E00B4600084 Attachment A.pdf

Quote (00818218.0) Page 1 of 8 Confidential

BMC Software, Inc.

2103 CityWest Blvd.

Houston, TX 77042 Attn: Order Services

Table 1.1: Perpetual Product Table: (**See Attachment B, Renewed Asset Details Attachment) Territory: USA

Licensed Capacity Fees

Products Support Plan Term Unit of

Measure Number of Units

Unit Cost (in USD)

Support Unit Cost

(in USD)

Per Product License Fee

(in USD)

Per Product Support Fee

(in USD)

BMC AMI DevX Abend-AID for CICS - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Abend-AID for Db2 - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Abend-AID with Primary Language - COBOL - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Code Coverage - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Code Debug for CICS - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Code Debug for Db2 - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Code Debug for TSO - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX DevEnterprise - Renewal

BMC

Continuous Support per concurrent user

BMC AMI DevX File-AID/MVS - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX File-AID/RDX - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX File-AID for Db2 - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Performance Test for VTAM - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI DevX Xchange - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI Strobe for CICS - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI Strobe for Db2 - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC AMI Strobe - Renewal

BMC

Continuous Support

** per MIPS 1,350

BMC Compuware FATSCOPY (per MSU) - Renewal

BMC

Continuous Support

** per MSU 162 file:///C:/Users/jyoung/AppData/Local/Temp/Temp/www.bmc.com

Quote (00818218.0) Page 2 of 8 Confidential

Products Support Plan Term Unit of

Measure Number of Units

Unit Cost (in USD)

Support Unit Cost

(in USD)

Per Product License Fee

(in USD)

Per Product Support Fee

(in USD)

BMC Compuware FDRABR (per MSU) - Renewal

BMC

Continuous Support

** per MSU 162

BMC Compuware FDRFDR (per MSU) - Renewal

BMC

Continuous Support

** per MSU 162

Total Support Fee (in USD):

Total Perpetual Support Fees exclusive of applicable taxes (in USD):

Table 1.2: On-Premise Subscription Table: (**See Attachment B, Renewed Asset Details Attachment) Territory: USA

Licensed Capacity Fees

Products Support Plan Term Unit of Measure Number of

Units

Monthly Unit Cost

(in USD)

Per Product Fee (in USD)

BMC AMI DevX Code Insights

BMC

Continuous Support

** per concurrent user 5

BMC AMI DevX Code Pipeline Base System

BMC

Continuous Support

** per enterprise 1

BMC AMI DevX Code Pipeline Users

BMC

Continuous Support

** per named user 58

BMC AMI DevX Data Studio

BMC

Continuous Support

** per concurrent user 5

Total On-Premise Subscription License Fees exclusive of applicable taxes (in USD):

Total Perpetual License and Support Fees exclusive of applicable taxes (in USD):

Total On-Premise Subscription License Fees exclusive of applicable taxes (in USD):

TOTAL FEES EXCLUSIVE OF APPLICABLE TAXES (IN USD):

Payment Table

Installment Billing Date Period of Performance Amount (in USD)

Quote (00818218.0) Page 3 of 8 Confidential

Payment 1 01-Aug-24 01-Aug-24 to 30-Jun-25

Payment 2 01-Jul-25 01-Jul-25 to 30-Jun-26

Payment 3 01-Jul-26 01-Jul-26 to 30-Jun-27

4. BMC OFFERINGS. The BMC Offerings ordered are set forth in the table(s) above and are further described below.

4.1. Perpetual Support listed in Table 1.1. BMC’s provision of Support under this Order is governed by the agreement in effect as of the Order Date provided at http://media.cms.bmc.com/documents/end_user_license_agreement.pdf and when such Agreement is updated BMC will maintain the archived version at https://www.bmc.com/legal/end-user-license-agreements.html. Customer hereby enrolls all Licensed Capacity of the Products in BMC’s maintenance, enhancement and support plan indicated above and further described at http://www.bmc.com/support/review-policies (“Support”) during the Term. BMC will not materially degrade the terms located at such link during the Term of this Order. Customer may not terminate or cancel Support during the Term.

4.2. On-Premise Subscriptions listed in Table 1.2. BMC’s provision of the On-Premise Subscriptions (hereinafter referred to as “Products”) under this Order is governed by the agreement in effect as of the Order Date provided at https://www.bmc.com/content/dam/bmc/corporate/csma.pdf and when such Agreement is updated BMC will maintain the archived versions at https://www.bmc.com/legal/csma.html, including the On Premise Subscriptions Attachment attached thereto.

BMC’s maintenance, enhancement and support plan, as further described at http://www.bmc.com/support/review-policies (“Support”), is included in the Fee for the Products during the Term. BMC will not materially degrade the terms located at such link during the Term of this Order. This Order is non-cancelable during the Term. If this Order expires or terminates for any reason, Customer’s right to use the Products terminates and Customer must immediately de-install the Products, destroy the media and all documentation associated with such Products, and, if requested by BMC, certify its destruction in writing.

5. USAGE REPORTS. If requested by BMC, and not more than once a year, Customer agrees to deliver to BMC, within 30 days of such request, as specified by BMC (a) periodic Product usage reports generated from specific Products, (b) third party usage reports related to the Products (e.g., SCRT reports) and (c) written periodic Product usage reports, to be provided solely when the Product does not generate reports (together, “Reports”). If Customer is found to have exceeded its Licensed Capacity for a Product based on such reports, then Customer agrees to pay the applicable fees for the additional capacity through the end of the Term upon receipt of an invoice from BMC.

6. DATA PROTECTION. Customer will not provide BMC with the personal data of European Union residents as part of the BMC Offerings under this Order. If Customer does provide such personal data to BMC, BMC will process such personal data in accordance with the terms in effect as of the Order Date provided at https://www.bmc.com/content/dam/bmc/corporate/bmcdpa.pdf and when such terms are updated BMC will maintain the archived versions at https://www.bmc.com/legal/bmcdpa.html, unless the parties have a signed Data Processing Agreement in place.

7. MISCELLANEOUS. The BMC Offerings are accepted on the date BMC delivers the BMC Offerings to the Customer either physically or by providing access codes for electronic download, whichever occurs first, however, such acceptance will not affect the performance warranty provided in the Agreement. The BMC Offerings may contain hyperlinks to websites controlled by parties other than BMC. BMC is not responsible for and does not endorse the content or accept any responsibility for Customer’s use of these websites. Customer should refer to the policies posted by other websites regarding data privacy and other topics before using them. In the event of any inconsistency or conflict between this Order and the Agreement, this Order will control. Any additional or conflicting terms of Customer's purchase order are rejected by BMC. Neither party may terminate or cancel this Order for its convenience.

8. ENTIRE AGREEMENT AND MODIFICATIONS. The parties acknowledge they have read this Order and agree that it is the complete and exclusive statement of the agreement between the parties relating to the subject matter of this Order. This Order may not be modified or rescinded except in writing signed by both parties. Customer authorizes BMC to issue the appropriate invoice upon BMC’s receipt of either the executed Quote or a purchase order referencing the Quote and will pay the invoice without the issuance of any other document.

ATTACHMENTS INCORPORATED INTO ORDER

Attachment A – Additional Terms

Attachment B – Renewed Asset Details http://media.cms.bmc.com/documents/end_user_license_agreement.pdf https://www.bmc.com/legal/end-user-license-agreements.html http://www.bmc.com/support/review-policies https://www.bmc.com/content/dam/bmc/corporate/csma.pdf https://www.bmc.com/legal/csma.html http://www.bmc.com/support/review-policies https://www.bmc.com/content/dam/bmc/corporate/bmcdpa.pdf

Quote (00818218.0) Page 4 of 8 Confidential

CUSTOMER INFORMATION BILL TO INFORMATION

SECURITY AND DATA PROTECTION NOTIFICATION

Customer has assigned the following contact for receipt of security and/or data protection notification from BMC.

Generic E-mail Address (ex: privacy@company.com):

RENEWAL CONTACT INFORMATION

Customer has assigned the following contact for activation or operational issues that may arise.

Renewal Contact Name:

Renewal Contact E-mail:

To accept this offer and complete a purchase: Sign and submit this document to BMC Software, Inc., OR submit an executed purchase order, to BMC Software, Inc. referencing Quote #: 00818218.0, with this Quote attached. The party executing below warrants and represents that a duly authorized representative of such party has executed this Order and this Order constitutes the legal, valid and binding obligation of such party. Where a party has executed this Order using an electronic or digital signature, such party warrants and represents that the signature is legally binding and satisfies all legal requirements.

(Customer) State of Maryland

By:

\custsign1\ \prtsign1\

Name:

\custfullname_1\ \partfullname_1\

Title:

\custtitle_1\ \parttitle_1\

Date:

\custdate1\

\pdate1\

\Id_1\

Quote (00818218.0) Page 5 of 8 Confidential

ATTACHMENT A

Additional Terms

A. GENERAL DEFINITIONS: The following definitions apply to the Order and this Attachment A.

“Computer” or “Server” has the meaning generally given within the computer industry, which is a single machine, whether a central processing unit, such as a mainframe machine, or a distributed systems machine, such as a Unix or Intel based server. A mainframe machine would be an individual mainframe computer having single or multiple processors or engines. For purposes of distributed systems machines a Computer or Server may be physical or virtual.

"Documentation" means the technical publications relating to the software, such as release notes, license entitlement descriptions, reference, user, installation, systems administrator and technical guidelines, included with the Product.

“Enterprise” is the environment consisting of all hardware owned or leased by a Customer, or by a Client respectively, in the Territory.

“Licensed Capacity” is the amount of each Product licensed as established in the Order. For licenses based on the power of a computer, Customer agrees to use BMC's then current computer classification scheme, which will be provided upon request.

“MSU to MIPS ratio” Both parties have agreed to use the IBM MSU (Millions of Service Units per Hour) unit of measurement for the purposes of this Order, in order to closely align to the mainframe platform licensing model, associated baselines and to simplify reporting. BMC has based its conversion on its ‘per MSU (consumption) model’ on an 8.2 MIPS to 1 MSU ratio based on the mainframe models in use at the time of this Order. For clarity, the ratio is derived by dividing the specific mainframe model Gartner MIPS rating, by the IBM MSU rating. Where multiple different models exist the ratio would be the average of all models. For the avoidance of doubt, there is no further conversion required during the Term, however both parties agree to negotiate this ratio in good faith for any extension or future order, should future IBM mainframe models deviate substantially from this ratio.

B. LICENSE RESTRICTIONS: The following restrictions apply to certain Products as they are named today or may be named in the future.

C. UNITS OF MEASURE. The following units of measure apply to certain Products.

UNIT OF MEASURE UNIT OF MEASURE DEFINITION

per concurrent user

A license is required for the maximum number of individual employees or contractors of Customer to whom simultaneous access has been granted to the Product on a computer or multiple computers.

per enterprise

A license is required per Customer and per Client each, regardless of the number of times Customer installs the Product in its Enterprise or its Client’s Enterprise. “Client” means a third party whose data is processed by Customer and is only permitted if Customer is an authorized BMC service provider.

per MIPS

A license is required for the total aggregate number of MIPS for each Computer, including all Computers coupled in a parallel Sysplex environment, upon which the Product is installed, or which is managed or monitored by the Product. MIPS Rating is the aggregate computing power (expressed in millions of instructions per second) of a Computer, using the MIPS rating set forth in the then current Gartner Group Rating Guide. Computer-specific passwords will be issued for the Product.

Quote (00818218.0) Page 6 of 8 Confidential

UNIT OF MEASURE UNIT OF MEASURE DEFINITION

per MSU

A license is required for the total aggregate number of MSUs for each Computer, including all Computers coupled in a parallel Sysplex environment, upon which the Product is installed, or which is managed or monitored by the Product. MSU Rating is the aggregate computing power (expressed in millions of service units) of a Computer, using the MSU rating set forth in the then current Gartner Group Rating Guide. Computer-specific passwords will be issued for the Product.

per named user

A license (with a Classification at the appropriate Level, if applicable) is required for each individual employee or contractor or client of Customer. When user-based interaction is required, a license is required for all individuals for whom access has been granted to the Product on a computer or multiple computers typically via the issuance of a unique ID regardless of whether the individual is actively using the Product at any given time.

Quote (00818218.0) Page 7 of 8 Confidential

ATTACHMENT B

Renewed Asset Details

The table(s) below set forth in further detail the renewed assets in this Order.

Renewed Asset Details for Perpetual Licenses listed in Table 1.1

Asset Number SCID Product Number Asset Name

Number of Units

Term Install Address

4276680 721966 LPSQB.0.0.00 BMC AMI DevX Abend-AID for CICS 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276679 721966 LAAPB.0.0.00 BMC AMI DevX Abend-AID for Db2 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276678 721966 LP0YW.0.0.00

BMC AMI DevX Abend-AID with Primary Language - COBOL

1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276688 721966 LPNSB.0.0.00 BMC AMI DevX Code Coverage 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4273879 721966 LPMSB.0.0.00 BMC AMI DevX Code Debug for CICS 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4273595 721966 LAEQB.0.0.00 BMC AMI DevX Code Debug for Db2 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4273650 721966 LPKSB.0.0.00 BMC AMI DevX Code Debug for TSO 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4273649 721966 LP0TW.0.0.00 BMC AMI DevX DevEnterprise 15 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276683 721966 LPJRB.0.0.00 BMC AMI DevX File-AID/MVS 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276684 721966 LPKRB.0.0.00 BMC AMI DevX File-AID/RDX 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276682 721966 LPFRB.0.0.00 BMC AMI DevX File-AID for Db2 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4277626 721966 LPNRB.0.0.00

BMC AMI DevX Performance Test for

VTAM

1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4273318 721966 LPLSB.0.0.00 BMC AMI DevX Xchange 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276687 721966 LPZXB.0.0.00 BMC AMI Strobe 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276685 721966 LALPB.0.0.00 BMC AMI Strobe for CICS 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276686 721966 LANPB.0.0.00 BMC AMI Strobe for Db2 1,350 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276071 721967 LPWQB.0.0.00 BMC Compuware FATSCOPY (per MSU) 162 1-MAR-2025 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276153 721968 LPKTB.0.0.00 BMC Compuware FDRABR (per MSU) 162 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4276152 721968 LPYQB.0.0.00 BMC Compuware FDRFDR (per MSU) 162 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

Renewed Asset Details for On-Premise Subscriptions listed in Table 1.2

Quote (00818218.0) Page 8 of 8 Confidential

Asset Number SCID Product Number Asset Name

Number of Units

Term Install Address

4278785 721965 LP0SV.0.0.00 BMC AMI DevX Code Insights 5 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4306146 721965 LP0WV.0.0.00 BMC AMI DevX Code Pipeline Base System 1 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4279605 721965 LA0BU.0.0.00 BMC AMI DevX Code Pipeline Users 58 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA

4278784 721965 LP0QV.0.0.00 BMC AMI DevX Data Studio 5 1-AUG-2024 to

30-JUN-2027

110 Carroll StreetRac Bldg, Northwest St Loading Doc Annapolis MD 21404 USA