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CONTRACT 7438 Service AgreementDocusign Envelope ID: 2B690D79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 ItMASTER SERVICES AGREEMENT This MASTER SERVICES AGREEMENT ("AGREEMENT") is entered into this 26th day of September, 2025, by and between the CITY OF EL SEGUNDO, a municipal corporation and general law city ("CITY" or "Customer") and PPT Holdings, LLC dba Park Place Technologies, LLC, an Ohio limited liability company ("SELLER" or "PPT"). CITY and SELLER may be referred to collectively herein as "the Parties" and individually as "the Party". RECITALS A. WHEREAS, CITY desires to obtain certain hardware and software support services for the CITY owed Nutanix server (collectively, the "Purchase"), as set forth in this Agreement and related Exhibits; and, B. WHEREAS, SELLER is an authorized value-added reseller of the Purchase and will provide or coordinate the performance of any services included in the Purchase; and, C. WHEREAS, SELLER has agreed to sell, deliver, and provide the Purchase to CITY as set forth in this Agreement and related Exhibits; and, D. WHEREAS, CITY acknowledges and agrees that the Purchase may be subject, in whole or in part, to additional terms and conditions, including but not limited to a Terms of Service ("ToS"), Service Level Agreement ("SLA"), or End User License Agreement ("EULA"); and, E. WHEREAS, the Parties wish to enter into this Agreement to formalize the terms and conditions governing the Purchase, including and not limited to delivery and payment. NOW THEREFORE, the Parties agree as follows: 1. SCOPE OF WORK A. Subject to the terms and conditions of this Agreement, SELLER shall provide and deliver to CITY without modification and change, unless explicitly agreed to in writing by the Parties, the Purchase as set forth in Exhibit "A," Quote 904744-3, to this Agreement and incorporated herein by reference. B. CITY shall pay SELLER an amount not to exceed $49,426.56 for the Purchase, as described in more detail in Exhibit "A" to this Agreement. C. To the extent SELLER is party to a reseller or other agreement with any manufacturer or developer of the Purchase, SELLER shall pass through to CITY all rights and protections related to the Purchase under any applicable ToS, EULA, manufacturer's limited warranty, disclaimers, limitations of liability, and other relevant terms and conditions. D. Without limiting the foregoing, should the Purchase be subject to any additional terms and conditions, such terms and conditions are incorporated into this Agreement as: ME Docusign Envelope ID: 2B69OD79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 Exhibit "B," Service Description: Hardware Maintenance Services and Parkview Hardware Monitoring TM Exhibit "C," Service Description: Software Technical Support Exhibit "D," Service Description: Nutanix Technical Support 2. TERM AND TERMINATION A. The term of this Agreement (the "Term") shall start January 31, 2026 and expire January 30, 2027, unless otherwise extended in writing by the Parties. i. Notwithstanding the foregoing, in the event that services for the Purchase are approved prior to the expiration date, and completion of the approved services is estimated to be beyond the expiration date, the Term of this Agreement shall be deemed to be automatically extended to completion of the approved services. B. During the term of this Agreement, CITY may terminate this Agreement or any portion of the Purchase at any time by providing written notice pursuant to this Agreement, with or without cause. Upon termination of this Agreement, and effective immediately, SELLER shall cease all services related to the Purchase under this Agreement. The CITY shall be obligated to pay SELLER only for that portion of the Purchase provided and accepted by the CITY, on a pro rata basis if applicable. SELLER shall bear all cost and responsibility for services related to the Purchase beyond the termination date. The City Manager may exercise such right of termination on behalf of the City. C, During the term of this Agreement, SELLER may terminate this Agreement or any portion of the Purchase by providing at least (90) days prior written notice pursuant to this Agreement, with cause only. Upon notice of termination, SELLER shall either promptly complete any outstanding work or provide a detailed update to the City of the outstanding work and steps to completion. D. If applicable, CITY will promptly provide notice to SELLER regarding the return or destruction of any data belonging to CITY. 3. FEES A. Unless otherwise provided in the order or statement of work, all fees are invoiced annually in advance and are payable on net thirty (30) day terms. In the event fees are not paid within a reasonable time, SELLER agrees to first consult with the CITY in a meeting scheduled by written notice in an attempt in good faith to reach a satisfactory resolution. If a satisfactory resolution is not reached as a result of that meeting, SELLER may suspend or terminate services. 4. INDEMNIFICATION A. SELLER agrees to indemnify and hold the CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising, suffered as a result of any third -party claim, demand, action or suit made or raised against CITY by reason of SELLER's infringement or misappropriation of any third party's intellectual property rights, including but not limited to any copyright, trademark, -2- Docusign Envelope ID: 2B69OD79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 patent, or trade secret. This commitment is conditioned upon CITY (i) providing SELLER with prompt written notice of the claim; (ii) giving SELLER sole control of the defense to the claim including settlement negotiations if any; and (iii) providing at SELLER's costs reasonable cooperation in the defense against the claim. PPT shall have no obligation under this Section 4 if the alleged infringement arises from SELLER's compliance with CITY equipment specifications or actions or uses by CITY. B. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of the Purchase and SELLER'S performance, including, without limitation, any technical, professional, or support services, or any actual or alleged infringement or misappropriation of intellectual property rights, SELLER will defend CITY (at CITY'S request and with counsel satisfactory to CITY) and indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. C. For purposes of this section, "CITY" includes City's officers, elected and appointed officials, employees, and volunteers. D. It is expressly understood and agreed that this section will survive termination of this Agreement. The requirements as to the types and limits of insurance coverage to be maintained by SELLER, and any approval of such insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by SELLER pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 5. DATA PROTECTION, PRIVACY, CONFIDENTIALITY A. In performance of this Agreement, the CITY may disclose to SELLER information and data that is confidential and sensitive. SELLER shall adopt and maintain appropriate measures consistent with industry standards in place to ensure confidentiality and security of the CITY's data under this Agreement. The obligation to keep information confidential does not apply to any information that has been disclosed in publicly available sources or is in the rightful possession of the receiving party without an obligation of confidentiality. In the event the receiving party is required to disclose confidential information by court order or operation of law, the receiving party will provide notice to the disclosing party prior to the required disclosure. The confidentiality obligations in this section apply during the term of this Agreement and for a period of two (2) years from the date of expiration. The Parties will return or destroy confidential information of the other upon request. B. Furthermore, all rights, including all intellectual property rights, in and to the CITY's data, shall remain the exclusive property of the CITY. SELLER shall have a limited, non- exclusive license to access and use the CITY's data solely for performing its obligations under this Agreement. Nothing herein shall be construed to confer any license or right to the CITY's data. 6. INSURANCE A. Prior to the commencement of this Agreement, and at all other times this Agreement is effective, SELLER will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: -3- Docusign Envelope ID: 2B690D79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 Type of Insurance Commercial General Liability: Limits (Combined Single) $1,000,000 Cybersecurity Insurance: $2,000,00 Technology Errors and Omissions: $2,000,000 Workers' Compensation: Statutory Requirement B. Commercial general liability insurance will meet or exceed the requirements of the most current ISO-CGL Form. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Such insurance will be on an "occurrence," not a "claims made," basis. C, Cyber Liability Insurance shall be sufficiently broad to respond to the duties and obligations as is undertaken by SELLER in this Agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. D, Technology Professional Liability Errors and Omissions Insurance appropriate to the SELLER's profession and work hereunder, and shall be sufficiently broad to respond to the duties and obligations as is undertaken by the SELLER in this Agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. E. SELLER will furnish to CITY a duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement, and endorsed with the following: Additional Insured endorsement with this language: "The City of El Segundo, its officers, elected and appointed officials, employees, and volunteers as additional insureds," through ISO Form CG 20 10 11 85 or CG 20 10 with CG 20 37; ii. Cancellation endorsement with this language: "The City of El Segundo will receive thirty (30) days written notice in the event of cancellation, nonrenewed or reduction." iii. Primary and Non -Contributory endorsement with this language: "Coverage is primary and non-contributory such that any other insurance that may be carried by the City of El Segundo will be excess thereto." SELLER shall provide any other endorsements as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." -4- Docusign Envelope ID: 2B69OD79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 F. Should SELLER, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at SELLER'S expense and deduct the cost of such insurance from payments due to SELLER under this Agreement or terminate this Agreement pursuant to Section 2 (Term and Termination). 7. WARRANTIES; TITLES A. SELLER represents and warrants that the Purchase shall be delivered free and clear of all liens, claims, and encumbrances, shall be free from defects in design, materials, and workmanship, and shall perform in accordance with its intended and ordinary use. These warranties shall remain effective notwithstanding any inspection or acceptance of the Purchase by City. B. In addition to the foregoing, SELLER shall pass through to CITY any manufacturer's warranty applicable to the Purchase and shall provide reasonable assistance to CITY in facilitating returns, replacements, or dispute resolution with the manufacturer. C. Title to all materials and supplies included in the Purchase shall pass directly from SELLER to CITY upon CITY's acceptance following inspection and opportunity to reject. 8. INSPECTION. CITY reserves the right to inspect the Purchase upon delivery for damages and defects, and to reject the Purchase, in whole or in part. SELLER will bear all cost including shipping, handling, and restocking fees (if any) for the return or replacement. 9. NOTICES. All communications to either Party by the other Party must be in writing and will be deemed made when received by such party at its respective name and address as follows: If to SELLER: Attn: Office of General Counsel 747 Alpha Drive, Cleveland, OH, 44143 If to CITY: Attn: Paul Silverstein, Acting ITSD Director City of El Segundo 350 Main Street, El Segundo, CA 90245 (310) 524-2392 psilverstein@elsegundo.gov Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid, and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this section. 10. INDEPENDENT CONTRACTOR. CITY and SELLER agree that SELLER will act as an independent contractor and will have control of all work and the manner in which is it performed. SELLER will be free to contract for similar service to be performed for other employers while under contract with City. SELLER is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits City provides for its employees. Any provision in this Agreement that may appear to give City the right to direct Seller as to the details of doing the work or to exercise a measure of control over the work means that Seller will follow the direction of the City as to end results of the work only. 11. NON -SOLICITATION. CITY acknowledges and agrees that during the term of this Agreement and for twelve (12) months after termination of the Agreement, it will not hire or solicit to hire -5 Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C Agreement No. 7438 any of SELLER's employees, contractors, or agents directly servicing CITY during the prior twelve (12) months without SELLER'S prior written consent, excluding solicitation or hiring by means of general employment advertising or postings. 12. NON -APPROPRIATION OF FUNDS. Payments due and payable to SELLER for the Purchase are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of the Purchase beyond the current fiscal year, this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year. 13. ASSIGNMENT. SELLER may not assign or subcontract the Purchase without the City's prior, written approval. Should City give consent, it will not relieve SELLER from any obligations under this Agreement. 14. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement takes precedence over the attached Exhibit(s). Any inconsistency will be resolved in this order: Exhibit "A" (Quote 904744-3), Exhibit "B" (Service Description: Hardware Maintenance Services and Parkview Hardware MonitoringTM), Exhibit "C" (Service Description: Software Technical Support), and Exhibit "D" (Service Description: Nutanix Technical Support). 15. HEADINGS. The headings and section titles in this Agreement are for convenience only and shall not affect the meaning or interpretation of any provision of this Agreement. 16. ENTIRE AGREEMENT. This Agreement, and its Exhibit(s), sets forth the Parties' entire understanding. There are no other understandings, terms or other agreements expressed or implied, oral or written. Except as otherwise provided, this Agreement will bind and inure to the benefit of the Parties to this Agreement and any subsequent successors and assigns. 17. MODIFICATION. No alteration, change or modification of the terms of the Agreement will be valid unless made in writing and signed by both Parties hereto and approved by appropriate action of CITY The City Manager may exercise this authority on behalf of CITY. 18. SEVERABILITY. If any provision of this Agreement is unenforceable, invalid, or conflicts with applicable law by a court of competent jurisdiction, then such term or provision shall be deemed stricken, without the need for a formal amendment, and the remainder of the Agreement shall remain in full force and effect. 19. SURVIVAL. Upon expiration or termination of this Agreement, this Section and the following sections will survive: Section 4 (Indemnification); Section 5 (Data Protection, Privacy and Confidentiality); and Section 6 (Insurance). Furthermore, any other Agreement term that expressly states or by its nature should survive, shall survive. 20. ELECTRONIC SIGNATURES; SIGNATURE AUTHORITY. This Agreement may be executed by the Parties on any number of separate counterparts, and all such counterparts so executed constitute one Agreement binding on all the Parties notwithstanding that all the Parties are not signatories to the same counterpart. In accordance with Government Code § 16.5, the Parties agree that this Agreement, Agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a Party is delivered by electronic transmission. Such electronic signature will be treated in all respects as having the same effect as an original signature. SELLER warrants that its signatory (or signatories, as applicable) to this Agreement has the legal authority to enter this Agreement and bind SELLER accordingly. Docusign Envelope ID: 2B69OD79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 21. TAXPAYER IDENTIFICATION NUMBER. SELLER will provide CITY with SELLER's Taxpayer Identification Number. 22. WAIVER. CITY's review or acceptance of, or payment for, work product prepared by SELLER under this Agreement will not be construed to operate as a waiver of any rights City may have under this Agreement or of any cause of action arising from SELLER's performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this order, whether of the same or different character. 23. REMEDIES CUMULATIVE. CITY's rights and remedies under this Agreement are not exclusive and are in addition to any legal rights and remedies. 24. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement. 25. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable control, then the Agreement will immediately terminate without obligation of either Party to the other. 26. GOVERNING LAW; VENUE; AND DISPUTE RESOLUTION. This Agreement was drafted in, and will be governed, interpreted, construed, and regulated, in accordance with the laws of the State of California, and exclusive venue for any action involving this Agreement will be in Los Angeles County. In the event of any controversy or claim arising out of or relating to this Agreement, the Parties agree to first consult with each other in a meeting scheduled by written notice of and, recognizing their mutual interests, attempt in good faith to reach a satisfactory resolution. If the Parties do not reach a resolution within a period of twenty-one (21) calendar days, then, upon notice by a Party to the other, unresolved controversies or claims will be settled by arbitration under the Commercial Arbitration Rules of the American Arbitration Association and applying the governing law stated above. Notwithstanding the foregoing, neither Party shall be prevented from seeking any and all remedies available to it in a competent court of law pursuant to this section. -7- Docusign Envelope ID: 2B690D79-EODO-4467-A8E2-85584D24526C Agreement No. 7438 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement the day and year first hereinabove written. CITY OF EL SEGUNDO, a municipal corporation and general law city Darrell George, City Manager ATTEST Suan Truax, City Clerk APPROVED AS TO FORM: MARK D. HENSLEY, City Attorney David ing, Assistant City Attor Mary Shartr Brennan, Risk Mai PPT Holdings, LLC dba Park Place Technologies, LLC, an Ohio limited liability company Signed) by: �0,v-rtj V''O9/26/2025 5DRCOECRE725417..,. Michael Vedda, Global Chief Revenue Officer TaxpayerlD:81-0683019 l'l� Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C Agreement No. 7438 Exhibit "A" Quote 904744-3 WOM Docusign Envelope ID: 2B690D79-EODO-4467-A8E2-85584D24526C PARK PLACE TECHNOLOGIES Quote Type: Formal A COMPANY: City of El Segundo CONTACT: Todd Selby 310524237S Icellayflelsegundo org ADQII,JlSS, 1-4 Mii. St -PT REP: Mike Federico El Segundo CA 90245-3813 USA mike fide. rlc.@par Pmcrlra Solution 1 TERM START. 31-J-2026 TER END: 30-J-2027 BILL FREQUENCY: Full Tenn Prepaid PAYMENTIFERIcI Wt 30 CURRENCY:USD Quote For: City of El Segundo Pricing is Valid Until 1 5-Cuct-2025 Cluncitne: 904744-3 1.1.1 Nutark NX-45035-02LAipplianica pence Tach & Lab. 7.24.4 I'll41865005866 El Segundo, CA Cigifcionaa 31-J.-2026 30-J.-2027 Add $3,105,63 112 P.,kV,.w Hardware Monitoring Standard HM186SODS866 El Segundo, CA, California 31-Jan-2026 30-J-2027 Included 113 ParkView Hardware Monitoring Standard HM186SO05866 El Segundo, CA, California 31-Jan-2026 30-Jan-2027 Included 1 IA Software Technical Support Standard HMIBSSOO5866 1 EJ Segundo, CA, California 31-Jon-2026 30-1-2027 included 1211 Nuitania, NX-RD35-G6 ZU Appliance Paris Tach & Lab., 7a4M KMIW007071 I E Segundo, CA Callifort" 31-Jm-2026 30-J.-2027 Add $3,105.60 1.22 ParkView Hardware Monitoring Standard HM18ASDO7071 I FA Segundo, CA. California 31-Jan-2026 30-J--2027 Included 1,23 P.,kV-,a. Hardware Monitoring Standard H1018,450071371 I El Segundo, CA, California 31-Jan-2026 30-J-2027 Included 124 Software Technical Support Standard HM18AS007071 I El Segundo, CA, California 31-Jan-2026 30-)--2027 Included 1.31 Nutinflix NX-9035-Ge ZU Appliance Parts Tech & Lab. 7x24.4 HMIB6SONRI9 I El Segundo, CA, Callid— 31-J.-2026 30-J.--2027 Add $3,105.50 132 ParkView Hardware Monitoring Standard HMIBBS002919 i El Segundo, CA, California 31-J-2026 30-Jan-2027 Included 133 ParkView Hardware Monitoring Standard HM180SO02919 El Segundo, Co, California 31-Jan-2026 30-Jan-2027 included 13A Software Technical Support Standard HMIBB5002919 El Segundo CA, California 31-J-2026 304-2027 Included 1A1 Nutualk NX-8035-GIS 2U Appliance Plains Tech & Lab., 7x24K4 HMISMOSO06 I EJ Segundo, CA, Cff—i. 31-J.-2026 30-J-2027 Add $3,105.60 IA ParkView Hard— Monitoring Standard HM189S008006 El Segundo, CA, California 31-1-2026 30-Jan-2027 Included 1A.3 P.,kV.. Hard— Monitoring Standard HM189S003006 = El Segundo, Co, California 31-J-2026 30-J-2027 included 144 Soft.— Technical Support Standard HM1895006006 El Segundo, CA Calfforru. 31-Jan-2026 30-J.n-2D27 Included 175.1 Nutenix FIX-315S(B-C62LIApr ligancelanNind. Parts Tech & Lab. 7.24.4 C8291JAIMCN0668 I El Sequircl% Co, Caltici 31-Janl 30-J-2027 Add $2,974.08 1.52 ParkView Hardware Monitoring Standard ClIBUAI24CIN0066 El Segundo, CA Calif.— 31-J-2026 30-J-2027 Included 153 ParkView Hand— Monitoring Standard C829UAI24CN0068 i El Segundo, CA California 31-Jan-2026 30-J-2027 Included 1.5.4 Software Technical Support Standard C829UA124CN0068 I El Segundo, CA California 31-J-2026 30-J--2027 Included 1A1 Nulai NX-8035-GB ZU Wt.. Parts Tech & Labor 7x24M HMlBAS011061 = IS Segundo, CA, California 31-Jan-2026 30-J.-2027 Add $3,105m 162 ParkView Hardware Monitoring Standard HMlWO11061 El Segundo, CA C.Iff—is 31-Jan-2026 30-1-2027 Included 1-63 ParkView Hardware Monitoring Standard HMIRAS011061 El Segundo, CA California 31-J-2026 30-J-2027 Included 16A Software Technical Support Standard HMIW011061 El Segundo, CA California 31-J-2026 30-Jan-2027 Included 1.7.1 Nniteal. NX-5035-66 2U Appliance; Fares Tach & Labor 7.24M I-IMISAS0115400 El Segundo, CA California 31-Jw-2026 30-jm-2027 Add $3,10560 17,2 P.Whn. Hard... Monitoring Standard HM18ASOM400 El Segundo, CA California 31-)an-2026 30-Mn-2027 Included t7 3 Partly-- Hardware Mdrikinng Standard HM18AS008400 = El Segundo, CA, California 31-Jan-2026 30-J-2027 Included IJA Soft— Technical Support Standard HMIBAS0084DO El Segundo, CA, CaIrforrus 31-Jar-2626 30-J.-2027 Included M1 Weak NX-3155G-W2UAppF—.w/1 Hope Part. Tisch & Lab. 7,2A.4 C1129114124ICN00511 El Segundo, Co, California 31-J-2026 30-J.-2027 Add S2,974L8 ParkView Hardware Monitoring Standard C829UA124CN065B El Segundo, CA, California 31-1-2026 30-1-2027 Included 163 ParkView Hand— M.9k.rng Standard C629UA124CN0058 i El Segundo, CA California 31-J--2026 30-Jan-2027 Included 184 Software Technical Support Standard C829UA124CNOOSS I El Segundo, CA, California 31-3-2026 30-Ja,-2027 Included 1.2-1 Nt.* NX-8035-GG ZU Appliance Parts Tech & Labor 7.247A HMISSS007608 E, Segundo, CA California 31-J--2026 30-J.-2027 Add $3.10560 1.92 #.two— fhins,— Wakinii Standard HM1095007606 I El Segundo, CA California 31-Jan-2026 30-Jan-2027 Included 193 ParkView Hardware Monitoring Standard HM189SO07608 I El Segundo, CA, California 31-Im-2026 30-Jan-2027 Included 194 Sort—. fachink.Mkippon, Standard HMIS95007608 I El Segundo, CA, California 31-J-2026 30-Jan-2027 Included 1.10A N.1culk NX-W35-G6 ZU Apple.. Pares Tach & Lab. 7.24.4 rMIBAS010083 I El Segundo, CA, California 31-J-2026 30-J.-2027 Add $3,10560 1-10.2 ParkView Hardware Monitoring Standard HMIRAS010683 El Segundo, CA, California 31-Jan-2026 30-J-2027 Included 1.103 ParkView Hand -re Monitoring Standard HMISAS010083 I El Segundo. CA, California 31-Jan-2026 30-J-2027 Included 1.104 Soft— Technical Support Standard HMISA5010003 ti El Segundo, CA California 31-J-2026 30-1-21327 Included 1,11,11 Nuted. NX-6035-35 2U Appliance Parts Tach & Lab., 7x24M 1-11,41856001463 El Segundo. CA California 31-J-2026 30-J.-2027 Add $3,105.60 1112 ParkView Hardware Monitoring Standard HM18BS001463 El Segundo CA, C.Iff.ori. 31-Jan-2026 30-J-2027 Included 1,113 P.,kV.aw Hardware Monitoring Standard HM1855001463 El Segundo, CA, California 31-)a.-2026 30-J-2027 Included 1114 Software Technical Support Standard HMIBBS001463 I El Segundo, CA, California 31-Jan-2026 30-Jan-2027 Included 1.12.1 NiAtwid. NX-803546 2U AppUaduca Parts Tech Sit Labor 7X24all HMIW00714 J El Segundo, CA, California 31-J.-2626 30-J.n-2027 Add $3,105,610 112.2 PairkVit. Hand-. Monitoring Standard HM18AS009714 El Segundo, CA California 31-J-2026 30-J--2027 Induced a 3 z 0 Co Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C 1112.3 P.,kV,a. Hardware Monitoring Standard HM18AS009714 1 El 5.9.rd., CA California 31-J.-2026 30-Jan-2027 Included 1124 Software Technical Support Standard HM18AS009714 r El Segundo CA Udcurent 31-J-2026 30-Jan-2027 Included 1.13.1 Mutant. NX-WBS-Gfi ZU Applierns, Peru Tech & Lailecer 7.24.4 HMIOASOODW c El Segundo, CA, Ctelferal. 31-J-2026 30-Jan-2027 Add $3.10560 1132 P.,kVi.. Hardware Monitoring Standard HMIW000146 1 El Segundo, CA California 31-Jan-2026 30-J-2027 Included 1.133 P.,kVIaw Hardware Monitoring Standard HM18AS000146 § El Segundo CA Catif—le 31-Jan-2026 30-Jan-2027 Included 1134 Software Technical Support Standard HM18ASOW146 I EJ Segundo, CA California 31-Jan-2026 304-2027 Included U&I Nudinki, NX-8035-G62UApp&nce Parts Tech At Labor 7.24.4 HMISSS006866 I El Segundc, CA, California 31-Jon-2026 30-J--2027 Add $3,105.60 1,14 Z ParkViene Hardware Monitoring Standard HM18BS006866 El Segundo, CA, California 31-Jan-2026 304-21327 Included 1 143 PlukVnxw Hardware Monitoring Standard HMIOBS006966 El Segundo, CA, California 31-Jan-2026 30-Jan-2027 Included 1144 Software Technical Support Standard HMIORS006866 El Segundo, CA, Calf —re 31-)-2026 30,an-2027 Included USA N.tarlix UX-8035-66 2U Appk— parts Tech & Labor 7a4.4 HMIBASOM43 EJ Segundo, CA, Cadifear" 31 -J-2026 30-J.-2027 Add 83,10560 1,152 ParkAnow Hardware Monitoring Standard HMISASDO8248 1 El Segundo, CA California 31-Jan-2026 30-J.-2027 Included 1.153 ParkView, Hardware Monitoring Standard HM18AS008248 El Segundo, CA, C.libmu. 31-Jan-2026 30-J-2027 Included 1154 Software Technical Support Standard HM18AS009248 FJ Segundo, CA, California 31-Jan-2026 30-)an-2027 Included 1.16.1 Haiti NX-8035-G621JANahatuat Parla, Tech Is Labor 7,2" HM199560M7 El Sitgunde, CA, C.W.— 31-J-2026 30-1.-2027 Add $1105.60 1-162 PakVI— Hardware M-Itirling Standard HM199S009867 i El Segundo, CA, California 31-J-2026 30-J-21027 Included 1163 ParkView, Hardware Mentioning Standard HM199SO09887 I El Segundo, CA California 31-)an-2026 30-J-2027 Included 116.4 Software Technical Support Standard HM199SO09887 El Segundo CA, California 31-Jan-2025 30-j-2027 Included 111111�. Grand Total i4r>�f tat El Segundo C& Caliencia) 445 IN D.ugl.t StISt Fla.,, El Segundo, CA, (undefined), U.iiod States Park Place Technologies LLC 747 Alpha Drive Pha'a 8001,911-1366 Registration #: 81-0683019 Cleveland, CIA 44143, Whad St.u.v Tax: 0 htge:11— pe,kiplacoverfir.l.gies can, SERVICE DESCRIPTIONS; TERMS AND CONDITIONS The services set forth on the above Order Schedule (the 'Services') are for the period stated on the Order Schedule commencing on the term start date referenced on the Order Schedule Customer's rights and Park Place Technologies' obligations with respect to the Services are set forth in the following documents, EACH OF WHICH IS INCORPORATED IN THE CONTRACT BY THIS REFERENCE and each of which is located at httos.//vnww,parkalacetechngLoq'i-es.comLcontractsL (collectively, the 'Agreement'): (a) the applicable Service Descriptions for the purchased Services and (b) General Terms and Conditions for Purchase of Services", in the case of each of (a) and (b) as in effect on the date hereof and inclusive of addenda and documents referenced therein Customer may request printed copies of these documents by emanling legalciPporkpiacenech cam. If this Order Schedule expressly conflicts with the other documents comprising the Agreement, this Order Schedule controls -if Customer and Park Place Technologies have executed a Master Services Agreement which (a) includes within its scope the Order Schedule and (b) remains in full force and effect, then such Master Services Agreement for all purposes of the Agreement will be deemed to be the General Terms and Conditions for the Purchase of Services > ACCEPTANCE AND PAYMENT TERMS By Customer signature below, Customer accepts this Order Schedule as issued by Park Place Technologies and agrees to the terms, provisions and conditions of the Agreement CD CD Customer is required to submit a purchase order (unless otherwise noted above) and acknowledges that any terms contained in such purchase order that conflict with the Agreement are void and of no force and effect Any reference to a purchase order number on an Invoice is for administrative purposes 3 only, This Order Schedule and purchase orders should be submitted to your sales representative Execution of this Order Schedule and/or submission of a purchase order accepting the quote contained in this Order Schedule constitutes agreement to the terms, provisions and conditions of the Agreement CD 3 Payment terms are set forth above Prices stated are exclusive of taxes, duties and similar assessments on the sale or Customer's use, which Customer agrees to pay, When applicable, Customer will provide the VAT or GST identification number(s) to Park Place Technologies If Customer is tax exempt, Customer must provide a valid tax exemption certificate z 0 ACCEPTANCE: 00 Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C 0 cQ CD CD 3 CD .-f z O W OD Docusign Envelope ID: 2B69OD79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 General Exhibit "B" Service Description: Hardware Maintenance Services and Parkview Hardware Monitoring TM Park Place Technologies ("PPT") will provide support services and service coordination for the hardware maintenance and/or repair of the customer equipment to an operational state as described in this Service Description ("Hardware Maintenance Services"). Hardware Maintenance Services will be available for customer equipment identified for such services on the Order Schedule (the "Covered Equipment"). Hardware Maintenance Service delivery is accessed by way of PPT's Central Park customer portal. Prior to commencement of the Term, customer will be provided with on -boarding instructions to set up an account in Central Park. ParkView Hardware MonitoringTM Hardware Maintenance customers may also enroll in ParkView Hardware Monitoring. ParkView Hardware Monitoring is PPT's proactive hardware incident reporting and management tool. ParkView Hardware Monitoring identifies hardware events, automatically opens incident tickets, enables issue triage, and allows for prompt dispatch of PPT field support personnel. First Time Fix Guarantee TM Upon Customer's request, PPT will credit one month of maintenance fees and ParkView Hardware Monitoring fees for individual devices which are qualifying Covered Equipment. The device must be supported by ParkView Hardware Monitoring and be Covered Equipment under an active maintenance contract to qualify. If the customer's maintenance contract expires less than sixty (60) days from the event, the credit will only be available with respect to a renewal contract. All Tape Storage Products, Dell EMC Avamar, Dell EMC Centara, SuperMicro Servers (white box), Dell EMC RecoverPoint, Dell EMC Vblock, HPE Proliant DL980G7, Lenovo x3950 X6, Nvidia DGX, and EMC Isilon Gen6, as well as onsite field engineer log collections, are excluded from this guarantee. Service First If a customer requests maintenance services on equipment not then included in Covered Equipment, PPT will seek Customer approval to provide responsive maintenance services to the extent within its capabilities and reasonably practicable. Completed services will be billed on a time and materials basis (including travel). Customer will be provided a quote to add the serviced devices (subject to certain exceptions) to Covered Equipment. If the quote is accepted by Customer, certain discounts to the time and materials charges may be granted. If the quote is not accepted by the Customer, the customer will be responsible for the time and materials charges as noted. All Service First services are conditioned on email approval from a qualified approver. All limitations and restrictions contained in this Service Description and the General Terms and Conditions for Purchase of Services shall apply. What You Can Expect; Support Levels -13- Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C Agreement No. 7438 Hardware Maintenance Services are support services and service coordination for the hardware maintenance and/or repair of Covered Equipment to an operational state as described in this Service Description and include the parts, labor and expertise required to maintain such equipment for the Term, as more fully set forth in this Service Description. In the event a Hardware Maintenance Service incident requires firmware support services, PPT will provide the part or parts at the necessary firmware level when allowed by customer's entitlement to bring an asset back to its pre - failure state. Maintenance parts may be new or refurbished to perform as new. Customer's contracted level of support for Hardware Maintenance Services is set forth on the Order Schedule. Support levels include: Coverage Window - Days (first numeral). This is the days of service coverage per week. "Y means Hardware Maintenance Services are provided based on a 5-day week consisting of Monday to Friday (for example, 5x24x4). "7" means Hardware Maintenance Services are delivered seven days per week (for example, 7x24x4). 2. Coverage Window — Hours (second numeral). This is the hours -of -service coverage per covered day. "24" means Hardware Maintenance Services are delivered 24-hours per day (for example, 7x24x4). "12" or "9" means Hardware Maintenance Services are delivered for that number of hours per day on a standard workday schedule. Response Time (third numeral). This is the number of hours within which PPT will respond to the incident ticket. For example, 'A" means a 4-hour response time (for example, 7x24x4). Response time begins when (a) the initial call for service or incident report has been received and acknowledged by the PPT Solutions Center and (b) PPT has completed triage and confirmed that the incident is for Covered Equipment and Services included on the Order Schedule (versus an external issue such as software). Customer may choose a response time outside of (slower than) the contracted response time based on its business needs. 4. Predictive Failures; ParkView Hardware Monitoring. ParkView Hardware Monitoring may open an incident ticket for Customer for a "predictive failure", meaning that the equipment failure has not yet occurred but is anticipated. In the event of a predictive failure incident ticket, the stated response time does not apply and instead PPT will contact Customer to schedule a mutually agreeable time to resolve the predictive incident. In the event of an actual failure, PPT will respond within the contracted response time set forth in the Order Schedule. How to Report an Incident Service delivery support can be accessed via the PPT Central Park portal as follows: hftps://centraIpark.parkplacetechnologies.com/login Customer also may contact the Park Place Global Solutions Centers 24 hours a day, 7 days a week, 365 days a year for the purposes of: • Opening of a support incident • Requesting an update on an existing incident • Providing an update on an existing incident • Call status reports The PPT Global Solutions Centers can be reached as follows: Global Solutions Centers: https://www.parkplacetechnologies.com/contact-us/ On -Boarding -14- Docusign Envelope ID: 2B690D79-EODO-4467-A8E2-85584D24526C Agreement No. 7438 Customer is required to provide PPT with the serial numbers for all Covered Equipment if not already made available to PPT. Lack of serial numbers may impact PPT's ability to timely respond to a request for Services. An Onsite and/or Virtual Audit may be held as part of the on -boarding process to discuss service delivery, discover any possible problems/risks, identify any pre-existing conditions, and formulate an appropriate plan. This audit, if required, will be scheduled at a date and time mutually agreed between PPT and customer. Hardware Maintenance Services may require a ramp -up period at the initial stage of coverage for PPT to stock required spare parts at the local facility. The ramp -up period is: up to 30 days for Covered Equipment located in the US, Canada or United Kingdom and 45 days for Covered Equipment located in all other locations (subject to this period being extended in certain jurisdictions due to local governmental regulations concerning parts shipment beyond PPT's control). Incident response during the ramp up period will be on an "all reasonable efforts" basis. The ramp up period presumes final equipment configurations are provided by customer together with the Order Schedule. If not, the commencement of the ramp up period will be when the final configurations are received. Escalation Procedure PPT's escalation procedure is available for review on the PPT Central Park portal noted below. Questions may be directed to the PPT Global Support Centers. hftps://centralpark.parkplacetechnologies.com/login Requirements for Services; Service Limitations General. Covered Equipment must be in good working condition and meet the manufacturers' minimum equipment configuration requirements and specifications at the commencement date of Hardware Maintenance Services. Maintenance service requirements that exist prior to the commencement of services are excluded from the Hardware Maintenance Services unless otherwise specifically provided in the Order Schedule. Costs associated with correcting deficiencies to the aforementioned requirements are the responsibility of Customer. All Hardware Maintenance Services are dependent upon hardware availability on commercially reasonable terms. Without limiting the foregoing, the following are not included in Hardware Maintenance Services: installation, de -installation, reinstallation or moving equipment; adding, changing, removing features or options, or making functional changes to equipment; providing consumable or operating supplies or materials, including but not limited to print heads, shuttle assemblies, cables, batteries (other than mother board, system board, and cache batteries, which are included), media, toner or ink cartridges; repair of equipment damage including, without limitation, damage resulting from accident, transportation, neglect or misuse, lightning, failure or fluctuation of electrical power, air conditioning or humidity control, water, other environmental factors, telephone equipment or communication lines failure, failure of foreign interconnect equipment, or caused by maintenance services or modifications, alterations or additions of items not provided by PPT to equipment; maintenance or repair needs caused by misuse, abuse or neglect, or other loss or damage from causes external to the equipment; reconditioning or factory refurbishment of equipment when normal repair and parts replacement cannot keep the equipment in satisfactory -15- Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C Agreement No. 7438 operating condition as determined by PPT; software or firmware service (including upgrades and patches) or any repair of any equipment failure caused by inappropriate software or firmware programming, system software or application software support; system engineering services, programming, and operating procedures; and maintenance or other services on equipment other than Covered Equipment. Excluded services noted above may be performed by PPT under a separate Order Schedule or on a per call basis for out -of - scope services as noted above. SSD. As a condition to quoting Hardware Maintenance Services, Customer is required to inform PPT of all solid state (SSD) and/or self -encrypting (SED) drives utilized in the configuration. PPT reserves the right to exclude SSD/SED drives from maintenance coverage unless they are identified prior to quoting. For any SSD and/or SED drives that fail because of end of use life, PPT reserves the right to separately charge customer for the materials expense related to the replacement. GPU. As a condition to quoting Hardware Maintenance Services, Customer is required to inform PPT of all graphics processing units (GPUs) utilized in the configuration. PPT reserves the right to exclude the GPUs from maintenance coverage unless they are identified prior to quote. For any GPUs that have failed that were not previously disclosed when put on contract, PPT reserves the right to separately charge customer for the materials expense related to the replacement. • Other. Certain product specific service limitations may also apply. See Product Limitations available at https://www.parkplacetechnologies.com/contracts/ for a complete listing of these limitations. Customer Responsibilities Customer will maintain accurate and current logs and records concerning the operation of Covered Equipment. Services requested by Customer and provided outside the scope of the Order Schedule will be billed at PPT's per call rates and terms then in effect. Without limitation, return to service support Services required as a result of unplanned or unscheduled power or connectivity outages are outside the scope of the Services and will be billed at per call rates and terms as described above. Customer is responsible for the security, backup, and reinstallation of its data at all times. PPT accepts no liability for loss of software or data due to hardware failure. Customer must provide PPT on -site personnel with the necessary workspace and unobstructed access to the equipment to be serviced. Customer also is required to identify and maintain a technical contact to whom PPT may direct general technical information and inquiries. Customer is responsible for identifying all replaced parts containing proprietary or personal data. Replaced parts containing proprietary or personal data will remain customer's property; all other failed parts will become Park Place property upon exchange. -16- Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C Agreement No. 7438 Exhibit "C" Service Description: Software Technical Support Software Technical Support is designed to enhance the support provided by your internal monitoring and administration team. Software Technical Support provides a collaborative approach to review, advise, and resolve software issues and compatibility problems on your supported hardware. Park Place Level 3 engineers will partner with your system administration team to resolve configuration, file system, compatibility, and other common software problems for licensed features. Park Place will require remote viewing sessions with your local system administration team to remediate issues reported under Software Technical Support. Eligibility: Software Technical Support is available only for customers who are under contractual hardware maintenance support with Park Place and only with respect to equipment covered by such support during the applicable term. Delivery and Components of Software Technical Support Services: Software Technical Support services are delivered through consultation or, upon Park Place's request, remote view -sharing. The customer's system and storage administration team will be responsible for all on -site or remote interventions. General components of Software Technical Support services include — • Identifying and resolving hardware failures • OS issue troubleshooting (for example, via screen sharing in collaboration with end user system administrators) • Root Cause Analysis (for example, via screen sharing in collaboration with end user system administrators) Technical Support Service Level Coverage Requests for Software Technical Support are initiated when incidents are entered through the ticketing process. Support Hours: Are the supported hours the customer may log a call/ticket in. Response SLA: Defined as acknowledgement (non -automated) from Park Place Technologies including a ticket reference, noting that the communication vehicle for the acknowledgement may be via Central Park customer portal. Technical Response SLA: Defined as the time that a technical resource is available and has made contact with the customer and/or end user. Learn more at ParkPlaceTechnologies.com 2 Document ID: LEGCON037 TAG ENG v. 3 Date issued: 21 March 2025 * UK & US EST business hours ** Direct engagement with a L3 engineer in 60 minutes Response Times Park Place Software Park Place Software TeehnicalSupport -5xg TechnicalSupport-7x24 ru x ;M x 8 Ihcq uvs # r..r: ho"I"s n,E nC 71..? In2'HQ.Vjr% 7 x 24 X 4 I"lu'atiau`S l as ;14 x 8 Ihcmrs 7x 4xIrO UJI's UK & US EST business hours " Direct engagement with a L3 engineer in 60 minutes Customer Responsibilities: The customer is responsible for all on -site remote system and storage administration and will provide remote view -sharing access to Park Place upon request. Software Technical Support is remote -assisted support and is not a replacement for onsite system administration. Customers are required to provide a system or storage administrator as the primary point of contact. Customer is responsible to obtain and maintain software patches and firmware in accordance with OEM licensing requirements. Software Technical Support services may include patch recommendations, but Park Place will not distribute or provide patches due to licensing restrictions. Additional Information: Additional information is available at: https://www.parkplacetechnologies.com/third-party- maintenance/software-technical-support/ -17- Docusign Envelope ID: 2B690D79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 Exhibit "D" Service Description: Nutanix Technical Support GENERAL DESCRIPTION OF SERVICES The provision of remote IT support services to review, advise, and resolve issues surrounding software, operating system, and compatibility issues on supported Nutanix software product versions. A. Nutanix Technical Support PPT will provide reactive remote guidance and support ("Services") for the deliverables in the below table. PPT will also offer short -duration support (restricted to six hours or less) to address issues, challenges or questions related to the Nutanix products from the table below which are identified in the customer's Order Schedule. This includes offering expert advice and best practices to support in resolving issues and improving performance. Cluste11 r ; Troubleshooting issues Yes No Yes Performance when the cluster Degradation experiences slow response times, high resource usage, or bottlenecks affecting virtual machines (VMs) or applications. Cluster Health Troubleshooting issues Yes Yes Yes Issues when the cluster reports health warnings, node failures, or service disruptions. Storage Troubleshooting issues Yes No Yes 1 Latency and with high storage latency or 1/0 Bottlenecks 1 1/0 bottlenecks, which may arise from overloaded disks or storage controllers. VM Failures or Troubleshooting issues Yes No No Instability when VMs are crashing or experiencing instability. -18- Docusign Envelope ID: 2B69OD79-EODO-4467-A8E2-85584D24526C Upgrade Troubleshooting issues Failures during AOS or AHV upgrades by diagnosing incompatibility issues or incomplete installations. Network Troubleshooting issues Connectivity with network connectivity Issues problems that impact communication between VMs or nodes. Network Connectivity Issues are limited to the connection between and within the nodes. Snapshot and Troubleshooting issues Cloning when snapshots or VM Failures cloning processes fail due to corruption or storage limitations. Replication Troubleshooting issues and Sync when Failures data replication or synchronization between clusters fails. Node Troubleshooting issues Expansion and which arise when adding Scaling new nodes or scaling the Challenges cluster, especially if comnatibility issues arise. Snapshot Space and Storage Management Yes Yes Yes Yes Yes Troubleshooting issues Yes which arise in managing snapshot space and optimizing storage configurations when VMs or storage pools run out of space. i No Yes Yes I Yes The Services have been designed in two levels. Entitlement to the appropriate service level will be denoted in the Customer's Order Schedule. • 9 x 5 — This is intended for non -critical platforms, providing support during regular business hours. • 24 x 7 — This is intended for a production environment, providing access to our support teams around the clock. PPT will provide appropriate technical resources to deliver the Services to support the customer's contracted Nutanix software products ("Covered Systems") in English. Specifically, the PPT remote engineering team ("Technical Support") will provide general remote support (for example, via phone or screen -sharing) on the Covered Systems. NPIN Docusign Envelope ID: 2B69OD79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 Nutanix Technical Support will include the following: 1. Incident ticket creation: The process begins with the Customer creating a ticket within Central Park, the PPT customer portal. The Customer point of contact will be provided with an initial response, representing acknowledgement of the ticket. 2. Incident guidance: The PPT support team or individual will engage with the Customer point of contact listed on the ticket to understand the current objective and desired outcome. The PPT support team or individual will advise the Customer on steps towards resolution. 3. Incident closure: Once support has been provided to the Customer and the Customer confirms that the request has been addressed, the ticket is marked as completed and closed. All activities are transparent to the Customer, which will have visibility to incident tickets, any service ticket notes and progress through Central Park. Credentials for access to Central Park will be provided during the contract onboarding process. Customer is responsible for ensuring that the appropriate Customer personnel are available to work with the PPT Technical Support team as the activities are collaborative in nature. The Customer personnel must be able to communicate in English. The Services are conditioned on this Customer collaboration. The Customer must have a fundamental understanding of the issue and the capability to replicate it, in addition to knowledge of their wider environment, to assist PPT in diagnosing the issue. The Customer must be able to perform issue determination and resolution activities, such as, but not limited to, capturing logs, error messages, collecting configuration information. PPT will only be able to provide troubleshooting support on issues for which supporting troubleshooting information, such as logs, are available. PPT reserves the right to close tickets for which requested information to support with troubleshooting has not been provided. PPT's service commitment consists of the consultative support provided herein and may not deliver any specific deliverable or result. No warranty may be created or extended by sales representatives or written sales materials. The Customer is responsible for obtaining and maintaining software patches and firmware in accordance with Microsoft licensing requirements. Technical Support services may include patch recommendations, but Park Place will not distribute or provide patches due to licensing restrictions. The below Nutanix product versions are supported under this offer ("Supported Versions")' • AOS: Supported up to version 6.7 • Prism Central: Supported up to pc.2023.4 • Nutanix Cluster Check (NCC): Supported to 4.6.6. C. ACTIVITIES OUT OI= SCOPE • Preparation of Root Cause Analysis (RCA) reports and any other associated activities. • Resolving Nutanix Software License Issues • Installation, day-to-day system administration, or initial configuration of any Nutanix Add On software solutions. -20- Docusign Envelope ID: 2B690D79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 • Licensing and Capacity Limitations queries • Any installation, configuration, or troubleshooting relating to a third -party product. • Activities related to the removal or replacement of a Nutanix offering. • Troubleshooting of any issues during a live disaster recovery invocation or test. • Patch Management and Update Scheduling/ Coordination. • Performance Analysis and Tuning. • Change Management activities, including but not limited to updating change records or attending CAB meetings. • Underlying hardware issues. • Technical support on any product versions newer than the versions identified in previous section due to functional limitations and will require the Customer to have an active software support agreement with the Original Equipment Manufacturer for the Nutanix platform. • Park Place Nutanix Technical Support ---'g x 5 The following sets forth the response time commitments of PPT under this service with respect to the incidents and severity: SLA Response Times: This is the number of hours within which PPT will respond to the incident ticket. For example, "4" means a 4-hour response time (for example, 7x24x4). Response time begins when (a) the initial call for service has been received and acknowledged by the PPT Solutions Support Centre and (b) PPT has completed the initial review and confirmed that the request relates to Covered Systems included on the Order Schedule. Customer may choose a response time outside of (slower than) the contracted response time based on its business needs. • Park Place Nutanix Technical Support.— 24 x 7 -21- Docusign Envelope ID: 2B690D79-EOD0-4467-A8E2-85584D24526C Agreement No. 7438 The following sets forth the response time commitments of PPT under this service with respect to the incidents and severity: Severity 4 24x7x12 hours Request for advisory type questions. Severity 3 24x7x8 hours Performance of system degraded with workarounds available * Technical engagement within 60 minutes. Severity 2 24x7x4hours Performance of key components are significantly degraded or key group of users 1 suffering poor performance during significant norin.11 Severity 1 24x7x30 minutes* Key component unavailable or key group of users unable to access their Nutanix environment. SLA Response Times: This is the number of hours within which PPT will respond to the incident ticket. For example, 'A" means a 4-hour response time (for example, 7x24x4). Response time begins when (a) the initial call for service has been received and acknowledged by the PPT Solutions Support Centre and (b) PPT has completed the initial review and confirmed that the request relates to Covered Systems included on the Order Schedule. Customer may choose a response time outside of (slower than) the contracted response time based on its business needs. -22-