services by Support Location 
Broker - Unified Enterprise Support 
 USA - SLG - Enterprise West  
  5/1/2026 -  
4/30/2027 
Quantity 
Service 
Service Type 
Included 
Enterprise Advisory Support Hours As-needed 
Advisory Services 
Included 
Enterprise Azure Problem Resolution Hours As-
needed 
Problem Resolution 
Support 
Included 
Enterprise On-demand Assessment 
On-Demand Assessment 
Included 
Enterprise On-Demand Education 
On-Demand Education 
Included 
Enterprise Online Support Portal 
Administrative 
Included 
Enterprise Problem Resolution Hours As-
needed 
Problem Resolution 
Support 
Included 
Enterprise Reactive Support Management 
Service Delivery 
Management 
Included 
Enterprise Service Delivery Management 
Service Delivery 
Management 
Included 
Enterprise Webcasts As-Needed 
Webcast 
Included 
Reactive Enabled Contacts 
Problem Resolution 
Support 
1 ea 
On-Demand Assessment - Setup and Config 
Service As-needed 
On-Demand Assessment 
Remote 
Broker - Unified Enterprise Support Broker Add-on 
USA - SLG - Enterprise 
West  
  5/1/2026 -  4/30/2027 
Quantity 
Service 
Service Type 
1 ea 
Unified Support Broker transaction 
Administrative

Broker - Unified Proactive 
USA - SLG - Enterprise West 
  5/1/2026 - 4/30/2027
Quantity 
Service 
Service Type 
1 ea 
Onsite Visit 
Onsite Support 
1 ea 
Workshop - Microsoft Defender for Office 365 - 
Closed Workshop 
WorkshopPLUS 
1 ea 
Onboarding Accelerator - Microsoft Defender 
for Office 365 - 1 Day 
Onboarding Services 
46 ea 
Proactive Credits 
Proactive Credits 
2.4 Limited Warranty. Microsoft warrants that it will perform Support Services with professional care 
and skill. If Microsoft fails to do so for any specific Support Services, and End Customer notifies 
Microsoft within ninety (90) days of the date that such Support Services were performed, then 
Microsoft will, at its discretion, either re-perform such Support Services or return to Partner the 
Fee(s) that Partner paid for those services within the twelve (12) months immediately prior to the 
date that such Support Services were performed. The remedy set forth in the immediately preceding 
of the warranty in this section, and End Customer 
and Partner hereby waive any breach of warranty claims not made during the warranty period. 
3. Prerequisites and assumptions
Microsoft delivery of Support Services to End Customer or End Customer Affiliate(s) is based upon the 
following prerequisites and assumptions: 
Any add-ons to Support Services that End Customer requests to purchase during the term of the
Partner Work Order must be purchased under the existing Partner Work Order.
is dependent on End Cust
timely completion of assigned responsibilities and
is subject to the additional terms and conditions as described in the USSD, any Additional Services
Appendix(s), or this End Customer Agreement.
Microsoft may use contractors to perform services but will be responsible for their performance.
End Customer acknowledges that Microsoft may contact End Customer directly to verify End
liance with this End Customer Agreement and
For purposes of such verification, if requested
by Microsoft, End Customer agrees that it will provide Microsoft with requested information within
fourteen (14) calendar days of such Microsoft request, including but not limited to copies of quotes,
tender documentation, invoices, or copies of any contracts between Partner and End Customer.
End Customer acknowledges and agrees that:
o
Microsoft is a third-party beneficiary of this End Customer Agreement or, if the Applicable
Law does not recognize the rights of, or existence of, third-party beneficiaries, Partner is a
trustee of Microsoft for the limited purpose of holding in trust for Microsoft the rights and
benefits (including covenants, acknowledgements, waivers, disclaimers, limitations of
liability and indemnities) set out herein in favor of Microsoft, including in its capacity as a
supplier, contractor or subcontractor of Partner;
o
Microsoft is entitled to and hereby accepts the rights and benefits (including covenants,
acknowledgments, waivers, disclaimers, limitations of liability and indemnities) set out
herein in favor of Microsoft, including in its capacity as a supplier, contractor or

subcontractor of Partner, and as result of 
benefits they may not be revoked by the End Customer 
o
To the extent permitted by the Applicable Law, Microsoft may enforce the provisions of this
End Customer Agreement as if it were a party hereto and without being required to add
Partner as a party to any proceedings for such enforcement. Where not permitted, the
Partner agrees to enforce the provisions of 
4. Use, ownership and rights
4.1 Products. All products and related solutions provided to End Customer or End Customer Affiliate(s) 
will be licensed according to the terms of the applicable licensing enrollments and agreements as 
indicated in Appendix A. End Customer or End Customer Affiliate(s) is responsible for paying any 
licensing fees associated with Products.  
4.2 Fixes. Fixes are licensed according to the license terms applicable to the Product to which those 
Fixes are related. If the Fixes are not provided for a specific Product, any other use terms Microsoft 
provides with the Fixes will apply. 
4.3 Pre-existing Work. All rights in Pre-existing Work shall remain the sole property of the party 
providing the Pre-existing Work. Each party may us
existing Work only as needed to perform obligations related to Support Services. 
4.4 Services Deliverables. Upon full payment to Microsoft, Microsoft grants End Customer a non-
exclusive, non-transferable perpetual, fully paid-up license to reproduce, use and modify the 
Services Deliverable, solely in the form deliver
internal business purposes, subject to the terms and conditions of this End Customer Agreement. 
4.5 Non-Microsoft software and technology.  End Customer is solely responsible for any non-
Microsoft software or technology that it installs or uses with Products, Fixes, or Services Deliverables. 
4.6 
 End Customer may: (i) provide access to Support Services 
provided under this End Customer Agreement, and (ii) sublicense the rights contained in 
Subsection 5.4 above relating to Services Deliverables to any End Customer Affiliate that was an 
End Customer Affiliate as of the effective date of the Partner Work Order, provided that End 
Customer Affiliates may not sublicense these rights. Any use of Support Services by an End 
Customer Affiliate must be consistent with the terms contained in this End Customer Agreement. 
End Customer remains responsible for any acts or omissions of End Customer Affiliates.  
4.7 Reservation of rights. Products, Fixes, and Services Deliverables are protected by copyright and 
other intellectual property rights laws and international treaties. Microsoft reserves all rights not 
expressly granted in this End Customer Agreement.  No rights will be granted or implied by waiver 
or estoppel.  Rights to access or use Software on a device do not give End Customer any right to 
implement Microsoft patents or other Microsoft intellectual property in the device itself or in any 
other software or devices. 
4.8 Restrictions.  End Customer must not (and is not licensed to): (i) reverse engineer, decompile or 
disassemble any Product, Fix, or Services Deliverable; (ii) install or use non-Microsoft software or 
technology in any way that would subject Micros
obligations beyond those included in any other license terms; or (iii) work around any technical 
limitations in a Product, Fix or Services Deliverable or restrictions in Product documentation. Except 
as expressly permitted in this End Customer Agreement or Product documentation, End Customer 
must not (and is not licensed to) (a) separate and run parts of a Product or Fix on more than one 
device, upgrade or downgrade parts of a Product or Fix at different times, or transfer parts of a

Product or Fix separately; or (b) distribute, sublicense, rent, lease, lend or use any Products, Fixes, or 
Services Deliverables, in whole or in part, or use them to offer hosting services to a third party. 
5. Microsoft Products and Services Data Protection Addendum
text, sound, video, image files, or software, that 
are provided to Microsoft by, or on behalf of, End Customer (or that End Customer authorizes Microsoft 
to obtain from an Online Service) or otherwise obtained or processed by or on behalf of Microsoft 
through an engagement with Microsoft to obtain Professional Services.    
The data protection terms applying to Professional Services in effect on the effective date of the Partner 
Work Order and available at https://aka.ms/dpa
MPSDPA
Support Services provided under this End Customer 
obligations relating to Professional Services Data 
provided under this End Customer Agreement, Mi
Customer is limited to direct damages finally awarded in an amount not to exceed the amounts Partner 
paid for the applicable Professional Services under the Partner Work Order. 
End Customer agrees to meet the customer obligations within the MPSDPA, and that for purposes of 
this End Customer Agreement under the MPSDPA section Standard Contractual Clauses (Processors) for 
Professional Services (Attachment 1) the End Customer
6. Confidentiality
6.1 Protection of Confidential Information. End Customer and Microsoft will take reasonable steps 
ness relationship. Neither party will disclose 
Confidential Information to third parties, except to its Representatives, and then only on a need-to-
know basis under nondisclosure obligations at least as protective as this End Customer Agreement. 
Each party remains responsible for the use of Confidential Information by its Representatives and, 
in the event of discovery of any unauthorized use or disclosure, must promptly notify the other 
party.  
6.2 Disclosure required by law. 
Information if required by law, but only after it notifies the other party (if legally permissible) to 
enable the other party to legally object to such disclosure.  
6.3 Residual information. Neither End Customer nor Microsoft is required to restrict the work 
assignments of its Representatives who have had access to Confidential Information. Each party 
agrees that the use of information retained in
ve products or services does not create liability 
under this End Customer Agreement or trade secret law, and each party agrees to limit what it 
discloses to the other accordingly.  
6.4 Duration of Confidentiality obligation. These obligations apply for a period of five years after a 
party receives Confidential Information. 
7. Warranty.
EXCEPT AS STATED IN THE LIMITED WARRANTY SECTION ABOVE, AND TO THE MAXIMUM EXTENT 
AND SUBCONTRACTORS, ALL REPRESENTATIONS,

WARRANTIES, AND CONDITIONS WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT 
LIMITED TO REPRESENTATIONS, WARRANTIES, GUARANTEES, OR CONDITIONS OF TITLE, NON-
INFRINGEMENT, SATISFACTORY CONDITION, MERCHANTABILITY AND FITNESS FOR A PARTICULAR 
PURPOSE, WITH RESPECT TO ANY SUPPORT SERVICES, SERVICES DELIVERABLES, FIXES, PRODUCTS, OR 
ANY OTHER MATERIALS OR INFORMATION PROVIDED HEREUNDER.  
8. Microsoft Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOTWITHSTANDING ANYTHING TO THE 
CONTRARY CONTAINED IN THIS END CUSTOMER AGREEMENT, NEITHER MICROSOFT NOR THEIR 
CONTRACTORS WILL BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUES BUSINESS INTERRUPTION, 
OR LOSS OF BUSINESS INFORMATION OR DATA, OR FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, 
INDIRECT, OR PUNITIVE DAMAGES ARISING IN CONNECTION WITH THIS END CUSTOMER 
AGREEMENT, THE USSD, SUPPORT SERVICES, FIXES, PRODUCTS, OR ANY OTHER MATERIALS OR 
INFORMATION, EVEN IF SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF 
SUCH POSSIBILITY WAS REASONABLY FORESEEABLE. IN ANY EVENT, WHATEVER THE LEGAL BASIS FOR 
Y (IF ANY) IS LIMITED TO DIRECT DAMAGES IN 
AN AMOUNT NOT TO EXCEED 100% OF THE FEES PAID, DUE, OR OWING TO MICROSOFT UNDER THE 
PARTNER WORK ORDER DURING THE 12-MONTH PERIOD PRIOR TO THE DATE ON WHICH THE RIGHT 
TO ASSERT A CLAIM FIRST AROSE.   
9. Duty to Defend.
Unless prohibited by Applicable Law, End Customer will defend Microsoft against any third-party claim 
of any Product, Fix, or Services Deliverable alone 
or in combination with anything else, violates the Applicable Law or damages a third party.  
10. Term and Termination
10.1 Support Services Term. The Support Services Commencement Date is 5/1/2026 the Support 
Services Expiration Date is 4/30/2027. 
10.2 Suspension/Termination of Support Services.  
to receive Support Services, as described in this 
compliance with the terms and conditions of the 
Customer Affiliate(s) compliance with this End Customer Agreement. If the Partner Work Order is 
Services from Microsoft under this End Customer Agreement will be terminated. 
Microsoft reserves the right, in its sole discretion, to suspend or terminate the provision of the 
Support Services in response to a violation(s) of any of the terms of this End Customer Agreement, 
and Microsoft will have no liability to Partner or End Customer because of any such suspension or 
termination. 
10.3 Effect of Termination of Partner Work Order. If the Partner Work Order is terminated or expires, 
from Microsoft under this Work Order will be 
terminated. 
10.4 Effect of Termination of Partner Agreement. If the Partner Agreement is terminated for any 
reason or a Partner is no longer a participant in the Unified Support Partner Broker Program, 
a)
the provisions of the Partner Agreement, as incorporated into the Partner Work Order, will
remain applicable until the expiration or termination of the Partner Work Order, except that, if
also terminate the Partner Work Order and withhold Support Services to End Customer, and

b)
any future transactions for an End Customer for which Partner had entered into the Partner
Work Order will be redirected to another participating partner in the Unified Support Partner
Broker Program, and no further amendments to the Partner Work Order will be allowed.
11. Additional Terms
Partner may specify additional terms related to the provision of Support Services to End Customer, 
including but not limited to fees and payment terms.  Such additional terms shall be determined by 
Partner and End Customer and documented outside of this End Customer Agreement.  Microsoft is not 
a party to those terms. 
12. End Customer Information
12.1 End Customer Location.
End Customer Information 
End Customer Name 
AZ-City of Glendale 
Street Address 
6835 N. 57th Dr., Suite #100 
City 
GLENDALE 
State/Province 
Arizona 
Country 
United States 
Postal Code 
85301 
12.2 End Customer Support Contact(s). End Customer support contact is set forth below and any 
changes to the named contacts should be submitted to the Microsoft Contact. 
Name of End Customer Support Services Administrator 
Arlene Chemello 
Street Address 
6835 N. 57th Dr., Suite #100 
Contact e-mail address 
achemello@glendaleaz.com 
City 
Glendale 
State/Province 
Arizona 
Phone 
Country 
United States 
Postal code 
85301 
Fax

13. Microsoft Contact
Microsoft contact for questions and notices: 
Microsoft contact name 
Luis Guaricapa (Concentrix CVG Customer Management) 
Phone 
Contact e-mail address

Authorized Signature
Authorization
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized 
representatives as of the date first above written.
By:
By:
SHI International Corp.
Authorized Signature
Name
Name
Title
Date
Date

Appendix A to Schedule 1 
ing enrollments and agreements for which Microsoft 
will provide Support Services as defined within this End Customer Agreement. 
End Customer Name 
Licensing Program 
Licensing Enrollment/Agreement 
Number/Billing Account ID 
CITY OF GLENDALE 
Enterprise 6 
59439028 
CITY OF GLENDALE 
Enterprise 6 
71949959
CITY OF GLENDALE-
59439028-GLENDALE AZURE 
GOV 
Enterprise 6 
6351978 
CITY OF GLENDALE AZ 
Select Plus 
7461114