DellResponse

Valencia College

RFP No. 11/12-09

Technology Refresh Program — TRP

Dell Response

1 Valencia College — TRP | Dell Marketing L.P.

Cover Letter

Thursday, October 20, 2011

Valencia College Mr. Ed Ames — Director, Procurement Services Procurement Office 1800 S. Kirkman Road Building 14, Room 100 Orlando, Florida 32811

Dear Mr. Ames,

Dell appreciates the opportunity to provide Valencia College (hereinafter referred to as “Valencia”) our response to your RFP for an IT technology refresh program sourcing agreement. Dell has extensive and direct experience managing the current TRP Agreement and we believe we can continue what is a valued IT Technology partnership with Valencia and the Florida Community College system of schools. Dell has designed a proposal response that features award winning products and services and flexible variable price models that will provide great benefit the Florida Community College system of schools Dell believes our proposal will not only meet your RFP criteria, but will provide a sourcing vehicle for best valued solutions at the greatest customer experience and price.

Dell is an established computer industry leader and an experienced IT partner with more than 27 years of success in providing customers with computer-based contact sourcing vehicles. Dell is helping our customers to bring down the Total Cost of Ownership by simplifying IT. We are committed to providing solutions that will allow Valencia to reclaim time and cost and increase the productivity of your educators and students. In addition, we have built environmental consideration into every stage of the Dell product lifecycle such as power consumption savings which allows our customers to demonstrate environmentally responsible procurement.

Along with award winning products and services, Dell also offers you a dedicated program account team that is committed to working with you and your procurement needs. Dell looks forward to working with you on this project.

Contracting with Valencia as well as other colleges in the Florida Community College system of schools is critically important to Dell. We believe that Dell will provide a tremendous cost value and technology benefit toward future IT Hardware and Services technology purchases. Dell agrees with the terms and conditions of Valencia RFP No. 11/12-09 inclusive of several minor exceptions notated in Exhibit A — Request to Negotiate RFP Terms. Dell expects these exceptions to be incorporated into any eventual contract with Valencia and Dell Marketing L.P. Dell agrees to negotiate any aspect of our response in good faith.

Should you have any questions regarding this response, please contact me at 512-724-3369 or online at [email protected]. Additional questions may be directed to your Account Executive, Denise Paternoster, at 321 427 8289, or online at [email protected]. Please refer to Dell Response number 3364295 on all correspondence.

Sincerely,

Nicholas Stokes

Proposal Consultant — Duly Authorized Agent of Dell Marketing L.P.

NICHOLAS_STOKES

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2 State of North Carolina Office of ITS | Dell Marketing L.P.

Table of Contents

Cover Letter ................................................................................... 1

Table of Contents ............................................................................. 2

Executive Summary .......................................................................... 4

Tab 1 — RFP Signature Page ................................................................ 5

Tab 2 — Hardware Configuration Offered ............................................... 7 Low End Desktop — Core 2 Duo — Dell OptiPlex 390 ............................................ 7 High End Desktop — Quad Core — Dell OptiPlex 790 .......................................... 10 Low End Laptop — Dell Latitude E5420 ......................................................... 13 High End Laptop — Dell Latitude E6520 ......................................................... 18 Low End Server — Dell PowerEdge R610 ........................................................ 23 High End Server — Dell PowerEdge R710 ........................................................ 26

Tab 3 — Hardware Pricing .................................................................. 30 Dell Hardware Pricing Table ...................................................................... 30 Dell Quotations ..................................................................................... 31

Tab 4 — Future Configuration Pricing/Pricing Formula .............................. 37

Tab 5 — Other Peripheral HW / Consulting Services .................................. 40 Dell Catalog Discount Pricing Methodology ..................................................... 40 Dell Custom Infrastructure Consulting Services ............................................... 42 Dell Services Qualifications ....................................................................... 43

Tab 6 — Maint./Service T&Cs, Geographic Availability ............................... 52 Maintenance / Support Service Pricing ......................................................... 52 Response to Maintenance / Services Questions ................................................ 53 Dell’s Warranty, Maintenance and Support Details ........................................... 63 Overview ............................................................................................. 63 Dell Support Details ................................................................................ 64 Dell Warranty Policy ............................................................................... 67

Tab 7 — Delivery/Installation Price and T&Cs .......................................... 78 Delivery Pricing ..................................................................................... 78 Managed Deployment / Installation Pricing .................................................... 79 Dell Delivery Services Overview ................................................................ 81 Dell Installation / Deployment Services Overview ............................................ 83

Tab 8 — Additional Services with Pricing & Pre-load SW ............................ 89 College-Licensed Software Load ................................................................. 89 Additional Dell Custom Factory Integration (CFI) Services .................................. 89 Response to Additional Services Questions ..................................................... 91 Dell Custom Factory Integration Services Overview .......................................... 94

Tab 9 — Refresh/Trade-In Terms ......................................................... 99 Response to Refresh/Trade-in Terms Question ................................................ 99

3 State of North Carolina Office of ITS | Dell Marketing L.P.

Tab 10 — Financing T&Cs (with lease agreements) ................................. 109 Dell Financial Services (DFS) Overview ........................................................ 112

Tab 11 — Financial Information (Financial Stability) ............................... 130 Financial Reporting Summaries ................................................................. 131

Tab 12 — Issues Questions ............................................................... 137

Tab 13 — Reference List .................................................................. 160 Dell Contractual Experience ..................................................................... 162 Completed Valencia Reference Forms ......................................................... 165 Dell Contract Management / Governance Approach ......................................... 167

Tab 14 — License(s) ....................................................................... 169

Tab 15 — Certificate(s) of Insurance ................................................... 170

Tab 16 — Authorized Signatories Form ................................................ 172

Tab 17 — Acknowledgement of Addenda ............................................. 173

Tab 18 — Drug-Free Workplace Form .................................................. 175

Tab 19 — Public Entity Crimes .......................................................... 178

Tab 20 — Minority Business / Dell | UDT Partnership .............................. 181

Exhibit A — Request to Negotiate RFP Terms ........................................ 186

Exhibit B — Dell Financial Services Lease Agreements ............................. 196

Executive Summary


Executive Summary

Dell is pleased to provide Valencia with the following response to your RFP 11/12-09 Technology Refresh Bid. We believe that our products and services fit uniquely into the needs described in your RFP. Dell’s response will detail our history, capabilities and qualified personnel, as well as an overall plan to successfully deliver products and services of the highest quality to Valencia and Florida Community College system of schools.

Bringing institutions together on one common computing platform takes patience, teamwork, communication, technology expertise and experience. Dell’s past and ongoing involvement with schools across the nation, as well as support the existing TRP Contract for the past 12 years, has given us the experience necessary to continue assisting Valencia and the Florida College System.

From support and service to software and peripherals, Dell delivers customized higher education solutions and outstanding value. Dell offers award-winning hardware products and associated customized services. Our capability will allow us to provide you with the latest proven technology, aggressive pricing, direct order capabilities, customized options, and award winning service and support.

We want to deliver to Valencia the best customer experience through easy order placement, timely delivery of quality products, responsive onsite support, and the ability to provide the latest technology at attractive prices.

Dell is pleased to present the following to Valencia: ● A new, simplified Buying Vehicle with the best products:

o Standard OptiPlex desktop, Latitude notebook, and PowerEdge server bundled [1] configurations specifically provided in this response, at fixed price points.

o Non-Standard Bundles & Other Products, i.e. product configurations not specifically provided in this response, will be available according to the Discount Table included in this response.

● Dell’s Online Warranty Dispatch program is available to Valencia, and other customers, at no charge. This program provides online testing for technicians, and enables certificated technicians to dispatch parts and technicians via the web or telephone.

● With Dell Financial Services leasing programs, you will receive help lowering your overall total cost of ownership.

● On-line benefits of a customized Premier Page. Some of the benefits of this site include the ability to configure and order systems on-line at applicable pricing, check daily order status, check shipping status, and access technical support.

● Faculty, Student, and Staff are also eligible for product discounts. Purchases will be subject to tax and shipping and handling charges. Customized websites are available for each customer to share within their organization.

[1] Prices for bundled configurations will be offered at a 23 percent discount off of Dell’s then current published list prices. The bundles subject to this enhanced discount will be mutually determined on a quarterly basis (or more frequently as required) and, as technology advances, the parties may agree to incorporate additional bundled configurations to which this discount may be applied. In the event material changes in the market list pricing occur, the parties may mutually agree to reconfigure the bundles. Unless specifically authorized by Dell when the bundles are established, downgrades of the bundled configurations will not be permitted.

Tab 1 — RFP Signature Page



Dell Response

The Valencia RFP Signature Page is included immediately following this page.



NICHOLAS_STOKES

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NICHOLAS_STOKES

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Tab 2 — Hardware Configuration Offered



Low End Desktop — Core 2 Duo — Dell OptiPlex 390

Low End Desktop — Core 2 Duo Offered:

● Intel E8400 3.06 GHz Processor Optiplex 390 Intel i5-2400, 3.1GHz,6M VT-x

● 2 GB 1333 Mhz RAM 2GB, non-ECC, 133MHz, 1x2GB

● 250 GB Hard Drive 250GB SATA 3.0Gbs

● 256MB Graphics card with Dual DVI 512MB AMD Radeon 6350 graphics, dual DVI

● No Floppy Drive No Floppy

● 16X DVD+/-RW 16x DVD+/1 RW SATA w/Roxio

● Mini-Tower Tower(14.2”x6.9”x16.4”), 19.55 lbs

● 19" FLAT Panel with add on Sound bar E1911 w/AX510PA Speaker Bar

● GB Ethernet NIC 10/100/1000

● Integrated Soundcard Included

● Standard USB Keyboard Dell USB entry Keyboard

● USB Optical Mouse with Wheel Dell MS111 USB Optical Mouse

● Maintenance – Minimum 3 years Next Business Day On Site 3-year Next-Business Day Onsite, Basic Support

● Available bays: 1 internal and 1 external 5 1/4" Two(2) internal 3.5”; Two(2) external 5.25”

● Available slots: 2 PCI slots, 1 PCI Express slot, 1 eSata port One(1) PCIe x16, Three(3) PCIe x1

● School’s choice of Microsoft Windows XP, Vista or Windows 7 Windows 7 Home Premium*, **

Configuration Notes ● *XP not available as a factory load; only available with a custom image.

● **Baseline Operating System is Windows7 Home Premium, as quoted. Upgrades to other versions of Windows should be utilized through each college’s existing Microsoft Agreement.



Overview and Features Bring essential productivity to your budget-conscious business with the OptiPlex™ 390 desktop computer, which delivers a stable life cycle of at least 20 months.

● Built for your business: Enable your workforce with the 2nd generation Intel® Core™ processor family, and protect your data with Dell™ Data Protection.

● Help IT save time and money: Benefit from long life cycles, image stability, managed transitions and in-band remote system management.

● Deploy virtually anywhere: Choose the form factor that best fits your needs, or the Dell All-in-One stand solution to save desk space.

An affordable business solution

Bring easy-to-implement security, manageability and services to your organization with the Dell OptiPlex™ 390.

● Ease deployment across your organization by letting Dell™ Custom Factory Integration service add the applications, peripherals, asset tags and security labels you need.

● Manage your desktops with in-band remote management solutions to empower IT.

● Help IT save time and money with the Dell KACE family of systems management appliances.

● Gain outstanding security with Dell Data Protection, encryption options, a security lock slot and chassis intrusion switch.



Essential performance for office productivity

Look no further than the OptiPlex 390 for an outstanding return on investment. This affordable desktop solution comes ready to work, providing your office with essential standard office productivity.

● Get the job done with the efficient OptiPlex 390 desktop featuring the 2nd generation Intel® Core™ processor family.

● Choose the graphics options your work demands with integrated graphics or discrete graphics slots on mini-tower, desktop and small form factor chassis.

● Enjoy immediate productivity with support for Cloud Computing and client virtualization solutions such as On-Demand Desktop Streaming.

An efficient design for any workspace

With three sizes to choose from — mini tower, desktop, and small form factor — the OptiPlex™ 390 can blend seamlessly into virtually any office environment and is designed to respect our planet and your budget.

Save valuable desk space by combining the small form factor design with the optional all-in-one stand, which securely mounts OptiPlex 390 SFF to the back of a monitor.

Help reduce energy costs with this ENERGY STAR 5.0-compliant desktop , which has a 90% efficient power supply option and Dell Energy Smart power-management settings.

Help reduce and reuse waste with the EPEAT-registered OptiPlex 390, which features a minimum of 10% post-consumer recycled plastic enclosure and comes in recyclable packaging.



High End Desktop — Quad Core — Dell OptiPlex 790

High End Desktop — Quad Core Offered:

● Intel Core i7 Quad Core 2.93GHz Processor Optiplex 790, Intel i7-2600, 3.4GHz, 8M

● 8 GB 1333 Mhz RAM 8GB, NonECC, 1333Mhz DDR3, 2x4GB

● 500 GB Hard Drive 500GB SATA 6.0Gb/s and 16MB Data Burst Cache

● Dual 512MB Graphic Card with Dual Display Port & Dual DVI 512MB AMD Radeon HD 6350 Graphics, Dual DVI


● 16X DVD+/-RW 16x DVD+/- RW SATA

● Mini-Tower Tower(14.2”x6.9”x16.4”), 19.55 lbs

● Two 20" FLAT Panels and Sound bar Two 20” E2011H Flat Panels

● GB Ethernet NIC 10/100/1000

● Integrated Soundcard Included

● Standard USB Keyboard Dell USB Entry Keyboard

● USB Optical Mouse with Wheel Dell MS111 USB Optical Mouse

● Maintenance – Minimum 3 years Next Business Day On Site 3-year Next-Business Day Onsite Basic Support

● Available bays: 1 internal and 1 external 5 1/4" Two(2) internal 3.5”; Two(2) external 5.25”

● Available slots: 1 PCI slot, 1 PCI Express slot, 1 eSata port Two(2) PCIe x16, One(1) PCIe x1, 1 PCI






Overview and Features Get advanced performance in a flexible design with the OptiPlex 790. Featuring four chassis options, this secure and easy-to-manage desktop can integrate seamlessly into virtually any office environment.

● Featuring 2nd generation Intel® Core™ processors.

● The new OptiPlex generation delivers more flexibility, performance and manageability than ever.

● Choose the form factor that best fits your needs, including one of the smallest business desktops on the market.

Your IT dream machine

Bring easy-to-implement security features, manageability and services to your organization with the Dell OptiPlex 790 desktop computer.

● Ease deployment across your organization by letting Dell Custom Factory Integration service add the applications, peripherals, asset tags and security labels you need.

● Get control from virtually anywhere, anytime with remote management solutions to empower IT.

● Help save time and money with the Dell KACE family of systems management appliances

● Gain outstanding security with Dell Data Protection, encryption options, a security lock slot and chassis intrusion switch.



Powerful options that unlock user potential

Your organization relies on stable, great-performing desktops to get work done each day. Help productivity soar with the advanced performance and flexible solutions of OptiPlex 790 desktops.

● Get the job done with the high-performing OptiPlex desktop featuring the second-generation Intel® Core™ processor family.

● Choose the graphics options your work demands with dual discrete graphics slots (dual PCIe x16, including one wired x4) for the mini-tower, desktop and small form factor versions.

● Experience powerful multitasking with support for up to four connected displays.

● Enjoy immediate productivity with support for cloud computing and Dell Flexible Computing solutions.

An efficient design for any workspace

With four sizes to choose from—mini tower, desktop, small form factor and ultra-small form factor—the OptiPlex 790 desktop can blend seamlessly into virtually any office environment and is designed to respect our planet and your budget.

Save valuable desk space by combining the small form factor or ultra small form factor design with an all-in-one stand, which securely mounts OptiPlex 790 to the back of a monitor.

Help reduce energy costs with this ENERGY STAR 5.0-compliant desktop, which has a 90% efficient power supply option and Dell Energy Smart power management settings.

Help reduce and reuse waste with the EPEAT Gold-registered1 OptiPlex 790, which features a minimum of 10% post-consumer recycled plastic enclosure and small form factor comes in recyclable packaging2.



Low End Laptop — Dell Latitude E5420

Low End Laptop Offered:

● Intel Dual Core i3 2.4GHz Processor Latitude E5420, Intel i3-2310GHz, 3MB Cache

● 2 GB RAM 2GB, DDR3-133MHz, 1DIMM

● 160 GB Hard Drive 250GB, 5400RPM

● Onboard HD Graphics Card Integrated Graphics


● 8X DVD+/-RW 8X DVD+/- RW, Roxio Creator Starter

● 14 inch LED display 14” HD (1366x768) Anti-Glare, LED-backlit

● Integrated Soundcard Integrated Sound

● Integrated pointing device (mouse input) Touchpad

● Wireless 802.11 b/g/n Dell WLAN 1501 (802.11 b/g/n), ½ MiniCard

● Standard Nylon Carrying case Dell Professional Lite 14” Business Case

● Minimum 3 Years Accidental Damage 3-years Accidental Damage

● Maintenance – Minimum 3 years Next Business Day On Site 3-years Next-Business Day On-Site Support






Overview and Features Take your office wherever you go with the redesigned Dell Latitude™ E5420. This laptop is built for the new mobile business class with the durability, productivity, security and easy manageability you’ve come to expect from the Latitude E-Family laptops.

● Productive mobility with 14" HD, WLED screen

● Optional backlit keyboard for outstanding productivity in low-light settings

● Available with four, six and nine cell battery options to suit your mobile computing needs

Redesigned for work in your world

The redesigned Latitude E5420 is ideal for professionals looking for a budget-friendly blend of mobility and at-your-desk computing. Ready for whatever your work might dish out, this highly durable laptop is stylishly armored top to bottom with a hard-wearing Tri-Metal™ design, including an anodized brushed aluminum display back, reinforced steel hinges, a magnesium alloy internal frame and zinc alloy latches. The Latitude E5420 is also equipped with a protective LCD seal, 360-degree bumper for added screen protection and a spill-resistant keyboard that can outlast the bumps and spills of everyday work. You can enjoy outstanding productivity with the optional backlit1 keyboard, ideal for in-flight use or in low-light settings, and a wide array of long-life battery options to help keep productivity in full swing. Lastly, as a member of the Latitude E-Family, the E5420 provides go-anywhere productivity, confident security and efficient manageability in a built-to-last, durable design – all that you’ve come to expect from the Latitude “E.”



Design that’s built to last

Doing business today means working anytime, anywhere. You need a laptop to keep up with your work style. Latitude E-Family laptops combine world-class design with durability to perform, wherever business takes you.

● Look sharp while working hard, thanks to the Dell Tri-Metal™ design with an anodized brushed aluminum LCD finish.

● Worry less about making a mess with the spill-resistant keyboard and LCD protective seal that helps to form a barrier around your LCD panel when closed.

● Appreciate the fine details, from strong steel hinges and zinc alloy display latch to the durable powder-coated underside that helps guard against nicks and scratches.

Go-anywhere productivity

Get long-lasting power and performance to make your job easier, whether you are in the office or on the

road. Latitude E-Family laptops are built with your business in mind, offering great features to help

increase productivity.

● Stay productive with a variety of battery life options, including a 4-cell, 6-cell, 9-cell and 9-cell (97Wh) 3-year limited hardware warranty2 Lithium Ion battery options.

● Multitask at the speed of business with Intel® Core™ processor options, high-bandwidth DDR3 memory.

● Communicate effectively worldwide with built-in webcam, array microphones that help provide better sound quality and a high-performing antenna for ideal mobile broadband connections.

● Work in your comfort zone with 180-degree LCD movement.

● Type anywhere with the only commercial laptop to offer a backlit keyboard1 option.



Confident security

Enjoy seamless integration into your IT environment and rest easy knowing that Latitude E-Family laptops — and your company data — are secure and protected anywhere in the world.

Know your data is secure with Dell’s Data Protection Encryption, and protect your data from unexpected mishaps with Dell Fast Response Free-Fall Sensor and StrikeZone™ .

Control who has access to your data with Dell Data Protection Access, contactless smart card and fingerprint reader login access options.

Help prevent system viruses and contain data leaks with port control options.



Management made easy

Manage and maintain your fleet of Latitude E-Family laptops with ease from planning and deploying to ongoing maintenance and support.

● Confidently plan future product roll-outs with Dell Latitude’s long lifecycles, transitions and ImageWatch™ advance look at software and hardware changes.

● Upgrade or service key components conveniently via one single access door.

● Save time and money with Dell KACE™ easy to use systems management appliances.

● Know you have a partner with Dell for maintaining and supporting your systems with a wide range of customizable and globally focused service and support options.



High End Laptop — Dell Latitude E6520

High End Laptop Offered:

● Intel Dual Core i5 2.6GHz Processor Latitude E6520, Intel i5-2540M, 2.60GHz, 3MB Cache

● 4 GB RAM 4 GB, DDR3-1333Mhz SDRAM, 2 DIMM

● 250 GB Hard Drive 250GB, 5400 RPM

● 512MB Video Card nVidia NVS4200M 512MB DDR3 Discrete Graphics


● 8X DVD+/-RW 8X DVD+/- RW, Roxio Creator Starter

● 15 inch LED display 15.6” HD(1366x768) Anti-Glare LED-backlit

● Integrated Soundcard Integrated Soundcard

● Integrated pointing device (mouse input) Dual Pointing Touchpad and Trackstick

● Wireless 802.11 b/g/n Dell WLAN 1501 (802.11 b/g/n), ½ MiniCard

● Standard Nylon Carrying case Dell Professional Lite 16” Business Case

● Minimum 3 Years Accidental Damage 3-years Accidental Damage

● Maintenance – Minimum 3 years Next Business Day On Site 3-years Next-Business Day on-site Support






Overview and Features Keep up with business from anywhere with the Dell Latitude™ E6520. This high-performing laptop is built for the new mobile business class with the durability, security and easy manageability you’ve come to expect from the Latitude E-Family laptops.

● Enhanced quad core processing, discrete graphics and 15" HD, touch-enabled display

● Stylishly armored top to bottom with hard-wearing, MIL-STD 810G tested Tri-Metal™ casing, anodized aluminum LCD back, magnesium alloy, powder-coated base and spill resistant keyboard

● Backlit keyboard with number keypad, extended battery life and media bay options for outstanding productivity

Redesigned for work in your world

Offering the latest generation quad core processing, discrete graphics and a 15" full HD, touch-enabled display, the redesigned Dell Latitude E6520 is ideal for professionals looking for a stable and durable laptop that is easy to carry on the go. Ready for whatever your work might dish out, this business-rugged laptop is stylishly armored top to bottom with a hard-wearing MIL-STD 810G tested Tri-Metal™ design, a highly durable anodized aluminum display back, a tough powder-coated base, reinforced steel hinges, a magnesium alloy internal frame and zinc alloy latch. The Latitude E6520 is also equipped with a spill-resistant keyboard, protective LCD seal and a 360-degree bumper for added screen protection that can outlast the bumps and spills of everyday work. You can enjoy outstanding productivity while in flight or in low-light settings with the optional backlit1 keyboard and long battery life, including a wide array of long-life battery options and swappable optical drives, hard drive and USB 3.0 media modules that help keep productivity in full swing.

Lastly, as a member of the Latitude E-Family, the E6520 provides go-anywhere productivity, confident security and efficient manageability in a durable design that’s built to last – all that you’ve come to expect from the Latitude E-Family.



Design that’s built to last

Doing business today means working anytime, anywhere. You need a laptop to keep up with your work style. Latitude E-Family laptops combine world-class design with durability to perform, wherever business takes you.

● Get protection from extreme temperatures, vibration, dust and high altitudes with MIL-STD 810G tested laptops.

● Look sharp while working hard thanks to the Dell Tri-Metal™ design with an anodized brushed aluminum LCD finish and reinforced magnesium alloy wrapped corners.

● Worry less about making a mess with the spill-resistant keyboard and LCD protective seal that helps to form a barrier around your LCD panel when closed.

● Appreciate the fine details, from strong steel hinges and zinc alloy display latch to the durable powder-coated underside that helps guard against nicks and scratches.

Go-anywhere productivity

Get long-lasting power and performance to make your job easier, whether you are in the office or on the road. Latitude E-Family laptops are built keeping your business in mind, offering great features to help increase productivity.

● Stay productive with a variety of battery life options, including a 4-cell, 6-cell, 9-cell and 9-cell (97Wh) 3-year limited hardware warranty2 Lithium Ion battery options.

● Multitask at the speed of business with Intel® Core™ processor options, high-bandwidth DDR3 memory and Intel® UMA or NVIDIA® graphics.

● Enjoy efficient data entry with the conveniently placed number keypad alongside the keyboard.

● Communicate effectively worldwide with built-in webcam, array microphones that help provide better sound quality and a high-performing antenna for ideal mobile broadband connections.

● Work in your comfort zone with a multitouch display and 180-degree LCD movement.

● Type anywhere with the only commercial laptop to offer a backlit keyboard1 option.



Confident security

Enjoy seamless integration into your IT environment and rest easy knowing that Latitude E-Family laptops — and your company data — are secure and protected anywhere in the world.

Know your data is secure with Dell’s Data Protection Encryption and encrypted hard drive options.

Protect your data from the unexpected mishaps with Dell Fast Response Free-Fall Sensor and StrikeZone™.

Control who has access to your data with Dell ControlVault™, Dell Data Protection Access, contactless smart card and fingerprint reader login access options.

Help prevent system viruses and contain data leaks with port control options.

Management made easy



Manage and maintain your fleet of Latitude E-Family laptops with ease from planning and deploying to ongoing maintenance and support.

● Confidently plan future product roll-outs with Dell Latitude’s long life cycles, transitions and ImageWatch™ advance look at software and hardware changes.

● Easily customize, select Latitude laptops with hard drive, battery, optical drives and USB 3.0 media modules.

● Upgrade or service key components conveniently via one single access door.

● Save time and money with Dell KACE™ easy to use systems management appliances.

● Know you have a partner with Dell for maintaining and supporting your systems with a wide range of customizable and globally focused service and support options.



Low End Server — Dell PowerEdge R610

Server — Low End Offered:

● Dual Intel Xeon X5620 2.4Ghz w/12M Cache, Turbo, HT, 1066Hz Max Memory

PowerEdge R610, Dual Intel Xeon E5620Ghz, 12M Cache, Turbo, HT, 1066MHz

● 12 GB 1333Ghz Dual Ranked RAM 12GB(6x2GB) 1333MHz Single Ranked DIMMS*

● 1U Rack-mount chassis with rails 1U Rack-mount w/Ready Rails & Cable Management Arm

● RAID 1 Raid 1, PERC 6/i,H200 or SAS 6/iR Controllers

● 2 - 146GB SCSI drives (10,000 RPM 6Gb hot swappable) Two(2)-146GB (10K RPM SA SCSI, 2.5” hot plug)

● Embedded GB Ethernet NIC with TOE (Broadcom preferred)

Two dual port embedded Broadcom® NetXtreme IITM 5709c Gigabit Ethernet NIC

● DVD ROM DVD ROM, SATA

● No mouse No mouse

● No keyboard No keyboard

● No monitor No monitor

● Maintenance - 4 hour 7x24 On Site Service with Emergency Dispatch – Minimum 3 years

Mission Critical, 4-Hour 7x24 On-Site Service with Emergency Dispatch, 3-years.

● 2 available PCIe slot Two(2) PCIe x8, One(1) PCIe x4

Configuration Notes ● * The 12GB memory options for dual processors, all are Single-Ranked DIMMS



Overview and Features An Intel-based, 2-socket/1U server, the PowerEdge™ R610 is ideal for data centers and remote sites that require virtualization. Features include:

● Choice of hypervisor from VMware, Citrix or Microsoft for fast, easy virtualization

● Reduced power consumption with increased performance over previous generations

● Lifecycle Controller for advanced systems management

Customer Inspired Design

Dell’s servers offer world class system and image commonality and customer inspired usability. The Dell™ PowerEdge™ R610 takes advantage of Dell’s system commonality; When IT managers learn one system, they have learned the logic required to manage Dell’s next generation servers. The logical layout of components and power supply placement enables a simple and straight forward installation and a simplified redeployment experience in the future. In addition, Dell’s latest PowerEdge servers provide a graphical and interactive LCD for system health monitoring, alerting and control of basic management configuration right in the front of the server. Customers have an AC power meter and ambient temperature thermometer built into the server which they can monitor on this display without any software tools.

Energy-Tuned Technologies

Dell’s newest servers feature energy-tuned technologies designed to reduce power consumption while increasing performance and capacity. Enhancements include efficient power supply units right-sized for system requirements, effective system-level design efficiency, policy-driven power and thermal management, and highly efficient standards-based Energy Smart components. Dell's advanced thermal control is designed to deliver optimal performance at minimum system and fan power consumption resulting in our quietest mainstream 1U servers to date. These elements drive efficiency as a

design standard while delivering the performance businesses require.



Simplified Systems Management

The next generation Dell OpenManage™ suite offers enhanced operations and standards-based commands designed to integrate with existing systems for effective control.

Lifecycle Controller is the engine for advanced systems management integrated on the server. Lifecycle Controller simplifies administrator tasks to perform a complete set of provisioning functions such as system deployment, system updates, hardware configuration and diagnostics from a single intuitive interface called Unified Server Configurator (USC) in a pre-OS environment. This eliminates the need to use and maintain multiple pieces of disparate CD/DVD media.

The new Dell Management Console (DMC), powered by Altiris from Symantec, delivers a single view and a common data source into the entire infrastructure. Dell Management Console is built on the Symantec™ Management Platform (formerly Altiris® Notification Server), an easily extensible, modular foundation that can provide basic hardware management or more advanced functions such as asset and security management. Dell Management Console helps reduce or eliminate manual processes — so less time and money is spent keeping the lights on and more time can be spent on strategic uses of technology.



High End Server — Dell PowerEdge R710

Server — High End Offered:

● Dual Intel Xeon X5680 3.33Ghz w/12M Cache, Turbo, HT, 1333Hz Max Memory

PowerEdge R710, Dual Intel Xeon X5680, 3.33Ghz, 12M cache, Turbo, HT, 1333MHz Max Ram

● 96 GB 1333Ghz Dual Ranked RAM 96GB (12x8GB), 1333MHz Dual Ranked LV RDIMMs for 2 Procs

● 2U Rack-mount chassis with rails 2U Rack-mount with Ready Rails & Cable Management Arm

● RAID 5 Raid 5 for H700 or PERC 6/I Controllers

● 6 - 450GB SCSI drives (15,000 RPM 6Gb hot swappable)

Six(6)-600GB 15K RPM SA SCSI 6Gbps 3.5” Hotplug

● Dual 2 Port Embedded GB Ethernet NIC with TOE (Broadcom preferred)

Two dual port embedded Broadcom® NetXtreme IITM 5709c Gigabit Ethernet NIC

● DVD ROM DVD ROM, SATA

● No mouse No Mouse

● No keyboard No Keyboard

● No monitor No Monitor

● Maintenance - 4 hour 7x24 On Site Service with Emergency Dispatch – Minimum 3 years

Mission Critical, 4-Hour 7x24 On-Site Service with Emergency Dispatch, 3-years.

● 4 available PCIe slot Riser with Two(2) PCIe x8, Two(2) PCIe x4



Overview and Features Dell next-generation Intel® Xeon® processor-based 2U Rack Server.

● Enhanced memory capacity and I/O (input/output)

● Great virtualization and database performance

● Lifecycle Controller for advanced systems management

Purposeful, Customer-Inspired Design

The next generation Dell PowerEdge™ R710 is customer-inspired. By listening and focusing on the details, Dell has delivered on your inspiration with simplicity of operation and innovative features. The PowerEdge R710 takes advantage of Dell’s system commonality. When IT managers learn one system, they have learned the logic required to manage Dell’s next generation servers. The logical layout of components and power supply placement delivers a simple, straightforward installation and simplified redeployment in the future. In addition, Dell’s latest PowerEdge servers provide a graphical and interactive LCD for system health monitoring, alerting and control of basic management configuration right in the front of the server. Customers have an AC power meter and ambient temperature thermometer built into the server, which they can monitor on this display without any software tools.



Increased Virtualization Performance

The PowerEdge R710 is designed with 125 percent more memory capacity and more integrated I/O than the previous generation PowerEdge 2950 III. This increased capacity is crucial for virtualization performance and scalability. The R710 allows for quick virtualization deployment with embedded hypervisors from leading vendors using a secure digital (SD) card or internal USB.

Intel® VT FlexMigration integrates multiple generations of Intel Xeon processor-based servers, improving flexibility and investment protection.

New Double Data Rate 3 (DDR3) memory offers higher bandwidth and lower power consumption than previous FBD or Double Data Rate (DDR2)

technologies. Increased memory slots allow you to use smaller, less expensive dual in-line memory modules (DIMMs) to meet computing needs and balance cost.

Simplified Systems Management

The next generation Dell OpenManage™ suite offers enhanced operations and standards-based commands designed to integrate with existing systems for effective control.

Lifecycle Controller is the engine for advanced systems management integrated on the server. Lifecycle Controller simplifies administrator tasks to perform a complete set of provisioning functions such as system deployment, system updates, hardware configuration and diagnostics from a single intuitive interface called Unified Server Configurator (USC) in a pre-OS environment. This eliminates the need to use and maintain multiple pieces of disparate CD/DVD media.

The new Dell Management Console (DMC), powered by Altiris from Symantec, delivers a single view and a common data source into the entire infrastructure. Dell Management Console is built on the Symantec™ Management Platform (formerly Altiris® Notification Server), an easily extensible, modular foundation that can provide basic hardware management or more advanced functions such as asset and security management.

Dell Management Console helps reduce or eliminate manual processes so less time and money are spent keeping the lights on and more time can be spent on strategic uses of technology. The Dell Unified Server Configurator delivers a single access point for secure, efficient and user-friendly infrastructure management. Embedded and integrated into the system, it provides:

● Quick and consistent access

● Excellent flexibility

● Advanced capabilities



With built-in driver installations, firmware updates, and hardware configuration and diagnostics, the USC tool is a one-stop shop for OS deployment.

Energy-Efficient Design

The PowerEdge R710 features Energy Smart™ technologies that are designed to reduce power consumption while increasing performance capacity. Energy efficient design features include efficient power supply units right-sized for system requirements, innovative system-level design efficiency, policy-driven power and thermal management and highly efficient standards-based Energy Smart components. All these elements are designed to increase energy efficiency across our latest core data center servers while delivering the performance your business requires.

Tests by Dell engineers have shown that the processors in the comparable HP DL380 can run 17% hotter than the PowerEdge R710 due to lower airflow, far exceeding Intel design specifications at any room temperature.

Tab 3 — Hardware Pricing



Please provide the pricing basis for, low end and high end units, specifications as above.

A Low End Desktop (as specified in Item 1.a.) $ ______ each

B High End Desktop (as specified in Item 1.b.) $ ______ each

C Low End Laptop (as specified in Item 1.c.) $ ______ each

D High End Laptop (as specified in Item 1.d.) $ ______ each

E Low End Server (as specified in Item 1.e.) $ ______ each

F High End Server (as specified in Item 1.f.) $ ______ each

G Pricing if any alternative PCs are offered, (provide full detail) $ ______ each

Dell Response

Please refer to the Dell completed pricing table and quotations included immediately following.

Dell Hardware Pricing Table

Item Unit Price (Each)

A Low End Desktop (as specified in Item 1.a.) $719.00

B High End Desktop (as specified in Item 1.b.) $1,099.00

C Low End Laptop (as specified in Item 1.c.) $879.00

D High End Laptop (as specified in Item 1.d.) $1,149.00

E Low End Server (as specified in Item 1.e.) $4,269.00

F High End Server (as specified in Item 1.f.) $10,925.00

G Pricing if any alternative PCs are offered, (provide full detail) Please Refer to Tab 5 – DOL

Table



Dell Quotations Low End Desktop — Dell Quotation No. 600527077

TOTAL QUOTE AMOUNT: $719.00

Product Subtotal: $719.00

Shipping & Handling: $0.00 Shipping Method: Ground Total Number of System Groups: 1

GROUP: 1 QUANTITY: 1 SYSTEM PRICE: $719.00 GROUP TOTAL: $719.00 Base Unit: OptiPlex 390 Minitower Standard PSU (225-1350)Processor: Core i5-2400, 3.1GHz, 6M, VT-x, 95W, Optiplex 390 (317-7541) Memory: 2GB,Non-ECC,1333MHz DDR3,1X2GB,Dell OptiPlex 390 (317-7545)Keyboard: Dell USB Entry Keyboard, No Hot Keys, English, OptiPlex (331-2024)

Monitor: Dell 19 inch Flat Panel Display,E1911,Black,OptiPlex,Precision, Latitude (320-1762)

Video Card: 512MB AMD RADEON HD 6350 Graphics Dual DVI, FH,OptiPlex 990 (320-1860)

Hard Drive: 250GB SATA 3.0Gb/s and 8MB Data Burst Cache,Dell OptiPlex 390 (342-3283)

Operating System: Windows 7 Home Premium,No Media, 32-bit, Optiplex, English (421-5395)Operating System: Windows 7 Label, OptiPlex, Fixed Precision, Vostro Desktop (330-6228)

Operating System: Dell Client System Update (Updates latest Dell Recommended BIOS, Drivers, Firmware and Apps),OptiPlex (421-5334)

Mouse: Dell MS111 USB Optical Mouse,OptiPlex and Fixed Precision (330-9458)

CD-ROM or DVD-ROM Drive: 16X DVD+/-RW SATA,Data Only,Dell OptiPlex Desktop or Minitower,Black (318-0546)

CD-ROM or DVD-ROM Drive: Roxio Creator Starter,No Media,Dell OptiPlex, Latitude and Precision Workstation (421-4539)

CD-ROM or DVD-ROM Drive: Cyberlink Power DVD 9.5,No Media, Dell OptiPlex, Latitude and Precision Workstation (421-4370)

Sound Card: Heat Sink, Performance, Dell OptiPlex 390 Minitower (331-3051)

Speakers: Dell AX510PA black Stereo Speaker Bar Flat Panel DisplayDell Optiplex/Precision (313-6742)

Cable: Enable Low Power Mode for EUP Compliance,Dell OptiPlex (330-7422)Cable: OptiPlex 390 Minitower Standard Power Supply (331-3053) Cable: Regulatory Label,Dell OptiPlex 390 Minitower (331-3431) Documentation Diskette: Power Cord,125V,2M,C13,Dell OptiPlex (330-1711)Documentation Diskette: Documentation,English and French,Dell OptiPlex (331-2030) Bundled Software: No Productivity Software,Dell OptiPlex,Precision and Latitude (421-3872)

Factory Installed Software: Dell Energy Smart Power Management Settings Enabled,This Item is Not EStar Qualified,OptiPlex (330-4817)

Feature No Resource DVD for Dell Optiplex, Latitude, Precision (313-3673)

Service: Basic Hardware Service: Next Business Day Limited Onsite Service After Remote Diagnosis 2 Year Extended (953-4162)

Service: Basic Hardware Service: Next Business Day Limited Onsite Service After Remote Diagnosis Initial Year (956-3780)

Service: Dell Limited Hardware Warranty Plus Service Extended Year(s) (936-3268)Service: Dell Limited Hardware Warranty Plus Service Initial Year (932-1807)Misc: No Quick Reference Guide,Dell OptiPlex (310-9444)Misc: Shipping Material for System,Minitower,Dell OptiPlex (331-1268)



High End Desktop — Dell Quotation No. 600530543

TOTAL QUOTE AMOUNT: $1,099.00 Product Subtotal: $1,099.00


GROUP: 1 QUANTITY: 1 SYSTEM PRICE: $1,099.00 GROUP TOTAL: $1,099.00 Base Unit: OptiPlex 790 Minitower Base,Standard PSU (225-0781) Processor: Opti 790,CORE i7 2600 Processor (3.4GHz, 8M) (317-6642) Memory: 8GB,Non-ECC,1333MHz DDR3,2x4GB,Dell OptiPlex 990 (317-6782) Keyboard: Dell USB Entry Keyboard, No Hot Keys, English, OptiPlex (331-2024)

Monitor: Dell 20 Inch Flat Panel Display,E2011H,OptiPlex,Precision, Latitude (320-9320)

Video Card: 512MB AMD RADEON HD 6350 Graphics Dual DVI, FH,OptiPlex 790 (320-2221)

Hard Drive: 500GB SATA 6.0Gb/s and 16MB Data Burst Cache,Dell OptiPlex 790 (342-2494)

Operating System: Windows 7 Home Premium,No Media, 64-bit, Optiplex, English (421-5549)Operating System: Windows 7 Label, OptiPlex, Fixed Precision, Vostro Desktop (330-6228)

Operating System: Dell Client System Update (Updates latest Dell Recommended BIOS, Drivers, Firmware and Apps),OptiPlex (421-5334)

Mouse: Dell MS111 USB Optical Mouse,OptiPlex and Fixed Precision (330-9458)NIC: No Out-of-Band Systems Management, Dell OptiPlex 790 (331-2682)

CD-ROM or DVD-ROM Drive: 16X DVD+/-RW SATA,Data Only,Dell OptiPlex 790 Desktop or Minitower,Black (318-0623)

CD-ROM or DVD-ROM Drive: Roxio Creator Starter,No Media,Dell OptiPlex, Latitude and Precision Workstation (421-4539)


Sound Card: Heat Sink, Performance, Dell OptiPlex 790 Minitower (331-2023)

Speakers: Dell AX510PA black Stereo Speaker Bar Flat Panel DisplayDell Optiplex/Precision (313-6742)

Cable: Enable Low Power Mode for EUP Compliance,Dell OptiPlex (330-7422)Cable: Dell Data Protection Access,OptiPlex (421-5078)Cable: OptiPlex 790 Minitower Standard Power Supply (318-0874) Cable: Regulatory Label,Dell OptiPlex 790 Minitower (331-2689) Documentation Diskette: Power Cord,125V,2M,C13,Dell OptiPlex (330-1711)Documentation Diskette: Documentation,English and French,Dell OptiPlex (331-2030) Bundled Software: No Productivity Software,Dell OptiPlex,Precision and Latitude (421-3872)

Factory Installed Software: Dell Energy Smart Power Management Settings Enabled,This Item is Not EStar Qualified,OptiPlex (330-4817)

Feature No Resource DVD for Dell Optiplex, Latitude, Precision (313-3673)



Service: Dell Limited Hardware Warranty Plus Service Extended Year(s) (935-2478)Service: Dell Limited Hardware Warranty Plus Service Initial Year (929-6637)

Misc: Dell 20 Inch Flat Panel Display,E2011H,OptiPlex,Precision, Latitude (320-9320)

Misc: No Quick Reference Guide,Dell OptiPlex (310-9444)Misc: Shipping Material for System,Minitower,Dell OptiPlex (331-1268)



Low End Laptop — Dell Quotation No. 600531672

TOTAL QUOTE AMOUNT: $879.00 Product Subtotal: $879.00


GROUP: 1

QUANTITY: 1 SYSTEM PRICE: $851.00 GROUP TOTAL: $851.00

Base Unit: Dell Latitude E5420 (225-0496)Processor: Intel Core i3-2310M, 2.10GHz, 3MB Cache, Dell Latitude E5420 (317-6792)Processor: Intel Core i3 Processor (331-2349)Memory: 2.0GB, DDR3-1333MHz SDRAM, 1 DIMM, Dell Latitude (317-6236) Keyboard: Internal English Keyboard, Dell Latitude E (331-1280)Keyboard: Tech Setup Guide, English, Dell Latitude E5X20 (331-1369) Keyboard: Cable for Internal Keyboard, Dell Latitude E5420 (331-1283)

Keyboard: Documentation (English/French), Dell Latitude E-Family/Mobile Precision (331-2169)

Video Card: PC Card, Dell Latitude E5420 (318-0666)Hard Drive: 250GB Hard Drive, 5400RPM, Dell Latitude E (342-2382) Hard Drive Controller: Dell Touchpad with Anti-microbial protection, Dell Latitude E5420 (331-1292)Floppy Disk Drive: 14.0 in HD(1366x768) Anti-Glare LED-backlit, Dell Latitude E5420 (320-1927)Floppy Disk Drive: LCD Cover, Dell Latitude E5420 (318-0378)

Operating System: Genuine Windows 7 Home Premium, 32-bit, No Media, Latitude, English (421-8023)

Operating System: Genuine Windows 7 Label, Latitude, Vostro, Mobile Precision Notebooks (330-6322)

Modem: No Modem for Latitude E-Family (313-9606)TBU: 65W 3-Pin, AC Adapter for Latitude (331-0753)TBU: US - 3 foot Flat Power Cord, Dell Latitude (330-4016)TBU: Regulatory Label, Dell Latitude E5420 (331-1990)


CD-ROM or DVD-ROM Drive: Roxio Creator Starter,No Media,OptiPlex, Latitude, Precision Workstation (421-4539)

CD-ROM or DVD-ROM Drive: 8X DVD+/-RW Bezel, Dell Latitude E5X20 (318-0403)CD-ROM or DVD-ROM Drive: 8X DVD+/-RW, Dell Latitude E (318-0373)Sound Card: No Camera, with single digital microphone, Dell Latitude E5420 (318-0376)Processor Cable: Dell WLAN 1501 (802.11b/g/n) 1/2 MiniCard, Dell Latitude E (430-3973) Bundled Software: No Productivity Software,Dell OptiPlex,Precision and Latitude (421-3872)Feature 6-Cell (60WH) Primary Lithium Ion Battery for Latitude (312-1151)



Service: Dell Limited Hardware Warranty Plus Service Extended Year(s) (934-7178)Service: Dell Limited Hardware Warranty Plus Service Initial Year (929-0417) Support: Accidental Damage Service, 3 Year (937-7342)Support: Info, Complete Care (988-7689)Misc: Energy Star Enabled/E-PEAT/Gold, Latitude E5420 (331-1434)

SOFTWARE & ACCESSORIESProduct Quantity Unit Price Total

Dell Professional Lite 14in Business Case, Customer Kit (318-1413) 1 $28.00 $28.00

Number of S & A Items: 1 S&A Total Amount: $28.00



High End Laptop — Dell Quotation No. 600532661

TOTAL QUOTE AMOUNT: $1,149.00 Product Subtotal: $1,149.00


GROUP: 1 QUANTITY: 1 SYSTEM PRICE: $1,117.00 GROUP TOTAL: $1,117.00 Base Unit: Dell Latitude E6520 (225-0376)Processor: Intel Core i5-2540M, 2.60GHz, 3MB Cache, Dell Latitude E6X20 (317-5995)Memory: 4.0GB, DDR3-1333MHz SDRAM, 2 DIMM, Dell Latitude (317-6239) Keyboard: Internal English Keyboard, Dell Latitude E (331-1233)

Keyboard: Documentation (English/French), Dell Latitude E-Family/Mobile Precision (331-2169)

Keyboard: Tech Setup Guide, English, Dell Latitude E6X20 (331-1207)

Video Card: nVidia NVS 4200M 512MB DDR3 Discrete Graphics, Dell Latitude E6520 (320-2083)

Hard Drive: 250GB Hard Drive, 5400RPM, Dell Latitude E (342-2382)

Hard Drive Controller: NO Internal Fingerprint Reader and NO contactless smartcard reader, Dell Latitude E6520 (331-1246)

Floppy Disk Drive: 15.6 in HD(1366x768) Anti-Glare LED-backlit, Dell Latitude E6520 (320-1909)Floppy Disk Drive: LCD HD Cover, Dell Latitude E6520 (318-0332)

Operating System: Genuine Windows 7 Home Premium, 32-bit, No Media, Latitude, English (421-8023)

Operating System: Genuine Windows 7 Label, Latitude, Vostro, Mobile Precision Notebooks (330-6322)

Modem: No Modem, Dell Latitude E (331-1221)TBU: 90W 3-Pin, AC Adapter, Dell Latitude E (331-1719)TBU: US - 3 foot Flat Power Cord, Dell Latitude (330-4016)CD-ROM or DVD-ROM Drive: 8X DVD+/-RW, Dell Latitude E (318-0330)CD-ROM or DVD-ROM Drive: 8X DVD+/-RW Bezel, Dell Latitude E6320/E6420/E6520/ATG (318-0466)


CD-ROM or DVD-ROM Drive: Roxio Creator Starter,No Media,OptiPlex, Latitude, Precision Workstation (421-4539)

Sound Card: No Camera, with single digital microphone, Dell Latitude E6520 (318-0342)Processor Cable: Dell WLAN 1501 (802.11b/g/n) 1/2 MiniCard, Dell Latitude E (430-3973)

Documentation Diskette: No Intel vPro Technology Advanced Management Features, Dell Latitude E6520 (331-1543)

Bundled Software: No Productivity Software,Dell OptiPlex,Precision and Latitude (421-3872)Feature 6-Cell (60WH) Primary Lithium Ion Battery for Latitude (312-1151)



Service: Dell Limited Hardware Warranty Plus Service Extended Year(s) (934-7888)Service: Dell Limited Hardware Warranty Plus Service Initial Year (929-1137) Support: Accidental Damage Service, 3 Year (937-8422)Support: Info, Complete Care (988-7689)

Misc: Energy Star Enabled/E-PEAT/Gold, Latitude E6520 (331-1245) Intel Core i5 Processor (331-1633)

SOFTWARE & ACCESSORIESProduct Quantity Unit Price Total

Dell Professional Lite 16in Business Case, Customer Kit (318-1411) 1 $32.00 $32.00

Number of S & A Items: 1 S&A Total Amount: $32.00



Low End Server — Dell Quotation No. 600532944

TOTAL QUOTE AMOUNT: $4,269.00

Product Subtotal: $4,269.00


GROUP: 1 QUANTITY: 1 SYSTEM PRICE: $4,269.00 GROUP TOTAL: $4,269.00

Base Unit: PE R610 with Chassis for Up to Six 2.5-Inch Hard Drives and Intel 56XX Processors (224-8479)

Processor: PowerEdge R610 Shipping (330-4122)

Memory: 12GB Memory (6x2GB), 1333MHz Single Ranked LV RDIMMs for 2 Procs, Optimized (317-7331)

Monitor: Embedded Broadcom, GB Ethernet NICS with TOE and ISCSI Offload Enabled (430-2970)

Monitor: Embedded Broadcom, GB Ethernet NICS with TOE (430-1764)

Video Card: Intel XeonE5620 2.4Ghz, 12M Cache,Turbo, HT, 1066MHz Max Mem (317-4112)

Video Memory: Intel Xeon E5620 2.4Ghz, 12M Cache,Turbo, HT, 1066MHz Max Mem (317-4124)

Video Memory: PowerEdge R610 Heat Sinks for 2 Processors (317-0211) Hard Drive: 146GB 10K RPM SA SCSI 6Gbps 2.5in Hotplug Hard Drive (342-2014)Hard Drive Controller: PERC H200 Integrated RAID Controller (342-0663)Floppy Disk Drive: Power Saving BIOS Setting (330-3491)Operating System: No Operating System (420-6320)Modem: iDRAC6 Express (467-8649)CD-ROM or DVD-ROM Drive: DVD ROM, SATA, INTERNAL (313-9092)Sound Card: Bezel (313-7534)Documentation Diskette: Electronic System Documentation and OpenManage DVD Kit (330-3523)Additional Storage Products: 146GB 10K RPM SA SCSI 6Gbps 2.5in Hotplug Hard Drive (342-2014)Feature RAID 1 for H700, PERC 6/i, H200 or SAS 6/iR Controllers (341-8755)Feature ReadyRails Sliding Rails With CableManagement Arm (330-3520) Service: Dell Hardware Limited Warranty Plus On Site Service Initial Year (993-9457)Service: Dell Hardware Limited Warranty Extended Year (993-9458)

Service: Mission Critical Package: 4-Hour 7x24 On-Site Service with Emergency Dispatch, Initial Year (993-3670)

Service: Mission Critical Package: 4-Hour 7x24 On-Site Service with Emergency Dispatch, 2 Year Extended (992-9972)

Service: ProSupport : 7x24 HW / SW Tech Support and Assistance , 3 Year (993-0162)

Service: MISSION CRITICAL PACKAGE: Enhanced Services, 3 Year (993-9408)

Service: Thank you choosing Dell ProSupport. For tech support, visit http://support.dell.com/ProSupport or call 1-800-9 (989-3439)

Installation: On-Site Installation Declined (900-9997)Misc: High Output Power Supply Redundant, 717W (330-3518)

Misc: Power Cord, NEMA 5-15P to C13, 15 amp, wall plug, 10 feet / 3 meter (310-8509)




High End Server — Dell Quotation No. 600533270

TOTAL QUOTE AMOUNT: $10,925.00

Product Subtotal: $10,925.00


GROUP: 1 QUANTITY: 1 SYSTEM PRICE: $10,925.00 GROUP TOTAL: $10,925.00 Base Unit: PE R710 with Chassis for Up to 6, 3.5-Inch Hard Drives (224-8462) Processor: PowerEdge R710 Shipping (330-4124)

Memory: 96GB Memory (12x8GB), 1333MHz Dual Ranked LV RDIMMs for 2 Procs, Optimized (317-5311)

Monitor: Embedded Broadcom, GB Ethernet NICS with TOE and ISCSI Offload Enabled (430-2970)

Monitor: Embedded Broadcom, GB Ethernet NICS with TOE (430-1764)

Video Card: Intel Xeon X5680, 3.33Ghz, 12M Cache,Turbo, HT, 1333MHz Max Mem (317-4104)

Video Memory: Intel Xeon X5680, 3.33Ghz, 12M Cache,Turbo, HT, 1333MHz Max Mem (317-4116)

Video Memory: PowerEdge R710 Heat Sinks for 2 Processors (317-1213) Hard Drive: 600GB 15K RPM SA SCSI 6Gbps 3.5in Hotplug Hard Drive (342-2056)Hard Drive Controller: PERC H700 Integrated RAID Controller, 512MB Cache, x6 (342-0649)Floppy Disk Drive: Power Saving BIOS Setting (330-3491)Operating System: No Operating System (420-6320)Modem: iDRAC6 Express (467-8649)CD-ROM or DVD-ROM Drive: DVD ROM, SATA, INTERNAL (313-9092)Sound Card: Bezel (313-7517)Speakers: Riser with 2 PCIe x8 + 2 PCIe x4 Slot (320-7886)Documentation Diskette: Electronic System Documentation and OpenManage DVD Kit (330-3485)Additional Storage Products: 600GB 15K RPM SA SCSI 6Gbps 3.5in Hotplug Hard Drive (342-2056)Feature RAID 5 for H700 or PERC 6/i Controllers (341-8700)Feature ReadyRails Sliding Rails With CableManagement Arm (330-3477)

Service: Thank you choosing Dell ProSupport. For tech support, visit http://support.dell.com/ProSupport or call 1-800-9 (989-3439)

Service: Mission Critical Package: 4-Hour 7x24 On-Site Service with Emergency Dispatch, 2 Year Extended (992-8162)

Service: ProSupport : 7x24 HW / SW Tech Support and Assistance , 3 Year (992-8352)

Service: Mission Critical Package: 4-Hour 7x24 On-Site Service with Emergency Dispatch, Initial Year (993-2200)

Service: Dell Hardware Limited Warranty Plus On Site Service Initial Year (993-8447)Service: Dell Hardware Limited Warranty Extended Year (993-8458) Service: MISSION CRITICAL PACKAGE: Enhanced Services, 3 Year (993-8518)Installation: On-Site Installation Declined (900-9997)Misc: High Output Power Supply Redundant, 870W (330-3475)



Misc: 600GB 15K RPM SA SCSI 6Gbps 3.5in Hotplug Hard Drive (342-2056)Misc: 600GB 15K RPM SA SCSI 6Gbps 3.5in Hotplug Hard Drive (342-2056)Misc: 600GB 15K RPM SA SCSI 6Gbps 3.5in Hotplug Hard Drive (342-2056)Misc: 600GB 15K RPM SA SCSI 6Gbps 3.5in Hotplug Hard Drive (342-2056)

Tab 4 — Future Configuration Pricing/Pricing Formula



A verifiable pricing formula must be included with response. This formula will provide a method of determining the price of future configurations. Failure to include a verifiable pricing formula will cause your response to be declared in noncompliance and be cause for rejection of the response in its entirety. Formula must be based on a verifiable standard such as National Education list price less discount.

Dell Response

Dell’s pricing strategy to Valencia and the Florida Community College system of schools is based upon the following pricing methodologies.

1 — Fixed Price Point Configuration Bundles Fixed Price Bundles

Dell is guaranteeing a fixed price point for the six (6) fixed configuration bundles as defined by Valencia.

● Dell is committed to keeping the pricing fixed on the bundles throughout the life of the contract.

● The stated fixed price points will remain in place when new products are launched, as result of technology enhancements.

● Any upgrades chosen on the six (6) fixed price bundles will be at a DOL (Discount off List price) of either 23.00% or 26.00%.

o DOL is 23.00% for purchases that are faxed, emailed, or mailed to Dell.

o DOL is 26.00%, an additional savings of 3.00%, will be offered to any customer that purchases online via their Dell Premier Page and/or via B2B.

● Warranty/Support included with the base warranty is non-discountable.

Retail Price/Discount Formula

Prices may be verified via a Valencia College Dell Premier.Com online store or at Dell’s U.S. Retail Price list located here:

http://ftpbox.us.dell.com/slg/weekly/dellpricereport.pdf

2 — Fixed Price Point Services A — Global Infrastructure Consulting Services

Dell is providing Valencia fixed price point service denomination SKUs that can be used for the purpose of quoting and selling Dell Global Infrastructure Consulting Services (GICS). In Tab 5 — Other Peripheral HW / Consulting Services, Dell is providing Valencia a table of these denomination SKU prices that can be used to enable pricing a range of professional services from consulting to migration services. Dell has provided an overview of our service capabilities in Tab 5 as well. The purpose of denomination SKUs, instead of specific service engagement SKUs, is to enable specific custom engagements to be properly scoped with each College and then properly priced and quoted with authorized, repeatable part numbers.

B — Managed Deployment / Installation Services

Dell is providing Valencia fixed price point managed deployment pricing for a range of installation, imaging and deployment service options. Please refer to Tab 7 and Tab 8 of this response for Dell’s proposed managed deployment pricing options.



3 — Minimum Fixed Discount off List for Future Purchases from Dell Catalog For all other products, services and future configurations, Dell will assign a specific DOL % based upon Dell Product Category according to the Proposed Discount Table located in Tab 5 — Other Peripheral HW / Consulting Services of this response.

Please note that any other configurations, options or accessories not specifically quoted under the Fixed Price Point Bundles or their replacements based on technology changes, are subject the catalog discounts proposed in Dell’s Proposed Discount Table located in Tab 5 — Other Peripheral HW / Consulting Services. The discounts in this table will apply unless negotiated by mutual consent between Dell and Valencia (Community College system of schools.)

Dell reserves the right to provide Valencia (the College) special pricing on any given opportunity that may exceed the minimum discounts offered. Dell’s ability to special price and provide the greatest value to Valencia will depend on volume commitment, standardization practice, online purchasing practices, delivery requirements and other related factors.

4 — Dell Financial Services (DFS) Lease Pricing Dell is providing Valencia Lease Finance options for the products and services proposed herein. Please refer to Tab 10 of this response for Dell Financial Services’ Lease response.

Changes in Technology / Managing Product Transitions Product Transition Management

Dell provides services to help customers manage product transitions in a controlled manner.

Underpinning these services is our approach to product stability and consistency. Dell’s product lines only incorporate changes or advancement when these are relevant to our customers’ needs – for example, when new technology offers an accepted business benefit with minimal impact on cost.

Recognizing the impact of unplanned changes, mainstream Dell OptiPlex desktops and Latitude notebooks have a minimum life cycle of 15 months, and often exceed this goal. Dell is also able to offer a 60 to 90 day transition between product generations.

Our free-of-charge ImageWatch service helps customers to assess the impact of upcoming changes to OptiPlex desktops, Latitude notebooks, Precision workstations, PowerEdge servers, PowerVault storage systems and PowerConnect networking products. It does so by providing a six-month rolling view of hardware, peripheral and software changes in a configurable, web-based application.

The simple A to E change classification system that ImageWatch uses will enable Valencia to quickly and easily assess the impact of any forthcoming changes.



Figure 1: ImageWatch Classification Manage product transitions effectively and minimize disruption for users

This free service is accessed through Dell’s Premier Page e-procurement and order tracking service. You can choose to receive proactive electronic notification for all relevant changes to configurations, peripherals, software, BIOS and drivers – allowing you to plan for and implement changes effectively.

You can also choose to receive proactive alerts on specific configurations via e-mail, by requesting them on your Premier Page web site.

Effective Technology Management

ImageWatch provides advance information on new products, transition periods and End-of-Life timescales, enabling you to make more informed purchase and support decisions. This will allow you to plan upcoming technology and product transitions and to manage images more efficiently. You can customize ImageWatch to monitor product lines, products or even standard configurations that have been agreed to meet your specific requirements.

To receive the service, you will be required to sign (or already have in place) a Standard Non-Disclosure Agreement. You will also need to sign an online ‘Super NDA’ each time you access the ImageWatch site.

Non-Disclosure Agreement (NDA)

The Dell Non-Disclosure Agreement governs how the parties will treat information supplied by the other party with regard to a particular project under discussion. The agreement governs (amongst other things) what will be classed as confidential information; how it will be treated; who has access to it; and how it can be used.

Dell believes in leading the transition to relevant new technologies that enhance the lifetime value of the system. New technologies are introduced to market every day within this industry. Some of them are long-term technologies, while others are short-term in the marketplace. Dell's role as a systems supplier is to distinguish between the two and to provide solutions with long lifetimes. Dell's transition to new and evolving technology—such as Intel’s Pentium line of processors, Windows 7, and others—exemplifies Dell's commitment to maximizing product lifetimes while maintaining superior quality.

Dell manages technology transitions for Valencia to ensure that their systems will provide a low total cost of ownership.

Tab 5 — Other Peripheral HW / Consulting Services



Describe the methodology for offering other peripheral equipment and price determination (i.e., access to suppliers catalog at some percentage off list price) or similar method. Also include pricing structure for consulting services (i.e. security assessment, infrastructure upgrades, Microsoft AD and Exchange, Banner, PeopleSoft, etc.)

Dell Response

Dell Catalog Discount Pricing Methodology Discount Off List, or what Dell refers to as Purchase Agreement discounts, is Dell’s pricing methodology for product configurations outside the agreed-upon standard configuration bundles. This pricing offers pre-determined percentage discounts off Dell catalog published list prices. Keep in mind this discount is off of list prices, which are already typically significantly lower than our competitors. Since this discount is off of non-standard configurations, this discount does not change as the customer’s size and purchasing power grows. Rather, we will work with Valencia (the College) to establish new standard configurations when the need arises.

Dell Discount Schedule (% discount off local list pricing) — A Discount Schedule defines the % off list pricing that the customer will receive. In general, these discounts are established on a regional basis and are set forth in Dell’s Volume Purchase Agreement (VPA) and based off Dell’s categories. Catalog discount pricing based on Dell categories offers the greatest savings and value to our customers because some general product categories (servers, desktops, laptops) fall into multiple Dell categories.

Dell maintains a Retail Price list online located at: http://ftpbox.us.dell.com/slg/weekly/dellpricereport.pdf

The Price List is updated monthly, is available for download from this site in lieu of hard copy distribution, and excludes promotional offers. Systems configured and discounted by your Dell’s Sales Representatives or through on-line state stores and Premier Pages, are based upon then-current retail pricing and exclude promotional offers. Changes to retail prices generally take effect immediately, allowing us to provide price decreases and to introduce new products without waiting for a formal price list to be updated. Product Classifications and Categories may be changed by Dell without notice.

Proposed Discount Table For general purchases, Dell is offering minimum fixed discounts as identified in the following table. Please note that these discounts will be based upon then-current retail pricing. Dell reserves the right to change retail prices, and therefore discounted prices, without notice. Standard shipping and handling is waived, however applicable tax or express/custom delivery charges will be added at the time of order.

Dell Product Category Dell Product Category Classifications Discount

A

PowerEdge Departmental Servers, PowerVault Storage Products, Fixed Workstations, Mobile Workstations, Selected OptiPlex Desktops, Selected Latitude Notebooks, Selected Compellent, Customer Kits

10.5%

F Toner 0.0%



H Value: Latitude, OptiPlex, Workstation; Future Products to be Determined.

5.0%

K S&P – Commodity 1.0%

L Software/Non-stocked: Selected Application Software, Non-stock Peripherals and Accessories 1.0%

M Third Party Software and Peripherals – Mainstream 5.0%

O

Selected Service on Poweredge Departmental Servers; Selected Dell Pro-Support Services; Directline Service;

Selected 4-Hr On-Site; Business Care Plus On-Site Service (all years)

14.00%

S

Selected Promotional Offers; Inspiron; Selected Latitude; Selected Power Edge; SC PowerEdge; Power Connect; EqualLogic; Compellent; Dell/EMC; Imaging;

Vostro Notebooks; XPS Notebooks

3.0%

T NBD Service Parts Contracts (extended yrs 3,4) 1.0%

U Spare Parts 0.0%

V Peripherals and Accessories with Discounts that Vary Based upon the System on Which the Item is Installed.

Same discount as

system W Selected Dimension Desktops 3.0%

X S&P Specific - Non-discountable Products 0.0%

Z Selected Dimensions; Other Non-discountable Services 0.0%

Pricing Notes: 1. While the discounts detailed in the proposed tables are guaranteed minimum discounts for the

term of the contract period, Dell reserves the right to negotiate on any given opportunity special pricing with Valencia that may exceed the minimum discounts offered. Dell’s ability to offer special pricing to Valencia will depend on volume commitment, standardization practice, online purchasing practices, delivery requirements and other related factors. Dell’s special pricing practice shall not in any way impact the discounts offered in the above tables on an ongoing basis unless otherwise agreed upon in writing between Dell and the Valencia.

2. Any product category not listed herein shall be deemed a non-discountable product or service offering and receive zero percent contractual discount. Additional discounting may be available on a case-by-case basis.

3. While Dell list prices may increase or decrease, the discount per category applied to those list prices will remain fixed over the life of the contract.



Dell Custom Infrastructure Consulting Services For the purpose of quoting and selling Dell Global Infrastructure Consulting Services (GICS), a table of denomination SKU prices has been provided. The purpose of denomination SKUs, instead of specific service engagement SKUs, is to enable specific custom engagements to be properly scoped with each College and then properly priced and quoted with authorized, repeatable part numbers.

Examples of GICS services include, but are not limited to: Active Directory Design/Implementation; Exchange Design/Implementation, Migration; vmWare Implementation; DR Design/Implementation; Unix/Linux Migrations; Sharepoint Design/Implementation; Security Assessments; Storage Design/Implementation; Backup Design/Implementation; KACE Implementation; Windows Migration Services.

Dell Denominational SKU Description

936-8799 GICS Credits — $1.00

936-8789 GICS Credits — $10.00

936-8779 GICS Credits — $100.00

936-9739 GICS Credits — $1,000.00

936-8769 GICS Credits — $10,000.00

Example of Service Denomination SKU Use:

If a project like an Exchange Migration is scoped, for a total price of $68,000, a custom Statement of Work (SOW) with price will be negotiated between the Dell Sales Solution Team and with the College. The College will then receive a SOW from the Dell Team and a quote using the GICS denominational SKUs. The denominations needed to pay for the Exchange Migration project are shown below:

Quantity Denominational SKU Total

6 936-8769 ($10,000.00 GICS Credit) $60,000.00

8 936-9739 ($1,000.00 GICS Credit) $8,000.00

TOTAL: $68,000.00



Dell Services Qualifications Dell Services Dell Services has implemented hundreds of thousands of successful solutions worldwide. A Dell Services solution provides for consistency, predictability, ease of reporting, status updates, and scaleable management of projects.

CIOs today are expected to play a critical role in moving their business forward. They are expected to enable business innovation and help create an advantage over competitors, all while reducing costs.

Most companies have 70% or more of their resources tied up in maintaining their infrastructure. Many CIOs are finding that their resources are not enough to get the job done. You need a way to shift resources away from maintenance so you can invest those resources into more strategic projects.

Dell has built an IT Services business model that is:

● Flexible – Our services allow you to be as agile as you need. You can make changes on the fly, easily turn services on or off, and pay for only what you need. Our services automatically stream the latest innovations directly to you without the need to renegotiate a new contract

● Accelerated – Dell services are simplified and deployments are quick and easy, whatever the size of the project. You can add seats without technology or investment restrictions, thus accelerating a return on your investment

● Cloud Optimized – Cloud optimized services allow you to manage more of your infrastructure with less people. They enable you to get up and running with fewer resources, and so free up people for more strategic work. By harnessing the power of the latest technology, Dell has created a services model that is the right balance of people and technology

Dell designs hardware with services in mind. We carry that through to our manufacturing environments, where we build to your unique specifications. We use the latest tools and technology to automate deployment. We have also made the right investments to build a services delivery platform that is truly unique.



Dell Global Services Dell offers a range of services that can be delivered globally:

● Managed Services – IT services can be delivered efficiently through the cloud. You have the ability to buy only what you need, avoiding complicated contracts and software

● Support Services – IT support tailored to you and your environment, not a one-size-fits-all model.

● Consulting Services - Automated discovery and well-defined engagements, not an “armies of consultants” approach

● Deployment Services - Connect you to the factory and streamline delivery and installation, avoiding complex, labor intensive deployments

Dell Services is dedicated to understanding our clients’ core business challenges and to developing strategies and solutions that help position them for success. Dell Services delivers business value to our clients through innovative technology solutions. We bring together skilled consultants and engineers to deliver best-of-breed talent to every client engagement. Dell Services utilizes proven methodology and project management expertise to understand our clients’ business objectives, their IT strategies, and design and deliver solutions which are flexible to adapt to current environments and structured to deliver desired results. Dell Services is based on the following principles:

● A Tradition of Delivering Business Value — Dell is renowned for delivering value to clients and Dell Services continues that unwavering focus on our clients. Understanding the complex nature of business today and the key role that technology plays in the success of overall business strategy. Dell Services brings deep solution development expertise in the areas of integrated applications and optimized infrastructure solutions designed to deliver end-to-end technology



services that optimize our customers IT infrastructure and improve organizational efficiencies, increase customer satisfaction, and strengthen partner relationships.

● Recognized Technology Excellence — Dell Services offers unsurpassed technology skills and powerful technology partnerships to help us meet the unique needs of our clients. We bring a unique combination of technical depth and business knowledge to all our engagements. Our key partnerships with Microsoft, Intel, EMC, and many other industry leaders gives us early access to breaking technologies that can give our clients a competitive edge. Dell makes it easy for businesses to receive the products, solutions, and results they need by relying on the knowledge and proven expertise of one company.

● Experience and Capability — Dell Services provides world-class, enterprise-wide solutions to help clients achieve their IT and business objectives. Due to the increasing challenges organizations are facing today, they must rely on professional services that have both business and technical skills and the ability to perform within real-life situations. Drawing from our proven methodology, industry best practices, and years of experience, Dell Services consultants work to understand business objectives, IT strategies, and design plans to ensure that each client is left with the desired result.

● Rapid Implementation — By developing a scaleable project plan and identifying and prioritizing the essential deliverables for going live, Dell Services provides a rational customer-centric and best practices approach to all implementations, deploying the best solution that meets our clients’ needs as quickly as possible. Leveraging our pre-defined methodology, we use techniques for cost control, timeline development, resource procurement, and risk management to a wide range of projects. By offering consistency, yet scaleable management of projects, Dell Services ensures that our clients’ systems will be up and running in the shortest time possible, creating a positive impact to their business.

● Partnership and Self-Sufficiency — Dell Services aims for knowledge transfer to our customer’s employees. We work with our customers to devise an approach that meets their knowledge transfer needs, ensuring the ability of the customer staff to work within the environment and prevent and resolve future problems after the engagement is completed.

Dell Services Consultants and Project Managers

Our most important offering is our people. Dell Services Consultants are not only experts; they also have the business and functional experience necessary to fully harness the power of the solution they are proposing. Project Management is the ownership of a solution from start to finish, until all customer expectations are met. Project management must be utilized to ensure accuracy, efficiency and client satisfaction throughout all stages of a project lifecycle.

A Dell Project Manager:

● Interviews the appropriate client resources and business unit owners to create an effective project plan and identifies project goals, schedules, challenges, and requirements

● Identifies and manages project team members

● Communicates project progress through status updates and/or management reports

● Manages scope and client expectations through a variety of communication and risk management vehicles

● Supervises and ensures proper hardware solution design, validation and deployment procedures

● Coordinates knowledge transfer to the customer’s IT staff as needed

● Provides closure to projects by ensuring client acceptance of deliverables

● Dell Services’ Project Management allows organizations to gain benefits, such as:

o Optimized planning and single point of ownership

o The ability to evaluate strategies in an effective manner

o Proper application of core methodologies, best business practices and tools

o Minimized disruptions to the business and end user productivity



o Timely access to the right resources

o Ability to deliver Return on Investment across the enterprise while minimizing costs by effectively monitoring timelines and resources.

The Dell Services Advantage

High quality service and support delivery has helped make Dell one of the most highly awarded service resources in the industry. Dell Services was designed to enable our clients to successfully optimize complex technology through planning, design, deployment, and support services. Our consulting and implementation services bring power to our clients’ businesses by enhancing productivity, reducing risk, and educating IT staff to operate effectively.

Because Dell has pioneered so many industry advances, it only made sense to offer our in-depth product knowledge and real-world expertise to assist businesses across a broad range of technology initiatives. As a result of leveraging Dell’s services, our clients have the competitive advantage of a more efficient infrastructure and enterprise, while maximizing their technology investment from day one.

Dell Services maintains a corporate focus by delivering solutions and customer satisfaction through our Dell Value Model, which provides:

● Real-world best practices and expertise

● Clear project-based ownership to deliver results

● Broad range of quality customer driven solutions

● Single point of contact

● A history of technical pioneering

Dell’s Project Management and Solution Delivery Model has been utilized in thousands of successful client solutions worldwide. The Dell model is followed by all project managers and it provides:

● Consistency

● Predictability

● Ease of Reporting and Status Updates

● Scalable Management of Projects



Dell Professional Service Capability Categories

Global Marketing

Dat

a C

ente

r

Data Center Planning and Management Strategy Capacity Planning & Performance Management Data Center Consolidation & Migration Operations

Business Continuity and Disaster Recovery Business Impact Analysis DR Planning and Architecture Implementation & Management

En

dU

ser

Client Application Management Rationalization Remediation Packaging Compatibility Testing

Client Mobility Solutions Wireless Networking

En

terp

rise

A

rch

itec

ture

Application Infrastructure Databases Enterprise Applications

Facilities Efficiency Capacity, Efficiency, Reliability Optimization Site Selection Design & Commissioning Energy Management

Platform Optimization and Virtualization Server Virtualization Platform Consolidation & Migration High Performance Computing Cluster (HPCC)

Data Management Storage Consolidation Storage Optimization Data Protection

Communications and Collaboration Email and Calendar Document Management and Collaboration Active Directory Federation

IT Strategy and Planning IT Simplification Cloud (Private and Public) IT Service Management

Networking Optimization, Performance Tuning, Capacity Planning

Security Vulnerability Testing Audit and Compliance Identity Management

Education and Training IT Professional Training and Certification End User Training

Dell IT Consulting Offer Portfolio

Confidential6









Tab 6 — Maint./Service T&Cs, Geographic Availability



Discuss in detail your company’s maintenance terms and conditions. Provide pricing for maintenance as follows:

8 hours/5 days per week: Included in base cost.

24 hours/5 days per week: $ per PC

24 hours/7 days per week: $ per PC

Depot Maintenance* (deduct cost from base price): ($ ) per PC

Emergency Service (response within 2 hours) $ per PC

a. Geographic: Describe supplier's ability to provide on-site maintenance for the entire State of Florida

b. Geographic - Describe supplier's ability to provide depot maintenance for the entire State of Florida.

c. Geographic - Describe supplier's ability to coordinate college provided in-house maintenance for the entire State of Florida.

d. Describe depot methodology.

Dell Response

Please refer to Dell’s Maintenance / Support Service pricing included in the following table.

Maintenance / Support Service Pricing

Maintenance Service Level Unit Price (per PC)

8 hours / 5 Days per week: N/A

Next Business Day, 12 hour / 5 days a week (7:00 AM to 7:00 PM) — Dell Basic Support Desktops and Laptops Included in base cost.

24 hour / 7 days a week, 4-Hour Response — Dell ProSupport Mission Critical for Dell Servers Included in base cost.

24 hours / 5 Days per week: N/A

24 hours / 7 Days per week: (For Desktops and Laptops) $60.00

Depot Maintenance* (Deduct Cost from base price) For OptiPlex Desktops — N/A

For Latitude Laptops: ($20.00)

Emergency Service (Response within 2 hours) N/A

Four Hour Response on Dell OptiPlex $140.00

Pricing Notes: *Prices displayed reflect the upgrade increase price from Dell’s three year, basic support price which is included in our basic support.



Response to Maintenance / Services Questions a. Geographic: Describe supplier's ability to provide on-site maintenance for the entire State of

Florida.

Dell Response

Dell confirms our capability of providing flexible maintenance, warranty and support services for the entire State of Florida. Dell’s on-site, depot and other support models are provided for under Dell’s ProSupport programs which are currently being leveraged by a number of Statewide agencies, school districts and higher education institutions across the U.S. Additionally, Dell is a current contract holder with the State of Florida Department of Management Services for the PC, Enterprise and IT Consulting Services Contract. These contracts require numerous levels of on-site service qualifications and coverage models ensuring that vendors have the ability to provide on-site support services to the entire State of Florida.

Dell Service Provider Program — Support Service Coverage Agility In order to provide timely and adequate on-site support services to Valencia and other Florida Community College schools, Dell maintains a number of strategic third-party service partners, each staffing client, enterprise, and network-certified personnel. After consulting with the customer, Dell then selects a service provider based on that customer’s needs and requirements. The Dell Service Provider model and a variable cost infrastructure is used to ensure that you are receiving the best return on your investment by only utilizing resources as needed. Service is one of Dell's core competencies, and leveraging Dell's Virtual Integration Model will help Valencia and other Florida Community College system of schools to realize significant savings. Dell is able to integrate only the right resources, at the right time, at the most advantageous cost.

Dell service technicians have an internal support staff with the following range of relevant industry certifications: A+, Network+, Microsoft Certified Professional (MCP), Microsoft Certified Systems Engineer, Red Hat Certified Engineer (RHCE), Certified Novell Engineer (CNE), Cisco Certified Network Associate (CCNA), EMC Proven Professional, etc. Technicians receive ongoing training based on industry updates from Dell’s suppliers, in addition to all Dell system launches/refreshes.

Field Technical Services Personnel Qualifications Responsible for on-site installation, implementation, maintenance, troubleshooting and repair of company and multi-vendor systems solutions which may include hardware, software and networking products as well as operating systems. Serves as company liaison with customer on administrative and technical matters. Interprets customers’ needs and clarifies if the responsibility for problem resolution falls to sales personnel, customer support reps, or engineers.

Specific Responsibilities

● Reviews, troubleshoots and approves operational quality of system equipment. ● Installs, maintains and optimizes hardware, software and networking products and

configurations at customer sites.

● Diagnoses and resolves product performance problems.

● Performs maintenance and repair services.

● Ensures customer satisfaction by advising customers on preventive maintenance and configurations which may impact product performance



Field Technical Services Analyst

● Serves as an entry point to develop both technical and customer skills to grow into broader and more challenging field services roles.

● Basic installation and maintenance of technical products. ● Follows predefined procedures and tasks in everyday activities. ● Work is regularly reviewed by a more senior level technical specialist. ● Escalates technical issues to more senior level technical specialist. ● Developing technical knowledge in a specific product. ● Performs troubleshooting, parts replacement, system upgrades, and basic

deployments.

Field Technical Services Senior Analyst

● Leads the installation and preservation of multiple products. ● Performs advanced troubleshooting techniques to address complex technical issues. ● Utilizes independent discretion and decision making authority to assess and adjust

technical solutions based on the specific client issue. ● Addresses escalated technical issues from less experienced team members. ● Activities are diverse in nature and require independent judgment in determining

the most appropriate course of action for the specific technical issue. ● Works autonomously in providing on-site technical support to customers. ● Performs new product orientations. ● Prepares documentation to record and track issue resolutions. ● Travel is almost exclusively in their local market/state.

Field Technical Services Advisor

● Installs and troubleshoots advanced and more complex hardware/software. ● Resolves escalated break/fix troubleshooting customer issues. ● Travel is generally within their local market/state but can be regional as needed. ● Intermediate level engineer who has in-depth knowledge of a majority of Dell’s

products. ● Has knowledge across various host platforms and works comfortably in

heterogeneous or complex environments. ● Performs troubleshooting for escalated issues, upgrades and deployments for

heterogeneous or complex environments, preventative maintenance services and some consulting services (i.e. data migration).

Field Technical Services Consultant

● Installs and troubleshoots complex and highly advanced hardware/software. ● Assigned to the more visible and more critical customers. ● Subject matter expert in key technology areas. ● Responsible for addressing escalated break/fix issues and overall customer

satisfaction. ● Develops and delivers ad-hoc training in their relevant specialties to their entire



team. ● Travel is generally regional but can be national in some cases. ● Senior level consultant who has in-depth knowledge across many of Dell’s products

and very advanced knowledge in two or three key areas. ● Provides strong technical leadership for the field services organization and

engagement in only the most complex or sensitive customer situations.

Field Technical Services Senior Consultant

● May be involved in SOW reviews. ● Leads technical engagement auditing. ● Defines best practices and establishes standards. ● Helps define and drive training that meets key business initiatives. ● Provides technical assistance and advice to senior management as needed. ● Leads and/or acts as a team member on strategic projects. ● Helps establish strong relationships with vendors and partners. ● Senior technical consultant who has in-depth knowledge across all of Dell’s products

or extremely deep knowledge in two or three key areas. ● Can effectively analyze and communicate quality and technical information to

product engineers. ● Is held accountable for the team’s technical and quality metrics. ● Stays up-to-date with current technology trends.

Managing Dell Service Partner (DSP) Performance The Dell services model is based on combining our expertise with carefully selected service partners. When we deliver services with a partner, you still have Dell as your single point of accountability.

Because partner performance management is essential for the continued success of our delivery model, we have robust partner management processes in place. We have a scalable system capable of keeping track of every aspect of partner performance.

As well as managing performance on a project by project basis, Dell has a wider responsibility to ensure that our partner model delivers continuous quality improvements. We apply rigorous review processes that measure current performance and help us to develop improvement plans to implement in the future.

Partners are actively involved in these processes so that the partnership, as well as the service provision, continues to develop to suit the needs of our customers.

Daily, Weekly and Monthly Reporting

A clear reporting structure is in place. We generate reports that are appropriate to the activities and scale of work being performed by the partner. We have clear policies that allow us to consistently monitor partner performance across projects. These are implemented by Dell partner management and project teams.

Our policies provide a framework for managing service quality and they drive our performance management systems. These systems include daily, weekly and monthly reporting. This gives us high visibility of all partner activity and performance against agreed SLAs. The reports help us to quickly identify patterns and trends in performance. This allows us to see any potential issues early, and rapidly escalate and rectify problems before they affect delivery quality.



Global Systems, Local Management

In addition to the stringent partner management systems deployed on a regional level, there are also local representatives managing our partner engagements.

Valencia can be confident that we view reports of our partner activity globally, and manage the findings locally. Partner performance is actively managed in a controlled and structured way and we are continually working to identify ways to enhance our services for the benefit of our customers.

Tactical and Practical – Quarterly Business Reviews

Quarterly reviews are an important tool in managing Dell’s service delivery model. They drive best practices and deliver improvements for our customers. Participants in the quarterly review process include senior services managers from each of Dell’s Global regions, and senior representatives from the service partner.

The purpose is to measure improvement quarter on quarter, to highlight any issues that need to be acted upon and ensure that these are followed up on.

The primary focus is always on helping to deliver a positive customer experience. Dell recognizes that in order to continue to improve our services, both we and our partners must understand each others’ issues and business goals. Any differences in views need to be acknowledged, understood and rectified in a satisfactory way on a regular basis.

Review Focus and Goals

The reviews cover two key areas:

● Discussion of our overall business strategy and how we can bring benefits to all parties: our customers, the partner and Dell

● Use of scorecards to highlight any major issues and related actions

The goals of quarterly reviews are to:

● Analyze and drive performance metrics

● Ensure that Dell is continuing to work with the most appropriate partners

● Improve quality

● Develop new service offerings

● Drive cost reductions

● Focus on capabilities to ensure continued, relevant resources are available to deliver and improve the services

● Synchronies partner services with Dell’s direction

● Ensure that our working relationship is helping to drive customer satisfaction, now and going forward

● Driving consistent procurement processes and metrics

● Communicating the Supplier’s/Partner’s performance and scorecard

● Performing gap analysis with commitment to continuous improvement

● Conducting a competitive performance review vs. best in class in peer group

● Mutually agreeing on future performance targets

● Escalating critical issues with Dell and Procurement/Partner management

Scorecards

These are designed to measure a range of service performance areas from the previous quarter. We use both quantitative and qualitative measurements and take input from our standard daily metrics. We also seek further information from staff and management within both Dell and the partner.



The purpose is to make sure that major issues and escalations are fully understood, and that action plans are in place to address them. We take data from work already done and use this to improve processes so that we continually improve service delivery.

With the information taken from the scorecards we focus on specific areas for development with the partner. Areas of focus include:

● How can we improve quality? Aspects addressed include:

o Customer Experience

o Break-fix response and fix times

o Installation management

o Use of certified engineers

o Meeting any service-specific SLAs in place (for example, IMACS, logistics and centralized services management such as call center activity and remote management)

● Technology – are we using it for maximum efficiency in areas such effectiveness of reporting, speed and accuracy of data flow, etc?

● Current capabilities and portfolio – could these be expanded or are they currently sufficient to meet our customers’ needs?

● Cost control – can we drive further efficiencies through effective processes and management?

● Service management – is the partnership working to maximum effectiveness. For example, could resource availability be improved?

● Account management – are we communicating effectively as a team for the benefit of our customer and are the levels of account management responsiveness meeting expectations?

By using the scorecard system all these elements of partner performance are continuously assessed and discussed. Dell knows that it takes more than careful partner selection to deliver good service. Our regular metrics and scorecard systems are important tools in ensuring that quality is monitored, developed and improved over time.

Twice Yearly Strategic Business Reviews

These involve the highest senior management representatives from Dell and the partner. They include discussions on strategy to ensure alignment our companies.

For the benefit of Dell’s customers, we need to be sure that the partner:

● Fully understands Dell’s direction, needs and objectives in building out the services for our customers

● Complements Dell’s own capabilities

● Aligns development and use of their resources and capabilities with ours so that we deliver to agreed standards for our customers

● Works with us to explore areas for joint development and ensure that new or evolving solutions are properly investigated and developed

Reviews are a critical tool in the process of continuous improvement. We recognize that partners play an important role in bringing benefits to our customers and we work tirelessly to make sure that they fit into our delivery strategy and help us drive positive customer experience.



Dell Support Services — ProSupport Facts ● Dell Services ranked #1 for onsite support response time*

*Based on March 2011 TBR Report “Service & Support Customer Satisfaction | Fourth Calendar Quarter 2010”

● Dell Services ranked #1 support provider in 32 of 42 reporting periods since 4Q00*

● 30,000 People: Tech support, Parts; Field Service

● 55 Languages Supported

● 11 Million Annual part shipments

● 24x7x365 Availability

● 5 Global Command Centers

● 102 Countries supported

● 111 Million Systems supported

● 628 Part distribution centers

● Up to 90% ProSupport customer satisfaction

● 44 ProSupport e-mail, phone, and chat sites

● Rely on Dell’s proven and reliable Critical Situation Process to get you back up and running fast.

● Overall footnote: All claims based on 2/15/2010, annual summation of GSS Capabilities Information, populated by Dell internal GSS Core Team members. Availability and terms of Dell Services vary by region. For more information, visit www.dell.com/servicedescriptions.

● Access specially trained, small-business technicians or upgrade to gain direct line support access in less than 2 minutes.

b. Geographic - Describe supplier's ability to provide depot maintenance for the entire State of Florida.

Dell Response

Dell confirms our capability of providing flexible maintenance, warranty and support services for the entire State of Florida.

Dell’s on-site, depot and other support models are provided for under Dell’s ProSupport programs which are currently being leveraged by a number of Statewide agencies, school districts and higher education institutions across the U.S.

Regarding Depot service, it is Dell’s standard methodology to perform field based break/fix support services rather than Depot services. Depot services are not the most effective method for the performance of break/fix services on the Client and Server products proposed herein due to the incurred shipping and SLA implications. In the event that additional information is provided by Valencia or other Florida Community Colleges that materially change the current Dell understanding of your requirements, a depot solution may be developed in order to provide a more cost effective solution.

If this becomes true, Dell will provide additional details outlining our depot solution and the associated fees.



c. Geographic - Describe supplier's ability to coordinate college provided in-house maintenance for the entire State of Florida.

Dell Response

Dell confirms our ability to coordinate with college provided service maintainers for the entire State of Florida. Dell’s program that would support self maintainer support providers is called Dell Online Service Dispatch.

Dell Online Self Dispatch Innovative Service Offerings for IT Professionals

The Dell Online Self Dispatch program is designed specifically for IT technicians, internal helpdesks or service desks, or third-party maintainers/VARs who perform initial troubleshooting for their end-users and have technical expertise in their environment. This program enables Dell-certified technicians to bypass basic troubleshooting and dispatch parts and/or labor via the Internet.

With fast access to service and parts, Dell Online Self Dispatch helps to provide technicians with the knowledge, tools and support necessary to efficiently maintain hardware.

By enrolling in Dell Online Self Dispatch, and upon completion of Dell Certified training, Dell customers can gain:

● The ability for certified IT staff to dispatch parts and/or labor without having to go through scripted phone troubleshooting

● Online technical training and certification for each major Dell product family included in the program

● Access to tech support tips and in-depth hardware/software information

● Password protected part dispatch ordering through the www.DOSD.Dell.com portal

● Training for major Dell product lines (Desktops, Laptops, PowerEdge, Printers, PowerVault and PowerConnect)

● Access to the worldwide Dell Online Self Dispatch portal, which supports English, French, German, Italian, Spanish, Portuguese, Russian, Japanese, Simplified Chinese, Traditional Chinese, and Korean

● Support for part dispatches to systems temporarily located in another part of the world (Example: employees who travel outside the country)

● Same Day part dispatch support for ProSupport warranties with 4 hour, 8 hour or Same Day service, where sold.

● Highly customized reports and self-configurable portal views

● Support for Dell branded items purchased separate from the system hardware purchase

Please Note: This is not an Authorized Service Center Program.

Dell Online Self Dispatch Program This program is for organizations who have Dell hardware with active Basic and Dell ProSupport support contracts.

● Dell Online Self Dispatch is one program with a labor remittance option:

● DOSD Tier 1: Self‐dispatch parts and labor request

● DOSD Tier 2: Self‐dispatch parts support with labor remittance

It is designed for our customers who:

● Prefer to self manage issue resolution

● Are staffed to manage issue resolution

● Are willing to invest and maintain knowledge about their Dell products



Global program Enable your IT staff to troubleshoot Dell hardware and self-dispatch parts to almost any location around the world through the Dell Online Self Dispatch intuitive online portal.

Dell Online Self Dispatch is a worldwide web portal that will allow you to unify your dispatch experience. Key features include:

Multi-language support in 9 languages

International parts dispatch support – Parts may be shipped and tracked to locations outside your local geographic area, including situations where employees are traveling or temporarily located in another country.

Systems purchased with Dell ProSupport 4hr, 8hr, or Same Day service contracts are eligible for same day dispatch. Availability may differ outside of the United States and is limited to commercially reasonable efforts. Self-Dispatch parts and labor support for Dell hardware purchased as a solution or separately from the original system, including systems that have additional Dell Accidental Damage Service, Dell Accidental Damage Protection, or Dell Complete Care Service.

Rich reporting capability, including customized reporting and views.

Efficient online end-to-end labor remittance process, for customers who enrol in the labor remittance program of Dell Online Self Dispatch, Tier 2.

In summary, the Dell Online Self Dispatch Program provides:

● One source for parts and service

● Resolution ownership plus end to end visibility of dispatches

● Parts ordering without phone dialog

● Reporting and online management

● Good option for security needs which may prohibit Onsite Tech service

● Channel partner enablement



Program enrollment requirements To enroll in the program, you need to have a minimum of 100 active Dell systems with a Dell ProSupport support service contract (countries in EMEA require Dell ProSupport contracts for enrollment). Additionally you also need to commit to having 2 technical staff for each of your sites, as well as agreeing to sign the DOSD Terms and Conditions contract.

Parts and labor Dell Online Self Dispatch (DOSD) enables certified IT staff to dispatch parts and/or labor without having to go through scripted phone troubleshooting.

Training and certification The necessary online technical training and certification for major Dell product families is included in the program. IT professionals have access to technical support tips and in-depth hardware information.

There is no cost for training and certification for technicians who dispatch parts. In order to dispatch parts and log troubleshooting steps; however, technicians must take the necessary training and become certified on the training module specific to the parts requested.

d. Describe depot methodology.

Dell Response

Dell confirms our capability of providing flexible maintenance, warranty and support services for the entire State of Florida.

Dell’s on-site, depot and other support models are provided for under Dell’s ProSupport programs which are currently being leveraged by a number of Statewide agencies, school

Online Portal Empowering Tools Efficient Resolution Superior Experience

• Rich intuitive portalaccessible around theworld

• Multi- language portal*

• Customer self- configurable portal views for increased efficiency

• Onlinetracking, dispatch reporting, remit tracking and dispatch status support

•Access to Dell ITtraining andcertification

•Helpful links to Dellknowledge andsupport tools

•Customizable reports

•Convenient option torequest a Dell onsitetechnician during thepart ordering process

•International part dispatch: Parts may be shipped to locations outside the local geographic area

•Provides reliable online tracking of part dispatch status

•Same Day part service available for systems purchased with 4hr, 8hr or Same Day Dell ProSupport service contracts**

•Easy to manage Dell part support process

•Global support via

[email protected] and [email protected]

•Assistance is also available through regional DOSD Alliance Managers

•Opt in/Opt out e - mail notification available for part dispatch shipment



districts and higher education institutions across the U.S.

Regarding Depot service, it is Dell’s standard methodology to perform field based break/fix support services rather than Depot services. Depot services are not the most effective method for the performance of break/fix services on the Client and Server products proposed herein due to the incurred shipping and SLA implications. In the event that additional information is provided by Valencia or other Florida Community Colleges that materially change the current Dell understanding of your requirements, a depot solution may be developed in order to provide a more cost effective solution.

If this becomes true, Dell will provide additional details outlining our depot solution and the associated fees.



Dell’s Warranty, Maintenance and Support Details Dell Response

Overview Warranty vs. Service Dell differentiates between warranty and service level. Dell provides a standard warranty that the products it manufactures will be free from defects in materials and workmanship for a specified period of time. Dell also provides a standard minimum level of support for that warranty. Customers may elect to purchase an upgrade service level to support the warranty.

Dell’s warranty policy is described in full immediately following. Dell’s Support Service Levels are also described herein as well.

Limited Hardware Warranties Dell-branded hardware products purchased in the U.S. or Canada come with either a 90-day, 1-year, 2-year, 3-year, 4-year or 5-year limited hardware warranty, depending on the product purchased.

Length of Initial Standard Warranty and Support Level for Dell branded products Three (3) Years

For the purposes of this specific response, Dell’s is proposing a three-year warranty. Dell has the option to sell extended warranty of up to four (4) and five (5) years if requested by State users.

Response Time after Call is Received Dell is proposing a Next business Day, 5x12 support level for all proposed Dell branded client products (desktops and laptops) and 4-Hour, 7x24 support level for all proposed Dell branded servers. Please also note that Dell is providing Accidental Damage Support Services for the proposed Dell Laptops. Please note that Dell’s ProSupport plans provide flexibility and choice to meet both customer need and budget requirements.



Dell Support Details Dell Basic Hardware Support for Dell OptiPlex and Dell Latitude Next Business Day on Site

A Next Business Day service is provided as a minimum standard on all Dell Client equipment and selected Enterprise Equipment*. This basic support provides telephone support during business hours and a next business day on-site (NBD) hardware repair service.

Dell’s Next Business Day On-Site Service (NBD) places a Dell-certified engineer at the customer’s location the following business day, after completion of telephone-based troubleshooting when a Dell technician accepts and logs a system fault call before 17:00 Monday-Friday, subject to parts availability.

(Availability of service and response-time estimates may vary according to the remoteness or accessibility of product location and time may vary in some countries. At the time of printing, in UK and Ireland calls must be logged before 16:30 and in Denmark, Finland, Norway, and Sweden calls must be logged before 15:30 hrs local time to receive Next Business Day On-Site Service. For more information, please check with your local Dell office.)

Dell ProSupport Mission Critical for Dell PowerEdge Every minute of unplanned downtime equates to lost productivity and quite often, lost revenue. Reducing recovery time from days to hours is a must. To meet this requirement, Dell offers a Mission Critical option with Dell ProSupport or for End Users. The ProSupport Mission Critical Option is only available for purchase along with a Dell ProSupport service model.

Mission Critical support

Mission Critical is Dell’s most rapid resolution option. You can choose from 2-, 4- or 8-hour on-site parts and or labor. Our Critical Situation Process will get you back up and running fast.

ProSupport mission critical option provides:

● Onsite Response – Dell offers the option of 2-Hour, 4-Hour or 8-Hour on-site service1. 6-hour hardware repair is available 24x7, including holidays. 2-hour response is not available on desktops (availability may vary by country)

● Critical Situation Procedures – Severity level 1 issues may be nominated for Critical Situation incident coverage through Dell Global Command Centers

● Emergency dispatch – An on-site service technician will be dispatched in parallel with phone-based troubleshooting when you declare a Severity Level 1 incident

● Priority production – In the event of a critical situation caused by natural disaster or other event normally excluded from limited warranty, Dell will expedite production of new system(s)

● Storage fault monitoring – Alerts from storage fault monitoring can help you maximize uptime by identifying and correcting potential issues before they occur

Remote support features for servers with proactive systems management

Spend less time troubleshooting and allow Dell to monitor and send alert notifications for most Mission Critical servers:

● Use Dell’s Phone Home capability to generate support cases with predetermined failure analysis so you can see eye-to-eye with Dell technical support when a hardware failure occurs

● Reduce complexity with a single Web-based portal for managing assets, warranties and hardware fault alerts

● Avoid surprises and reduce administrative costs with customizable notifications before your service 1 May be provided by third-party. Technician will be dispatched if necessary following phone-based troubleshooting. Availability varies. See www.dell.com/servicecontracts for details.



contracts expire

● Increase efficiency and reduce operational expenses with a SaaS monitoring connection which notifies you within 5 minutes of a hardware failure

● Use the connection to Dell to detect and diagnose hardware faults for faster recovery and more accurate remediation

● Accelerate resolution with proactive communication from Dell, allowing you to bypass standard troubleshooting

Critical situation process

During critical situation events, Dell Global Command Centers will activate our Critical Situation Process to help ensure that our expert resources are mobilized to get you back up and running fast. The process includes:

● Emergency Dispatch, which provides simultaneous phone and on-site troubleshooting for Severity 1 situations

● Problem replication in Dell’s simulation labs (as needed)

● On-going scheduled situation updates to keep you informed every step of the way

Process for fast and focused resolution during “Critical Situation” events

Dell Global Services

Dell Global Services simplify the management of your IT environment to get you up and running quickly, with lower deployment costs, fewer hassles, and less time spent on non-strategic tasks. You pay only for the services you need, and gain instant access to the latest innovations without additional infrastructure investment.

Accidental Damage Services for Dell Latitude Your Dell standard warranty does not protect systems against accidental damage; nor does it protect against notebook theft2.

Dell Accidental Damage Service3 provides coverage of desktops and notebooks against accidental damage— providing repair or replacement (of a system equal to the original system).

2 Theft protection/coverage is an additional option for customers in Japan, Australia, New Zealand, and EMEA. The theft option does not apply in US, and Latin America. Please see the following customer facing datasheets for the various offer names and features by region:

US , Canada, & Asia Pacific - Accidental Damage Service

Japan & New Zealand - Accidental Damage Service & Accidental Damage with Theft Service

Latin America - Complete Care Service

EMEA & Australia (APOS only)- Accidental Damage Protection & Accidental Damage with Theft Protection 3 Dell Accidental Damage Service excludes theft, loss, and damage due to fire, flood or other acts of nature, or intentional damage. Customer may be required to return unit to Dell. For complete details, visit www.dell.com/servicecontracts.



Accidental Damage Service can offer peace of mind for hardware systems exposed to high-risk usage and environments where end users are part of a mobile workforce, or in field sales, shared workspaces, retail, or classroom settings.

International technical support is available if you experience an accidental damage situation while traveling outside your country of origin.

Accidental Damage Service is available in 1-5 year terms, coinciding with the term of the product’s underlying limited hardware warranty4, allowing you to customize your coverage based on the needs of your businesses usage environments.

Examples of damage where the hardware unit would be repaired or replaced are:

Liquid spilled on or in unit

Drops, falls, and other collisions

Electrical surge

Damaged or broken LCD due to a drop or fall

Examples of damage where the hardware unit would not be repaired or replaced are:

Damage due to fire

Intentional damage (such as hammer marks)

Normal wear

Cosmetic damage

Consumable parts (ex. bulbs, toner)

Theft or loss

Accidental Damage is only available for Dell branded products. The product will be tagged with a serial number that will indicate your purchase cover (the “Service Tag”). In the US and Canada, Accidental Damage is available on smart phones and tablets for commercial customers.

4 Support outside of the country in which Customer purchased this Service may be available on a reasonable efforts basis. In addition, out of country support will not include any whole unit replacements



Dell Warranty Policy What is covered by this limited hardware warranty? This limited hardware warranty covers defects in materials and workmanship in your — our end-user customer's — Dell-branded hardware products, including Dell-branded peripheral products.

What is not covered by this limited hardware warranty? This limited hardware warranty does not cover:

● Software, including the operating system and software added to the Dell-branded hardware products through our factory-integration system, third-party software, or the reloading of software

● Non-Dell branded products and accessories

● Problems that result from:

o External causes such as accident, abuse, misuse, or problems with electrical power

o Servicing not authorized by Dell

o Usage that is not in accordance with product instructions

o Failure to follow the product instructions or failure to perform preventive maintenance

o Problems caused by using accessories, parts, or components not supplied by Dell

● Products with missing or altered Service Tags or serial numbers

● Products for which Dell has not received payment

● Normal wear and tear

THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE (OR JURISDICTION TO JURISDICTION). DELL'S RESPONSIBILITY FOR MALFUNCTIONS AND DEFECTS IN HARDWARE IS LIMITED TO REPAIR AND REPLACEMENT AS SET FORTH IN THIS WARRANTY STATEMENT. ALL EXPRESS AND IMPLIED WARRANTIES FOR THE PRODUCT, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE LIMITED IN TIME TO THE TERM OF THE LIMITED WARRANTY PERIOD REFLECTED ON YOUR PACKING SLIP OR INVOICE. NO WARRANTIES, WHETHER EXPRESS OR IMPLIED, WILL APPLY AFTER THE LIMITED WARRANTY PERIOD HAS EXPIRED. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THIS LIMITATION MAY NOT APPLY TO YOU.

WE DO NOT ACCEPT LIABILITY BEYOND THE REMEDIES PROVIDED FOR IN THIS LIMITED HARDWARE WARRANTY OR FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LIABILITY FOR THIRD-PARTY CLAIMS AGAINST YOU FOR DAMAGES, FOR PRODUCTS NOT BEING AVAILABLE FOR USE, OR FOR LOST DATA OR LOST SOFTWARE. OUR LIABILITY WILL BE NO MORE THAN THE AMOUNT YOU PAID FOR THE PRODUCT THAT IS THE SUBJECT OF A CLAIM. THIS IS THE MAXIMUM AMOUNT FOR WHICH WE ARE RESPONSIBLE.

SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

How long does this limited hardware warranty last? This limited hardware warranty lasts for the time period indicated on your packing slip, invoice, or receipt except for the following Dell-branded hardware:

● Portable computer batteries carry the lesser of either a 1-year limited hardware warranty or the length of the limited hardware warranty for the Dell computer with which the battery is shipped.

● The warranty for print head that is included as original equipment in the Dell mobile printer is for parts only and is effective for a period of 1 year after the date of purchase of the printer or 1000 prints of printer usage, whichever occurs first.



● Your PERC5 or PERC 6 battery may provide up to 72 hours of controller cache memory backup power when new. Under the 1-year limited hardware warranty, we warrant that the battery will provide at least 24 hours of backup coverage during the 1-year limited hardware warranty period.

● Projector lamps carry a 90-day limited hardware warranty.

● Memory carries a lifetime limited hardware warranty.

● The limited hardware warranty for monitors purchased independent of a system lasts for the time period indicated on your packing slip. Monitors purchased with a system are covered by the system limited hardware warranty.

● PDAs, earphones, and remote inline controls carry a 1-year limited hardware warranty.

● Other add-on hardware carries the longer of either a 1-year limited hardware warranty for new parts and a 90-day limited hardware warranty for reconditioned parts or, for both new and reconditioned parts, the remainder of the warranty for the Dell computer on which such parts are installed.

● SATA hard drives in PowerEdge, PowerEdge SC and PowerVault systems launched on or after March 24, 2009 (e.g. PowerEdge T110, PowerEdge T310, PowerEdge T410, PowerEdge T610, PowerEdge T710, PowerEdge R210, PowerEdge R410, PowerEdge R510, PowerEdge R610, PowerEdge R710, PowerEdge M610, PowerEdge M710 and PowerVault NX300) carry the lesser of either a 1-year limited hardware warranty or the length of the limited hardware warranty for the Dell system with which the SATA hard drive is shipped. Service offerings may be available to extend the SATA hard drive warranty period on these systems for an additional fee.

The limited hardware warranty on all Dell-branded products begins on the date of the packing slip, invoice, or receipt. The warranty period is not extended if we repair or replace a warranted product or any parts. Dell may change the availability of limited hardware warranties, at its discretion, but any changes will not be retroactive.

What do I do if I need warranty service? Before the warranty expires, please contact us or our authorized representatives according to the following table. Please also have your Dell Service Tag or order number available.

Contact Phone (U.S. Only) Web

Web Support: Support.dell.com

Contact Phone (U.S. Only) Service Desk (U.S. Only

Individual Home Consumers:

Technical Support 1-800-624-9896

Customer Service 1-800-624-9897

Individual Home Consumers who purchased through an Employee Purchase Program:

Technical Support and Customer Service

1-800-695-8133

Home and Small Business Commercial Customers:


1-800-456-3355



Medium, Large or Global Commercial Customers, Healthcare Customers, and Value-Added Resellers (VARs):


1-800-822-8965

Government and Education Customers:


1-800-234-1490

Dell-branded Memory 1-800-BUY-DELL

What will Dell do?

During the 90 days of the 90-day limited hardware warranty and the first year of all other limited hardware warranties: During the 90 days of the 90-day limited hardware warranty and the first year of all other limited hardware warranties, Dell or its authorized representative will repair any Dell-branded hardware products returned to us that prove to be defective in materials or workmanship. If Dell or its authorized representative is not able to repair the product, we will replace it with a comparable product that is new or refurbished.

When you contact us via phone or web, we will issue a Return Material Authorization Number for you to include with your return. You must return the products to us in their original or equivalent packaging, prepay shipping charges, and insure the shipment or accept the risk if the product is lost or damaged in shipment. We will return the repaired or replacement products to you. We will pay to ship the repaired or replaced products to you if you use an address in the United States (excluding Puerto Rico and U.S. possessions and territories). Otherwise, we will ship the product to you freight collect.

If we determine that the problem is not covered under this warranty, we will notify you and inform you of service alternatives that are available to you on a fee basis.

NOTE: Before you ship the product(s) to us, make sure to back up the data on the hard drive(s) and any other storage device(s) in the product(s). Remove any confidential, proprietary, or personal information and removable media such as floppy disks, CDs, or PC Cards. We are not responsible for any of your confidential, proprietary, or personal information; lost or corrupted data; or damaged or lost removable media.

During the remaining years: For any remaining period of the limited hardware warranty, we will replace any defective part with new or refurbished parts, if we agree that it needs to be replaced. Customers must return the defective part to Dell. When you contact us, we may require a valid credit card number at the time you request a replacement part, but we will not charge or invoice you for the replacement part as long as you return the original part to us within 10 days of your receipt of the replacement part. If we do not receive the original part within 10 days, we will charge to your credit card or invoice you the then-current standard price for that part.

We will pay to ship the part to you if you use an address in the United States, (excluding Puerto Rico and U.S. possessions and territories). Otherwise, we will ship the part freight collect. We will also include a prepaid shipping container with each replacement part for your use in returning the replaced part to us.

NOTE: Before you replace parts, make sure to back up the data on the hard drive(s) and any other storage device(s) in the product(s). We are not responsible for lost or corrupted data.

What if I purchased a service contract? If your service contract is with Dell, service will be provided to you under the terms of the service agreement. Please refer to that contract for details on how to obtain service.

If you purchased through us a service contract with one of our third-party service providers, please



refer to that contract for details on how to obtain service.

How will you fix my product? We use new and refurbished parts made by various manufacturers in performing warranty repairs and in building replacement parts and systems. Refurbished parts and systems are parts or systems that have been returned to Dell, some of which were never used by a customer. All parts and systems are inspected and tested for quality. Replacement parts and systems are covered for the remaining period of the limited hardware warranty for the product you bought. Dell owns all parts removed from repaired products.

May I transfer the limited hardware warranty? Limited hardware warranties on systems may be transferred if the current owner transfers ownership of the system and records the transfer with us. The limited hardware warranty on Dell-branded memory may not be transferred. You may record your transfer by going to Dell's Web site:

● If you are an Individual Home Consumer, go to www.dell.com/us/en/dhs/topics/sbtopic_015_ccare.htm

● If you are a Home Office, Small, Medium, Large, or Global Commercial Customer, go to www.dell.com/us/en/biz/topics/sbtopic_ccare_nav_015_ccare.htm

● If you are a Government, Education, or Healthcare Customer, or an Individual Home Consumer who purchased through an Employee Purchase Program, go to www.dell.com/us/en/pub/topics/sbtopic_015_ccare.htm

If you do not have Internet access, call your customer care representative or call 1-800-624-9897.

Dell Printer Consumables Limited Warranties The following sections describe the limited warranty for printer consumables (ink cartridges, toner cartridges, photo print packs, and photo paper) for Dell-branded printers, for the U.S., Canada, and Latin America. Refer to the appropriate limited warranty accordingly.

Consumables Limited Warranty (U.S. and Canada Only) Dell warrants to the original purchaser of genuine Dell-branded ink cartridges and genuine Dell-branded toner cartridges that they will be free from defects in material and workmanship for two years beginning on the date of invoice. Dell warrants to the original purchaser of genuine Dell Premium Photo Paper and photo print packs that they will be free from defects in material and workmanship for 90-days beginning on the date of invoice. If any of these products prove defective in either material or workmanship, they will be replaced without charge during the limited warranty period if returned to Dell. You must first call our toll-free number to get your return authorization. In the U.S., call 1-800-822-8965; in Canada, call 1-800-387-5757. If we are not able to replace the product because it has been discontinued or is not available, we will either replace it with a comparable product or reimburse you for the cartridge purchase cost, at Dell's sole option. Dell-branded toner and cartridges are optimized for use on Dell's portfolio of laser and inkjet printers. Please note that use of non-Dell branded or refilled cartridges may result in damage to your printer or degraded print quality. This limited warranty does not apply to the following: (i) ink or toner cartridges that have been refilled or improperly stored, (ii) damage caused by the use of non-Dell branded or refilled ink or toner cartridges, or (iii) damage to your printer or ink or toner cartridges due to problems resulting from misuse, abuse, accident, neglect, mishandling, incorrect environments, or wear from ordinary use.

THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE (OR JURISDICTION TO JURISDICTION). DELL'S RESPONSIBILITY FOR MALFUNCTIONS AND DEFECTS IN HARDWARE IS LIMITED TO REPLACEMENT AS SET FOR THE IN THIS WARRANTY STATEMENT. FOR CANADIAN CUSTOMERS, EXCEPT FOR THE EXPRESS WARRANTIES CONTAINED IN THIS WARRANTY STATEMENT, DELL DISCLAIMS ALL OTHER WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, FOR THE PRODUCT. FOR U.S. CUSTOMERS, ALL EXPRESS AND IMPLIED WARRANTIES FOR THE PRODUCT, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE



LIMITED IN TIME TO THE TERM OF THIS LIMITED WARRANTY. NO WARRANTIES, WHETHER EXPRESS OR IMPLIED, WILL APPLY AFTER THE LIMITED WARRANTY PERIOD HAS EXPIRED. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES OR CONDITIONS, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY OR CONDITION LASTS, SO THIS LIMITATION MAY NOT APPLY TO YOU. THIS WARRANTY COVERAGE TERMINATES IF YOU SELL OR OTHERWISE TRANSFER THIS PRODUCT TO ANOTHER PARTY.

DELL DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES PROVIDED FOR IN THIS LIMITED WARRANTY OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LIABILITY FOR THIRD-PARTY CLAIMS AGAINST YOU FOR DAMAGES, FOR PRODUCTS NOT BEING AVAILABLE FOR USE, OR FOR LOST DATA OR LOST SOFTWARE. DELL'S LIABILITY WILL BE NO MORE THAN THE AMOUNT YOU PAID FOR THE PRODUCT THAT IS THE SUBJECT OF A CLAIM. THIS IS THE MAXIMUM AMOUNT FOR WHICH DELL IS RESPONSIBLE.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Limited Lifetime Warranty for Dell-Branded Tape Media Dell warrants to you, the end-user customer, that this product will be free from defects in material and workmanship for the lifetime of the product, if it is properly used and maintained. If this product proves defective in either material or workmanship, Dell, at its option, will (a) repair the product, (b) replace the product, or (c) refund the purchase price of the product, provided that the product has been returned to Dell with proof of purchase, such as a purchase order, invoice, or sales receipt. You must first contact your local Dell support representative for your authorization option. To contact your local support representative, please visit www.dell.com, choose your country using the drop down menu located at the top of the page and then click on services and support. This limited lifetime warranty does not apply to failure of the product resulting from misuse, abuse, accident, neglect or mishandling, improperly adjusted or maintained drives, incorrect environments or wear from ordinary use.

THIS LIMITED LIFETIME WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE, JURISDICTION TO JURISDICTION OR COUNTRY TO COUNTRY. DELL'S RESPONSIBILITY FOR MALFUNCTIONS AND DEFECTS IN HARDWARE IS LIMITED TO REPLACEMENT AS SET FORTH IN THIS LIMITED LIFETIME WARRANTY STATEMENT. FOR CANADIAN CUSTOMERS, EXCEPT FOR THE EXPRESS WARRANTIES CONTAINED IN THIS WARRANTY STATEMENT, DELL DISCLAIMS ALL OTHER WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, FOR THE PRODUCT. FOR U.S. CUSTOMERS, ALL EXPRESS AND IMPLIED WARRANTIES FOR THE PRODUCT, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE LIMITED IN TIME TO THE TERM OF THIS LIMITED LIFETIME WARRANTY. SOME STATES, JURISDICTIONS OR COUNTRIES DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES OR CONDITIONS, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY OR CONDITION LASTS, SO THIS LIMITATION MAY NOT APPLY TO YOU. THIS LIMITED LIFETIME WARRANTY COVERAGE TERMINATES IF YOU SELL OR OTHERWISE TRANSFER THIS PRODUCT TO ANOTHER PARTY.

DELL DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES PROVIDED FOR IN THIS LIMITED LIFETIME WARRANTY OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LIABILITY FOR THIRD-PARTY CLAIMS AGAINST YOU FOR DAMAGES, FOR PRODUCTS NOT BEING AVAILABLE FOR USE, OR FOR LOST DATA OR LOST SOFTWARE. DELL'S LIABILITY WILL BE NO MORE THAN THE AMOUNT YOU PAID FOR THE PRODUCT THAT IS THE SUBJECT OF A CLAIM. THIS IS THE MAXIMUM AMOUNT FOR WHICH DELL IS RESPONSIBLE.

SOME STATES, JURISDICTIONS OR COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.



Dell Equallogic Warranty and Support Information Limited Warranty

This Limited Warranty is made as of the date of shipment of the Products to the Customer (the "Effective Date") by and between Dell Inc, its subsidiaries and affiliates, with offices at 300 Innovative Way, Suite 301, Nashua, NH 03062 ("collectively "the Company"), and the Customer (as defined below).

1. Definitions.

In addition to the terms defined elsewhere in this Agreement, the following terms whenever used in this Agreement shall have the following meanings:

"Customer" means the end user of the Products.

"Hardware" means the Dell EqualLogic PS Series branded array hardware along with any end user manuals supplied by the Company.

"Maintenance Releases" means any update, upgrade, revision, patch, bug fix or an improved, upgraded or enhanced version of the Products released by the Company to which Customer is rightfully entitled by way of a valid maintenance agreement, warranty, or other Company offering. Third Party Products are excluded and subject to their own terms and conditions.

"Object Code" means computer programs assembled, compiled, or converted to magnetic or electronic binary form on software or hardware media, which are readable and usable by computer equipment, but not generally readable by humans without reverse assembly, reverse compiling, reverse conversion, reverse engineering and/or any other disassembly or decompilation.

"Product(s)" means, collectively, the Hardware and Software which may be supplied to Customer.

"Software" means all components of the Company's storage management software and related documentation made generally available by the Company from time to time not accompanied by its own license agreement. The term "Software" shall include any and all software, scripts, firmware, and microcode running on Hardware or any computer system, including all Maintenance Releases supplied in accordance with this Agreement. The Software shall be provided in Object Code form only. No source code will be provided.

"Third Party Products" means any hardware or software licensed or distributed by the Company to Customer that is not owned by the Company.

EXCEPT AS EXPRESSLY SET FORTH IN THIS LIMITED WARRANTY, THE COMPANY MAKES NO OTHER WARRANTIES OR CONDITIONS, EXPRESSED OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS NOT STATED IN THIS LIMITED WARRANTY. ANY IMPLIED WARRANTIES THAT MAY BE IMPOSED BY LAW ARE LIMITED IN DURATION TO THE LIMITED WARRANTY PERIOD. SOME STATES OR COUNTRIES DO NOT ALLOW A LIMITATION ON HOW LONG AN IMPLIED WARRANTY LASTS OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR CONSUMER PRODUCTS. IN SUCH STATES OR COUNTRIES, SOME EXCLUSIONS OR LIMITATIONS OF THIS LIMITED WARRANTY MAY NOT APPLY TO YOU.

This Limited Warranty applies only to Products sold by the Company or their authorized resellers.

The Company warrants that the Products that you have purchased from the Company, or their authorized resellers, are free from defects in materials or workmanship under normal use during the Limited Warranty Period. The Limited Warranty Period starts on the later of the date of shipment from the Company or its authorized resellers to you. Products must be registered with the Company to receive warranty service. You are entitled to warranty service according to the terms and conditions of this document if a repair to your Product is required within the Limited Warranty period. This Limited Warranty extends to the original end user purchaser and is not transferable. This Limited Warranty is applicable in all countries and will be honored in any country where the Company or their authorized service providers offer warranty service, subject to the terms and conditions set forth in this Limited Warranty. Warranty service availability and response times may vary from country to country and may also be subject to registration requirements in the country of purchase.



Replacement parts may be new or refurbished equipment. Replacement parts are warranted to be free from defects in material or workmanship for thirty (30) days or for the remainder of the Limited Warranty Period of the Product in which they are installed, whichever is longer.

During the Limited Warranty Period, the Company will repair or replace any defective component. This is your exclusive remedy for defective products. The Company reserves the right to elect, at its sole discretion, to give you a refund of your purchase price instead of a replacement. All component parts or Products removed under the Limited Warranty become the property of the Company. The Limited Warranty does not apply to expendable parts and does not extend to any Product from which the serial number has been removed or that has been damaged or rendered defective (a) as a result of accident, misuse, improper installation, abuse or other external causes, including but not limited to fire, earthquake, flood, natural or unnatural disaster, exposure to chemicals (or levels of chemicals) not ordinarily found in a computer operating environment, or act of God; (b) by operation outside the usage parameters (including, but not limited to, temperature maximums) stated in the user documentation that shipped with the Product;(c) by use of parts not manufactured or sold by the Company; or (d) by modification or service by anyone other than (i) the Company, (ii) a Company authorized service provider, or (iii) your own installation of end user replaceable Company parts.

Although the Company is not under any obligation to provide warranty service for Product damaged in any of the ways mentioned herein, the Company may, in its sole discretion, agree to provide additional service for such Products if, after inspection by an authorized Company representative, the Company determines that the Product is still in acceptable operating condition.

These terms and conditions constitute the complete and exclusive warranty agreement between you and the Company regarding the Product you have purchased. These terms and conditions supersede any prior agreements or representations, including representations made in Company sales literature or advice given to you by the Company or an agent or employee of the Company that may have been made in conjunction with your purchase of the Product. No change to the conditions of this Limited Warranty is valid unless it is made in writing and signed by an authorized representative of the Company.

THE ABOVE WARRANTIES DO NOT APPLY TO DEFECTS RESULTING FROM IMPROPER OR INADEQUATE MAINTENANCE BY CUSTOMER; UNAUTHORIZED MODIFICATION; IMPROPER USE; OPERATION OUTSIDE OF SPECIFICATIONS OR SUPPORTED CONFIGURATIONS FOR THE PRODUCT; ABUSE, NEGLIGENCE, ACCIDENT, LOSS OR DAMAGE IN TRANSIT; IMPROPER SITE PREPARATION; OR UNAUTHORIZED MAINTENANCE OR REPAIR. THE COMPANY DOES NOT WARRANT THAT THE OPERATION OF THIS PRODUCT WILL BE UNINTERRUPTED OR ERROR-FREE. THE COMPANY IS NOT RESPONSIBLE FOR DAMAGE THAT OCCURS AS A RESULT OF YOUR FAILURE TO FOLLOW THE INSTRUCTIONS SUPPLIED WITH THE PRODUCT, INCLUDING, BUT NOT LIMITED TO, THOSE INSTRUCTIONS RELATING TO SAFETY MEASURES TO BE OBSERVED WHEN INSTALLING AND/OR PERFORMING MAINTENANCE ON THE PRODUCT.

YOU SHOULD MAKE PERIODIC BACKUP COPIES OF THE DATA STORED ON YOUR PRODUCT ON THE STORAGE MEDIUM OF YOUR CHOOSING AS A PRECAUTION AGAINST POSSIBLE FAILURES, ALTERATIONS, OR LOSS OF DATA. BEFORE RETURNING ANY UNIT FOR SERVICE, BE SURE TO BACK UP DATA AND REMOVE ANY CONFIDENTIAL, PROPRIETARY, OR PERSONAL DATA. THE COMPANY IS NOT RESPONSIBLE FOR THE PRESERVATION OF ANY DATA OR THE PROTECTION OF ANY CONFIDENTIAL OR PROPRIETARY INFORMATION CONTAINED IN ANY PRODUCT, NOR IS THE COMPANY RESPONSIBLE FOR THE RESTORATION OR REINSTALLATION OF ANY PROGRAMS OR DATA OTHER THAN SOFTWARE INSTALLED BY DELL OR EQUALLOGIC WHEN THE PRODUCT IS MANUFACTURED.

2. Warranty Period and Replacement Parts.

The warranty period for a Product is a specified, fixed period commencing on the original date of shipment from Dell to the Purchaser of the Product.

Warranty Service on Dell EqualLogic Products

● 1 year next business day replacement on parts

● 1 year Software updates

● 1 year telephone & email support during local business hours, excluding local national holidays

Note: Service offerings may vary by geographic region. For supported Products purchased from Dell



Value Added Resellers ("VAR"), the Customer may contact Dell or the VAR to identify applicable service levels.

Enhancements to this limited warranty may be purchased through a separate Service Partnership Agreement available on your Product Contact your nearest Dell Sales office for more information.

During the Limited Warranty period, the Company will repair or replace defective parts returned to the Company's facility. As part of warranty repairs, the Company may require that the system software/firmware be brought up to date. To request Limited Warranty parts replacement service, you must contact the Company's Customer Service Department within the Limited Warranty period. If Limited Warranty parts replacement service is required, the Company will issue a Return Material Authorization (RMA) Number.

If a part to be replaced falls within the warranty period, the Company will ship the replacement part via express shipping prior to receiving the defective part from you. You must ship the defective part back to the Company in its original or equivalent packaging, prepay shipping charges, and insure the shipment or accept the risk of loss or damage during shipment. If the failed part is not received by the Company within fifteen (15) business days from the date the replacement part was dispatched to customer, or the unit is not returned in the specified packaging, the customer will be invoiced at the list price for the replacement part.

The package must be labeled on the exterior of the shipping carton with the RMA number provided by the Company customer service. Products returned will not be accepted if there is damage due to external causes, including accident, abuse, misuse, natural and unnatural disasters, acts of God, problems with electrical power, servicing not authorized by the Company, usage not in accordance with product instructions, failure to perform required preventive maintenance, problems caused by use of parts and components not supplied by the Company, and damage incurred during shipment of defective parts to the Company for repair. If damage is evident from these causes, the CUSTOMER will be invoiced at the list price for the replacement parts.

DELL COMPELLENT STORAGE CENTER STANDARD LIMITED WARRANTY COVERAGE

This document defines the limited warranty coverage provided by Compellent and/or designee.

DEFINITIONS ● Certified operational replacement parts means tested and meet Compellent requirements.

● Coverage Period means those Compellent designated hours pursuant to the defined Warranty Program.

● Defective parts means Equipment or device, determined either by manual diagnostics or by an authorized service provider or by system self diagnostics to not be functioning as designed.

● Equipment means the items manufactured, sold or licensed by Compellent and owned or licensed by the Customer including, if applicable, any software or firmware associated with such Equipment .

● Minor software releases means software code Version revision. Generally speaking, minor releases enhance existing Version functions.

● Technical Assistance means telephone support via Compellent call center.

● Version means a specific level of software code, either installed or available.

Warranty Period means a specific length of time that commences at ship date and remains valid for the specified time unless otherwise noted.

LIMITED HARDWARE WARRANTY

The standard Compellent hardware Warranty Period is five (5) years from the ship date. The limited hardware warranty covers a replacement part ordering process to be fulfilled by the end of next



business day, Monday through Friday, 8AM to 5PM, Central Time, excluding holidays. Once Defective parts are confirmed, Certified operational replacement parts will be shipped, no later than the end of next business day after receipt of request, via ground service. RMA and return shipping instructions will be provided with the warranty replacement part. Labor for troubleshooting, removal, and installation is not covered under this limited hardware warranty.

LIMITED SOFTWARE WARRANTY

Compellent software Warranty Period is ninety (90) days from the ship date. During the Warranty Period , Customers will receive Minor software releases and Bug fixes . Technical Assistance will be provided on a best effort basis, Monday through Friday - 8 AM to 5 PM Central Time, excluding holidays, (i.e. Coverage Period ) for all software covered within the software Warranty Period . Technical Assistance provided outside the defined Coverage Period will be billed at then current Compellent Time and Material rates.

HARDWARE LIMITATIONS

As part of Compellent's Warranty and Compellent's Copilot Support terms and conditions, Compellent is released from its Support and Warranty obligations under the following conditions:

Compellent specifically does not warrant or support:

● Products, components, or parts not provided by Compellent;

● Defects in Compellent's product caused by failure to provide a suitable installation environment for the product; i.e., equipment must be properly installed, maintained, powered and adequately protected by a surge suppressor.

● Damages caused by use of the Equipment for purposes other than those for which it was designed;

● Damages caused by "Acts of God," and/or events considered "force majeure" such as fire, flood, smoke, wind, and lightning, etc;

● Damages caused by unauthorized attachments or modifications;

● Damages during shipment; or

● Abuse or misuse by Customer or any third party.

Contacting Support If your product fails during the warranty period and the troubleshooting suggestions in the product documentation do not solve the problem, you can receive support by contacting the Company via telephone: http://support.dell.com/support/topics/global.aspx/support/enterprise_support/en/equal_logic?c=us&l=en&s=gen

Country Telephone

Australia 1800-733-313

Austria 0820 240 58 256

Belgium 0248 28 690

China 800 858 2606

Czech Republic 22 537 2969

Denmark 32 87 5045

European Union (EU) / Emerging Markets EMEA +44-207-026-0021

Finland 207 533 566

France 0825 004 686

Germany 699 792 2064



Greece 210 812 8918

Holland 0206 74 59 14

Hong Kong 2969-3196

India 1800-425-8045

Ireland 1850 964 270

Italy 269 63 3793

Japan 0120-912-740

Korea 080-860-9918

Luxembourg 24871036

Macau 0800-105

Malaysia 1800-088-1304

New Zealand 800-44-3561

Norway 67 11 75 16

Poland 22 579 5978

Portugal 217 61 6090

Singapore 1800-394-7447

Slovakia 25 750 6981

South Africa 11 709 7729

Spain 902 003 685

Sweden 8 5900 5516

Switzerland 0848 33 00 92

Taiwan 801-601-269

Thailand 1800-006-0005

UK 0844 444 3844

USA / Canada 800-945-3355

Be sure you have the following information available before you call:

● Product service tag, model name, and model number

● Applicable error messages

● Operating system type and revision

● Make and model of any iSCSI initiators

Out of Warranty / Out of Support Services Out of warranty / Out of Support services are available from the Company under the Company's standard terms and conditions.

Third Party Warranty Similar to other resellers of software, peripherals and accessories, Dell does not warranty third-party products. Third-party software, peripherals and accessories products are covered by the warranties provided by the original manufacturer or publisher only.

Third-party software, peripherals and accessories products may be warranted by the original publisher



or manufacturer. Third-Party manufacturer warranties may vary from product to product. Consult your product documentation for specific warranty information. More information may be available from the manufacturer or publisher; see our website listing of product manufacturers for contact information.

Service Level Upgrades Dell provides various options for upgraded service tailored to the product and the location where the product is purchased. Typically these include three years next business day on-site service. Service levels can be upgraded by North Carolina users to meet your on-site service and support requirements. Some examples of service level upgrades include ProSupport for Client Systems, and CompleteCare Accidental Damage Service. Upgraded warranties including four and five year warranties at the time of purchase can be made available to State customers as well depending upon preference and need.

Dell Certified Service Providers – (Dispatch and Repair) To support its on-site service offerings, Dell maintains a number of third-party service partners, each staffing client- and network-certified personnel. After consulting with the customer, Dell then selects a service provider based on that customer’s needs and requirements. The Dell Service Provider model and a variable cost infrastructure is used to ensure that you are receiving the best return on your investment by only utilizing resources as needed. Service is one of Dell's core competencies, and leveraging Dell's Virtual Integration Model will help the State to realize significant savings. Dell is able to integrate only the right resources, at the right time, at the most advantageous cost.

Dell Return Policy (U.S. Only)

Dell values its relationship with you, and offers you the option to return most products you purchase directly from Dell. You may return eligible products for a credit or a refund of the purchase price paid, less shipping and handling and any applicable restocking fees, as set forth in detail below.

30-Day Return Period for Certain Hardware and Software Products and Accessories: Unless you have a separate agreement with Dell, or except as provided below, all hardware, accessories, peripherals, parts, and media-based software that is unopened and still in its sealed package or, if delivered electronically, that has not been downloaded, may be returned within 30 days from the date on the packing slip or invoice for a credit or a refund of the purchase price paid, less shipping and handling and any applicable restocking fees. Any product returned to Dell without prior authorization from Dell will be considered an unauthorized return, and the customer will not receive credit for the product and Dell will not ship the product back to you.

Exceptions to Dell's 30-Day Return Period:

● New PowerEdge, PowerConnect, and PowerVault products purchased directly from Dell may be returned within 30 days from the date on the packing slip or invoice.

● New Vostro, Optiplex, Latitude, and Dell Precision systems purchased directly from divisions designated by Dell as Commercial or Public may be returned within 30 days from the date on the packing slip or invoice.

Tab 7 — Delivery/Installation Price and T&Cs



Cost to college for supplier installation $ /unit

Cost to college for supplier delivery $ /unit

Dell Response

Please refer to Dell’s proposed Delivery and Managed Deployment pricing included immediately following.

Delivery Pricing

Delivery / Installation Service Level Unit Price (per PC)

Cost to college for supplier installation Please refer to the Managed

Deployment / Installation Pricing Table included following this page.

Cost to college for supplier delivery $0.00

Pricing Notes Please note that standard ground shipment of products is included at no charge in this contract. Any upgraded shipments (express, 2-day, next-day) are the responsibility of the customer, and upgraded shipping charges can be included in all types of purchase scenarios.



Managed Deployment / Installation Pricing The per unit price for the Services to be performed by Dell, and applicable cancellation, and rescheduling fees for the Services are listed below:

Deployment Services Blended Services

Blended Services Density Band Location Estimated Quantity Price(USD)

Basic Installation of CPU & Monitor De-Install Legacy CPU & Monitor Off Customer Premises Trash Removal

1 - 9 Within Major Metro Area 12000 $67.63

1 – 9 Outside Major Metro Area 12000 $97.68

10-35 Within Major Metro Area 12000 $30.13

10-35 Outside Major Metro Area 12000 $60.26

36-99 + Within Major Metro Area 12000 $28.82

36- 99 + Outside Major metro area 12000 $58.95

Dell Program Management(Required with every Project) - - 12000 $9.09

Time & Materials Pricing

As Needed Services Estimated Quantity Price(USD)

Time & Materials Rates - (During Service Hours - Per Hour) N/A $53.50 Time & Materials Rates - (Outside Service Hours - Per Hour) N/A $61.00 Program Management Office (Extension Fee for Services Beyond Term - Per Week) N/A $3,325.00

Pricing Notes 1. A custom Statement of Work (SOW) with specific pricing, assumptions and deliverables

unique to the service opportunity will be required between Dell and Valencia and the College. This SOW will be created and negotiated between the Dell Sales Solution Team and the College for any managed deployment and installation service opportunity.

2. Rates will be invoiced and will be paid by Customer for the following:

a. Customer delays exceeding fifteen (15) minutes beyond the scheduled time for the Services to be performed; such charges will be invoiced in thirty (30) minute increments.

b. Services requested when the technician is not currently onsite are charged based on a 2-hour minimum per incident.

c. Out-of-scope services (see Out of Scope section herein).

d. Services performed outside the defined Service Hours.

e. Services designated as Time & Materials.

3. Cancellation or Rescheduling of any scheduled deployment after the schedule has been locked may be subject to additional fees plus any actual and reasonable travel expenses incurred. See Definitions “Cancellation” and “Reschedule” for fee schedule.


80 Valencia College – TRP Proposal | Dell Marketing L.P.

4. Prices and/or scope of services will be adjusted by Dell to reflect the actual operating environment if the assumptions are found to be incorrect or there is a material failure of Customer to perform its responsibilities as set forth in this SOW.

5. Prices exclude costs for procurement of any hardware or software.

6. Price excludes travel incurred due to schedules that cause excessive travel between customer sites. See Scheduling Assumptions.

7. Price includes travel expenses within fifty (50) miles of a major metropolitan area as defined by Dell (See embedded list of Dell-defined major metropolitan areas; copy available upon request).

8. The terms offered by Dell under this SOW (including but limited to the pricing) shall be valid for thirty (30) days following initial delivery of this SOW to Customer. In the event this SOW is executed by Customer after such thirty (30) day period, Dell may in its sole discretion, (i) accept the SOW on the stated terms or (ii) reject such SOW and may provide Customer with a revised SOW setting forth any necessary updates to the terms of the previous SOW.

9. Payment for any hardware ordered from Dell is due in accordance with Dell’s standard terms for such purposes (unless the parties have entered into a separate agreement regarding acquisition of the hardware, in which case payment for the hardware would be due in accordance with such separate agreement) and shall in no case be contingent upon performance or delivery of the services and/or installation described in this Statement of Work.



Dell Delivery Services Overview Dell Response

Delivery Delivery - Standard delivery days in U.S.

Dell’s standard process is to deliver products Monday through Friday. Custom delivery services are available at an additional fee.

Guaranteed Delivery

● There are many factors including (but not limited to) supply of parts and assemblies, estimated lead times, and delivery options that affect Dell’s production scheduling and delivery dates. As such, Dell cannot guarantee to specific shipping or delivery dates.

● Dell's policy is to schedule production based on order acceptance. Order acceptance is defined as Dell’s receipt of a valid purchase order, matching price quotations previously agreed upon by the customer and its supporting sales team. To estimate when Valencia will receive an order, a generalization is to add standard lead times plus days required for shipment. In some instances (i.e. during times of industry constraint) additional production days will need to be added to the overall lead time as well. Dell will work directly with Valencia to keep you apprised of shipping and delivery status, lead times, and other items that will affect final receipt of product.

Average Delivery

● Dell’s average delivery timeframe range for the various products proposed herein is 10 — 14 business days after receipt of properly formatted purchase order barring any unforeseen circumstances such as part shortages due to industry supply constraints, natural and / or civil disasters and other acts of God.

Custom Services

Dell has a number of custom delivery services options that we can offer Valencia (College) users to help insure that we meet your variable delivery scheduling timeframes.

Pre-delivery Services are performed to prepare your shipment for delivery, based on your receiving environment.

● Palletization — Consists of placing products on pallets to accommodate specific footprint, height, width, mix of products, or special placement of products on the pallet.

● Standard Pallet — Consists of regionally-accepted pallet footprints and configurations. This service must be specifically requested in countries served by our European Manufacturing Facility.

● Custom Pallet — Consists of any pallet request that is an exception to the local pallet standards. De-palletization is not included with this service, and must be specified if needed (see below).

● Order Consolidation — Includes one-time delivery of all items ordered for a single customer purchase order or relating to a specific project. This may include desktops, servers, notebooks, workstations, storage, and peripherals ordered for those systems.

● Specific Truck Size — Includes use of a specific trailer type to accommodate your receiving requirements. ● Lift-gate/Tail-lift Service — Includes provision of a truck with automated offloading equipment to

accommodate delivery locations that do not have standard receiving docks.

● Advance Delivery Notice — Includes carrier notification by phone or e-mail (US only) to the customer prior to delivery, to help ensure customer readiness to receive products. E-mail notification is designed to be 24 - 48 hours prior to delivery.

Please note, due to the high levels of customization, tracking, and staffing required to ensure success of scheduled delivery, fees do apply. Your Dell Account Executive can work with State IT users to scope and price your scheduled delivery requirements.



Custom Delivery Services are a core element of successful hardware deployment because they can pinpoint delivery to the exact location within a preset time slot on the day you plan to get up and running and offer the following benefits:

● Puts Dell shipping power in your corner

● Offers a range of options to meet your needs

● Precise delivery for deployment confidence

The Right Approach to Custom Delivery Services

Custom Delivery will help ensure successful deployment by saving you time, money and resources as Dell ships and tracks consolidated orders directly to your site. We can arrange services to meet your objective, small or large.

Scheduled Delivery Services

You benefit from having a predictable and precise delivery cycle, where projects entail recurring deliveries with a repetitive schedule, or on clearly defined deliveries with start and end dates. Scheduled Delivery Services include requested arrival on a specified date and time — or after-hours deliveries.

Pre-Delivery Services

We prepare your shipment for delivery, according to your receiving environment. Pre-Delivery Services include standard and custom pallet building, order consolidation and advanced delivery notice.

Destination Services

Breaking apart pallets, unpacking boxes and package removal are some of the Destination Services Dell can perform at the business site to accommodate the physical receiving capabilities and product handling needs.



Dell Installation / Deployment Services Overview Client Installation Services Dell’s suite of installation services will enable Valencia and the Florida Community College system of schools to select whatever support you need to rapidly deploy your new systems. Thousands of businesses trust their client installations to Dell; so you can be sure that our tools and processes are robust. Our installation services will have your systems up and running quickly and efficiently.

Figure 2 - Client Installation services to suit your business needs A selection of services to ease the way to a cost effective deployment

Basic Install

Designed to get you up and running with minimum fuss, Dell engineers will unpack your new systems, get them to the desk and connect them to your network. All deployment related packaging will be moved to a preferred location on your premises. A full service description is available from your Dell Account Manager.

De-installation

In order to make space for your new equipment legacy equipment will be de-installed. We will disconnect your old system, re-pack using packaging from the new system and move your old equipment to a convenient point in your deployment building. We can even co-ordinate the collection of your legacy hardware on request and provide Asset Recovery services as required.



New Peripheral Installation

Get new peripherals connected without distracting your in-house resources. We will unpack, connect, validate and test your new peripherals and clear the packaging away to a specified location on site.

Data Transfer

Having Dell move data onto Valencia’s new systems as part of the installation can significantly cut down disruption and data loss risk. This option is available for customers’ who are purchasing the Dell Installation Service. Customers have the option to purchase:

● 2GB of data transfer

● Additional data transfer charged per GB over 2GB.

Custom Configuration and Imaging

Systems can be imaged at the point of manufacture. In addition, we can image, customize or configure your equipment either on-site or at a staging point when additional configuration is needed or if CFI has not been purchased.

We will follow a script provided by Valencia. Any additional hardware or software required for Dell to complete the imaging or bespoke configuration will need to be supplied by Valencia.

User Orientation

Directly following an installation, as an additional service, the engineer can give user orientation. This may include basic hardware instruction, software familiarization, docking and undocking for laptops and how to perform basic configurations such as mapping to network drives or printers. Valencia will define the scope and Dell will ensure that the scope is realistically achievable within the time allowed for orientation.

Managed Deployment

For large deployments such as system renewals and green field rollouts, installation can be a major project in its own right. Dell offers a tailored range of service options that can include:

● Logistics Management (including supply coordination, staging and asset tracking)

● Installation Services (including customization of clients at the desk-side, asset recovery for storage or disposal, and data migration)

● Post-Implementation Support (including asset register construction, floor-walking and training)



Enterprise Installation Services Enterprise environments can face demanding and complex installation challenges. As part of Dell’s built-to-order model, we recommend that you take advantage of our on-site Enterprise Installation services to enjoy the maximum benefits of your new Dell hardware. By leaving the installation process to us, you reduce implementation time, make efficient use of your employees’ skills and reduce Total Cost of Ownership by saving your internal resources. Our experience and expertise ensures a smooth installation process with reduced risk of error.

Our modular suite of installation services allows you to customize the right service package to implement your new systems quickly and efficiently. We provide on-site installation of all PowerEdge components, PowerEdge clusters, PowerEdge racks, PowerConnect switches, and PowerVault storage system solutions.

● Server Installation Services – Our comprehensive Server Installation services are designed to give you an end-to-end server deployment solution. We will configure and test your new Dell servers, as well as mount them into a Dell-supported rack. Dell provides on-site Server and NOS Installation services including Microsoft Windows 2000, Server/Advanced Server, Microsoft Windows NT or Novell NetWare operating systems.

● If you do not need the extensive offering of our Server Installation services, Dell provides Basic Server Set-up. We will perform a system test as well as install your new server into a Dell-supported rack.

● Switch Installation Services – Dell offers complete PowerConnect switch installation. We will connect cables between the switches and attached servers and clients as well as test them to make certain they are properly connected. Plus, we mount them into a Dell-supported rack.

● We also provide managed switch installation with advanced feature configuration including Password Protection, System Manager, Port Manager, Address Manager, Spanning Tree, VLAN and Class of Service Setup, Port Trunking, Port Mirroring, SNMP, Multimedia Support and Statistics.

● Storage Installation Services – We offer on-site installation of all PowerVault storage systems. Dell will also install all PowerVault Fibre Channel and SCSI storage hardware and software to create a strong storage network robust enough for your enterprise.

Deployment Services The Right Approach to Client Migration and Deployment Assessments

Strategic guidance to make informed decisions about the scope of your deployment requirements and the benefits of an optimized approach.

Client Deployment Assessment

● Assessment of a customer’s environment, including recommendations to improve efficiency, reduce complexity and maximize the return on IT investment.

● Return On Investment (ROI) based business case for improving quality and lowering costs for PC deployment.

Application Compatibility Reporting

● Assessment of customer application portfolio with impact consideration, compatibility and gaps when migrating to new operating system.

● Report analysis of portfolio compatibility including detailed issue identification for each application.

Windows Vista Readiness Assessment ● Detailed analysis of the customer’s readiness to move to Windows Vista.

● Designed to identify application compatibility, hardware compatibility, preparedness to migrate and provide recommendations to ensure a smooth transition.

Design Preparation of detailed plans for optimized deployment of customized hardware including ongoing management and support, to help ensure achievement of business objectives.



Image Build ● Consulting engagement designed to assist in everything from image creation to factory integration.

Application Migration

● A suite of offerings designed to streamline migration and ensure compatibility with operating systems and other applications.

Deployment Design ● Set up and design of automated deployment centered on customer business needs.

● Design of optimized and scalable deployment process that is repeatable.

IT Training ● Trains IT staff to prepare the organization for new technology, new deployment and management model.

Implementation A managed deployment, delivered on time and within budget, ensuring mitigation of risk and achievement of business objectives as well as an enhanced user experience.

End-User Training

● Train end users to prepare them for migration process and to use the new technology upon receipt.

Custom Factory Integration

● Factory preload of deployment content and tools.

● PCs customization to specific organization business needs.

PC Refresh or In-place Migration

● Hardware installation and packaging removal.

● End user specific automated image and applications configuration, data and settings migration.

Asset Recovery ● Environmentally responsible way to recycle, resell, or dispose of used PC components and which helps comply

with local regulatory guidelines.

● Service includes overwriting readable hard drives, shredding inoperable disks2, equipment disposal, logistics management, and documentation.

Support ● On-site support staff for day-after migration support.

Program and Project Management ● End-to-end management by an experienced Dell Project Manager from Assessment all the way to Management.

● Detailed planning, scheduling, Service Level Agreement (SLA) management and project communications.

● End User Satisfaction Measurement and Reporting , and Continuous Improvement.

Management Lifecycle management of services based on industry best practice, delivering a stable and responsive service that accurately addresses business needs, with a focus on continuous improvement.

Application Management

● Ongoing application packaging including Quality Assurance (QA), conflict management and optional UAT testing co-ordination.

● Ongoing compatibility assurance with operating system to which the customer plans to migrate.

● Packaging for chosen new application distribution technologies (such as application virtualization and streaming).



Image Management ● Ongoing management of customer corporate image(s) including hardware and driver management, and

customer initiated updates.

Ongoing Technology Refresh

● Ongoing refresh of customer desktop and notebook systems using Dell optimized products, services and support.

Ongoing End-User Training

● Post migration technology training for new users.

Reduce Deployment Costs by up to 62% "The research shows that companies that optimise their deployment practices enjoy significantly lower costs to deploy PCs, as much as 62% less (over $400 per PC) compared with companies with basic deployment practices." - IDC Opinion, Dell PC Deployment Optimization Model Whitepaper*

Migrate on time, on budget, and unharmed Client Migration and Deployment is a holistic migration solution mapped to your business requirements and underpinned by best practice program and project management.

● Deployment paradigm change from labor intensive implementation to a robust upfront planning and highly automated model.

● Dell patented technologies integrate industry standards to increase automation which dramatically reduces the desk-side labor and logistics involved in pc deployment.

● Scalable and simplified image management by moving to a consolidated, factory installed, imaging service.

● Increased end user productivity and satisfaction as applications are rationalized and packaged in a way that can ensure compatibility with customer Operating System.

● Simplified procurement and logistics as any PC can be delivered to any user and then automatically configured for specific requirements.



● Visibility and velocity of problem resolution through centralized monitoring & incident provided by Dell operations & project managers.

Reduce Deployment Costs with Install to Desk Services

Every year we manage more than 3 million installations, so you can be confident that our portfolio of install to desk services is fully tried and tested. We offer a range of services that will help Valencia to:

● Reduce deployment costs

● Streamline installation with pre-configured systems

● Minimize failed installations

● Avoid stolen, lost or damaged assets

● Manage storage and logistics around your specific requirements

● Support your users through the installation

Figure 3 –Service options available for client deployments Smooth your deployment with Dell Services by choosing the services that fit with your needs

Tab 8 — Additional Services with Pricing & Pre-load SW



On a separate sheet, submit a list of additional services and pricing.

List your firm’s annual research and development budget for computer related technology.

What is the cost to load college-licensed software $____ per PC

(i.e., MS Office Suite etc.): per application/unit

Dell Response

Please refer to Dell’s custom factory integration service price tables included immediately following.

College-Licensed Software Load

Loading College-Licensed Software Unit Price (per PC)

Cost to load college-licensed software $35.00

Additional Dell Custom Factory Integration (CFI) Services The prices shown in the following table are not-to-exceed prices and additional discounts may be negotiated with each College based upon individual customer project volumes and other factors.

Custom Factory Service Category Dell SKU Service Description Price

Image ONLY 365-0257 Routing SKU $0.00

366-1416 Image Load fee SKU $25.00

366-1551 Project set up fee SKU $20.00

IMAGE DIRECT Projects 366-1076 Image Direct SKU $25.00

Image with Asset Tag 366-1557 Asset Tag fee SKU $7.00

365-0257 Routing SKU $0.00



Image with Asset Tag 366-1040 Asset Tag Report Fee SKU $7.00

and Reporting 366-1557 Asset Tag fee SKU $7.00



365-0257 Routing SKU $0.00



Image with Asset Tag, 366-1556 BIOS Setting fee SKU $10.00

Report and BIOS Settings 366-1040 Asset Tag Report fee SKU $7.00

366-1557 Asset Tag fee SKU $7.00

365-0257 Routing SKU $0.00



Asset Tag and Report 366-1036 Asset Tag fee SKU $10.00

ONLY 366-1042 Asset Tag Report fee SKU $10.00

365-0257 Routing SKU $0.00

BIOS Setting ONLY 366-1556 BIOS Settting fee SKU $10.00

365-0257 Routing SKU $0.00




Response to Additional Services Questions List your firm’s annual research and development budget for computer related technology.

Dell Response

Research, Development and Engineering at Dell Dell continues to invest in research, development and engineering activities to improve its procurement, manufacturing and distribution processes, and to develop and introduce new products and services to meet the evolving needs of our customers.

During Fiscal 2011, research, development and engineering (“RD&E”) expenses remained approximately 1% of revenue, consistent with prior years. We manage our research, development, and engineering spending by targeting those innovations and products that we believe are most valuable to our customers and by relying upon the capabilities of our strategic relationships.

We will continue to invest in RD&E activities to support our growth and to provide for new, competitive products. At January 28, 2011, we held a worldwide portfolio of 2,991 patents and had an additional 1,972 patent applications pending. We also hold licenses to use numerous third-party patents. To replace expiring patents, we obtain new patents through our ongoing research and development activities. We have obtained U.S. federal trademark registration for the DELL word mark and the Dell logo mark. We own registrations for 99 of our other trademarks in the U.S. At January 28, 2011, we had pending applications for registration of 15 other trademarks.

Our total research, development, and engineering expenses were $661 million for Fiscal 2011, $624 million for Fiscal 2010, and $665 million for Fiscal 2009.

Product Development

We focus on developing modular and scalable technologies that incorporate highly desirable features and capabilities at competitive prices. We employ a collaborative approach to product design and development in which our engineers, with direct customer input, design innovative solutions and work with a global network of technology companies to architect new system designs, influence the direction of future development, and integrate new technologies into our products.

Through this collaborative, customer-focused approach, we strive to deliver new and relevant products, such as our enterprise solutions, and services to the market quickly and efficiently. Our total research, development, and engineering expenses were $661 million for Fiscal 2011, $624 million for Fiscal 2010, and $665 million for Fiscal 2009.

Open Innovation and Effective Research and Development The traditional approach to innovation tends to produce proprietary technologies and products that are often hard to migrate from as a customer. At Dell, we have a more open and effective approach to R&D.

● Customer-Driven – Dell innovation starts with customers. We gather requirements directly through tens of thousands of customer interactions daily, organized events, and customer panels. These requirements drive Dell technology initiatives, innovations, and product directions.

● Effective R&D – Dell products may be developed in house or by working closely with strategic partners. Customer feedback throughout this cycle reinforces Dell's focus on relevant technologies that address real customer requirements.

● Open Innovation – Dell R&D organizations steer enabling industry standards and technologies through industry groups and strategic partners, and develop innovative, nonproprietary, open standards-based products.



● Product, Technology, and Standards Leadership – Dell's approach to innovation allows Dell to influence industry technology and product directions. Dell-developed customer requirements are shared with the industry through technology and product direction discussions with strategic partners such as Intel, Microsoft, Oracle, and EMC. Often, the requirements are also driven through open industry standards. In this way, the entire industry benefits from Dell's insights.

Product Development

We focus on developing modular and scalable technologies that incorporate highly desirable features and capabilities at competitive prices. We employ a collaborative approach to product design and development in which our engineers, with direct customer input, design innovative solutions and work with a global network of technology companies to architect new system designs, influence the direction of future development, and integrate new technologies into our products. Through this collaborative, customer focused approach, we strive to deliver new and relevant products and services to the market quickly and efficiently. Our total research, development, and engineering expenses were $624 million for Fiscal 2010, $665 million for Fiscal 2009, and $693 million for Fiscal 2008, including acquisition related in-process research and development expenses of $2 million for Fiscal 2009 and $83 million for Fiscal 2008.

Research and Development Every day, thousands of Dell engineers and product development groups are hard at work around the globe aggressively pursuing new and better answers to customer technology challenges. The result of their work is often first-to-market products that guide innovation industry-wide.

Dell’s expanding global presence gives the company an edge over its competition in product development in critical ways:

● Brings a widely diverse range of ideas and employee skills.

● Offers an extremely broad understanding of global customer needs.

Dell’s global reach also offers significant advantages to consumers:

● A global supply network improves overall product quality and lowers costs.

● Brings affordable technology to new and emerging markets, offering tremendous potential social and economic benefits.

While its principal headquarters and design centers remain in Austin, Texas, Dell has rapidly expanded its operations over recent years. The company has established innovation facilities throughout the world, each with its own areas of specialization:

Austin Design Centre Dell’s original design center, the Austin facility handles laptop, desktop, server and storage system development, as well as software development and documentation.

Singapore Design Centre Established in 2005, the Singapore center is home to two of Dell’s global lines of business — Dell Displays and Dell Imaging. These lines encompass Dell’s entire portfolio of displays, projectors and TVs, along with Dell printers and associated software.

Bangalore Design Centre Established in 2001, the Bangalore center in Bangalore, India, focuses on software development, enterprise solutions, server development, international product support, test engineering and documentation.

China Design Centre Established in 2000, the China center in Shanghai focuses on desktop system development, client system testing and laptop and desktop services.

Taiwan Design Centre Established in 2003, the Taiwan center in Taipei focuses on laptop and server development and data center solutions.

Alienware In 2006, Dell acquired Alienware in Miami, Florida, a manufacturer of high-performance desktop, laptop, media center and professional systems.



Patents Dell's focus on product leadership and continuous improvement produces significant innovation. The U.S. patents granted to Dell for its developments in product, online and operations technology provide examples of this innovation. To view an electronic copy of each US patent, please go to: http://www.dell.com/content/topics/global.aspx/about_dell/company/patents/enus_online?~ck=ln&c=us&cs=NAR&l=en&lnki=0&s=bsd

Dell only patents a small number of the patentable ideas that we derive. Rather than investing money and resources on developing patented ideas, we work to progress industry standard technologies that are broadly adopted and used, and where there is a relevant customer benefit.



Dell Custom Factory Integration Services Overview Configuration Services Service Portfolio Dell Configuration Services for enterprise products can be broadly categorized into:

● Imaging and Software Integration

● Hardware Integration

● Asset Management

● Consolidation, Staging and Testing

We are continually adding to the range of Configuration Services solutions. For the most recent list please contact your Dell Account Manager. Details of frequently requested services are provided in the tables below.

Imaging and Software Integration

Imaging and SW Integration Customer Benefit

Recovery Media Image Recovery DVD`s, that can be shipped with each system or APOS, for quick resolution of support issues.

Drive Letters/Driver Install Configure drive letters, partitions and driver installs to meet needs of customer’s environment.

Scripted OS load If loading a software image is not the correct solution for a deployment process, Dell can customize the standard factory OS installation to meet unique requirements.

Static (Ghost) Image New systems arrive onsite with specific customer image already installed. Automated installation saves hours in deployment and reduces potential post-deployment issues.

Special Bid (Anything not listed in the above)

We recognize that each company is unique and we have a wide range of experience and skills to accommodate most requirements.

Hardware Integration

Hardware Integration Customer Benefit

Base mod creation Allows use of non-standard processors or lock-down to a specific processor.

BIOS settings (client and enterprise - DRAC/PERC)

Enables standardization of settings and accommodation of customer required functionality.

BIOS Freeze Provides additional security and change control.

BIOS settings non-generic Customer provided specific settings e.g. specific passwords required.

Documentation removal Reduces administration and environmental impact.

Drop in Box and customer kits A flexible approach to providing solutions even after point of manufacture and sale.

ESM Freeze Creates stability and security by locking down every aspect of firmware.



Non deviation hardware

Provides security and stability for highly sensitive software images and ensures optimal system performance.

Rack and Stack

Dell can provide a full Rack and Stack service with power-on testing and configuration and integration of cabling and labeling. This service is available for Dell and third party components to allow for a fully configured rack to be shipped to site with optional packaging removal.

RAID configurations

Ensuring RAID arrays are configured exactly as required direct from Dell, significantly reduces on-site installation time. An extensive number of solutions are available as well as customer-specific solutions.

Slot Specific cards (Third Party or Existing)

By specifying specific slots for cards, image stability and performance can be increased and redundancy optimized.

Special multi-media devices

Dell can incorporate requested devices (either supplied or procured by us) and ensure optimal configuration to obtain best possible performance.

Graphics cards A wide selection of order ready graphics cards including products from ATI/AMD, Matrox and nVidia providing additional choice and addressing niche requirements.

Special Bid (Anything not listed in the above)


Asset Management

Asset Management Customer Benefit

Asset number into BIOS Enables fast tracking of assets and reduces the likelihood of ‘asset drift.’

Asset reporting A report generated as required in excel or .csv format allowing speedy upload into an asset management system thereby enabling more efficient asset tracking.

Dell standard asset tags By choosing the most popular asset tags there is no need for minimum orders or any lead-time. 5 commonly requested data fields can be incorporated at time of system manufacture to enable easier asset tracking.

Consigned label (customer supplied) Increases corporate identity and fast identification of assets.

Ship box label White vinyl asset label containing key system information affixed to the shipping box to enable fast identification of contents without opening the box.

Asset number into BIOS Enables fast tracking of assets and reduces the likelihood of ‘asset drift.’

Asset reporting A report generated as required in excel or .csv format allowing speedy upload into an asset management system thereby enabling more efficient asset tracking.

Badge or Bezel labeling When a custom badge or bezel needs to be attached to a blade server or storage device, Dell can apply this in the Dell fulfillment center. We can merge customer-supplied parts or source from third parties and attach to the system pre-shipment.

Special bid (Anything not listed in the above)




Consolidation, Staging and Testing


Customer Benefit

Custom shipping pallets Dell can provide custom pallets as required. Multiple products can be placed in pallets with new paperwork and custom labeling as required.

Custom shipping reporting and paperwork

Dell can provide customized shipping paperwork including custom packing lists or labels and provide reporting.

Delivery on demand Dell will provide a stocking solution for rapid deployment or a staggered delivery schedule, with storage up to 90 days. Stock can be delivered when required and the delivery method selected.

Diagnostics testing Dell can carry out customer-defined diagnostics testing on new systems within the Dell Fulfillment Centre.

Media replication Dell can provide a CD/DVD replication service and add to the document boxes for the systems if required.

Order consolidation Dell will manage the receipt and consolidation of multiple Dell hardware parts as well as third party software and peripherals or customer-consigned parts. Dell will arrange delivery of all parts in single or multiple drops according to requirements.

Why Dell Configuration Services? Getting new systems up and running involves more than simply building the hardware. Dell's Configuration Services is a frontline solution available to help reduce deployment hassles and costs by having hardware, images, applications, peripherals, and documents integrated with your systems, during or after manufacture.

● Helps simplify and speed up deployment – Configuration Services mean that hardware components – desktops, notebooks, workstations and servers are installed together with a focus on meeting your exact specifications and eliminating error, so your system can be ready to plug-in and power-up once it arrives.

● Helps lead to improved consistency and compatibility – By having components installed upfront you can be ensured that components are system compatible and configured to properly run with your applications, PC and server connected to your platform.

● Helps eliminate waste – Configuration Services keep maintenance and compatibility standards such as "system refresh" under control. IT resources are able to focus on more strategic projects instead of integrating hardware and software on new systems. With Dell's "One-touch" method, duplicated efforts are eliminated, helping to reduce the chances for error.

After determining your needs, Dell performs the custom configuration during or after the initial system build. High quality Dell products are custom configured to your specifications and delivered direct to you.

Software Integration

Custom or standard configurations of standard, custom or proprietary software can be installed in our factory environment based on your requirements and schedule. In this manner, you can ensure systems will have the same version of the same software. Software integration includes Scripted OS Integration and Customer Application Solutions.

Scripted OS Integration

● Microsoft Windows 2008 R2 Server

● Microsoft Windows Server 2003



Desktop, Notebook and Workstation Scripted OS Integration

● Windows 7, XP and Vista

● Red Hat Linux

Image Management Services

In addition to loading OS, Dell has multiple imaging solutions to assist Valencia by automatically copying existing software images onto new systems or refining and even consolidating images for easy setup and maintenance. Services encompass all levels of outsourcing assistance including:

● Static (Ghost) Imaging

● ImageDirect self-service online image management tool

● CMS factory integration

● X-Image consulting services

Hardware Integration

Having your hardware installed and configured at one time, in one place, presents many benefits, including standardization and high dependability. Dell makes it possible by helping to ensure the integrity of your unique hardware configurations and making the process of upgrading or transitioning to new software simple. In addition, standardization helps simplify system administration, training and compatibility issues.

Hardware integration services cover:

● Installation of industry-standard hardware components and the appropriate drivers, including network interface cards, modems, video cards, sound cards, internal storage devices and hard drives

● Custom hardware settings, including: CMOS/BIOS settings, jumper settings, port settings, special scripting and hard drive partitioning

Parts Replacement Program

The Parts Replacement Program offers Dell Configuration Services customers a single point of contact, should you need to replace many non-standard, internal third party hardware components for the duration of the system's service contract (3-year maximum).

By choosing Dell's Configuration Services for their custom system needs, Valencia can eliminate the need to contact multiple manufacturers to replace non-standard parts. All standard Dell hardware components are covered by the standard Dell system warranty and/or service agreement, and now most non-standard parts can be covered for the same length of time by the Parts Replacement Program.

Asset Management Services

Asset Management Services make identifying, tracking, securing and recovering your computers easy, simple and affordable whether they are local, mobile or remote.

● Asset Security Service – Helps prevent loss or theft by enabling the integration of an asset security and loss control agent along with physical security devices

● Asset Tag Service – Allows you to select three different types of tags and custom box labels that can be applied to your systems. In addition, you can standardize inventory and asset tracking capabilities

● Asset Tracking Service – Helps simplify your daily asset management task by using a factory integrated asset tracking agent that provides automatic, accurate reporting and tracking of hardware and software throughout your environment

● Asset Reporting Service – Reports can be sent prior to system arrival on site and can assist Goods In to facilitate booking and onward movement to IT or other department, such as the asset team for records purposes and future maintenance and/or the IT team for provisioning systems on the primary domain controller.




Dell’s fulfillment services offer additional capabilities to make order delivery easier and more manageable including:

● Order Consolidation – Orders of Dell and 3rd party components delivered as a single order to the specified location

● Delivery on Demand – Dell will provide a stocking solution for rapid deployment or a staggered delivery schedule, with storage up to 90 days

● Diagnostics Testing – Dell can carry out customer-defined diagnostics testing on new systems within the Dell fulfillment center

● Special Palletization – Multiple products can be palletized with new paperwork as required. Shipping Notes and Custom Labeling can be applied to ensure the deliveries meet Valencia’s specification.

● Over Pack and Multi Pack – Dell can take multiple boxes and over pack into a larger carton to reduce the number of boxes being received

● Rack and Stack Services – Includes parts installed testing and configuration, integration of cabling and labeling and delivery service to customer site.

Tab 9 — Refresh/Trade-In Terms



Discuss in detail your company’s refresh/trade-in terms and conditions. Include the following information:

a. The supplier agrees to buy back all PCs acquired via this TRP: Yes ___ No ___

b. Trade-In percentages of initial cost:

o Twenty-four month trade-in: %

o Thirty-six month trade-in: %

o Forty-eight month trade-in: %

c. If other offered, please describe.

Response to Refresh/Trade-in Terms Question The supplier agrees to buy back all PCs acquired via this TRP: Yes ___ No _XX__

Dell Response

While Dell is unable to make any specific buy back guarantees in the context of this master term contract, Dell does have an Asset Recovery Team that will work with each college/entity on a tailored Asset Recovery Service (ARS) program. Dell’s ARS programs will match a specific recovery program to the college/entity detailing trade-in value of the assets and recommended recovery services based on current market values and other factors. Please refer to the following overview of Dell’s ARS and Recycling programs and policies.

Dell’s Asset Recovery Services Equipment disposal is a risky area, with many potential points of failure. Identity theft, standards compliance and environmental liability are growing concerns that everyone must take seriously. Added to that, companies often underestimate the labor costs associated with the disposal methods they choose.

Original owners are deemed responsible for the proper disposal of their assets. The information contained on business servers, desktops and notebooks includes some of the most sensitive and proprietary data available.

Research from the University of Glamorgan (UK)5 has revealed that a significant number of computer hard drives that are bought second-hand still contain sensitive company and personal information. It is therefore essential to ensure the proper disposal of computer equipment that has reached the end of its useful life.

Dell can help Valencia recover, resell, recycle or return to lease your excess computer equipment in a secure and environmentally conscious manner that complies with local regulatory guidelines. We were the first IT vendor to set product recovery goals, in 2004. Through our extensive recycling options worldwide, we reached our goal to recycle more than 125 million Kg (275 million pounds) of computer equipment, ahead of schedule.6

Invest in peace of mind

To protect your company’s assets and reputation, Dell’s Asset Recovery Services help ensure that sensitive information does not fall into the wrong hands. We make it a priority to track and reconcile assets at every stage of

5 University study, 7 May 2009 6 Inspire and Innovate: Achievements in Corporate Responsibility FY2009 (www.dell.com/corporateresponsibility



the process. At the same time, we make every effort to promote environmental stewardship through zero-landfill and zero-export policies. We have instituted globally consistent policies that include rigorous audit protocol for all partners in our supply chain. All data processing centers and partners are regularly audited to ensure compliance with these policies. Auditing is performed by independent third parties, on a frequent and unannounced basis.

As a manufacturer, Dell meets or exceeds all international standards such as the Basel Convention, EU WEEE directives and US environmental and data disposal laws (RCRA, CERCLA, SARA, HIPAA, GLB and CISL). We can help provide:

● Brand Protection: Avoid the negative publicity that comes from a disposal process that goes wrong.

● Data Security: Protect sensitive data by overwriting readable hard drives though a 3-pass data wipe process and shredding inoperable disks.

● Environmental Stewardship: Recycle systems with no value in compliance with local regulatory guidelines such as the EPA and WEEE legislation and waste regulations.

Recovery and Disposal process

Dell provides IT disposal solutions for all brands of desktops, notebooks, servers, storage, networking, monitors, printers, projectors, and all computer related peripherals – from small collections to project management of large scale, geographically dispersed recoveries.

The process and options for asset recovery and disposal are summarized in the diagram below.

Figure 4 - Asset Recovery Services from Dell

Secure, environmentally compliant and cost effective

Asset Removal and Logistics

Dell will pick up your systems at your designated location, log each asset by serial number, securely pack systems and ship them to our facilities for further processing.



Data Destruction

For customers with highly sensitive data or privacy concerns, we provide an On-site Data Wipe option for client systems7. Dell also offers custom capability for other data destruction needs including custom wiping and destruction for standalone drives and or drives in servers. Otherwise, the data wipe is performed after transportation to Dell premises.

During the 3 pass data wipe process, the data is overwritten8 using an automated script. Non-functional hard drives are destroyed by shredding or otherwise destroying the drives in a controlled, secure environment.

The data wipe process includes:

● Tracking: We collect and report back to you specific information about the data cleansing of each unit. Asset tags and serial numbers are collected and removed, and the system is readied for data overwriting.

● Overwrite: Using licensed software, Dell detects and overwrites data from each seated disk drive, overwriting the data with random characters. This process is performed three times (3-pass data wipe).

● Verification: A technician verifies that the software successfully overwrote the data before sending the system down the line. There, its progress is monitored and recorded and an audit technician selectively performs additional testing. Finally, the successfully overwritten system is ready to be resold or recycled for parts. In cases where the data cannot be removed due to faulty functionality, the hard drives are completely destroyed.

● Reporting: To complete the process, Dell provides a detailed status report of the data cleansing and outcome of each retired system.

Disposal Options

Asset Recovery Services offer the option to recycle, re-use or sell retired hardware that still has value. Options include:

● IT Asset Recycling: For greater peace of mind or to dispose of obsolete equipment, some customers choose our recycling-only offer. Dell will handle the logistics of properly disposing your used equipment in an environmentally sensitive way. During the recycling process, IT components are broken down into primary parts — with materials separated into groups of ferrous metals, precious metals and plastics. Once divided, these materials are sent to partners who specialize in the disposal of each unique material.

● IT Asset Resale: Dell will pick up your systems at your designated location, ship them to our facilities, cleanse the systems of all data and audit your equipment to determine the remaining value. We then help you resell it to a third party. Equipment that has no residual value is recycled.

o Offsite data wipe option: We perform a 3-pass wipe using an automated script that overwrites every sector of a seated hard drive. A sector verification is performed. If a drive cannot be 100% overwritten, the drive is physically destroyed.

o Onsite data wipe option: To provide an extra level of security, we can perform the 3 pass data wipe at your location before the equipment leaves your site. This option is available for desktops and notebook equipment only.

● IT Asset Return to Lease: Dell will pick up your systems at your designated location and ship them to your lesser. If required, additional options are available to cleanse the systems of all data and audit the equipment to determine the remaining value.

Reporting

Dell provides detailed reporting to verify that your data was removed or destroyed and that recycling met or exceeded all local regulatory guidelines. These reports are intended to help you meet compliance and audit requirements.

7 Additional charges apply 8 No data removal process leaves a hard drive or computer as free from residual data as a new product. Dell makes no recommendations regarding the customer’s security needs or representations regarding the effectiveness of one method of data removal over another. It is the customer’s responsibility to protect any confidential or sensitive information contained on its hard drives recovered by Dell.



Dell will provide a “Confirmation of Disposal” report which includes:

● Certificate of Data Destruction that identifies all system hard drive(s) successfully wiped during the Data Wipe process at your premises.

● Verification that all other hard drives were wiped or destroyed in accordance with applicable local country and state regulatory requirements and guidelines.

● Confirmation that all other equipment was disposed/recycled in accordance with applicable local country and state regulatory requirements and guidelines.

For all equipment disposals, we also provide a Settlement Report which lists the serial number, condition/grade, and value asset sold of each piece of hardware.

Why should I purchase Asset Recovery Services?

Dell can help you recover, resell or recycle your excess computer equipment in a secure and environmentally conscious manner that complies with local regulatory guidelines. Valencia will benefit from:

Data security:

● Minimum 3x data wipe; non-functional hard drives are destroyed

● Asset tags and labels are removed. Onsite data wipe provides maximum security assurance

Ethical disposal:

● Old computer equipment is disposed in compliance with local environmental regulations.

● We provide confirmation of disposal for environmental compliance

Reduced overall costs:

● You get value back for qualifying systems that are resold

● You eliminate the cost of storing, licensing and supporting equipment that you no longer need

Improved focus for your IT resources:

● Relieves your IT staff the headache of managing the complex end of life process. Allows that staff to focus on higher value activities.

World Class Recycling At Dell, we are committed to making “being green” easier, more efficient and more cost effective for our customers. We make this a reality by delivering practical products and services that have an impact on real environmental issues such as climate change, packaging, e-waste, power efficiency and recycling.

Last fiscal year, we announced our Enviro2.0 strategy, focusing on global recycling, product and packaging solutions, sustainable operations, climate leadership, engagement and empowerment, and services and solutions. In fiscal year 2010, we made solid progress in each of these areas.

Recycling to put more green in, less waste out

Dell helps customers do more to reduce, reuse and recycle. Select products are made with recycled materials, and all Dell products can be recycled through our recycling programs. The graphs below demonstrate our recycling progress by region and program.

Banning the export of electronic waste

We have surpassed our commitment to recover hundreds of millions of kilograms of used computer equipment for responsible recycling by 2012. This year, we also tackled unauthorized shipping of electronic waste by becoming the first major computer company to officially ban the export of nonworking electronics to developing countries. This includes all electronic waste that we generate in our global operations and collect through our take-back programs.



Dell’s electronics disposition policy now exceeds the requirements of the Basel Convention, which bans the export of certain electronic waste based on its material or chemical composition. By expanding our definition of electronic waste to include all nonworking parts or devices irrespective of material composition, Dell aims to help prevent the unauthorized dumping of electronic waste in developing countries by requiring that equipment be tested and certified as “working” prior to export.

As a leading technology provider, we must help define the standard by adopting stringent global practices to prevent e-waste dumping. We hope that our actions influence others in the industry to do the same.

Extending our worldwide recycling network

Through our recycling programs for consumers, small and medium businesses, large enterprises and governments worldwide, as of January 31, 2010, Dell has recycled 484 million pounds (220 million kilograms) of equipment since 2006.

Consumers can now recycle computer equipment through our extensive free and convenient computer recycling program in more than 70 countries around the world.

In the U.S., Dell offers five programs ranging from at-home pickup to drop-off at a local Staples store or Goodwill. Dell added 445 more Reconnect sites through our Goodwill partnership in fiscal year 2010, for a total of 1,900 participating Goodwill stores. This five-year-old Reconnect program has kept more than 96 million pounds of e-waste out of landfills and created about 250 green jobs.

Our business customers can make the return of unwanted computer equipment both more responsible and more secure with our extensive business recycling and asset recovery services. To help ensure environmental and legislative compliance, Dell handles the logistics of properly disposing of used equipment in an environmentally responsible way that meets local regulatory guidelines. We are proud to say that Dell’s standards meet or exceed applicable regulations.



Introducing packaging solutions for the planet

Dell provides practical, innovative packaging solutions that minimize impacts on the planet and make it easy for customers to do the same. Always striving to find a better way, we have created a metric for packaging improvement. It’s called the 3 Cs:

● Cube — reduce the size

● Content — use recycled or sustainable materials

● Curb — ensure that it is easily recyclable

Bamboo packaging

Last year, we pledged to reduce cube-size packaging materials for our desktops and laptops by 10 percent and to increase the use of recyclable materials by 40 percent by 2012. As we march toward achieving these goals, we’ve sought creative, renewable alternatives to traditional packaging. In this way, we can reduce negative impacts to the planet and help our customers do the same.

In November 2009, we became the first technology company to offer bamboo packaging for our products. Bamboo is fast-growing, it replenishes the soil and it makes for sturdy lightweight packaging material. We discovered that bamboo serves as a great alternative to molded paper pulp, foams and the corrugate often used in packaging. In fiscal year 2010, we used bamboo cushions to cradle and protect our Inspiron Mini 10 and 10v inside an outer box that is made from 25 percent post-consumer materials. In fact, more than 50 percent of our Inspiron platforms are packaged in bamboo.

20 million pounds saved from landfills

Our joint efforts with our stakeholders and customers are adding up: Dell is on track to simplify and revolutionize computer packaging and keep approximately 20 million pounds of packaging materials out of landfills from 2008 through 2012. By 2012, we are committed to:

● Eliminate 20 million pounds of packaging. Progress: 44 percent to goal with a reduction of 8.7 million pounds of packaging

● Achieve 57 percent curbside recyclability of packaging components. Progress: 75.9 percent to goal with molded pulp, high-density polyethylene cushion (HDPE), EPE (foam), bamboo and corrugate

● Increase sustainable content in cushioning and corrugated packaging by 40 percent over the 2008 baseline of 25 percent. Progress: 94 percent to goal with recycled content in EPE, HDPE and corrugate

Multipack for businesses

Our customers expect us to find ways to make smarter use of materials, so we’re always looking for the business practices that add up to a greener way of working. For example, we created a packaging system for large orders that combines multiple products into one box called a multipack.

Continuing to build greener products

The International Chemical Secretariat, ChemSec, issued an April 2010 report showcasing 28 electronics manufacturers that have eliminated brominated flame retardants (BFRs) and polyvinyl chloride (PVC) from their products. ChemSec’s report states, “Companies in the IT and communications sector are at the forefront when it comes to eliminating the use of these substances.” The report lists 155 IT and communications products that are either PVC/BFR-free or almost free — meaning that only minor parts, such as in the external power cord or the circuit board, contain BFRs or PVC.

Ten Dell products are listed, including three OptiPlex desktops, our Mini 3i phone and all of our monitors.

In our commitment to help customers minimize their impact on the planet, we’re eliminating substances of concern from our products. We restrict the use of cadmium, hexavalent chromium, lead, mercury, polybrominated biphenyls and polybrominated diphenyl ethers in Dell-branded products. We have also established public goals to phase out remaining uses of lead and other nonregulated substances — including BFRs and PVC — in advance of legal requirements. By the end of 2011, all newly introduced Dell personal computing products will be BFR- and PVC-free.



That said, legislation is an important part of ending the industry’s use of these substances. In 2006, the European Union established the Restriction of Hazardous Substances (RoHS) directive to restrict the use of cadmium, hexavalent chromium, lead, mercury and certain halogenated flame retardants (PBBs and

PBDEs) in electronic products. EU legislators are now considering adding PVC and BFRs to the list of restricted substances.

At Dell, we support including BFRs and PVC in the RoHS directive, as well as a full ban on these substances in IT, telecommunications and consumer equipment by 2015.

Helping to minimize customers’ environmental footprint through green products and solutions

Developing greener products is essential to helping our customers minimize their environmental footprint. Our goal is to build products with more computing power while saving energy costs and conserving resources. In short, more “green” equals less energy consumption, less waste and lower costs.

To develop greener products, we address the resources and ingredients used to build them, the amount of energy they consume, the packaging that protects them and the recyclability of the products. We ask, ”Is there a more energy-efficient solution? What environmentally responsible yet reliable materials are available? Can these materials be recycled?”

We are constantly looking for better ways to build greener products without building in additional costs or stripping out important features.

Using greener materials, offering greener products

Products are only as green as what goes into them, so we focus on getting the components right.

● In 2010, we transitioned all of our new laptop displays to light-emitting diode (LED), which eliminates the use of mercury This technology has already been incorporated in the Dell Latitude E4200, E4300, E6400, E6400 ATG and E6500, and we are committed to expanding the list of mercury-free, LED-based products in future offerings.

● The plastic materials used in select mainstream OptiPlex systems and monitors in 2009 included more than 7.2 million pounds of post-consumer recycled plastic. That’s equivalent to recycling more than 263 million water bottles.

● By the end of 2011, all newly introduced Dell personal computing products will be free of PVC, BFRs and chlorinated flame retardants (CFRs). However, achieving this goal is contingent on when the industry identifies acceptable alternatives that will lower product health and environmental impacts without compromising product performance.

● We are proactively eliminating the four chemicals expected to be restricted when RoHS is updated around 2014: hexabromocyclododecane (HBCDD), bis(2-ethylhexyl)phthalate (DEHP), butyl benzyl phthalate (BBP) and dibutyl phthalate (DBP). As of July 1, 2010, all newly designed Dell products are free of these four chemicals.

Driving energy efficiency

Our customers seek to work as efficiently as possible, and we aim to build products to help them be efficient. All Latitude, Precision and OptiPlex systems can be configured for ENERGY STAR compliance and are among the most energy-efficient in the industry. In fact, Dell was the first company to offer ENERGY STAR 1.0 for server families and the first to achieve 80 PLUS Gold power-supply energy efficiency for a server power supply unit. In fiscal year 2010, we had more than 135 products registered for Electronic Product Environmental Assessment Tool (EPEAT).

Our laptops and desktops are being designed to consume up to 25 percent less energy by the end of calendar year 2010 compared to systems offered in May 2008. Dell estimates that customers using desktop power management features and settings have saved a total of more than $4 billion on energy costs.

Saving money in the data center

We continually identify green business practices that can advance our customers’ success. The “greenest” data center is the data center that never has to be built. By applying our “green efficiency” approach, we’ve saved



millions in energy costs and indefinitely postponed the need to build a new data center to support internal operations. We are helping businesses all over the world apply these same principles to their data centers. Dell Services can help customers get started.

Organizations large and small are turning to optimizing the virtualization footprint and exploring scaled-out models, like the cloud, for greater efficiency. Dell helps ensure that customers’ experience will be smooth and efficient by tailoring a solution that makes sense for their budgets, staffs and businesses.

Dell Services helps customers drive maximum efficiency in the data center. And because part of creating an efficient data center is having a baseline for measurement, Dell Services helps measure and report power consumption. Dell offers a broad range of data center services that can be tailored to our customers’ needs to help measure, plan, assess, build and forecast.

Reducing our own footprint

Being environmentally responsible goes beyond selling greener products and services. Dell understands that reducing our own environmental footprint is the responsible thing to do, so our commitment to promoting a healthier and cleaner planet starts in our own backyard.

Reducing energy consumption

Energy-efficient operations enable us to conserve resources, reduce emissions and trim our operating costs.

● During the last three years, Dell has completed more than 170 improvement projects in its facilities. These upgrades are estimated to reduce energy usage by 36 million kWh, avoid generating 21,000 metric tons of greenhouse gas (GHG) emissions, and save roughly $5.8 million each year.

● As a result of virtualization, by the end of 2009, Dell’s internal IT organization saved enough electricity annually to power roughly 2,000 average American homes for one year.

● By applying our “green efficiency” approach, Dell IT has achieved more than $29 million in energy savings to date and indefinitely postponed the need to build a new data center to support our internal operations.

Investing in renewable energy to lower our greenhouse gas emissions Dell recognizes that climate change is real and must be mitigated, and we support efforts to reduce global emissions to levels guided by evolving science. We aspire to purchase as much electricity from clean and renewable sources of energy as practical. This, along with our ongoing energy-efficiency improvements, will help us to meet our pledge to reduce GHG emissions.

Highlights of our accomplishments thus far include:

● We currently power our entire Round Rock, Texas, headquarters campus plus seven of our facilities in the U.S. and Europe with 100 percent purchased renewable electricity.

● In fiscal year 2010, we sourced 25 percent of our global electricity from renewable sources such as wind and solar.

● We are one of the top five purchasers of renewable electricity in the U.S. (according to the Environmental Protection Agency’s Fortune 500® Partners rankings April 2010) — and we are the top computer-maker purchaser (U.S. only).

● Our manufacturing site in Hortolândia, Brazil, has solar panels on the roof to heat water for the building’s kitchen and cafeteria areas. This is expected to save 76,000 kWh each year.

● Our headquarters’ parking lot in Round Rock, Texas, is the home of solar arrays that are designed to produce 131,051 kWh of renewable source electricity. This alternative source of electricity will allow us to avoid generating 221,000 pounds of GHG emissions each year, roughly equivalent to planting 23 acres of pine forest every year.

We’ve pledged to continue to maximize our green power purchases, reduce our own operational emissions and responsibly offset the remainder. In 2007, we announced a goal to further increase operational efficiency by reducing global GHG emissions by 15 percent per dollar of revenue (a carbon-intensity measurement) from 2007 to 2012, and to offset our facilities’ operations worldwide. We’ve also committed to further reduce our absolute global operational GHG emissions 40 percent by 2015. Figures 8 and 9 show GHG emissions by intensity and scope. A few highlights of our progress to these goals include:



● Scope 1 emissions for Dell decreased by more than 5 percent. Much of this was due to a reduction in the use of diesel-powered back-up electrical generators in India. (Generator use in India is related to the reliability of the municipal electricity.)

● Total on-site fuel consumption decreased by 3 percent.

● Scope 2 emissions (from purchased electricity) for Dell decreased by 10 percent. Some of this was due to facility closures (Dell reduced its building footprint by about 4.6 percent from the prior year), and some was due to continued energy-efficiency improvement activities in our buildings and data centers. Electricity consumption per floor space decreased 6 percent from the prior year.

● Green electricity purchases increased by more than 22 percent. Purchased and on-site generated green electricity rose to 150 million kWh. Net Scope 2 emissions (subtracting renewable-source electricity) decreased by more than 16 percent.

● Scope 3 business air-travel emissions increased by nearly 13 percent as a result of an increase in business travel.

● In the fourth quarter of fiscal year 2010, Dell acquired Perot Systems, and we have been tracking the combined GHG totals since that time. These are as follows: Scope 1 GHG emissions — 31,387 metric tons; Scope 2 GHG emissions — 361,885 metric tons; net Scope 2 emissions — 285,851; and Scope 3 GHG emissions — 76,550. The consolidated information is in the data we submitted for the Carbon Disclosure Project.

Dell intends to publish new GHG emission estimates later this year to adjust for significant acquisitions and divestitures as required by the GHG Protocol and Environmental Protection Agency Climate Leaders methodologies.

Dell also is ensuring that our operations are focused on sustainable business practices.

● Waste recycling or reuse: In fiscal year 2010, our manufacturing operations continued to maintain a high recycle and reuse rate. A small amount of waste-to-energy incineration is included in this number.

● Forest protection: We are continuing our efforts to reduce the use of virgin tree fiber and increase the use of forest-friendly paper.

● Logistics: Dell remains focused on providing customers with timely and damage-free deliveries in an environmentally responsible way by working with industry-leading logistics and transportation providers who are seeking their own environmental efficiencies.

● Environmental management systems: Dell maintains ISO 14001:2004 certification in most of its manufacturing operations worldwide. Our global product development and takeback/recycling programs also are certified to ISO 14001.

● Safety: We continue to maintain workplace safety and occupational health levels that are better than industry averages. See page 29 for details.

● Greener building: We continue our progress toward greening our buildings and operations by following Leadership in Energy and Environmental Design (LEED) guidance. During fiscal year 2010, we completed 54 improvement projects, with a projected annualized savings of 3,200 metric tons of carbon dioxide.

● Regulatory compliance: Dell strives to comply with all regulatory guidelines and laws. In fiscal year 2010, we did not receive any environmental fines. However, the following safety compliance issues were addressed during the year:

Our Alienware subsidiary in Miami was issued an “other than serious” citation related to a leaking forklift battery and an unmarked electrical circuit breaker by the U.S. Occupational Safety and Health Administration (OSHA). A fine of $2,250 was paid to OSHA.

Dell’s Brazil factory operations paid approximately $2,854 in fines related to some incomplete records identified during a 2008 government agency inspection.

Addressing climate change

Dell is committed to reducing GHG emissions beyond its own operations. To do this, we have adopted a strategy that takes into account the GHG impacts of our products and our suppliers. We look at each stage of the product life cycle — from developing, designing and sourcing through manufacturing and operations, order fulfillment,



customer use and product recovery. The graphic below shows how these focus areas work together.

Tab 10 — Financing T&Cs (with lease agreements)



Financing/Purchasing Terms and Conditions

We request that the proposal address at least these forms of acquisition:

1. Purchase - direct purchase, including delivery, installation options, maintenance options, possible upgrade options, trade-in guarantees, etc.

Dell Response

Dell will work with Valencia to facilitate direct purchases, reseller/partner purchases, and lease purchases. All installation, maintenance, upgrades, and services are eligible for all types of purchase scenarios: direct, partner, or lease.

Standard ground shipment of products is included at no charge in this contract. Any upgraded shipments (express, 2-day, next-day) are the responsibility of the customer, and upgraded shipping charges can be included in all types of purchase scenarios.

2. Tax Exempt Lease - tax exempt (small issuer qualified) financing with funds escrowed and invested to maximize return and minimize net interest expense. A Master Lease will be utilized to which additional equipment schedules can be added. Financier will be required to provide any necessary bond opinions or tax opinions. Financing committee will meet periodically to negotiate interest rates. These rates should be linked to some pre-determined index.

Dell Response

DFS offers a Master Lease with Tax Exempt Lease financing. We do not utilize escrow accounts because of the exorbitant cost associated with escrow accounts. Management fees and account fees can sometimes make escrow financing costly and drive the total costs over the Florida statutory allowed interest rates. There is also a risk of losing escrow financing if there is a downward turn in the economy. DFS will provide rates that are competitive and indexed on a basis mutually agreed upon. DFS will work with the individual schools to acquire any required Bond and or Tax opinions, and agrees to pay the cost of such an opinion if required. The schools will be required to provide a validity opinion or Board meetings with every schedule.

3. Master Lease-Purchase Agreement - allows other major equipment needs to be financed, thus eliminating the necessity for seeking additional financing entities. The plan for an indexed interest rate will keep this master lease competitive.

Dell Response

Dell has a Master Lease Agreement (MLA) that would need to be executed by each customer desiring to lease from Dell. A sample copy of an MLA is included with this response. An MLA can be used to lease both Dell, and non-Dell equipment. Please refer to Exhibit B of this response for the proposed MLA as well as other Lease Agreements.



4. Shipping, for leasing options, must be indicated in the pricing.

Dell Response

Standard ground shipment of products is included at no charge in this contract. Any upgraded shipments are the responsibility of the customer, and shipping charges can be included in all types of purchase scenarios.

5. All options, such as but not limited to, installation, services, must be available on leases.

Dell Response

All installation, maintenance, upgrades, and services are eligible for all types of purchase scenarios: direct, partner, or lease.

6. Can supplier provide tax-exempt, lease financing? Yes _XX__ No ______

Dell Response

Dell offers tax-exempt lease financing as one of our many options.

7. Will suppliers secure any required bond/tax opinion? Yes _See Below____ No ______

Dell Response

Dell will require a Bond/Tax option for any single transaction of $5MM or for any school that initiates over $5MM in transaction in one calendar year. DFS will work with the individual schools to acquire any required Bond and or Tax opinions, and agrees to pay the cost of such an opinion. The schools will be required to provide a validity opinion or the Board meeting minutes that reflect the approval of individual schedules with every schedule. A copy of the validity opinion is included with the Lease documents located in Exhibit B of this response.

8. Index on which interest rates will be based: _Please refer to DFS Overview immediately following._____

Dell Response

Dell offers the following index provisions:

The lease rate factors used for the calculation of the annual Rent amount payable for the corresponding Products leased by Lessee on a Schedule with a Primary Term of [36, 37, 48, and 49] months are set forth below (the “Base Lease Rate Factors”) and are in effect for one (1) year from the Rate Date below. At Lessee’s request sixty (60) days prior to the expiration of the Rate Date, Lessor will provide new Base Lease Rate Factors for an additional one (1) year. Lessor may adjust the Base Lease Rate Factors on a quarterly basis (based on calendar quarters) for new Schedules if Lessor determines there is: (i) a change in Lessee’s financial status; and/or (ii) a change in the Lessor’s projected residual value of the Products; and/or (iii) a change in the Lessor’s cost of funds. Change in the projected residual value of a Product will be determined in substantial part by Lessor’s review of the market for used Products of the type ordered by Lessee for lease and the change in Lessor’s cost of funds will be based on movements in the like-term U.S. Treasury Constant Yield to Maturity interest rates as of the first day of each month, as published in the Federal Reserve Board Statistical Release H-15 and changes in spreads in the Asset Backed Securities Market. Base Lease Rate



Factors for the Products being financed are based, in part, upon “on the run” like-term U.S. Treasury Constant Yield Maturity rates, as published in the Federal Reserve Statistical Release H-15 [currently on the World Wide Web at http://www.federalreserve.gov/Releases/H15/Update/] and may change based on changes in such rates. At the beginning of each calendar quarter, Lessor will review the U.S. Treasury Constant Yield Maturity rates If at the time of each review the corresponding U.S. Treasury Constant Yield Maturity rate has changed by more than 25 basis points from the Target listed below, the Base Lease Rate Factor applicable to Schedules for that quarter shall be adjusted downward or upward by an amount of .00168, ($.168 per $100.00 financed) for annual lease rates, for each 25 basis point change from the Target Rate.

9. Supplier agrees to adjust the interest rate _quarterly__ (daily, monthly, and quarterly) to establish a rate for each equipment schedule added.

Dell Response

Dell will adjust rates quarterly to establish the rate for each equipment schedule.

10. Initial interest rate offered to be available until __January 30, 2012__ (date).

Dell Response

Dell will offer a rate that is available for 90 days.

11. Supplier must attach a draft lease agreement (s) with modifications noted.)

Dell Response

Included in Exhibit B of this response is a sample Master Lease Agreement (MLA). Each entity that wants to enter into a lease will be required to execute an MLA.

** Proposal must include the following submittals: proposed lease agreements addressing both a lease-purchase, as well as a tax-exempt lease. Agreements must be submitted in electronic format, as well as hardcopy.

Dell Response

Dell has included in our lease response both a lease-purchase and tax-exempt lease options as well as the required documentation in the format requested. Please refer to immediately following for Dell Lease Response. Please also refer to Exhibit B of this response for the proposed MLA as well as other Lease Agreements.



Dell Financial Services (DFS) Overview DFS is a dedicated financial services entity focused on the financial and technology management needs of Dell’s customers. Obtaining computer equipment is only the beginning. Information technology, its acquisition, management and disposition, is an emerging challenge that requires state of the art tools for successful administration. DFS, a partner with Dell in its mission to relate directly to the customer and the customer’s individual needs, is ready, willing and capable of assisting Valencia College (the College) with the acquisition of information technology.

Over the past twelve years, DFS has originated over $45 billion in leases, an unprecedented performance in the leasing industry. A direct result of this success is DFS’ ability to structure the contractual leasing relationship in a fashion that is mutually satisfactory to the parties. DFS looks forward to meeting with you and establishing a leasing program, tailored around your specific needs.

DFS Account Team Your DFS account executive, who has been tasked for the past 12 years with introducing new ideas and plans that offers additional savings to (the College) remains unchanged.

DFS Account Executive, Education Programs

Michel Harris

Phone 512-657-6179

Email [email protected]

The Lease vs. Buy Decision Total Cost of Ownership – An increasing number of educational institutions are adopting processes and technologies that focus not only on the initial capital costs, but also on minimizing the lifetime costs of their IT installed base. DFS offers technology leasing and asset recovery programs designed to help you reach this goal. With DFS’ programs, you will receive help in creating a disciplined technology rotation plan, standardizing your IT environment, and lowering your overall TCO.

Disciplined Technology Rotation – Leasing programs are a tool to manage TCO because they encourage a more disciplined approach to acquiring, deploying and disposing of PCs. The result is more orderly technology transitions, lower migration and disposal costs, and increased standardization of the installed base.

Increased Standardization – Standardization allows organizations to reduce the number of vendors required to service the IT environment. Not only will you have fewer vendors to manage, but your Help Desk and users will always know a machine’s make, model, and configuration. This can lower procurement costs, minimize systems integration and support costs, and reduce training requirements.



Factors to keep in mind while making the lease vs. buy decision

Considerations Lease Buy

Cash Reserves Conserves cash and leverages the budget Consumes cash reserves

Total Cost of Ownership (TCO)

Can help reduce TCO through standardization, disciplined technology rotation and lower asset disposition costs

Ownership minimizes the focus on TCO while increasing the probability of additional expenditures over the lifetime of the assets

Budget Predictable periodic payments from the operating budget may facilitate acquisition even when capital budget is exhausted

Acquisition is limited by the capital budget and usually subject to multiple internal approvals

Equipment Disposal Eliminates inconvenience and reduces liability of remarketing and disposal; simply return equipment at end of term

Must address and incur costs of disposal in accordance with strict EPA guidelines

Expected Life Match expected useful life to lease term

Redeployment or disposal may be costly in terms of time, labor and money

Flexibility

Select terms and end of lease options to fit your needs and budget

Limited to an upfront, single, lump sum capital expense

Technology Rotation

Keep pace with technology advances by implementing a disciplined rotation of equipment at end of lease

Ownership fosters retention of obsolete equipment, multiple equipment platforms, increased help desk requirements and constrained ability to work

Why Choose DFS? More and more, educational institutions are recognizing the many benefits of leasing a rapidly depreciating asset. Because of the speed of developments in the information technology fields, owning computer equipment is not as attractive, effective, or productive as other durable assets or office equipment. Through DFS’ leasing programs, educational institutions such as yours are able to:

● Reduce or establish realistic useful life cycles in keeping with technological advances

● Systematically refresh technology with minimal additional documentation

● Effectively manage technology transitions with scheduled end of lease deadlines

● Enforce or maintain standard technology platforms, reducing Help Desk headaches

● Minimize disposal costs by simply returning the equipment to the lessor

● Establish a single point of contact that is fully integrated with Dell’s ordering process

● Enjoy one stop shopping with a DFS lease on anything Dell offers, including software, peripherals and extended service plans

● Expand into multi-vendor purchasing in combination with Dell hardware, all under one lease structure.



Lease Program Overview DFS’ leasing programs offer flexible end-of lease options designed to suit each entity’s unique needs. Lease terms are generally from 24 through 48 months and are tailored to match the essential useful life of the leased equipment to the lease term. Lease payments can be billed monthly, quarterly, semi-annually or annual, in advance. Available to you through DFS are the:

● “SNAP” Lease Program — The “Document Lite” program is designed to increase ease of doing business with us by reducing the amount of documentation necessary for customers making a one-time or low volume (under $250,000 in leased equipment) acquisition.

● Master Lease Program — For large-scale acquisitions (in excess of $250,000 in leased equipment over the next 12 months) and/or the ability to upgrade PC-related equipment continually, with minimal additional paperwork, the Master Lease Program is the most efficient choice.

Both the DFS SNAP and Master Lease Programs offer a variety of lease options:

● Tax-Exempt Lease Purchase (“TELP”) — This program is often called a Lease Purchase or “Municipal Lease”. The TELP is only available to states and their political subdivisions. Title to the equipment passes to the Lessee at lease commencement. The Lessee is provided with the right to non-appropriate subject to the terms and conditions in the lease contract.

● DellFlex — This program is a blend of the Tax-Exempt Lease Purchase and a Fixed Purchase Option Lease. Just like the TELP, this program is only available to States and their political subdivisions, title to the equipment passes to the Lessee at Lease commencement and the Lease contains a non-appropriation clause. DellFlex provides an optional “window” prior to the end of the Lease for the purpose of refreshing the leased technology. If you exercise the technology refresh option you can forgo the final payment under the Lease, return the “old” technology to DFS and refresh the Lease with new technology from Dell. If you don’t exercise your refresh option, then the lease continues to end of term.

DellFlex™ provides your organization with the following features and benefits:

o It allows you to migrate to the latest technology prior to the end of the lease term through a simple, streamlined process.

o It provides your organization with an integrated asset disposal mechanism. This may eliminate property bidding which has an associated cost.

o It provides you with a hedge against technology obsolescence.

● Fair Market Value Lease — This option is often referred to as a “true lease” or an “operating lease”. It is one of the most effective lease products for managing technology transitions and reducing Total Cost of Ownership (TCO). Title to the equipment remains with DFS (the Lessor) throughout the term of the lease. The Lessee is provided with three options at the end of the lease term: 1) the Lessee can return the equipment to DFS; 2) renew the lease on a month-to-month or fixed term basis; or 3) the Lessee can purchase the equipment for its then fair market value.



The Leasing Process Once you determine to take advantage of the benefits of leasing with DFS, the leasing process is simple, efficient and convenient. Regardless of vendor, the process is always started by the customer’s request for a quote for equipment and lease pricing.

Dell Equipment Non-Dell Vendor Equipment

1. Customer contacts the DFS lease or Dell sales representative to place the order and indicates it will be on a lease. Customer then sends a PO in to Dell.

2. Dell will enter the order and notify the DFS lease rep that the order is a lease order.

3. With the Master Lease Agreement (MLA) in place, the order is verified and released into production by DFS.

4. The equipment is shipped directly from Dell to Customer and invoiced to DFS.

5. Following shipment of the equipment, DFS will issue documentation to Customer for review and execution. Customer will forward original signed documents to DFS via fax and mail.

6. Lease commences and payments are due to DFS as stated on the lease agreement or lease schedule.

1. Customer contacts the DFS lease representative and provides a copy of the PO indicating the equipment to be leased.(One PO per non-Dell vendor)

2. Customer forwards PO to the vendor with the “Bill to” as DFS and “Ship to” as the customer.

3. The non-Dell vendor ships the equipment to the customer and sends an invoice, along with written wire instructions (on letterhead) to DFS.

4. Upon receipt of the PO, invoice, and wiring instructions; DFS prepares documentation for customer’s review and execution.

5. Customer forwards original signed documents to DFS via fax and mail.

6. DFS books and obtains funding for the lease. Within 7-10 business days after funding, vendor receives payment for equipment.

This process is subject to the following conditions:

● Customer’s credit must be approved and credit line must be sufficient to cover the PO.

● There are no defaults under existing leases.

● All documents are returned to DFS in a timely manner.



Online Tools Web-enabled solutions let you perform tasks online, so you can reduce the time and costs involved in your lease process.

Submit orders online — You can seamlessly submit orders for your leased Dell systems by phone or online through Dell Premier – whichever is easiest for you.

DFS Online Services

At DFS, we know that acquiring Dell equipment is just one element of your extensive asset management program. So we have created DFS Online Services — the web-based asset management system that puts access to your leased assets right at your fingertips.

With DFS Online Services, customers will be able to search for contract and asset data, request location and cost center changes, accept lease schedules online and much more.1 Just access DFS Online Services through your Dell Premier site, and you will be on your way to achieving greater control over your Dell leased assets program.

Review and Manage Your Contracts

We’ve given you a complete view of your assets in one place. You can search by all contracts, contract number, commencement date or termination date. If you need more information, you can sort by a variety of fields from equipment cost to payment amount to payment schedules. Most importantly, all information is available for download in either CSV or XML formats for easy import into your current asset management program.

Streamline End of Lease Tasks

No more phone calls when it comes to End of Lease requests.2 Packing slips, buyout quotes, early termination quotes and renewal/extension quotes can now be obtained online. Your request will be reviewed by our service representatives and posted on the Requested End of Lease Documents page.

Immediately Access Your Documents

Eliminate the paper chase. With DFS Online Services, the documents associated with your lease agreements are now online. Think of it as an online filing system. Through our Online Schedule Acceptance feature, you can access your lease schedules. Reviewing and accepting lease schedules has never been easier.

Generate Custom Reports

Perhaps the most important feature of DFS Online Services is your ability to create various reports and download them for later review and use.

● Leased Asset Report – an overview of all your assets by contract number or by date

● Disposed Asset Report – contract level detail on all assets received by DFS and removed from our billing cycle

● Received Asset Report – confirm assets returned at the end of the lease



● Custom Report – build your own report from the wide range of lease asset fields

In addition to these custom reports, your DFS service team can also prepare the Account Reconciliation Report and Personal Property Tax Report and post them to the online document section of the site for your review. All reports are available for download and will be accessible for a period of seven days. You can check the status of your online requests easily by referring to the dashboard on the home page.

Ongoing Support

DFS Online Services was not created to replace the one-on-one service you receive from your account managers and finance representatives. You will always have access to members of your account team should questions or concerns arise regarding your account. With DFS Online Services, we’ve put the power of managing your leased assets at your fingertips.

For more information, please also review the DFS Online Services demo on:

http://www.dellfinancialservices.com/DFSOSdemo/tutorial/index.htm

1 In order to accept lease schedules online, customers must have a valid DFS Master Lease Agreement and have signed the accompanying Electronic Lease Order Agreement.

2End of Lease request features do not replace any required written notification pursuant to the terms and conditions of your Master Lease Agreement.



End of Lease End-of-Lease Ease — Your dedicated DFS Sales team, including an End of Lease specialist, will work with you in advance and provide the tools to help you make the right decisions at lease termination.

End-of-Lease Notification — Many times lessors are hesitant to provide prior written notice to their customers, in hopes the lease term will renew for an extended period of time. DFS understands your reasons to enter into a lease program and provides prior written notice to our customers and works to rotate leased assets as close to your end of term as possible – sometimes even prompting refreshes prior to end of term.

End-of-Lease Administration — DFS maintains resources specifically to assist you with management of leased equipment coming out of the leasing cycle. We feel that one of the keys to an efficient end of lease process is a clear customer understanding of the roles and responsibilities of the end of lease process.

DFS Role ● Provide timely and accurate renewal or buyout information.

● Provide timely and accurate return shipping information.

● Provide timely and accurate invoicing for missing and/or damaged items.

● Offer and explain the benefits of DFS value added service programs (e.g., Return Logistics)

Customer Role ● Provide DFS notice of end-of-lease plans by agreed upon date in Master Lease Agreement and/or Lease

Schedule.

● If you decide to return your equipment, prepare and return your equipment to DFS by the lease expiration date by doing the following:

o Arrange for Dell’s replacement equipment to be delivered to your location.

o Migrate information to replacement equipment.

o Remove proprietary information and tags.

o Arrange for transportation of old equipment to DFS returns processing center.

o Erase and destroy sensitive data located on hard drives being returned.

● Package equipment properly to guard against in-transit damage.

● Ensure equipment arrives at DFS processing center by Lease Schedule termination date.

No Automatic Renewal Periods — Automatic lease renewals of 6 and 12 months can put a kink in the total cost of ownership savings you gained from leasing to begin with. Compare our Master Lease Agreement to others and you will note the renewal period is simply month-to-month at end of term until such time you are ready to make your decision to refresh, renew or purchase your existing leased assets.

Prompt Disposal Cycle Time — Your accounts payable team has nothing to fear from your lease refresh billing. DFS makes end of lease reconciliation easier with our 15-day average cycle time of leased asset receipt to removal from lease invoicing.

Equipment Return Services — DFS offers End of Lease Return Logistics as a fee-based service that provides packing labor, packing materials and transportation logistics for end of lease equipment returns. Our program helps reduce the cost and administrative burdens associated with arranging and managing the return of your equipment.



DFS Return Logistics DFS Return Logistics includes:

● DFS supplied packing materials, labor and shipping

● Multi-site pick-up availability

● DFS assumption of “in-transit” damage liability

● Asset reporting (which includes asset level pre-pickup audit of cosmetic condition)

● Volume purchase discount

● Customers may pay for this service either at lease termination or at lease inception. If a customer chooses to pay for this service at lease inception, DFS can include this fee in the lease payment.

Returns Logistics Features & Benefits Feature Benefit

● Packing materials & labor ● Reduced customer cost and hassles

● Asset reporting (includes asset level pre-pickup audit of cosmetic condition)

● Provides asset information early in process to help reduce customer EOL "surprises"

● Integration with Dell PC Lifecycle management team

● Helps minimize business disruption during technology transition

● DFS coverage of "in-transit" damage ● Reduced customer financial exposure related to damage

● Guaranteed 7 business day transit time

● Reduced customer exposure related to late fees; Improves transition efficiencies

If Customer Name is interested in Equipment Return Services, DFS would be happy to provide additional information, including pricing, upon request.

Minority Business Enterprise Leasing Solution — Dell has selected Pharos Financial Services, L.P. (PFS) located in Dallas, Texas, as its preferred Minority Business Enterprise (MBE) Lessor.

PFS is a minority owned firm founded in March 2002 to provide financial loan and lease products to Dell's customers that desire an MBE or HUB Lessor. It is a limited partnership between Dell Financial Services L.L.C. and Lindman Financial Services, LLC. and affiliated with Pharos Capital Group LLC, a minority owned private equity firm.

PFS is certified as a Minority Business Enterprise by both the DFW Minority Business Development Council (D/FW MBDC), a member of the National Minority Supplier Development Council, and the North Central Texas Regional Certification Agency (NCTRCA). PFS is also a certified HUB in the state of Texas.



Response to Specific RFP Provisions Many of the terms and conditions presented in the RFP are applicable to straight procurement/purchase transactions and not to leasing. DFS is unable to either comply with or summarily agree to terms and conditions contained in the RFP which are contradictory to its company policies and objectives or which conflict with its contractual lease provisions. The leasing arrangement will establish a long-term (beyond net 30 days) financial relationship between DFS (the Lessor) and Valencia College (the Lessee). Therefore, the terms and conditions of a duly executed DFS Lease Agreement shall take precedence over any other terms and conditions.

This response is based on the pricing requested. DFS offers many other options including Fair Market Value and Pre-stated purchase options. Please contact us to discuss any of our other offers.

Rate Indexing:

The lease rate factors used for the calculation of the annual Rent amount payable for the corresponding Products leased by Lessee on a Schedule with a Primary Term of [36, 37, 48, and 49] months are set forth below (the “Base Lease Rate Factors”) and are in effect for one (1) year from the Rate Date below. At Lessee’s request sixty (60) days prior to the expiration of the Rate Date, Lessor will provide new Base Lease Rate Factors for an additional one (1) year. Lessor may adjust the Base Lease Rate Factors on a quarterly basis (based on calendar quarters) for new Schedules if Lessor determines there is: (i) a change in Lessee’s financial status; and/or (ii) a change in the Lessor’s projected residual value of the Products; and/or (iii) a change in the Lessor’s cost of funds. Change in the projected residual value of a Product will be determined in substantial part by Lessor’s review of the market for used Products of the type ordered by Lessee for lease and the change in Lessor’s cost of funds will be based on movements in the like-term U.S. Treasury Constant Yield to Maturity interest rates as of the first day of each month, as published in the Federal Reserve Board Statistical Release H-15 and changes in spreads in the Asset Backed Securities Market. Base Lease Rate Factors for the Products being financed are based, in part, upon “on the run” like-term U.S. Treasury Constant Yield Maturity rates, as published in the Federal Reserve Statistical Release H-15 [currently on the World Wide Web at http://www.federalreserve.gov/Releases/H15/Update/] and may change based on changes in such rates. At the beginning of each calendar quarter, Lessor will review the U.S. Treasury Constant Yield Maturity rates If at the time of each review the corresponding U.S. Treasury Constant Yield Maturity rate has changed by more than 25 basis points from the Target listed below, the Base Lease Rate Factor applicable to Schedules for that quarter shall be adjusted downward or upward by an amount of .00168, ($.168 per $100.00 financed) for annual lease rates, for each 25 basis point change from the Target Rate.

Term Product

Description Base Lease Rate

Factor Payment

Frequency Target Rate Target Rate

Date

49 PowerEdge 0.25000 Annual .0069 9/30/11

49 Optiplex Desktops 0.25000 Annual .0069 9/30/11

49 Latitude 0.25000 Annual .0069 9/30/11

37 PowerEdge 0.32000 Annual .0042 9/30/11

37 Latitude 0.32000 Annual .0042 9/30/11

37 Optiplex Desktops 0.32000 Annual .0042 9/30/11



USE 36 and 48 month T-bill rates

Rates effective 10/17/11 - 1/12/12

Date 9/30/2011

Base Base Current Change Number of

Term Payments Rate Date T-bill Base LRF T-bill in Rate Movements Indexed LRF

SC 36 Annual 9/30/11 0.42% 34.670% 0.42% 0.00% - 34.670%

Power Edge 37 Annual 9/30/11 0.42% 32.000% 0.42% 0.00% - 32.000%

Latitude 37 Annual 9/30/11 0.42% 32.000% 0.42% 0.00% - 32.000%

Optiplex Desktop 37 Annual 9/30/11 0.42% 32.000% 0.42% 0.00% - 32.000%

SC 48 Annual 9/30/11 0.69% 26.513% 0.69% 0.00% - 26.513%

Power Edge 49 Annual 9/30/11 0.69% 25.000% 0.69% 0.00% - 25.000%

Latitude 49 Annual 9/30/11 0.69% 25.000% 0.69% 0.00% - 25.000%

Optiplex Desktop 49 Annual 9/30/11 0.69% 25.000% 0.69% 0.00% - 25.000%

Indexed lease pricing adjusted by an amount of 0.168% (annually) for each full 25 bps movement in treasuries.

Based on standard approved configurations.

36 month T-bill 0.42%

48 month T-bill 0.69%



Lease Quote Definitions

Lessor: Dell Financial Services L.L.C. and/or its successors and assigns

Lessee: Valencia College

Lease Structure: DFS has provided a lease quote for a 36 and month Tax Exempt Lease Purchase,

quoted with annual payment options, in advance. Please see the following lease quote for details on pricing and end of lease options.

Additionally, DFS has provided a lease quote for an alternate 37 or 49 Month DellFlex™ Technology Lease Refresh lease structure, quoted with annual payment options, in advance. The DellFlex technology refresh lease structure is similar to our standard tax-exempt lease purchase but provides the Lessee with an opportunity to “refresh” the equipment on the first day of the last month of the primary term (the 37th or 49th month, or the "Tech Refresh Date"). If Lessee wishes to exercise this option, Lessee must notify Lessor in writing at least 120 days prior to the end of the Primary Term, return all (but not less than all) of the equipment on the lease, and enter into a new lease for new, upgraded equipment with a minimum 24 month term. When Lessee completes the Dell Flex requirements and any other payment or performance requirements under their lease terms, the original lease will end. If the terms and condition of the DellFlex option are not fulfilled in their entirety before the Tech Refresh Date, the DellFlex refresh option is null and void and Lessee shall pay the final Rent payment due on the Tech Refresh Date, after which the Lessee obtains free and clear title to the equipment. Please see the quotes below for more information. Please also note that since the DellFlex™ is an alternate structure, we at DFS consider it important that you inquire directly to us regarding the benefits and requirements of the DellFlex™ Program



DFS Price Tables

LEASE PROGRAM: TELP-Tax Exempt Lease Purchase ($1 Buyout Financing) 36 Months

Dell Quote # Equipment Description Unit Price Qty. Total

Financed Amount

Payment Frequency

(In advance)

Primary Lease Term

(months)

Lease Rate

Factor

Lease Payments

600527077 Optiplex 390 Minitower $719.00 1 $719.00 Annual 36 0.3467 $249.28

600530543 Optiplex 790 Minitower $1,099.00 1 $1,099.00 Annual 36 0.3467 $381.02

600531672 Dell Latitude E5420 $879.00 1 $879.00 Annual 36 0.3467 $304.75 600532661 Dell Latitude E6520 $1,149.00 1 $1,149.00 Annual 36 0.3467 $398.36

600532944 Power Edge R610 $4,269.00 1 $4,269.00 Annual 36 0.3467 $1,480.06


DELL Software/Services $1,000.00 1 $1,000.00 Annual 36 0.3467 $346.70

PLEASE NOTE, PRICING DOES NOT INCLUDE SALES TAX IF APPLICABLE

PROPOSAL VALIDITY/APPROVALS: This is a proposal based upon market conditions and is valid for 30 days, is subject to final credit approval, review of the economics of the transaction, and execution of mutually acceptable documentation.



LEASE PROGRAM: TELP-Tax Exempt Lease Purchase ($1 Buyout Financing) 48 Months

Dell Quote # Equipment Description Unit Price Qty. Total

Financed Amount

Payment Frequency

(In advance)

Primary Lease Term

(months)

Lease Rate

Factor

Lease Payments

600527077 Optiplex 390 Minitower $719.00 1 $719.00 Annual 48 0.26573 $191.06

600530543 Optiplex 790 Minitower $1,099.00 1 $1,099.00 Annual 48 0.26573 $292.04

600531672 Dell Latitude E5420 $879.00 1 $879.00 Annual 48 0.26573 $233.58 600532661 Dell Latitude E6520 $1,149.00 1 $1,149.00 Annual 48 0.26573 $305.32



DELL Software/Services $1,000.00 1 $1,000.00 Annual 48 0.26573 $265.73

PLEASE NOTE, PRICING DOES NOT INCLUDE SALES TAX IF APPLICABLE

Sales Tax can be paid up front with the first lease payment OR it can be included in the total financed amount, with a pro rata portion of such tax to be paid with the Lease Payment Amount on each invoice.



LEASE PROGRAM: DellFlex Tax Exempt Lease Purchase — 37 MONTHS

Dell Quote # Equipment Unit Price Qty. Total

Financed Amount

Payment Frequency

Primary Lease Term

(months)

Lease Rate

Factor

First 3 Lease Payments (annual in advance)

4th Lease Payment*

600527077 Optiplex 390 Minitower $719.00 1 $719.00 Annual 36 0.32 $230.08 $57.52

600530543 Optiplex 790 Minitower $1,099.00 1 $1,099.00 Annual 36 0.32 $351.68 $87.92

600531672 Dell Latitude E5420 $879.00 1 $879.00 Annual 36 0.32 $281.28 $70.32

600532661 Dell Latitude E6520 $1,149.00 1 $1,149.00 Annual 36 0.32 $367.68 $91.92

600532944 Power Edge R610 $4,269.00 1 $4,269.00 Annual 36 0.25 $1,366.08 $341.52


PLEASE NOTE, PRICING DOES NOT INCLUDE SALES TAX


*TECHNOLOGY REFRESH OPTION: The DellFlex technology refresh lease structure is similar to our standard tax-exempt lease purchase but provides the Lessee with an opportunity to “refresh” the equipment on the first day of the last month of the primary term (the 37th month, or the "Tech Refresh Date"). If Lessee wishes to exercise this option, Lessee must notify Lessor in writing at least 120 days prior to the end of the Primary Term, return all (but not less than all) of the equipment on the lease, and enter into a new lease for new, upgraded equipment with a minimum 24 month term (ask your DFS sales representative for details). When Lessee completes the Dell Flex requirements and any other payment or performance requirements under their lease terms, the original lease will end.

If the terms and condition of the DellFlex option are not fulfilled in their entirety before the Tech Refresh Date, the DellFlex refresh option is null and void and Lessee shall pay the final Rent payment due on the Tech Refresh Date, after which the Lessee obtains free and clear title to the equipment.



LEASE PROGRAM: DellFlex Tax Exempt Lease Purchase — 49 MONTHS

Dell Quote # Equipment Unit Price Qty. Total

Financed Amount

Payment Frequency

Primary Lease Term

(months)

Lease Rate

Factor

First 4 Lease Payments (annual in advance)

5th Lease Payment*

600527077 Optiplex 390 Minitower $719.00 1 $719.00 Annual 49 0.25 $179.75 $43.14

600530543 Optiplex 790 Minitower $1,099.00 1 $1,099.00 Annual 49 0.25 $274.75 $65.94

600531672 Dell Latitude E5420 $879.00 1 $879.00 Annual 49 0.25 $219.75 $52.74

600532661 Dell Latitude E6520 $1,149.00 1 $1,149.00 Annual 49 0.25 $287.25 $68.94



PLEASE NOTE, PRICING DOES NOT INCLUDE SALES TAX


*TECHNOLOGY REFRESH OPTION: The DellFlex technology refresh lease structure is similar to our standard tax-exempt lease purchase but provides the Lessee with an opportunity to “refresh” the equipment on the first day of the last month of the primary term (the 49th month, or the "Tech Refresh Date"). If Lessee wishes to exercise this option, Lessee must notify Lessor in writing at least 120 days prior to the end of the Primary Term, return all (but not less than all) of the equipment on the lease, and enter into a new lease for new, upgraded equipment with a minimum 24 month term (ask your DFS sales representative for details). When Lessee completes the Dell Flex requirements and any other payment or performance requirements under their lease terms, the original lease will end.

If the terms and condition of the DellFlex option are not fulfilled in their entirety before the Tech Refresh Date, the DellFlex refresh option is null and void and Lessee shall pay the final Rent payment due on the Tech Refresh Date, after which the Lessee obtains free and clear title to the equipment.



1. Lease rates are quoted by Dell Financial Services, L.L.C. and are valid in the U.S. only.

2. DFS has provided a blended lease factor for the equipment and some warranties and installation. Non-hardware items such as shipping costs, property or sales/use taxes, and non-tied peripheral items may be assigned a soft cost lease rate factor.

3. Lease rates are also based upon the configuration and specification of the Dell supplied equipment specified in the RFP, and DFS reserves the right to revise pricing in the event of any change in the configuration or equipment specification or reduction in asset values as determined by DFS.

4. Lease rates are quoted assuming annual payments in advance without Pro Rata rent based on a 30-day month from the acceptance date to the commencement date.

5. Lease rates assume monthly consolidation9 of invoices with one schedule per month.

6. The Lease Quote is exclusive of shipping costs, maintenance fees, filing fees, licensing fees, property or use taxes, insurance premiums and similar items, which shall be for Lessee's account. Lessee will pay Payments and all other amounts without set-off, abatement or reduction for any reason whatsoever

9Commencement date is normally defined as the first or 15th day of the month following a designated consolidation period. The consolidation period is normally defined as a 30-day period. However, as business requirements of the company are determined, consolidation periods and commencement dates can be negotiated in the Master Lease Agreement. Acceptance Date (as defined in the DFS Master Lease Agreement): Unless Lessor receives written notification of any defects in the Products, Lessor shall conclusively deem the Products accepted by Lessee on the earlier of (a) the date Lessor receives a Certificate of Acceptance from Lessee or (b) the fifth business day following the delivery date (either (a) or (b) above being the “Acceptance Date”); provided, however, that Lessee’s acceptance pursuant to clause (a) or (b) is subject to any right of return provided by Seller. * Pro rata Rent/Interest is calculated from the acceptance date, as defined in the Master Lease Agreement, until the commencement date of the lease, and is based upon a prorated amount of the Rent.



End of Lease Options

Tax-Exempt Lease Purchase ($1 BUYOUT LEASE OPTION)

Option available to lessee upon completion of the base lease term is as follows:

● Exercise the option to purchase the products for $1.00.

DellFlex™ Lease Purchase Options available to lessee upon completion of the base lease term are as follows:

● Exercise the option to purchase the products at 8% (desktops and notebooks)

● Return all products to lessor at lessee’s expense and enter into a new lease. The Total Product Cost of the new equipment will need to be at least 75% or greater than the Total Product Cost of the original products.

Other Terms and Conditions Taxes:

If The College provides the appropriate tax exemption certificates to DFS, sales and use taxes will not be collected by DFS. However, if your taxing authority assesses a personal property tax on leased equipment, and if DFS pays that tax under the Fair Market Value or 10% Purchase Option Lease structures, The College must reimburse DFS for that tax expense in connection with the The College’s lease.

Purchase order: The Purchase Order will be made out to Dell Financial Services, 1 Dell Way Round Rock, TX 78682. The Purchase Order will include the quote number, quantity and description of the equipment. Please be sure to indicate that the PO is for a lease order and shows the type of lease, the term length, and payment frequency. The date of the lease quote referenced should be included. Please be sure to include any applicable shipping costs as a line item. Please include your address as the SHIP TO destination.

Insurance: The risk of loss on the Equipment is borne solely by the Lessee. Lessee shall be required to purchase and maintain during the Term (i) comprehensive public liability insurance naming Lessor as additional insured; (ii) "all-risk" physical damage insurance in a minimum amount of the Purchase Price, naming Lessor as first loss payee; and, (iii) workmen's compensation insurance.

Appropriation covenant: The Lease shall contain an appropriation of funds clause. The Lessee will covenant that it shall do all things legally within its power to obtain and maintain funds from which the payments may be paid and Lessee will not give priority or parity in the application of funds to any functionally similar equipment.



Documentation: Duly executed Agreement and other appropriate documents, including, opinions of counsel, UCC financing statements, audited financials and such other documentation as is reasonably requested by Lessor.

Proposal validity/approvals: This is a proposal based upon market conditions and is valid for 90 days, is subject to final credit approval, review of the economics of the transaction, and execution of mutually acceptable documentation.

Acceptance Date (as defined in the DFS Master Lease Agreement): Unless Lessor receives written notification of any defects in the Products, Lessor shall conclusively deem the Products accepted by Lessee on the earlier of (a) the date Lessor receives a Certificate of Acceptance from Lessee or (b) the fifth business day following the delivery date (either (a) or (b) above being the “Acceptance Date”); provided, however, that Lessee’s acceptance pursuant to clause (a) or (b) is subject to any right of return provided by Seller. * Pro rata Rent/Interest is calculated from the acceptance date, as defined in the Master Lease Agreement, until the commencement date of the lease, and is based upon a prorated amount of the Rent.

Tab 11 — Financial Information (Financial Stability)



Provide one copy of the financial information in a separate sealed envelope, marked “CONFIDENTIAL”, and included with the “original packet. The three (3) copies should state in the respective tab “INCLUDED IN THE ORIGINAL”. To be eligible for the maximum amount of points, the financials must be audited by an independent firm and include a balance sheet, statement of cash flow, and income statement for the most recent two (2) years. The Board or the Committee may require the firm to submit additional financial information if necessary to evaluate the firm’s financial

This criterion will be evaluated by Valencia’s AVP for Finance and Budget only based on the information requested. Not by the full committee. Point conversion scale listed below.

Dell Response

Due to the printed page size of Dell’s full FY10 / FY11 Financial Reports and as instructed in Addendum No 2, Dell has included our full audited financial reports for 2010 and 2011 on CD which will accompany this printed response. Additionally, Dell is providing Valencia applicable summaries of our Financial information immediately following this page. Please also note that all Financial information as requested by Valencia, as well as additional investor information, is publically available at Dell’s Corporate external website — www.dell.com — under About Dell / Investors / Financial Reporting or located at the following url here:

http://content.dell.com/us/en/corp/investor-financial-reporting.aspx



Financial Reporting Summaries











Tab 12 — Issues Questions



1. Submit proof of ISO 9000 and ISO 14000 certifications.

Dell Response

Dell ISO Certification and Quality Management Quality Management System

Dell’s global manufacturing facilities worldwide are ISO 9000:2008 series certified to ensure high quality globally. All the factories use common processes and parts so that customers can buy the same Dell systems worldwide.

ISO 9000:2008 series registration endorses Dell’s confidence and ability to deliver product quality and service to Valencia. It is a clear, proven indication that we have the correct balance of control, discipline and attention to detail.

Dell’s services and products are produced in a consistent manner that facilitates the maintenance of quality. Every Dell system is custom built, using a process that employs highly trained technicians. These technicians are individually responsible for the quality of specific systems, from assembly through to final testing.

Certifications Awarded

Dell’s manufacturing facilities world-wide are certified to ISO 9001:2008 and ISO 14001:2004 Environmental Management System and the Health & Safety Management system and some are also certified to OHSAS 18001, or equivalent.

Certifications and Registrations

Dell holds International Organization for Standardization (ISO) and Occupational Health & Safety Assessment Series (OHSAS) certifications/registrations in a number of important areas including quality, safety, and health and environment. You can view Dell’s or download copies of certificates from the following link: http://content.dell.com/us/en/corp/d/corp-comm/cr-earth-iso-certifications.aspx

<<Dell Certification Proof provided on next page>>



ISO 9001 Certification



ISO 14001 Certificate





Dell Certifications Overview Regulatory Compliance and Certifications

Dell understand the importance of regulatory compliance in all aspects of business operations—infrastructure, technology, business process operations, and application software. Dell has maintained applications in highly regulated industries, like healthcare and financial services. While each industry has a unique set of compliance challenges, we have found certain approaches provide the most value to our clients. In summary, we find a team approach to regulatory compliance is most effective.

In such a scenario, our clients assume responsibility for focusing on the business drivers, legal mandates, published schedules, and guidelines. We monitor the industry to stay abreast of upcoming regulations so we are prepared and knowledgeable. Our clients provide guidance and direction to us on upcoming changes, requirements, and timelines. Dell assumes responsibility for incorporating the necessary updates/enhancements to application software and process flows. We also ensure—via a dedicated enterprise regulatory compliance officer, enterprise compliance teams, and intra-unit compliance representatives and programs—that we maintain the variety of certifications required to operate within these highly regulated industries (i.e., SOX, HIPAA, various ISO certifications, and the like).

Quality Certifications and Honors

Our commitment to stringent quality standards in business processes, services, and customer satisfaction is reflected in our quality assurance process—our strategy, management, and metrics—and in the certifications we have earned, as shown in the following table. Our strategy and quality management systems promote continuous quality improvement, while metrics quantify measurable results. To maintain continuous improvements, we have adopted industry models for quality and have earned the following certifications (or aligned with their tenets, in those cases where we have found it inefficient to pursue actual certification):

Provider Quality Certifications

Certification Definition Assessment Date Benefit to {Client}

SEI CMMI Level 5 / CMMI-DEV Version 1.2 Level 5

Capability Maturity Model® Integration (CMMI) is a process improvement approach that provides organizations with the essential elements of effective processes. It can be used to guide process improvement across a project, a division, or an entire organization.

Maturity Level 5 focuses on continually improving process performance through both incremental and innovative technological improvements.

Version 1.2 of Maturity Level 5 brings an increased focus on quantitative quality measurement and a more rigorous assessment process.

The Dell applications organization (specifically, the Noida and Bangalore Software Development Centers) were appraised at CMMI Level 5 in early 2003 and re-appraised at CMMI-DEV Version 1.2 Level 5 in August 2007.

Commitment to quality at all levels; “people”, “open culture”, and “client orientation” were identified as the greatest strengths of Dell by the assessment team led by a Lead Assessor from KPMG during our initial 2003 CMMI Level 5 assessment.

CMMI Level 5 v1.2 delivers additional emphasis on quantifiable quality measures

People CMM® Level 5

The People Capability Maturity Model (People CMM) is a five-level maturity framework that helps organizations successfully address their critical people issues. Based on the current best practices

Dell CAS was assessed as People CMM Level 5-certified in December 2004 by KPMG.

By following the maturity framework, Dell helps to ensure that the associates delivering to the client are prepared for any implemented workforce practices.



in fields, such as human resources, knowledge management, and organizational development, the People CMM guides organizations in improving their processes for managing and developing their workforces

Thus, process improvements are aligned with workforce capabilities, and consistency is ensured.

ISO 27001:2005 ISO 27001 certification involves review of the existence and completeness of key documentation, such as the organization's security policy, Statement of Applicability (SoA), and Risk Treatment Plan (RTP). It is a detailed, in-depth audit involving testing the existence and effectiveness of the information security controls stated in the SoA and RTP, as well as their supporting documentation.

July 2008, BSI Group, a leading global provider of management systems assessment and certification solutions, recommended ISO 27001:2005 certification for our operations in Manila, Philippines.

Continuously improves our processes and strengthens our information security posture

Increased amount of focus and activities to continuously improve quality, develop deeper security mindset, improve our documentation, and continuously expand the scope of quality work and security practices to all relevant processes in our operations

ISO 9001:2000 This certification applies to quality process definition and adherence across multiple areas within infrastructure, business process, and applications services.

We have achieved multiple-location conformity to the ISO 9001:2000 Quality Management Standards at both corporate and client facilities. The latest recertification of our main corporate delivery facility, the Plano Technology Center (PTC), came in September 2006. Our latest enterprise certification came at our Lincoln Insurance Operations Center in Lincoln, Nebraska.

July 2008, BSI Group, a leading global provider of management systems assessment and certification solutions recommended ISO 9001:2000 certification for our operations in Manila, Philippines.

Maintains the discipline of internal and surveillance audits (including rigorous ISO audits)

Maintains process discipline

Sustains continual process improvements

ISO 12207 ISO:12207 establishes a life cycle process for software, including processes and activities applied during the acquisition and configuration of the services of the system.

February 2002 Delivers a common structure so that buyers, suppliers, developers, maintainers, operators, managers, and technicians involved with software development use a common language

ISO 15504 ISO 15504 is a framework for the assessment of software processes as developed by the

May 2003 In harmony with the CMMI framework, ISO 15504 provides a



Joint Technical Subcommittee between ISO and IEC.

structure for defining objectives within process improvement program, which provides the client with the most stable program and methods that are best aligned to your goals

ISO 20000-1 ISO 20000 is a globally recognized certification that certifies IT Service Management (ITSM) capabilities of an organization. It features an integrated set of management processes for effective delivery of IT services; it is aligned with and complementary to the process approach defined in the IT Infrastructure Library (ITIL).

Dell’ CAS India organization earned ISO 20000-1 Certification for its IT Service Management System in mid-2007 (with zero non-conformances).

This certification is industry-recognized as an assurance of good service quality at levels exceeding client expectations.

BS 7799/ISO 17799 BS 7799 presents standards for information security management.

ISO17799 is the internationalized version of the BS 7799 framework.

N/A Creates improved system management processes and security-related practices

Ensures business continuity, confidentiality, integrity, and availability of all our information assets, including information shared by our clients

Six Sigma Six Sigma is a disciplined, data-driven approach and methodology for eliminating defects (in any process—from manufacturing to transactional and from product to service). The name derives from its goal of driving towards six standard deviations between the mean and the nearest specification limit for a process.

N/A; Dell have engaged in Six Sigma for several years, and our associates regularly attend workshops and training programs (including green belt and black belt classifications).

Decreases maintenance/support costs

Enables Service Level Agreement (SLA) obligations

Improves application/system utilization rate and performance

Increases efficiency of support activities and productivity through automation

Maintains intellectual property investment

Preserves value of technology

Increases reliability (via reduced system variations)

Reduces paper documentation requirements

Strengthens



application/system security

SAS 70 Type I The SAS 70 is an audit by an independent audit firm conducted in accordance with AICPA guidelines. A Type I is not a certification, but an auditor’s opinion on the sufficiency of the design of controls at a point in time.

Annually (report issued in December)

December 2007:

Guadalajara, Mexico

Provides a third-party confirmation that the services promised and delivered by Dell are carried out in a controlled fashion

Provides clients with an independent assessment of the controls’ operating effectiveness as calculated over a period of time

Supplies clients with the resulting audit report that can be used in place of performing the procedures in house for compliance with various government regulations, including Sarbanes-Oxley Act (SOX)

SAS 70 Type II The SAS 70 is an audit by an independent audit firm conducted in accordance with AICPA guidelines. A Type II is not a certification, but an auditor’s opinion on the sufficiency of the design of controls at a point in time.

Annually (report issued in December)

December 2007:

Plano, Texas

Lincoln, Nebraska

Bangalore, India

Noida, India

Provides a third-party confirmation that the services promised and delivered by Dell are carried out in a controlled fashion

Provides clients with an independent assessment of the controls’ operating effectiveness as calculated over a period of time

Supplies clients with the resulting audit report that can be used in place of performing the procedures in house for compliance with various government regulations, including SOX

ITIL–certified Service Delivery Personnel

ITIL is a set of guidebooks defining models for planning, delivery, and management of IT services. It is not a standard, but a framework whose purpose is to provide IT organizations with tools, techniques, and best practices that help them align their IT services with their business objectives. ITIL is the most widely used best practice for IT service management in the world and the only comprehensive,

As of mid-year 2008, our company has over 500 Foundation Certified Associates and 5 Associates holding a Masters level certification in ITIL® Version 2. In addition, our infrastructure organization holds EXIN ITIL® Accreditation as an Accredited Training Provider, an Accredited Examination Center, and as an EXIN Partner. These allow our accredited trainers to conduct ITIL® Version 3 (V3)

Reduces long-term costs through process improvement

Continuous improvement in the delivery of quality IT services

Reduces risk of not meeting organizational objectives by enabling rapidly recoverable, consistent services

Improves communication and relationships between IT, the



non-proprietary source of service management best practices publicly available.

Foundation courses and exams.

business, and the clients

The ability to absorb a higher rate of change with an improved, measurable rate of success, and a return on investment

Procedures that can be audited for compliance to best practice guidelines

Recognition for having world-class operations



Beyond these enterprise-level certifications, Dell associates, as part of continual improvement and skills enhancement efforts, take part in training, practitioner, and certification activities designed to both enhance their capabilities and certify those capabilities within an accredited, expert body. To this end, Dell associates have gathered the following individual-level certifications regarding quality and technical competency, among others.

Individual Technical Certifications

Cisco

CCIE CCDA CCNA CCSE

CCDP CCNP CCSA SNA

WAN Voice Security ATM

Trainer

Novell

MCNE Netware CNE CAN

Oracle

CDBA8 CDBA8I

Microsoft

MCP IMCP MSCE MSEX

NT Servers Win 95 Win 98 TCP/IP

NT Enterprise NT Desktop Cert. Trainer

Tivoli

Consultants Cert. ITIL Enterprise Master ITIL

Trainers

HP

CDA CSA

Checkpoint

CCSE CCSA

Other Certifications

Compaq ASE Dell ASE AT&T ATM CAC Solaris CSA

IBM AS400 Sun CSA Citrix CCA AIX CSA

BMC Best Remedy Citrix CCA PMI PMP

EMC Level 5 ITIL Foundation Computer Associates Consultant



Dell and Energy Industry Groups

Dell delivers the latest energy-efficient best practices and technology standards to customers in part by working with industry groups and participating in global initiatives such as the following:

● ASHRAE: The American Society of Heating, Refrigerating, and Air Conditioning Engineers advances the art and science of heating, ventilation, air conditioning and refrigeration to promote sustainability.

● BAPCo: Business Applications Performance Corporation is a nonprofit consortium that develops and distributes a set of objective performance benchmarks based on popular computer applications and industry-standard operating systems.

● CSCI: Climate Savers Computing Initiative is an association of companies promoting improved energy efficiency in power supplies and enabling power management in computing environments.

● DMTF: The Distributed Management Task Force is leading an industry effort to ensure that all energy-related and power consumption components in a system are interoperable, can communicate with management systems and can support virtualization.

● ECCJ: The Energy Conservation Center Japan helps to promote energy efficiency, reduce global warming and encourage sustainable development.

● ECMA International: Originally the European Computer Manufacturers Association, ECMA is an internationally based standards organization that is leading the development of international IT standards, including an effort focused on an energy benchmark tool for the ENERGY STAR 5.0 standard.

● The Green Grid: An association of IT professionals that seeks to lower the overall consumption of power in data centers worldwide. As a founding member, Dell joined other IT companies to encourage the private and public sector to develop and use power-conserving information technologies. For more information, see www.thegreengrid.org.

● MEPS: The governments of Australia and New Zealand developed the Minimum Efficiency Performance Standard to improve the energy efficiency of appliances and equipment. This standard reflects the basic tenets of the EPA’s ENERGY STAR program.

● SPEC: Standard Performance Evaluation Corporation is a nonprofit corporation formed to establish, maintain and endorse a standardized set of relevant benchmarks for the newest generation of high-performance computers.

o SPECpower: SPEC’s Power Group is a workgroup that developed an industry-standard benchmark for 1U/2U servers.

o SPECgwpg: SPEC’s Graphics and Workstation Performance Group is a workgroup that has begun developing an industry standard benchmark for measuring professional workstation power consumption in relation to performance.

Dell Products, offered for sale in USA, comply with applicable national Safety Standards and when required are approved by a National Recognized Testing Laboratory (NRTL) and the product carries the Approval Mark of the NRTL along with other required markings. NRTL approval for Dell Computers is based upon UL60950-1 Industry Safety Standard. One possible NRTL is Underwriters Laboratories Inc. but there are several other possible NRTLs.

Dell Products offered for sale in other countries may require additional approvals, depending on national requirements of the country. Where required the product has been evaluated and/or tested in accordance with local requirements and when required the product is marked with the National Approval Mark of the country.



Dell's Commitment to Standards Based Solutions

Key to Dell's innovation strategy is our ability to drive industry standards that directly address customer challenges. Open standards enable flexible solutions to meet evolving computing models. Unlike proprietary technologies, standards allow customers:

● Increased choice

● Decreased cost and complexity

● Product and process interoperability

Dell works collaboratively, whenever feasible, with a wide array of leading suppliers and standards organizations, Dell has driven standards that not only benefit the customer, but result in often revolutionary, industry-changing developments, including:

● DisplayPort digital display interface to support high-performance, high-resolution digital flat panel displays and applications.

● Standard formatting for storing RAID configuration information to enable interoperability between different RAID suppliers.

● Web services standards to provide a Web-based mechanism to more easily manage systems such as PCs, servers, network devices, Web services and other applications.

● Standard systems management instrumentation on managed nodes, such as servers, storage, switches, client systems and printers.

Advances in Technology Standards

Dell influences the development and certification of industry-standard technologies through participation in the various boards and technical working groups of over 100 standards organizations. Recognized for expertise within their field, our accomplished technologists work collaboratively within these organizations to drive the development, adoption, and interoperability of industry-based standards. Here are some of the organizations in which Dell promotes the standardization of emerging technologies.

Blu-ray Disc

The Blu-ray Disc Founders are dedicated to promotion and adoption of the Blu-ray Disc standard. The Blu-ray Disc technology is a next-generation DVD format designed to play and record digital sound and video with high quality. The Blu-ray Disc technology should make it possible to record as much as 5 times the recording capacity of existing DVD drives.

Digital Living Network Alliance (DLNA)

The Members of the Digital Living Network Alliance (DLNA) share a vision of a wired and wireless interoperable network of Personal Computers, Consumer Electronics and mobile devices in the home enabling a seamless environment for sharing and growing new digital media and content services. DLNA is focused on delivering an interoperability framework of design guidelines based on open industry standards to complete the cross-industry digital convergence.

Distributed Management Task Force (DMTF)

Distributed Management Task Force, Inc. (DMTF), is the industry



organization leading the development, adoption, and interoperability of management standards and initiatives for enterprise and Internet environments. The DMTF is responsible for the development and promotion of the following standards to name just a few: CIM, WBEM, DMI, ASF, SMBIOS, and DEN.

Free Standards Group (FSG)

The Free Standards Group (FSG) is an independent, nonprofit organization dedicated to accelerating the use of free and open source software by developing and promoting standards.

The Internet Engineering Task Force (IETF)

The Internet Engineering Task Force (IETF) is a large open international community of network designers, operators, vendors, and researchers concerned with the evolution of the Internet architecture and the smooth operation of the Internet. It is open to any interested individual.

InterNational Committee for Information Technology Standards (INCITS)

INCITS is the primary U.S. focus of standardization in the field of Information and Communications Technologies (ICT), encompassing storage, processing, transfer, display, management, organization, and retrieval of information. As such, INCITS also serves as ANSI's Technical Advisory Group for ISO/IEC Joint Technical Committee 1. JTC 1 is responsible for International standardization in the field of Information Technology.

IPC

Association Connecting Electronics Industries is an ANSI-accredited trade association for designers, manufacturers, assemblers, and users of printed circuit boards and electronic assemblies. With 2,300 member companies worldwide, the association provides technical and management support through education, market data, public policy and standards. IPC sponsors IPC Printed Circuits Expo, APEX and the Designers Summit each year.

IPMI

Intelligent Platform Management Interface . This standards body is dedicated to standardization of server hardware and software management interoperability.

Information Technology Industry Council (ITI)

The Information Technology Industry Council (ITI) represents the leading U.S. providers of information technology (IT) products and services. ITI is the voice of the high tech community advocating policies that foster U.S. economic growth and job creation by advancing U.S. leadership in technology and innovation; expanding



market access for IT products; protecting consumer privacy and choice; promoting e-commerce; and enhancing the global competitiveness of its member companies.

IPv6 Forum

The IPv6 Forum is a world-wide consortium of over 180 leading Internet service vendors, National Research & Education Networks and international ISPs, with a clear mission to promote IPv6 by improving market and user awareness, creating a quality and secure Next Generation Internet and allowing world-wide equitable access to knowledge and technology. IPv6 Summits are organized by the IPv6 Forum and staged in various locations around the world to provide industry and market with the best available information on this rapidly advancing technology.

Joint Electron Device Engineering Council (JEDEC)

The JEDEC Solid State Technology Association (JEDEC) is the leader in the development of standards for the semiconductor industry. JEDEC provides a forum for both manufacturers and users of solid-state products worldwide to openly discuss the requirements to meet the future needs of every segment of the semiconductor industry.

Open Grid Forum (OGF)

Open Grid Forum (OGF) was formed in June, 2006 with the merger of the Global Grid Forum (GGF) and the Enterprise Grid Alliance (EGA). OGF is a community of users, researchers, developers, and solution providers representing over 400 organizations in more than 50 countries. OGF works to accelerate grid adoption by providing an open forum for grid innovation and developing open standards for grid software interoperability.

Organization for the Advancement of Structured Information Standards (OASIS)

OASIS is a not-for-profit, global consortium that drives the development, convergence and adoption of e-business standards.

Printer Working Group (PWG)

The Printer Working Group (PWG) is a Program of the IEEE Industry Standard and Technology Organization (ISTO) with member organizations including printer manufacturers, print server developers, operating system providers and print management application developers. The group is chartered to make printers and the applications and operating systems supporting them work together better.

Peripheral Component Interconnect - Special Interest Group

The PCI-SIGowns and manages PCI specifications as open industry standards, seeking to provide cost-effective, backward compatible I/O solutions for computers ranging from servers to workstations, PCs, notebooks and mobile devices. The organization defines and implements new industry standard I/O (Input/Output) specifications



as the industry's local I/O needs evolve.

Storage Networking Industry Association (SNIA)

The mission of the Storage Networking Industry Association is to ensure that storage networks become efficient, complete, and trusted solutions across the IT community.

SPEC

The Standard Performance Evaluation Corporation (SPEC) is a non-profit corporation formed to establish, maintain and endorse a standardized set of relevant benchmarks that can be applied to the newest generation of high-performance computers.

The Trusted Computing Group (TCG)

The Trusted Computing Group (TCG) is a not-for-profit organization formed to develop, define, and promote open standards for hardware-enabled trusted computing and security technologies, including hardware building blocks and software interfaces, across multiple platforms, peripherals, and devices.

VESA

VESA is an international non-profit corporation led by a Board of Directors, which represents a voting membership of more than 120 corporate members worldwide. VESA supports and sets industry-wide interface standards for the PC, workstation, and consumer electronics industries. VESA promotes and develops timely, relevant, open standards for the display and display interface industry, ensuring interoperability and encouraging innovation and market growth.

Wi-Fi Alliance

The Wi-Fi Alliance is a global, non-profit industry association of more than 200 member companies devoted to promoting the growth of wireless Local Area Networks (WLANs). With the aim of enhancing the user experience for mobile wireless devices, the Wi-Fi Alliance's testing and certification programs ensure the interoperability of WLAN products based on the IEEE 802.11 specification.



2. What is your average inventory turn-around for the following:

a. in-coming component parts:

Dell Response

Inventory Related to Components Continuity of Supply

One of Dell's primary goals when selecting a components supplier is Continuity of Supply. Suppliers maintain inventory at Supplier Logistics Centers (SLC) near manufacturing facilities. Given material availability, orders are transmitted to SLC's. If the component is constrained, the manufacturing schedule is altered to reflect available components.

Although Dell does not take ownership of the inventory at the SLC or supplier until it is delivered to our facility, the component supply is committed and available for Dell.

Dell can also mitigate or prevent inventory gap outs in some instances by re-allotting existing committed supply. In other instances, Dell is in a business position to shift to other suppliers that are able to respond to our needs quickly. Since we are among the first to experience the shortage, we are in the enviable position of creating solutions first.

Component Flexibility

Managing supply flexibility is a key to Dell’s supply chain success. Our goal is to have 25% + upside flexibility across all of our key component parts. We assess each component part to understand its inherent flexibility. (This takes into account sourcing strategy, lead-time, transit time, cost, size, expedite opportunities and usage). We co-develop a flexibility strategy with our suppliers and monitor the status of each component. We have daily contact with our suppliers, as well as, quarterly executive reviews that focus on quality, cost, and supply continuity. Each key supplier is given a grade and is ranked against other suppliers across his commodity.

Supply Chain Management Dell’s supply chain was created to support our customer’s need for reliable delivery of relevant technology at the lowest possible total cost of ownership (TCO). Dell has created an extensive global network of suppliers and manufacturing centers in which we "pull" materials and present them to our manufacturing process only after a customer order has been received. Dell’s supply chain is built to provide consistent, predictable supply from a global network of certified suppliers – 28 international companies provide nearly 90% of our components. Each of these 28 suppliers has a long history with Dell and is committed to providing the best possible quality and value. Dell’s supply chain is recognized as one of the best managed supply chains on the planet and allows us to minimizes inventory and simulate delivery from stock speed while offering the efficiency and effectiveness of build-to-order.

What does this mean to Valencia?

Platform stability We purchase components from Approved Suppliers who have undergone a comprehensive qualification process and have agreed not to change their processes or sources of supply without Dell’s prior approval. Dell’s product lines are designed for corporate users and have track records of stability in platforms, while still delivering relevant new technologies, as they become available. The platforms themselves are designed for a relatively long life span although there might be technology refreshes as dictated by market trends. Although the brand name of the components used within a platform may differ over the lifecycle of that platform all components will function consistently.

Continuity of Supply Dell's key component suppliers have agreed to co-



locate their inventory with our global manufacturing sites and constantly monitor those inventories to ensure continuity of supply. Dell has not had an extended part shortage in the last 7 years that was not the result of an industry-wide constraint … and even during those times we believe superior allocations were given to us because of the way in which we share actual customer demand data with our suppliers. Dell has at least two supply sources for every component used to build our product. Our build-to-order manufacturing system provides Dell with the flexibility to switch to alternative part numbers and approved suppliers with prior agreement from our customer. Valencia will not see a delay in the delivery of your orders, nor will you see a difference in functionality or performance of the products ordered.

Most Relevant Technology at Lowest TCO Dell’s direct distribution, Just-In-Time manufacturing model enables us to configure products to Valencia preferences while eliminating the inefficiency (and cost) of a dealer channel, lowering inventory obsolescence costs, and improving capital turnover rates. Customization (which we term Custom Factory Integration or CFI) can include customer-specific parts and/or software images that are easily integrated into our build-to-order processes.

A Global Manufacturing & Distribution Network Dell has manufacturing and distribution facilities located in Austin, Texas; Nashville, Tennessee; Winston-Salem, North Carolina; Miami, Florida; Hortolandia, Brazil (Americas); Athlone, Ireland; Lodz, Poland (Europe, Middle East and Africa); Penang, Malaysia; Chennai, India (Asia Pacific and Japan); and Xiamen, China (China). Each manufacturing center uses the same process, managed by the same systems, and monitored with the same metrics – this ensures consistent global quality and encourages the sharing of best practices. Custom Factory Integration (CFI) can be performed at each of Dell’s manufacturing locations.

An extensive network of field spares Although our product quality continues to receive high marks from industry watch-groups, we know there may be events requiring a part dispatch. Dell has a vast network of field spares staged across the globe to service our customer’s machines. In fact, the vast majority of our inventory is in this category.

As a customer, Valencia will become part of Dell’s world-class supply chain. We have designed, implemented, and manage our complex global supply chain with service to Valencia in mind.

b. manufactured and finished product:

Dell Response

Inventory Related to Finished Product Dell custom builds each system when it is ordered, only building what our customers want to buy. We do not retain excess inventory or stock configurations that may quickly become obsolete in the fast-changing PC market. Dell is able to provide customized solutions through highly flexible manufacturing processes that allow us to quickly change manufacturing lines to meet shifting demand.

Dell's Just-in-Time inventory system has a number of advantages:

● Dell consistently maintains one of the industry's leading inventory positions with inventories currently representing approximately 5 days of sales.

● The company's extremely low levels of inventory allow Dell to rapidly pass declining component costs through to its customers. Not stocking finished goods



insures that Dell can more efficiently use its inventory of those components that are in short supply industry wide.

● Dell is not forced to push obsolete inventory and unpopular configurations on its customers.

● Capital is not tied up in costly manufacturing processes, so the company can adapt them as often as necessary without incurring significant losses.

● Dell's second sourcing of high quality equivalent components reduces the possibility of inventory gap outs.

Dell does maintain a spare parts inventory. When needed, parts are shipped via an express carrier to arrive on the next business day. Through the monitoring of component failure rates and formalized forecasting tools, Dell maintains a sufficient spares inventory to provide prompt next business day delivery of parts.

Product Availability

Dell’s direct model facilitates product availability. Because each system is built-to-order, we are able to provide customized solutions through highly flexible manufacturing processes that allow us to quickly change manufacturing lines to meet shifting demand.

Not stocking finished goods ensures that Dell can more efficiently use its inventory of those components that are in short supply industry wide. Additionally, Dell's second sourcing of high quality equivalent components reduces the possibility of inventory gaps.

Industry Shortage Dell cannot prevent industry shortages – however, to reduce the impact of such supply issues, Dell enjoys a preferred status with suppliers. We have certified multiple quality suppliers for certain key components, thereby ensuring flexibility when ordering components. Dell views our suppliers as an extension of our company and assists suppliers in incorporating Dell’s procurement models and practices into their supply base.

Dell conducts Business Reviews with our key suppliers, reviewing past and current performance and providing a focus on future direction and strategy. Because of Dell’s stringent quality controls and quality certification processes, suppliers become committed to continuous improvement.

Components are purchased from an approved supplier list, and the parts vendors must pass Dell's stringent qualification process. A worldwide audit program then monitors parts for quality. Dell may revise and discontinue products at any time, due to constrained products.

While Dell cannot prevent industry shortages, our supply chain management model is built on ensuring not only “Just-in-Time” delivery of components, but also to ensure that appropriate quantities are available to meet forecasted business requirements.

3. With what “first tier” technology companies do you have partnerships or strategic alliances established? List five with contact name and phone number:

Dell Response

Dell Alliances and Partnerships Through strategic relationships with major technology suppliers like Intel, Dell is able to work closely to parallel its product development process with the introduction of new supplier offerings ensuring that Dell systems keep pace with the latest relevant technologies. With this strategy, Dell has been able to launch (not just announce) new systems on the same day as these new technologies are introduced.



Our alliance development program leverages a cross-section of the IT industry’s most respected and innovative software and hardware providers to supplement our full range of service offerings and increase the degree of cutting-edge solutions our customers can employ in their enterprise.

Our team of dedicated, experienced alliance development employees identifies and cultivates value-added relationships with suppliers based on specific, strategic goals. By identifying areas with strong growth potential within our service suite, the alliance development team can then build relationships that foster such growth—and broaden the services and service quality we bring to our customers.

With such a broad base of alliance partners, we can develop customized solutions that are also able to grow and adapt with both the changing needs of our customers and the prevalent trends within our industry. Our strategic alliances involve the sharing of knowledge and innovation between Dell and our suppliers; this means our customers often have the chance to become early integrators.

Finally, because our relationships are built on deep trust and mutual benefit for Dell and our suppliers, we are able to pass along cost savings from product discounts and license agreements to our customers, bringing them vendor-supported software and hardware technologies at below-market prices:

Vendor Relationship ATTWS (Cingular) Master Services Agreement

Broadwing Master Services Agreement (Circuits)

BT Master Services Agreement (Circuits and Support Services)

Checkpoint Certified Support Partner (approved to provide solutions and support for all Dell-maintained Checkpoint firewalls for our customers)

Cisco Gold Certified Partner (approved by Cisco as delivering the highest level of customer/product support and customer satisfaction. We have expertise in three Cisco specialization's: VPN Security, IP Telephony Revised and Wireless LAN)

Citrix Citrix Solutions Network Silver Membership, Value Added Reseller (approved by Citrix as being capable of reselling Citrix products, improving performance of installed systems, enhancing Windows NT and UNIX Server product offerings, and holding technical and sales certifications)

Computer Associates Strategic Business Supplier

CompCom Master Products and Services Agreement

Dell Value Added Reseller (teaming agreement allows us to offer custom technology and integration service solutions to customers)

EMC Channel Partner Alliance, Value Added Reseller

Hewlett-Packard U S Commercial 2nd Tier Reseller, Systems Integrator, Value Added Reseller

IBM IBM Business Partner, Capacity Alliance Partner, Value Added Reseller (We are an approved IBM System Integrator and Solution Provider authorized to provide custom solutions and discounted rates to customers)



Microsoft Enterprise Agreement, Select Agreement, Professional Services Agreement

Novell Systems Integrator Agreement

Oracle Oracle Partner Program, Value Added Reseller

Remedy (BMC) Global Systems Integrator, Limited Reseller (authorized to provide custom solutions based on Remedy platform and resell product and support to customers)

Sun - StorageTek Mainframe Agreement, Agreement for Licensed Programs

Sun Global Integration Partner, Value Added Reseller, Suntone Certified

SunGard Recovery Services Agreement

Symantec Managed Security Services Partner, Elite Program Member (authorized to provide security monitoring and security device management, guaranteed to maintain at least four Certified Symantec Engineers and support personnel on staff, authorized to license software for use with our outsourcing customers)

Tivoli Strategic Alliance Partner via IBM Solution Provider Agreement, Value Added Reseller (authorized to provide custom solutions and discounted rates to customers)

Verizon Business Master Services Agreement (Circuits and Voice)

Dell Software Alliances From Microsoft to Linux; from Oracle to Novell to SAP; from Citrix to VMware, Valencia’s software runs well with Dell because it’s supported by knowledgeable software partners who know how to help you maximize its performance. And high software performance means high productivity for high enterprise value.

Microsoft

Together, Dell and Microsoft deliver comprehensive solutions designed to make it easy to build, manage, and deploy powerful enterprise infrastructure and business solutions with factory pre-installed software and custom configured solutions delivered direct to customers.

Through the Dell Microsoft Alliance, we have announced and committed to significant joint development activities around new technologies such as cloud computing. In July, 2010, Dell and Microsoft announced a joint commitment to the development of a Dell Azure Platform Appliance enabling turn-key cloud implementations.

Dell is proud to be one of only five Pan-EMEA Microsoft Large Account Resellers (“LARs”) and has been participating in the Microsoft Select Program since 1994. Dell is now Microsoft’s largest reseller globally in terms of combined sales of licensing and OEM distribution.

The Dell/Microsoft alliance delivers a solid infrastructure for handling critical network servers and key innovations that will benefit customers.

Dell continues to lead the industry transition on Microsoft products. This gives Dell the unique opportunity to provide customers with special SELECT capabilities which traditional software-only resellers are unable to provide.

Dell holds the following licensing authorizations with Microsoft:

● LAR – Large Account Reseller, allowing Dell to offer the Select Volume Licensing program to end users.



● ESA – Enterprise Software Advisor, allowing Dell to service and support Microsoft Enterprise Agreements (EA).

● ADR – Authorized Direct Reseller, allowing Dell to offer the Microsoft Open Value agreement to end users.

● AER – Authorized Education Reseller, allowing Dell to offer Microsoft Academic products to our education customers.

● GPA – Government Partner Authorization, allowing Dell to provide licensed software and software assurance to Public customers.

● SPLA – Services Provider License Agreement reseller, this authorization allows Dell to offer licenses which can be hosted for commercial purposes by Services Providers.

Oracle

For over 20 years, Dell and Oracle have continued to strengthen their strategic partnership, providing customers with integrated solutions.

Oracle develops and tests its software on Dell PowerEdge servers as a primary development platform and also relies on over 10,000 Dell Linux servers to power key elements of its Global IT operations. At Dell, we entrust several of our mission-critical business systems to PowerEdge servers running Oracle Database 10g - including our European order management and supply chain management systems.

Dell recently became a Specialised Oracle Platinum Partner, the highest level in Oracle’s new partner programme. By attaining this specialisation, Oracle recognises Dell for its in-depth skills and expertise in Oracle’s Database 11g product and excellence in serving global customers. This specialisation demonstrates Dell’s leadership and success in selling, developing, and implementing world-class database solutions. It also validates the innovative engineering efforts between Oracle and Dell - giving customers even more confidence in the strength of the partnership and value of joint solutions.

The partnership has grown even stronger after Dell acquired Perot Systems in 2009. In addition to integrated solutions, Dell has created the Dell Services Oracle Practice which provides end-to-end services for a comprehensive range of Oracle technologies. The Dell Services Oracle Practice is charged with helping customers remove cost and complexity from their IT infrastructure. Developed based on best practices gained through joint engineering between Dell and Oracle, the Dell Services Oracle Practice provides a portfolio of services offerings designed to enhance data availability while lowering total cost of ownership. This practice includes some 1,100 professionals and a network of Oracle-specific centresin Brazil, China, India, Mexico and the United States. Dell Services brings extensive expertise in Oracle applications, middleware, and databases, supported by a cost-effective global delivery model.

Novell

Novell and Dell have teamed since 1991 to consistently deliver innovative and robust solutions for Novell and SUSE Enterprise Linux environments. PowerEdge servers and PowerVault storage solutions combined with Novell's world-class software products provide cost effective and reliable solutions.

In addition, the professional service offerings of both Novell and Dell deliver a complete and comprehensive set of consulting, technical support and training solutions.

With Novell’s acquisition of SuSE, Dell and Novell are furthering their partnership and commitment to excellence by providing one of the industry’s leading Linux solutions on industry-leading server hardware platforms from Dell.

Red Hat

Dell offers Red Hat Enterprise Linux with integrated, vendor-supported software and hardware. Dell products are fully certified to run with Red



Hat Enterprise Linux operating systems, and Dell preloads Red Hat Enterprise Linux on select Dell PowerEdge servers for a convenient, one-stop shopping experience.

Perhaps the most strategic component of the Dell and Red Hat alliance is the companies’ continued commitment to joint innovation. This collaboration extends to an in-depth roadmap, which helps ensure that customers receive the most compatible, integrated solutions possible. Dell and Red Hat customers benefit from the performance, flexibility and low cost of enterprise Linux systems that are optimized for success.

Dell is the leading IA server platform for Linux in the United States. Dell offers Red Hat Enterprise Linux with integrated, vendor-supported software and hardware. Dell products are fully certified to run with Red Hat Enterprise Linux operating systems, and Dell preloads Red Hat Enterprise Linux on select Dell PowerEdge servers for a convenient, one-stop shopping experience. Perhaps the most strategic component of the Dell and Red Hat alliance is the companies’ continued commitment to joint innovation. This collaboration extends to an in-depth roadmap, which helps ensure that customers receive the most compatible, integrated solutions possible. Dell and Red Hat customers benefit from the performance, flexibility and low cost of enterprise Linux systems that are optimized for success.

Brocade

Brocade and Dell have enhanced their OEM partnership by expanding the portfolio of Brocade networking products and technologies that will now be available Dell Branded to customers worldwide through Dell and its channel partners. Brocade and Dell have also committed to collaborate on jointly developing unified fabric and virtualization solutions.

Brocade and Dell have enjoyed a long and productive partnership. Dell has been a valued OEM partner for Brocade, and Brocade is a strategic supplier for Dell.

SAP

Every enterprise wants technology that delivers minimum TCO with maximum ROI. Dell and SAP address that challenge by providing a flexible, reliable, and scalable IT environment for your business. Choosing Dell and SAP solutions means that you can rely on an infrastructure that is easy to manage, easy to maintain, and easy to scale - while sustaining value over time.

Collaborating with SAP, Dell provides high-performance, standards-based solutions that can help cut IT costs and promote dynamic growth within your business.

Our optimized solutions can simplify your IT operations through three established means:

● Standards-based technologies

● Scalable, modular components

● Award-winning services and support

Dell offers a unique, simplified approach to deploying and managing SAP solutions, from the desktop to the datacentre.

Dell has focused its efforts on technical enablement for SAP through the Dell SAP Competence Centers, which help to provide application validation, performance characterization and sizing configurations. This allows customers to experience ease of configuration, ease of acquisition and ease of deployment for Dell and SAP solutions. Together with the open, collaborative e-business platform from SAP, Dell offers a powerful, scalable enterprise environment that can put the advantages of our direct model to work for your business.

VMware

The strengths of Dell, EMC and VMware combine to deliver joint solutions for small, medium, and large organizations across all industries and sectors.



Dell integrates OpenManage software with VMware VirtualCenter to initiate VMotion technology. VMotion enables the live migration of virtual machines from one physical machine to another with zero impact to the end user. This means that server hardware maintenance can take place during the business day and have no effect whatsoever on the business operation.

As part of Dell’s strategy for the Scalable Enterprise, and working in partnership with VMware, Inc., a leader in virtual infrastructure software for Intel processor-based systems, Dell offers a series of server virtualization solutions based on Dell PowerEdge servers, VMware ESX Server virtualization software, VirtualCenter virtual machine management and VMotion virtual machine migration technology. Dell recommends deployments of VMware ESX Server built on multiple 2-way and 4-way industry-standard server building blocks, instead of larger proprietary SMP systems. By deploying VMware ESX Server on multiple 2-way and/or 4-way servers and leveraging the VMotion virtual-machine migration technology, Dell’s solution aims to deliver a more flexible, scalable and lower risk approach to virtualization than solutions deployed on larger symmetric multi-processing (SMP) systems.

Citrix

Dell, a Citrix Global Systems Integrator partner, offers a complete range of products for server-based computing environments—from servers and thin-client computers to Citrix software, consulting services and technical support.

Dell has partnered with Citrix to bring the benefits of the Dell direct business model to customers looking to implement Citrix in their IT environment: low acquisition, deployment and systems management costs, quick time-to-deployment and a single point of accountability.

CommVault

CommVault information management solutions are fully tested and validated with Dell | EMC and Dell | PowerVault storage products and support DAS, NAS and SAN configurations. They offer high-performance disk-to-disk and disk-to-tape backup functionality. CommVault seamlessly integrates with Microsoft Exchange, SQL and MOSS in addition to Oracle and NetWare environments.

In addition to Dell | CommVault’s data protection capabilities, customers can take advantage of our archive, replication and enhanced searching benefits from a single management interface.

Symantec

Dell is Symantec's top revenue performing channel partner worldwide. Dell sells more Symantec software than any other partner, behind Microsoft. In addition, Symantec and Dell have extended their partnership to co-build the next generation of Dell OpenManage applications based on the Altiris Management Platform, from Symantec.

The Dell Management Console (DMC), powered by Symantec is a joint solution, designed to address everything from basic hardware management applications to advanced enterprise management.

Dell Management Console, powered by Symantec, is a systems management solution designed to provide a central console offering features from basic hardware management to advanced enterprise functionality. DMC provides a single view into the deployment, inventory, monitoring, and updating of your IT infrastructure - including servers, storage, desktops, notebooks, network devices, printers, and other non-Dell devices - and creates a foundation for more advanced management functionality.

Tab 13 — Reference List



Provide a list of five current customers with a history of purchasing in excess of 1,000 units/year and a written statement outlining the company’s ability to meet consortium/group orders of 10,000 units/year or larger. If sales to a single source or consortium of customers of this magnitude do not exist, please provide a written explanation of the proposers capability to meet orders of this magnitude (attach explanation to Reference).

References will be contacted to evaluate the customer satisfaction aspect. Please provide contact, address, phone number, and email address (page 30 and 31). References from institutions of higher education are preferred. The Reference Check Form with questions and scoring is located on page 32. Be sure to make your references aware that these questions will be faxed or e-mailed to them for completion. Unresponsive references mean fewer points in this category.

Dell Response

Dell has held the existing TRP contract for the past twelve years. Dell has the ability to build and ship more than 10,000 client units in one day; therefore, we believe that our history and capabilities prove that we can continue to meet the purchase, delivery, and service needs of the Florida Community College system of schools.

1. Florida State University

Michael Barrett, CIO

Office: (850) 645-1768

Email: [email protected]

600 W. College Avenue, Tallahassee, FL 32306

FSU has been a Dell customer for more than 20 years. FSU purchases desktops, notebooks, net books, printers, servers, storage, and services from Dell. FSU purchases approximately $7million/year in Dell hardware and services.

2. Pinellas County Schools

Bob Liles, Director, Core Systems & User Support

John Just, Asst Superintendent, Management Information Systems

Office: 727-588-6246


301 Fourth St. SW Largo, FL 33770

Pinellas County Schools (PCS) is the 23rd largest public school system in the country. PCS has a student enrollment of more than 106,000 students over 152 schools and centers, and 17,634 full-time employees. PCS has had a hardware contract with Dell for enterprise solutions, desktops, notebook, net books, printers and multiple services. PCS purchases, and leases, approximately $21million/year in Dell hardware and services.



3. Seminole State College

Dick Hamann, CIO

Office: 407-708-2258


Multiple Campus Sites

SSC has been a customer for 17 years. SSC purchases and leases desktops, notebooks, net books, printers, servers, storage, and services from Dell. SSC purchases approximately $2million/year in Dell hardware and services.

4. University of Miami

Walter Bechtel, Director End User Support

Office: 305-284-6246


Coral Gables, FL 33124

UM has been a Dell customer for more than 20 years. UM purchases desktops, notebooks, net books, printers, servers, storage, and services from Dell. UM purchases approximately $4million/year in Dell hardware and services and has a central store that sells to departments, as well as students. UM is also a certified Dell Service Provider.

5. University of Central Florida

Bob Yanckello, Chief Technology Officer

Office: 407-823-2711


4000 Central Florida Blvd., Orlando, FL 32816

UCF is the 2nd largest university in the country. UCF has a student enrollment of 58,000, and more than 12,000 full-time employees. UCF purchases desktops, notebooks, net books, printers, servers, storage, and services from Dell. UCF purchases approximately $8million/year in Dell hardware and services and has a central store that sells to departments, as well as students. UCF is also a certified Dell Service Provider.



Dell Contractual Experience Dell has more than 26 years of experience of managing, administrating and supporting large contract vehicles for public education customers like Valencia College. In fact, Dell has more than five years experience managing the current TRP Contract with the Florida Community College system of schools. Dell possesses an understanding of specific College system of school needs and best practices and processes to ensure optimal customer experience.

Dell source contracts provide a range of products and services from microcomputers and intelligent classroom equipment to enterprise contracts for servers and storage including professional services. Dell currently holds more than thousands active contracts with public government / education customers throughout the U.S. Furthermore, Dell holds numerous contracts throughout the State of Florida including State Enterprise Contract, PC and IT Consulting Services contracts.

Additionally, Dell also holds numerous other national contracts including the national NASPO | WSCA contract which demonstrates Dell’s ability to manage, and successfully implement large procurement sourcing contacts. Dell will leverage all of our expertise at online order management, reporting, deployment and service delivery to satisfy the requirements of this contract. Dell offers Valencia a fully dedicated account team spanning from sales, support, program management, operations, and customer service to contract administration, technical support and even access to our segment VPs. Dell is has the tenure and experience to be your technology provider for PCs and related accessories and services. Dell is committed to implementing a successful contract with the Valencia.

Other Public Contract Projects School Board of Volusia County

● Fixed configuration discounts for desktops, laptops, enterprise and related services.

● Logistics, installations, de-installation, training services

Florida Department of Management Services ● Fixed configuration discounts for desktops, laptops, enterprise and related services.

● Logistics, installations, de-installation services

● On-site Dell Service Delivery team and Program Management Office

School Board of Pinellas County

● Fixed configuration discounts for desktops, laptops, enterprise and related services.



New York Department of Education

● 280,000 systems / 1,200+ Sites / 700 vendors to 1



Henrico County Public Schools ● Over 17,000 students and teachers

● Professional development


School Board of Broward County ● 10,128 notebooks

● Professional development, project management, imaging and asset recovery



Texas Immersion Project

● 35 out of 49 schools

● Imaging, help desk, professional development & assessment

● Managing and consolidating 6 software providers

Chicago Public Schools, Detroit Public Schools, Cleveland Public Schools ● Deployment / Managed Services

● Asset lifecycle services (warranty, break/fix, and MAC)

● Custom Services Support

SDP of Pennsylvania ● Deployment / Managed Services (50,000 systems PA)

● Asset lifecycle services (warranty, break/fix, and MAC)

● Custom Services Support- 4 hr response/ 9 hr resolution

● In State Program Management Office

School District of Osceola County, Florida ● Deployment / Managed Services of Desktops, Laptops and peripherals

● Deployment Services (Installation)

● Custom Services Support- 4 hr response

Seminole State College (Florida Community College System of Schools) TRP Contract ● Fixed Price Point Configuration Bundles

● Catalog Discounts across Dell LOBs including services

● More than Twelve years

● Numerous College projects

● Role — Prime Contract Holder — Provision of IT Solutions

Notable Master National (Multi-State) Contracts NASPO | WSCA I – State of Minnesota

NASPO | WSCA II – State of Minnesota

NASPO | WSCA II – State of Minnesota ● Catalog Discounts across Dell LOBs including services

● Bundled Configurations

● More than ten (10) years experience with NASPO | WSCA Contracts

● Numerous projects


Midwestern Higher Education Commission (MHEC) ● Catalog Discounts across Dell LOBs including services

● More than five (5) experience with MHEC Contracts



GSA – General Services Administration — Master Federal Contract

● Catalog Discounts across Dell LOBs including services

● More than twenty (20) years experience with GSA Contracts





Notable Statewide Contracts Florida Department of Management Services – IT Consulting Services Contract

● Ceiling hourly rates for various IT Services Categories / Project Areas

● State Augmentation rates

● More than Five years



State of Texas, Seat Management Services Contract ● Seat Management Services

● Configuration Management Services

● Four (4) Years



State of Pennsylvania – CWOPA Services ● Commercials off-the-shelf Software Services

● Software Development Services

● Dell Professional Services



Florida Department of Management Services – IT Hardware Contract ● Fixed configuration discounts for desktops, laptops, enterprise and related services.






State of California – California Multiple Award Schedule (CMAS) Contract ● All LOBs from GSA Schedule

● Close-to-the-box Services




Additional References Via Dell Case Studies For additional detailed descriptions of how Dell has implemented solutions for customers such as M-DCPS please visit Dell’s Customer Case Studies website at www.dell.com/casestudies and select the “By Industry” tab under Browse Case Studies.



Completed Valencia Reference Forms





Dell Contract Management / Governance Approach Dell commits to work with Valencia and the Colleges to create a Contract Governance structure that manages the ongoing relationship between Dell and the Colleges including College IT users who will be using this contract for their upcoming IT Services projects. Dell’s approach maintains that an effective contract management structure demands the following key components:

● Clearly defined roles and responsibilities, decision rights, and points of accountability

● Proper contract stakeholders that are engaged within governing committees

● Actionable plans from stakeholders targeted to improve business performance while sustaining an effective business relationship

● Alignment between the policies and procedures used to guide operating behavior and business objectives and goals

● An operating structure that exists and functions both when everything is going well and when issues and/or escalations are required.

Dell has a history of achieving great success with our contract management and in relationship management implementations for our customers. In fact, our business-operating model is customer centric, whereby the account executive and the account team directly support the State of Montana and have both industry and functional units directly linked to their support needs. To begin to address how governance is being proposed for the Valencia, we examine the governance architecture (or framework) and operating principles that guide Dell’s Contract Governance Approach.

Contract Management Practice Dell’s practice will be to fully integrate out account executive and larger account team leaders with the Colleges senior leadership team to form a contract governance team. This will ensure close alignment with the College’s vision, IT Service business strategies, goals, and objectives. We will provide a dedicated account executive who will be accessible to the Colleges on a 24x7 basis, and who will be engaged as an integral part of the College’s senior leadership team.

The relationship will be based on an account management governance model that is flexible and adaptive—ready to respond to change and based upon the qualifications of the projects that may be sourced from this sourcing vehicle.

Having operating principles in place, identifying the key stakeholders that need to participate, and establishing the organization entities to manage the environment are all critical components. These governance components must, however, be focused on a distinct set of functional responsibilities. These are:

● Relationship management

● Solution planning and implementation

● Operational management

● Problem management

● Dispute resolution and escalation

● Contract administration

These functions are all critical to the overall business relationship success. They range from dealing with tactical or operational matters, strategic items, challenging circumstances, and the formal housekeeping duties of terms and conditions.



Dedicated Contract Management / Account Team Based on the scope of services including the project areas as defined within State’s RFP, Dell will be managing the contract and supporting the Colleges with an experienced and knowledgeable cross functional account team that may include many of the following team roles and functions:

● Account Executives — Primary College Contacts

● Project Managers

● Inside Sales Representative

● Outside Enterprise Server and Storage Systems Consultant

● Inside Server and Storage Systems Consultant

● Solution Services Account Executive

● Specialist Account Executives (Based on Project Scope)

● Regional Sales Manager

● Inside Sales Manager

● Pre-Sales Contract Manager

● Post-Sales Contract Manager

● Proposal Consultant

● Dell Financial Services Account Executive

● Dell Financial Services Account Manager

● Pre-Sales Contract Consultant

● Post-Sales Contract Consultant

● Proposal Consultant

● Dell Software & Peripherals Inside Sales Representative

● Additional Operational Support as needed

● Additional Solution Architects as needed

Tab 14 — License(s)


Tab 14 — License(s)

Dell Response

Dell is including our state of Florida Business License immediately following.

Tab 15 — Certificate(s) of Insurance



Dell Response

Dell is including or certificate proof of insurance immediately following this page.



Tab 16 — Authorized Signatories Form


Tab 16 — Authorized Signatories Form

Dell Response

Del has completed this form which is enclosed in Tab 1 — RFP Signature Page as requested by Valencia College.

Tab 17 — Acknowledgement of Addenda



Dell Response

Del has completed the Acknowledgement of Addenda form immediately following this page. Dell confirms receipt of Addendum No. 1 and Addendum No.2.



NICHOLAS_STOKES

Stamp

Tab 18 — Drug-Free Workplace Form



Dell Response

Del has completed the Drug-Free Workplace form immediately following this page.



NICHOLAS_STOKES

Stamp



Additional Information — Dell’s Alcohol and Illegal Drug Policy Alcohol and illegal drugs have no place in the workplace and are inconsistent with a safe and productive work environment. With the exception of moderate and prudent alcohol consumption during legitimate business entertainment, Dell employees are prohibited from consuming alcohol or using, possessing or distributing illegal drugs while working, operating Dell property (including company vehicles) or engaging in Dell business. Employees also may not perform work for Dell or operate company vehicles or other equipment while under the influence of alcohol or illegal drugs.

Tab 19 — Public Entity Crimes



Dell Response

Del has completed the Public Entity Crimes form immediately following this page.





Tab 20 — Minority Business / Dell | UDT Partnership



Dell Response

Dell is not certified as a minority or women owned business enterprise. Please refer to an overview of one of Dell’s key partners, UDT. Also following, is an overview of Dell’s supplier diversity programs and policies.

Dell | UDT Partnership

United Data Technologies is the complete IT specialist that helps you Accomplish More. We design, build, deliver and service innovative IT solutions that integrate and elevate your current systems with the latest technology. Increase efficiency, improve effectiveness, optimize information systems – and maximize your capabilities. At UDT, our mission is to be the resource of choice for our clients' technology needs. Throughout Florida and across the country, clients in Commercial Enterprises, Healthcare, K-12, Higher Education, and the Municipal, State and Federal verticals rely on UDT as their trusted partner to deliver vital IT solutions. At UDT, we are committed to helping your organization Accomplish More.

History

United Data Technologies (UDT) was founded in 1995 with a simple premise: In the business and consumer arenas, technology means power – the power to work more and accomplish more. Innovative systems, under the superior guidance of a trusted advisor whose added value in reducing the risk, complexity and cost of deploying IT solutions over large and mid sized enterprises can help any organization – large or small – attain remarkable success.

It is upon this premise that Henry Fleches and Gerard Amaro launched UDT as a regional information technology solution provider. The company has grown to become a significant regional player throughout the U.S.

In 1997, UDT expanded its service to Latin America and toward the private sector business with the introduction of important partnerships with some of the top technology providers in the industry, such as Hewlett-Packard, Cisco, Citrix and Compaq, among others.

In 1998, UDT executives made a tactical decision that guides the company’s overall strategy to this day: the organization expanded its services to public sector organizations most notably, school boards, higher education and municipal governments. Fostering new-found relationships across the state UDT soon grew to become Florida’s largest HP reseller to the public sector. Today the company’s brand remains synonymous as the leader for deploying unique and innovative solutions in the public sector marketplace.

UDT continues to serve a growing roster of both commercial and public sector clients throughout the United States, and pursues its unique standing in the K-12 education, healthcare, state and local public sector and commercial markets.

From its early days of providing IT consulting, UDT continues to set the standard as the VAR of choice for both its trusted partners and its growing list of clientele throughout the U.S. Today, the



company that Everything Channel has labeled one of the 50 fastest growing IT firms in the U.S. offers a broad scope of horizontal and segment-specific solutions, including cloud computing, email architecture, asset and contract management and virtualization to clients across a broad number of verticals and industries.

UDT’s reputation as a leader and visionary within the industry continues to grow and sets the pace for other firms to follow. By developing forward-thinking applications and processes, such as Asset Management and Contract Management within its unique Website-As-A-Service application (UDTeXchange) to better serve its existing clients, the company continues to showcase its innovative capabilities in an ever-shifting global marketplace.

From South Florida to the Caribbean, Latin America, and throughout North America, United Data Technologies remains relentless in its pursuit of excellence by focusing on the very premise that has made us one of the most successful IT firms for the past decade: To be the premier solution provider of choice for our customers’ exact IT needs by helping them avoid the risks and reduce the costs associated with implementing next-generation technology solutions.

Mission RC² =“We Reduce the RISK, COST, and COMPLEXITY of deploying Next Generation Information Technology Solutions”

This simple equation sums up the very reason why United Data Technologies is a trusted partner to some of the most successful Fortune 500 companies throughout the U.S.

At UDT, our primary mission is to be the resource of choice for our clients’ technology needs. To meet this challenge, we are committed to helping our clients realize the endless possibilities for success made available when they have the exact IT systems and strategies to address their specific needs. We deliver value through a relationship that helps align business requirements to IT solutions to ensure maximum value to our clientele.

UDT accomplishes its mission by adhering to the following basic tenets in every customer relationship:

● Honesty – Ensuring that we have provided our customers the best possible solutions based on their individual requirements.

● Quality - Providing the highest, most consistent levels of quality and efficiency at every level of interaction.

● Knowledge - Offering our clients a highly trained, continually educated, and experienced staff to best serve their needs.

● Security - Delivering the peace of mind that comes from partnering with a reliable, proven company in business for over a decade.

While UDT has expanded and grown, we have never lost sight of our customers’ personalized needs, by providing solutions for the unique demands of organizations in both the private and public sectors, including:

● Commercial/Enterprise

● Healthcare ● Federal Government ● State & Local Government ● Higher Education ● K-12

At UDT, fulfilling our customers’ IT needs is the reason that drives us every day. We invite you to see for yourself what value we can bring to your organization through a host of solutions and services.

Culture and Vision



At United Data Technologies, the attributes we hold above all else – trust, faith, hard work, and a desire to succeed – predate the company’s opening in 1995. They comprise a legacy, an entrepreneurial spirit that can be traced to the company’s founders Henry Fleches and Gerard Amaro.

The motto that exemplifies our corporate culture can be summed up in one word: S.T.R.I.V.E. At UDT, we strive to be the best at what we do at every level of the organization and this vision for excellence continuously drives our growth and leadership in innovation. Our core values encourage all of our employees toward:

Strive Service

Our team is in service to our customers, vendors and to each other. We will be supportive of each other’s efforts, loyal to one another, and care for each other both personally and professionally.

Tenacity

We show passion, pride, enthusiasm, dedication and creativity in everything that we do.

Responsibility

We will be 100% Accountable – 100% of the Time - Doing what you say you're going to do no matter what.

Integrity

Inspiring trust by taking responsibility, acting ethically, and honouring our commitments.

Versatility

We will be adapt to market needs in a timely, effective and efficient manner to ensure we are flexible to our customers needs and those of our counterparts.

Entrepreneurship

We are committed to finding innovative ways to overcome challenges.

This level of thinking isn’t exclusive to our employees solely. It permeates the organization –beginning with every job candidate who eventually becomes a new hire. We don’t hire and convert. We hire with specific character traits in mind.

High initiative, flawless execution, Leadership, success factors and adaptability are what we seek from every possible hire at UDT. In short, do they share the DNA found at UDT?

Fifteen years later, UDT’s core Culture and Vision have remained unchanged. In the end, trust, faith, hard work, and a desire to succeed – and the foundation of a strong, thriving business that serves the needs of its employees, clients and its community – comprise the legacy that we strive to uphold at every opportunity.

As trusted vendors, it’s the commitment we have to our customers.

As corporate citizens, it is the role we play in society.

And as business leaders it is our promise to those who have yet to meet us.

These are the words and deeds that drive every stakeholder at UDT. They inspire us, empower us, and motivate us to always Accomplish More.

Awards and Recognition

At UDT, we believe we’ve created a company whose business model, executive leadership and result-based performance are exemplary in the corporate world.

But don’t take our word for it.

The list below represents a sampling of the Awards, Recognition and Key Partnerships UDT and its



executives have received and achieved in recent years. More than accolades and trophies, the list reveals a commitment from UDT to serve as a role model within our company, within our community and across the corporate world.

Many of these awards began with a nomination by our partners, vendors and clients who felt obliged and confident enough to let others know about our work, achievements and commitment to them. If you feel the same, feel free to nominate us for awards events – or tell us yourself.

And as always, we thank you for entrusting us with your technology needs.

● 100 Largest Private Companies Ranked by 2009 Revenue (South Florida Business Journal; 2010)

● VAR500 Award Winner as one of North America’s Largest Solution Providers and Computer Resellers (CRN; 2008 and 2009)

● One of the Fastest Growing Technology Companies (South Florida Business Journal; 2009)

● One of the Largest IT Consulting Firms (South Florida Business Journal; 2007, 2008 and 2009)

● Top 100 Minority Companies (Greater Miami Chamber of Commerce; 2007 and 2008) ● CEO Henry Fleches recognized as a Leader in Workplace Wellness (South Florida CEO

Magazine, March 2008) ● Henry Fleches and Gerard Amaro serve as Roundtable Members with HP President & CEO

Mark Hurd (2008)

● One of the Top 100 Private Companies (South Florida Business Journal; 2006) ● Henry Fleches nominated two years in a row for CEO of the Year (South Florida Business

Journal)

● Henry Fleches named Co-Chair of Hewlett Packard’s Public Sector Advisory Council ● Henry Fleches named Top 50 Entrepreneur (Business Leader Magazine)

Executive Team The Leadership Team at UDT is comprised of executives who’ve proven themselves at the highest levels of business and enterprise – and continue to earn the trust of every UDT client every day.

Sustainability UDT has a core belief: Our mission, in part, is to be good stewards of the communities in which we and our clients work and live.

This means we must practice sensible and thoughtful stewardship of those communities’ resources, our clients’ trust, and our employees’ commitment to us. We must be responsible agents for change in our evolving ecosystem.

Such pursuit of sustainability as part of a greater triple bottom line accounting (encompassing “people, profits and planet”) positions UDT as a vital player in the greater community, and supports the pursuit of our greater mission.

Supplier diversity — Overview Dell Inc. is not classified as a small, women, or minority owned business. Dell may partner with various diverse subcontractors when architecting service solutions for our customers and many of those partners are classified as small, women, or minority owned (M/WBE) and can support the goals of Tier 2 credits to our corporate customers.

Through Dell Supplier Diversity, we provide equal access to potential business opportunities for Small Businesses, Small Disadvantaged Businesses, Woman-owned Small Businesses, Veteran-owned Small Businesses, Minority and Women Business Enterprises, and HUBZone Businesses (Historically Underutilized Business Zone) to participate as partners and suppliers of goods and services within



our corporate supply chain.

The mission of Dell Supplier Diversity is to deliver superior supplier performance through highly-qualified minority, women and small businesses that enhance the overall customer experience, support continued economic growth in our diverse communities and increase global market share. We evaluate and qualify suppliers based on their ability to meet best in class cost, supply chain process, quality, technology, time to market, and service experience. Our supplier diversity model compliments our qualification process by identifying the best suppliers who can support these long-term objectives and can scale them within our direct business model.

Additional notes:

● In May 2003, Dell received an award from Daimler Chrysler for our efforts in supplier diversity

● In December 2003, Dell receives Corporation of the Year from the Central and South Texas Minority Business Council in recognition of its supplier diversity program.

● In July 2004, Dell is recognized by Microsoft through the MSVP Excellence awards program for our efforts to increase spending with minority, women, and veteran owned businesses.

● In December 2005, Dell receives Corporation of the Year from CSTMBC for the second time in three years.

● In December 2006, Betty Parston receives Advocate of the Year from CSTMBC

● In June 2007, AT&T honored Dell for our efforts in supplier diversity. Dell was the only Fortune 500 company recognized by AT&T in this category.

● In January 2008, Dell ranked #2 with Div2000. This organization publishes the Div50 list which represents the top 50 Fortune 500 companies who have exemplified best practices in their supplier diversity.

● In January 2009, Dell is accepted into the Billion Dollar Roundtable

● In August 2009, Dell launches MSD China initiative along with other corporate partners.

● In January 2010, Dell is named the number one corporation in America for providing multicultural business opportunities.

● In February 2010, WBENC announces Dell as one of America’s top corporations for Women’s Business Enterprises.

● In April 2010, Dell is named one of the 10 Best Corporations for Veteran-Owned Businesses for 2010.

Exhibit A — Request to Negotiate RFP Terms



Dell Response

Contracting with Valencia as well as other colleges in the Florida Community College system of schools is critically important to Dell. We believe that Dell will provide a tremendous cost value and technology benefit toward future IT Hardware and Services technology purchases. Dell respectfully requests the following clarifications to the terms and conditions contained in the Valencia’s Request for Proposal 11/12-09 Technology Refresh Program, as well as those noted in Dell’s cover letter, be incorporated into any contract awarded to Dell as a result of this response. Dell will negotiate these terms and conditions promptly and in good faith.

Please note that Dell may authorize specific strategic reseller partners designated to sell on Dell’s behalf to specified authorized customers under the Agreement. Any requests from Valencia (the College) for purchases through a reseller will be reviewed for approval by Dell on a case by case basis.

5.1 TERMINATION

Dell requests the following modifications:

A. Termination for Default

The College may, by written notice to the supplier, terminate this contract for default in whole or in part (delivery orders, if applicable) if the supplier fails to:

a. Provide products or services that comply with the specifications herein or fails to meet the College’s performance standards.

b. Deliver the supplies or to perform the services within the time specified in this contract or any extension.

c. Make progress so as to endanger performance of this contract.

d. Perform any of the other provisions of this contract.

Prior to termination for default, the College will provide adequate written notice to the supplier through the Director of Procurement, affording him/her the opportunity to cure the deficiencies or to submit a specific plan to resolve the deficiencies within ten (10) days (or the period specified in the notice) after receipt of the notice. Failure to adequately cure the deficiency shall result in termination action. Such termination may also result in suspension of purchasing goods/services with the College. The supplier and its sureties (if any) shall be liable for any damage to the College resulting from the supplier’s default of the contract. This liability includes any increased costs incurred by the College in completing contract performance.

In the event of termination by the College for any cause, the supplier will have, in no event, any claim against the College for lost profits or compensation for lost opportunities. After a receipt of a Termination Notice and except as otherwise directed by the College the supplier shall:

a. Stop orders/work on the date and to the extent specified.

b. Terminate and settle all orders and/or subcontracts relating to the performance of the terminated work.

c. Transfer all work in process, completed work, and other materials related to the terminated work as directed by the College.

d. Continue and complete all parts of that work that have not been terminated.



If the supplier’s failure to perform the contract arises from causes beyond the control and without the fault or negligence of the supplier’s, the contract shall not be terminated for default. Examples of such causes include (1) Acts of God or the public enemy, (2) acts of a government in its sovereign capacity, (3) fires, (4) floods, (5) epidemics, (6) strikes and (7) unusually severe weather.

B. Termination for Convenience

The College, by written notice, may terminate this contract, in whole or in part, when it is in the College’s best interest. If this contract is terminated, the College shall be liable only for goods or services delivered and accepted. The College Notice of Termination may provide the supplier thirty (30) days prior notice before it becomes effective. However, at the College’s sole option, a termination for convenience may be effective immediately and may apply to delivery orders (if applicable) or to the contract in whole.

5.2 INDEMNIFICATION FOR TORT ACTIONS / LIMITATION OF LIABILITY Dell requests Section 5.2 be modified as follows, such changes being based on State of Florida PUR 1000 terms: A. The provisions of Florida Statute 768.28 applicable to Valencia College, apply in full to this contract. Any legal actions to recover monetary damages in tort for injury or loss of property, personal injury, or death caused by the negligent or wrongful act or omission of any employee of the College acting within the scope of his/her office or employment are subject to the limitations specified in this statute.

No officer, employee or agent of the College acting within the scope of his/her employment or function shall be held personally liable in tort or named as a defendant in any action for injury or damage suffered as a result of any act, event or failure to act.

The College shall not be liable in tort for the acts or omissions of an officer, employee or agent committed while acting outside the course and scope of his/her employment. This exclusion includes actions committed in bad faith or with malicious purpose, or in a manner exhibiting wanton and willful disregard of human rights, safety, or property.

B. To the fullest extent permitted by law, the supplier shall defend, indemnify, and hold harmless the College, its officials, agents, and employees from and against any and all third party claims, suits, judgments, demands, liabilities, damages, cost and expenses (including attorney’s fees) of any kind or nature whatsoever for personal injury, including death to persons, or for damage to real property or tangible personal property arising directly or indirectly out of or caused in whole or in part by any grossly negligent or intentional wrongful act or omission of the supplier or its subcontractors (if any), anyone directly or indirectly employed by them, or anyone for whose acts any of them may be liable; excepting those acts or omissions arising out of the sole negligence of the College.

C. In any and all claims against the College, or any of its officers, trustees, agents, suppliers, or employees, by any employee of the supplier, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable, the indemnification obligation of the supplier under this Section shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefit payable by or for the supplier or any subcontractor under worker's compensation acts, disability benefit acts, or other employee benefit acts.

D. No provisions of this Section herein shall be construed to negate, abridge, or otherwise reduce any other right of indemnity that College may have as to any party or person described therein.



Provided, however, if the contract between the College and the supplier is deemed by a court of competent jurisdiction to be a construction contract for purposes of Section 725.06, Florida Statutes, any obligation of the supplier to defend, indemnify or hold harmless the College, shall be limited to an obligation to indemnify or hold harmless the College, it’s officers and employees from liability damages, losses, and costs, including but not limited to reasonable attorney’s fees, to the extent caused by the negligence, recklessness or intentionally wrongful conduct of the supplier and persons employed or utilized by the supplier in the performance of the contract.

E. The supplier’s obligations under this Section with respect to any legal action are contingent upon the College giving the supplier (1) written notice of any action or threatened action, (2) the opportunity to take over and settle or defend any such action at supplier’s sole expense, and (3) assistance in defending the action at supplier’s sole expense. The supplier shall not be liable for any cost, expense, or compromise incurred or made by the State or supplier in any legal action without the supplier’s prior written consent, which shall not be unreasonably withheld.

F. Supplier shall comply with all applicable state or Federal law, state or municipal or agency rule, regulation or order. The supplier shall give to the proper authorities all required notices relating to its performance, obtain all official permits and licenses, and pay all proper fees and taxes.

G. The supplier will notify the College in writing of any claim made or suit instituted against the supplier because of its activities in performance of this Agreement.

H. Limitation of Liability. For all claims against the supplier under any contract or purchase order, and regardless of the basis on which the claim is made, the supplier’s liability under a contract or purchase order for shall be limited to the dollar amount paid by the Customer to supplier under the purchase order that is the subject of the claim during the previous 12 month period. This limitation shall not apply to claims arising under the Indemnity requirements of Section 5.2B.

Unless otherwise specifically enumerated in the Contract or in the purchase order, no party shall be liable to another for special, indirect, punitive, or consequential damages, including lost data or records, and loss of use, even if the party has been advised that such damages are possible. No party shall be liable for lost profits, lost revenue, or lost institutional operating savings.

5.3 PATENTS AND ROYALTIES Dell requests that Section 5.3 be modified as follows based on State of Florida PUR 1000 terms. Dell agrees, to the extent allowed, to pass through to customer all warranties and infringement indemnification available from third party manufacturers of any third party products, software and services provided under the Contract. Unless otherwise provided, the supplier shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of the contract resulting from this RFP. The supplier, without exception, shall indemnify and save harmless the College and its employees from liability of any nature or kind, including cost and expenses for or on account of any Dell-branded copyrighted, patented, or unpatented invention, process, or article manufactured or supplied by the supplier. In the event of any claim against the College, of copyright or patent infringement, the College shall promptly provide written notification to the supplier. If such a claim is made, the



supplier shall use its best efforts to promptly purchase for the College any infringing products or services or procure a license, at no cost to the College, which will allow continued use of the service or product, or modify it to become non-infringing. If none of the alternatives are reasonably available, the College agrees to return the article on request to the supplier and receive reimbursement, if any, of any amounts paid in excess of a reasonable rental for past use as may be determined by a court of competent jurisdiction.

Notwithstanding the foregoing, the PROPOSER’S obligations set forth in this Section 5.3 shall not apply to a Customer’s misuse or modification of PROPOSER’S products or a Customer’s operation or use of PROPOSER’S products in a manner not contemplated by the Contract or the purchase order.

5.5 PRICING / AUDIT Dell requests that Section 5.5 be modified to add the following additional language at the end of Section 5.5: The term “records” as used in the preceding paragraph shall be further defined as this Contract and all delivery/purchase orders, invoices or correspondence directly relating to this agreement.

5.6 INSURANCE REQUIRED Dell requests that Section 5.6 be modified as follows. Please note that since Indemnification terms are already included in Section 5.2, we request that all indemnification terms be moved to that section, to ensure consistency and remove conflicting terms. A. The supplier shall indemnify, defend, and pay on behalf of and hold completely harmless the College (“College” includes, without limitation, members of the College's Board of Trustees, officers, employees, suppliers and agents) from and against any and all liabilities (including statutory liability and liability under Workers' Compensation Laws), losses, suits, claims, demands, judgments, fines, damages, costs and expenses (including all costs for investigation and defense thereof, including, but not limited to, court costs, paralegal and expert fees and reasonable attorneys' fees) which may be incurred by, charged to or recovered from any of the foregoing (i) by reason or on account of damage to or destruction of any property of the College, or any property of, injury to or death of any person resulting from or arising out of or in connection with the performance of this Agreement, or the acts or omissions of the supplier (“the Supplier“ includes, without limitation, its officers, agents, employees, suppliers, licensees or invitees), regardless of where the damage, destruction, injury or death occurred, unless such liability, loss, suit, claim, demand, judgment, fine, damage, cost or expense was proximately caused solely by the College’s negligence or by the joint negligence of the College and any person other than the supplier, or (ii) arising out of or in connection with the failure of the supplier to keep, observe or perform any of the covenants or agreements in this Agreement which are required to be kept, observed or performed by the supplier. College agrees to give the supplier reasonable notice of any suit or claim for which indemnification will be sought hereunder, to allow the supplier or its insurer to compromise and defend the same to the extent of its interests, and to reasonably cooperate with the defense of any such suit or claim. In carrying out its obligations under this section, the supplier shall engage counsel reasonably acceptable to College. The indemnification provisions of this Section shall survive the expiration or earlier termination of this Agreement with respect to any acts or omissions occurring during the term of the Agreement.



B. The supplier shall assume all responsibility for loss incurred by College caused by the supplier‘s neglect or violation of any state or Federal law, state or municipal or agency rule, regulation or order. The supplier shall give to the proper authorities all required notices relating to its performance, obtain all official permits and licenses, and pay all proper fees and taxes. It shall promptly undertake proper monetary restitution with respect to any injury that may occur to any building, structure or utility in consequence of its work. The supplier will notify the College in writing of any claim made or suit instituted against the supplier because of its activities in performance of this Agreement. C. In any and all claims against the College, or any of its officers, trustees, agents, suppliers, or employees, by any employee of the supplier, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable, the indemnification obligation of the supplier under this Section shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefit payable by or for the supplier or any subcontractor under worker's compensation acts, disability benefit acts, or other employee benefit acts. D. No provisions of this Section herein shall be construed to negate, abridge, or otherwise reduce any other right of indemnity that College may have as to any party or person described therein. EA. The supplier shall purchase and maintain in force during the term of this Agreement, at its own cost and expense, to protect the College, (including, without limitation, all members of the College’s Board of Trustees, officers, agents, and employees) from and against any and all liabilities, arising out of or in connection with the supplier’s performance of its obligations hereunder, general liability and other insurance, including automobile liability insurance, with limits of coverage as stated below reasonably acceptable to the College and with contractual liability coverage for the supplier's covenants to and indemnification of College under this Agreement. The College requires an insurer authorized to do business under the laws of the state of Florida with a BEST guide rating of B+B or higher covering the supplier‘s officers, employees, agents, servants engaged in the provision of services under this Agreement upon the following terms and conditions and for the specified amounts:

i. Statutory workers’ compensation insurance covering the supplier‘s Employees; and ii. Employer’s liability insurance with a minimum limit of $1 million per occurrence; $2

million combined with respect to any employee not covered by workers’ compensation insurance; and

iii. Commercial general liability insurance, including owned, non-owned and hired automobile liability coverage, applicable to personal injury and property damage, with a combined single limit of not less than $1 million per occurrence, $2 million aggregate; and which shall contain: a. Provision or endorsement naming including The District Board of Trustees of Valencia

College, Florida as an additional insured with respect to liability arising out of the performance of any services by the supplier or its employees, officers, agents, or servants under this Agreement and providing that such insurance is “primary” insurance with respect to College’s interests and that any other insurance maintained by College is excess and not contributing insurance with the insurance required hereunder;

b. A waiver of subrogation with respect to the additional insured; and c. Provision or endorsement stating that such insurance will include contractual liability

specifically referring to liability assumed by the supplier under this Agreement, including, without limitation, that set forth in this Agreement.



iv. Insurance to cover dishonest acts by Employees with a limit of not less than $25,000.00; and

v. Statutory uUnemployment insurance, to the extent and within the limits required by applicable State or Federal law.

Any and all certificates called for by this subparagraph shall also specify that not less than thirty (30) days written notice shall be given to the College prior to cancellation, termination or modification of a policy of insurance required by this subparagraph. FB. The supplier agrees that the “District Board of Trustees of Valencia College, Florida” (including, without limitation, all members of the College’s Board of Trustees, officers, agents, and employees) shall be named as additional insured’s under supplier’s general liability policy such policy or policies of insurance. All such insurance shall provide that it is primary insurance as respects any other valid insurance College may possess, including any self-insured retention or deductible College may have, and that any other insurance the College does possess shall be considered excess insurance only. All such insurance shall be carried with a supplier or suppliers that are acceptable to the College, and said policies shall be in a form satisfactory to College. The declaration page(s) from all insurance policies obtained by the supplier in accordance with this Paragraph E, or a properly completed Certificate of Insurance on a form provided by the College, Upon request, certificates of insurance shall be furnished to the College upon the execution of this Agreement, and said declarations page(s) or Certificate of Insurance shall provide that such insurance coverage will not be reduced or canceled without at least thirty (30) days prior written notice to College. Prior to the expiration of any such policy, the supplier shall file with College a certificate of insurance showing that such insurance coverage has been renewed. If such insurance coverage is canceled or reduced, the supplier shall, within five (5) days after such cancellation or reduction in coverage, file with College a certificate showing that the required insurance has been reinstated or provided through another insurance supplier or suppliers approved by College. If the supplier fails to obtain or have such insurance reinstated, College may, if it so elects, and without waiving any other remedy it may have against the supplier, immediately terminate this Agreement. The supplier shall require and ensure that each of its subcontractors providing services hereunder (if any) procures and maintains, until the completion of the services, insurance of the types and limits specified herein required by the applicable law and customary in the relevant industry. GC. Compliance with these insurance requirements shall not relieve or limit the supplier’s liabilities and obligations under this contract. Failure of the College to demand such certificate or other evidence of full compliance with these insurance requirements or failure of the College to identify a deficiency from evidence provided will not be construed as a waiver of the supplier’s obligation to maintain such insurance

O. Insurance Schedule Dell Response: Dell submits its attached Memorandum of Insurance in lieu of the terms of Section O, Insurance Schedule. Dell’s MOI shall comprise complete satisfaction of any requirement to provide any insurance coverage and insurance certificates to the College. As requested, if awarded, the College will be included as an additional insured via blanket additional insured coverage endorsement. Dell specifically requests Section 6, Professional Liability/Errors and Omissions Insurance, be deleted in its entirety. Dell holds Professional Indemnity Insurance to the extent that Dell is designing or developing software under any contract resulting from this proposal. However, we do not believe this



falls within the scope of this RFP and as such we have provided details of our standard insurance policies which are relevant to your requirements.

5.9 REMEDIES; ATTORNEY'S FEES AND COSTS Dell requests the following modifications: A. All remedies provided for in this Agreement shall be deemed cumulative and additional and not in lieu of or exclusive of each other or of any other remedy available to either Party at law or in equity arising hereunder. In the event any suit or action is brought pursuant to or in connection with this Agreement, the losing Party will pay all reasonable costs (including all costs, expenses, and reasonable attorneys', expert witness and paralegal fees) incurred by the prevailing Party in connection with such suit or action, and for any and all appeals or bankruptcy proceedings referable thereto. In the event each Party shall partially prevail in such action, such costs shall be equitably apportioned between the Parties by the court.

5.15 PAYMENT Dell requests that Section 5.15 be modified to add the following additional language: When sections 215.422 and 287.0585 of the Florida Statutes are mandatory with respect to a particular customer, those sections shall govern time limits for payment of invoices. In all other cases, Invoices are due and payable within 30 days from the date of the invoice, subject to continuing credit approval by Dell, such approval may be revoked without further notice from Dell. Notwithstanding the foregoing, credit card or purchasing card payments are charged at the time of shipment. Dell may invoice parts of an order separately or may invoice purchases of the Products, Software and Services in one invoice to Customer. Dell is not responsible for pricing, typographical, or other errors in any offer, and reserves the right to cancel orders arising from such errors. Customer agrees that all invoices shall be deemed accurate unless Customer advises Dell in writing of a bona fide, material error within fourteen (14) days of the date of such invoice. In the event that Customer advises Dell of a material error, (i) payment of any amounts corrected or modified by Dell in writing shall be due within fourteen (14) days of such correction, and (ii) all other amounts shall be paid by Customer by the invoice due date. In the event Customer withholds payment of any invoiced amounts upon an assertion by Customer that such amounts are erroneous, and Dell subsequently concludes that such invoiced amounts are accurate, Customer shall pay interest of 1.5% per month on such amounts from the due date for such amounts until Dell's receipt of those amounts. In no case shall Customer be entitled to offset, defer or deduct any invoiced amounts that Dell determines are not erroneous following the notification process set forth above.



Dell requests that the following additional terms be added to the final contract:

Service Agreements. Dell may provide Services, Software, or Deliverables to you in accordance with one or more "Service Agreements." "Service Agreements" are service contracts, including "Service Descriptions" available at www.Dell.com/ServiceContracts/, "Statements of Work," and any other such mutually agreed upon documents. Each Service Agreement will be interpreted as a single agreement, independent of any other Service Agreement, so that all of the provisions are given as full effect as possible.

Proprietary Rights. All right, title, and interest in the intellectual property (including all copyrights, patents, trademarks, trade secrets, and trade dress) embodied in the Software, Products and Materials, as well as the methods by which the Services are performed and the processes that make up the Services, shall belong solely and exclusively to Dell or the applicable suppliers or licensors, and you shall have no rights whatsoever in any of the above, except as expressly granted in this Agreement. The Software, Products and Materials are protected pursuant to copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. You may not modify, remove, delete, augment, add to, publish, transmit, adapt, translate, participate in the transfer or sale of, create derivative works from, or in any way exploit any of the Software and Materials, in whole or in part.

Deliverables. Dell and its applicable suppliers or licensors will retain exclusive ownership of all Deliverables, and will own all intellectual property rights, title, and interest in any ideas, concepts, know-how, documentation, and techniques associated with such Deliverables. Subject to payment in full for the applicable Services, Dell grants you a non-exclusive, non-transferable, royalty-free right to use the Deliverables solely in the country or countries in which you do business, solely for your internal use, and solely as necessary for you to enjoy the benefit of the Services as stated in the applicable Service Agreements.

Suspension or Modification of Software or Services. Dell may suspend, terminate, withdraw, or discontinue all or part of the Services or your access or one or more users' access to the Software (and third-party software) upon receipt of a subpoena or law-enforcement request, or when Dell believes, in its sole discretion, that you (or your users) have breached any term of this Agreement or an applicable Service Agreement, or are involved in any fraudulent, misleading, or illegal activities.

With respect to Software provided or otherwise made available to you by Dell in connection with Services, it may be necessary for Dell to perform scheduled or unscheduled repairs or maintenance, or remotely patch or upgrade the software, which may temporarily degrade the quality of the Services or result in a partial or complete outage of the Software. Dell provides no assurance that you will receive advance notification of such activities or that the Software or Services will be uninterrupted or error-free. Unless otherwise agreed to in writing between you and Dell, any degradation or interruption in the Software or Services shall not give rise to a refund or credit of any fees paid by you.

YOU AGREE THAT THE OPERATION AND AVAILABILITY OF THE SYSTEMS USED FOR ACCESSING AND INTERACTING WITH THE SOFTWARE, INCLUDING TELEPHONE, COMPUTER NETWORKS, AND THE INTERNET, OR TO TRANSMIT INFORMATION, CAN BE UNPREDICTABLE AND MAY, FROM TIME TO TIME, INTERFERE WITH OR PREVENT ACCESS TO OR USE OR OPERATION OF THE SOFTWARE. DELL SHALL NOT BE LIABLE FOR ANY SUCH INTERFERENCE WITH OR PREVENTION OF YOUR ACCESS TO OR USE OF THE SOFTWARE.

Software.

A. Accompanying License. Software is subject to the separate software license agreements accompanying the software, along with any product guides, operating manuals, or other documentation included with the software media packaging or presented to Customer during the installation or use of the Software. Customer agrees that Customer will be bound by such license agreement.



B. Software License from Dell. With respect to Software provided or otherwise made available to you by Dell in connection with the Services, if no license terms accompany the Software, then subject to your compliance with the terms set forth in this Agreement, Dell hereby grants Customer a personal, non-exclusive license to access and use such Software only during the term of the Services and solely as necessary for Customer to enjoy the benefit of the Services as stated in the applicable Service Agreements.

I. Restrictions. Customer may not copy, modify, or create a derivative work, collective work, or compilation of the Software, and may not reverse engineer, decompile or otherwise attempt to extract the code of the Software or any part thereof. Customer may not license, sell, assign, sublicense, or otherwise transfer or encumber the Software; may not use the Software in a managed-services arrangement; and may not use the Software in excess of the authorized number of licensed seats for concurrent users, sites, or other criteria specified in the applicable Service Agreements. In addition, Customer may not access the Software to monitor its availability, performance, or functionality, or for any other benchmarking or competitive purpose.

II. Customer is further prohibited from (1) attempting to use or gain unauthorized access to Dell or to any third party's networks or equipment; (2) permitting other individuals or entities to use the Software or copy the Software or Services; (3) attempting to probe, scan, or test the vulnerability of Software or a system, account, or network of Dell or any of its customers or suppliers; (4) interfering or attempting to interfere with service to any user, host, or network; (5) engaging in fraudulent activity of any nature; (6) transmitting unsolicited bulk or commercial messages; (7) restricting, inhibiting, or otherwise interfering with the ability of any other person, regardless of intent, purpose, or knowledge, to use or enjoy the Software (except for tools with safety and security functions); or (8) restricting, inhibiting, interfering with, or otherwise disrupting or causing a performance degradation to any Dell (or Dell Service supplier) facilities used to deliver the Services.

III. Audit. You hereby grant Dell, or an agent designated by Dell, the right to perform an audit of your use of the Software during normal business hours; you agree to cooperate with Dell in such audit; and you agree to provide Dell with all records reasonably related to your use of the Software. The audit will be limited to verification of your compliance with the terms of this Agreement.

IV. Open Source Software. A portion of the Software may contain or consist of open source software, which you may use under the terms and conditions of the specific license under which the open source software is distributed.

THIS OPEN SOURCE SOFTWARE IS DISTRIBUTED IN THE HOPE THAT IT WILL BE USEFUL, BUT IS PROVIDED "AS IS" WITHOUT ANY WARRANTY, EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTY REGARDING TITLE OR AGAINST INFRINGEMENT. IN NO EVENT SHALL DELL, THE COPYRIGHT HOLDERS, OR THE CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS OPEN SOURCE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

C. Services. All software services, online services, hosted solutions, cloud computing services and software-enabled services are provided pursuant to the license agreement and Acceptable Use Policy set forth at www.dell.com/AUP.



Dell Memorandum of Insurance

Exhibit B — Dell Financial Services Lease Agreements


Exhibit B — Dell Financial Services Lease Agreements

Please refer to applicable Dell Financial Service agreements included immediately following this page.

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Florida TRP Bid Valencia College October 17, 2011 Dell Financial Services L.L.C. (“DFS”) is pleased to present the following lease pricing proposal. Product Description Term

Purchase Option Flex Payment Rate Factor

Payment Frequency Payment Timing

Consolidation Period

48 TELP 0.00% 0.26513 Annual Advance Monthly 36 TELP 0.00% 0.34670 Annual Advance Monthly PowerEdge 49 Dell Flex 6.00% 0.25000 Annual Advance Monthly Optiplex Desktops 49 Dell Flex 6.00% 0.25000 Annual Advance Monthly Latitude 49 Dell Flex 6.00% 0.25000 Annual Advance Monthly PowerEdge 37 Dell Flex 8.00% 0.32000 Annual Advance Monthly Latitude 37 Dell Flex 8.00% 0.32000 Annual Advance Monthly Optiplex Desktops 37 Dell Flex 8.00% 0.32000 Annual Advance Monthly Pricing is valid for orders placed between 10/17/2011 to 01/12/2012

THE LEASE WILL BE GOVERNED BY THE TERMS IN YOUR FULLY EXECUTED LEASE DOCUMENTS. Additional Information Flex Payment due on the last day of primary term if you do not exercise the refresh option in accordance with the terms of your lease. The DellFlex™ lease structure is similar to our standard tax-exempt lease purchase but provides you with an opportunity to “refresh” the equipment on the first day of the last month of the primary term (the "Tech Refresh Date"). If you wish to exercise this option, you must notify us in writing at least 120 days prior to the end of the Primary Term, return all (but not less than all) of the equipment on the lease, and enter into a new lease for new, upgraded equipment with a minimum 24 month term. When you complete the DellFlex™ lease requirements and any other payment or performance requirements under your lease, the original lease will end. See your lease documents and ask your DFS sales representative for more details. Changes in the Dell products ordered or the lease structure referenced above may result in changes in the rates. Quotes do not include applicable taxes (including sales or property/use), shipping charges, insurance premiums, or fees, such as (but not limited to) maintenance, filing, licensing or state recycling fees, all of which shall be for your account. If you claim exemption from taxes, proof of such exemption will be required at time of lease. All terms are subject to credit approval, execution and return of mutually acceptable lease documentation, and do not constitute a firm offer of financing. DFS may revise this pricing proposal at any time including during the period set forth above with or without cause unless we have expressly limited our right to do so in a written agreement with you. The following documents may also be required in addition to your Lease Agreement.

• Validity Opinion (Secretary/Clerk Certificate may be substituted in some cases.) • Red Book Bond Counsel Tax Opinion (May be required based upon transaction size and aggregate

amount of existing leases.) • IRS Form 8038 (Required for all tax-exempt leases.) • Insurance Certificate • Tax-Exempt certificate for sales and use taxes (if applicable)

End of Lease Options Typical Dell Flex™ Lease Purchase options

1. Exercise the option to purchase the products for $1; 2. For an agreed upon fee, return all products to DFS at your expense; or

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3. Exercise the option to “refresh” the products on the first day of the last month of the primary term by: a. Returning all the products to DFS at your expense; and b. Entering into a new Lease with DFS for new, upgraded equipment with a minimum 24 month

term. Your end of lease options will be defined in your lease agreement. Michel Harris Sales Representative 512-657-6179 [email protected] We appreciate your consideration and look forward to working with you. Subject to the terms of this letter, the above lease pricing shall apply to leases entered into by you and DFS for product orders you place with Dell during the time period set forth above. This proposal is property of Dell Financial Services L.L.C. and contains confidential information. This proposal shall not be duplicated, used or disclosed in whole or part.

SAMPLE

DFS Public MLA.08252008dotx Page 1 of 4

EFFECTIVE DATE: MM/DD/YYYY

MASTER LEASE AGREEMENT NO. ________________

LESSOR: DELL FINANCIAL SERVICES L.L.C. LESSEE:Sample Customer Payment Address: Principal Address: Payment Processing Center 123 Main Street 4319 Collection Center Dr. * Chicago, IL 60693 Anytown, USA 12345 Fax:* Attention: *

This Master Lease Agreement (this "Agreement"), effective as of the Effective Date set forth above, is between the Lessor and Lessee named above. Capitalized terms have the meaning set forth in this Agreement.

1. LEASE.

Lessor hereby leases to Lessee and Lessee hereby leases the equipment (“Products”), Software (defined below), and services or fees, where applicable, as described in any lease schedule ("Schedule"). Each Schedule shall incorporate by reference the terms and conditions of this Agreement and contain such other terms as are agreed to by Lessee and Lessor. Each Schedule shall constitute a separate lease of Products ("Lease"). In the event of any conflict between the terms of a Schedule and the terms of this Agreement, the terms of the Schedule shall prevail. Lessor reserves all rights to the Products not specifically granted to Lessee in this Agreement or in a Schedule. Execution of this Agreement does not create an obligation of either party to lease to or from the other.

2. ACCEPTANCE DATE; SCHEDULE.

(a) Subject to any right of return provided by the Product seller (“Seller”) named on the Schedule, Products are deemed to have been irrevocably accepted by Lessee upon delivery to Lessee’s ship to location (“Acceptance Date”). Lessee shall be solely responsible for unpacking, inspecting and installing the Products.

(b) Lessor shall deliver to Lessee a Schedule for Products. Lessee agrees to sign or otherwise authenticate (as defined under the Uniform Commercial Code, “UCC”) and return each Schedule by the later of the Acceptance Date or five (5) days after Lessee receives a Schedule from Lessor. If the Schedule is not signed or otherwise authenticated by Lessee within the time provided in the prior sentence, then upon written notice from Lessor and Lessee’s failure to cure within five (5) days of such notice, Lessor may require the Lessee to purchase the Products by paying the Product Cost charged by the Seller, plus any shipping charges, Taxes or Duties (defined below) and interest at the Overdue Rate accruing from the date the Products are shipped through the date of payment. If Lessee returns any leased Products in accordance with the Seller’s return policy, it will notify Lessor. When Lessor receives a credit from the Seller for the returned Product, the Schedule will be deemed amended to reflect the return of the Product and Lessor will adjust its billing records and Lessee’s invoice for the applicable Lease. In addition, Lessee and Lessor agree that a signed Schedule may be amended by written notice from Lessor to Lessee provided such notice is (i) to correct the serial (or service tag) number of Products or (ii) to adjust the related Rent (defined below) on the Schedule (any increase up to 15% or any decrease) caused by any change made by Lessee in Lessee’s order with the Seller.

3. TERM.

The initial term (the “Primary Term”) for each Lease shall begin on the date set forth on the Schedule as the Commencement Date (the “Commencement Date”). The period beginning on the Acceptance Date and ending on the last day of the Primary Term, together with any renewals or extensions thereof, is defined as the “Lease Term. The Lease is non-cancelable by Lessee, except as expressly provided in Section 5.

4. RENT; TAXES; PAYMENT OBLIGATION.

(a) The rental payment amount ("Rent"), and the payment period for each installment of Rent (“Payment Period”) shall be stated in the Schedule. A prorated portion of Rent calculated based on a 30-day month, 90-day quarter or 360-day year (as appropriate) for the period from the Acceptance Date to

the Commencement Date shall be added to the first payment of Rent. All Rent and other amounts due and payable under this Agreement or any Schedule shall be paid to Lessor in lawful funds of the United States of America at the payment address for Lessor set forth above or at such other address as Lessor may designate in writing from time to time. Whenever Rent and other amounts payable under a Lease are not paid when due, Lessee shall pay interest on such amounts at a rate equal to the lesser of 1% per month or the highest such rate permitted by applicable law (“Overdue Rate”). Rent shall be due and payable whether or not Lessee has received an invoice showing such Rent is due. Late charges and reasonable attorney’s fees necessary to recover Rent and other amounts owed hereunder are considered an integral part of this Agreement.

(b) EACH LEASE SHALL BE A NET LEASE. In addition to Rent, Lessee shall pay sales, use, excise, purchase, property, added value or other taxes, fees, levies or assessments lawfully assessed or levied against Lessor or with respect to the Products and the Lease (“collectively “Taxes”), and customs, duties or surcharges on imports or exports (collectively, “Duties”), plus all expenses incurred in connection with Lessor’s purchase and Lessee’s use of the Products, including but not limited to shipment, delivery, installation, and insurance. Unless Lessee provides Lessor with a tax exemption certificate acceptable to the relevant taxing authority prior to Lessor’s payment of such Taxes, Lessee shall pay to Lessor all Taxes and Duties upon demand by Lessor. Lessor may, at its option, invoice Lessee for estimated personal property tax with the Rent Payment. Lessee shall pay all utility and other charges incurred in the use and maintenance of the Products.

(c) EXCEPT AS EXPRESSLY PROVIDED IN SECTION 5, LESSEE'S OBLIGATION TO PAY ALL RENT AND OTHER AMOUNTS WHEN DUE AND TO OTHERWISE PERFORM AS REQUIRED UNDER THIS AGREEMENT AND EACH SCHEDULE SHALL BE ABSOLUTE AND UNCONDITIONAL, AND SHALL NOT BE SUBJECT TO ANY ABATEMENT, REDUCTION, SET-OFF, DEFENSE, COUNTERCLAIM, INTERRUPTION, DEFERMENT OR RECOUPMENT FOR ANY REASON WHATSOEVER WHETHER ARISING OUT OF ANY CLAIMS BY LESSEE AGAINST LESSOR, LESSOR'S ASSIGNS, THE SELLER, OR THE SUPPLIER OR MANUFACTURER OF THE PRODUCTS, TOTAL OR PARTIAL LOSS OF THE PRODUCTS OR THEIR USE OR POSSESSION, OR OTHERWISE. If any Product is unsatisfactory for any reason, Lessee shall make its claim solely against the Seller of such Product (or the Licensor in the case of Software, as defined below) and shall nevertheless pay Lessor or its assignee all amounts due and payable under the Lease.

5. APPROPRIATION OF FUNDS.

(a) Lessee intends to continue each Schedule for the Primary Term and to pay the Rent and other amounts due thereunder. Lessee reasonably believes that legally available funds in an amount sufficient to pay all Rent during the Primary Term can be obtained and agrees to do all things lawfully within its power to obtain and maintain funds from which the Rent and other amounts due may be paid.

(b) Lessee may terminate a Schedule in whole, but not in part by giving at least sixty (60) days notice prior to the end of the then current Fiscal Period (as defined in the Lessee’s Secretary/Clerk’s Certificate provided to Lessor) certifying that: (1) sufficient funds were not appropriated and budgeted by Lessee’s governing body or will not otherwise be available to continue the Lease beyond the current Fiscal Period; and (2) that the Lessee has exhausted all funds legally available for payment of the Rent beyond the current Fiscal Period. Upon termination of the Schedule, Lessee’s obligations under the Schedule (except those that expressly

SAMPLE


survive the end of the Lease Term) and any interest in the Products shall cease and Lessee shall surrender the Products in accordance with Section 8. Notwithstanding the foregoing, Lessee agrees that, without creating a pledge, lien or encumbrance upon funds available to Lessee in other than its current Fiscal Period, it will use its best efforts to take all action necessary to avoid termination of a Schedule, including making budget requests for each Fiscal Period during each applicable Lease Term for adequate funds to meet its Lease obligations and to continue the Schedule in force.

(c) Lessor and Lessee intend that the obligation of Lessee to pay Rent and other amounts due under a Lease constitutes a current expense of Lessee and is not to be construed to be a debt in contravention of any applicable constitutional or statutory limitation on the creation of indebtedness or as a pledge of funds beyond Lessee’s current Fiscal Period.

6. LICENSED MATERIALS.

Software means any operating system software or computer programs included with the Products (collectively, “Software”). “Licensed Materials” are any manuals and documents, end user license agreements, evidence of licenses, including without limitation, any certificate of authenticity and other media provided in connection with such Software, all as delivered with or affixed as a label to the Products. Lessee agrees that this Agreement and any Lease (including the sale of any Product pursuant to any purchase option) does not grant any title or interest in Software or Licensed Materials. Any use of the terms "sell," "purchase," "license," "lease," and the like in this Agreement or any Schedule with respect to Licensed Materials shall be interpreted in accordance with this Section 6.

7. USE; LOCATION; INSPECTION.

Lessee shall (a) comply with all terms and conditions of any Licensed Materials and (b) possess and operate the Products only (i) in accordance with the Seller’s supply contract and any service provider maintenance and operating manuals, documentation and applicable laws; and (ii) for the business purposes of Lessee. Lessee agrees not to move Products from the location(s) specified in the Schedule without providing Lessor with at least 30 days prior written notice, and then only to a location within the continental United States and at Lessee’s expense. Without notice to Lessor, Lessee may temporarily use laptop computers at other locations, including outside the United States, provided Lessee complies with the United States Export Control Administration Act of 1979 and the Export Administration Act of 1985, as those Acts are amended from time to time (or any successor or similar legislation). Provided Lessor complies with Lessee’s reasonable security requirements, Lessee shall allow Lessor to inspect the premises where the Products are located from time to time during reasonable hours after reasonable notice in order to confirm Lessee's compliance with its obligations under this Agreement.

8. RETURN.

At the expiration or earlier termination of any Schedule, and except for Products purchased pursuant to any purchase option under the Lease, if any, Lessee will (a) remove all proprietary data from the Products; and (b) return them to Lessor at a place within the contiguous United States designated by Lessor. Upon return of the Products, Lessee’s right to the operating system Software in returned Products will terminate and Lessee will return the Products with the original certificate of authenticity (attached and unaltered) for the original operating system Software. Lessee agrees to deinstall and package the Products for return in a manner which will protect them from damage. Lessee shall pay all costs associated with the packaging and return of the Products and shall promptly reimburse Lessor for all costs and expenses for missing or damaged Products or operating system Software. If Lessee fails to return all of the Products at the expiration of the Lease Term or earlier termination (other than for non-appropriation) in accordance with this Section, the Lease Term with respect to the Products that are not returned shall continue to be renewed as described in the Schedule.

9. RISK OF LOSS; MAINTENANCE; INSURANCE.

(a) From the time the Products are delivered to Lessee’s ship to location until the Products are returned to Lessor’s designated return location or purchased by Lessee, Lessee agrees: (i) to assume the risk of loss or damage to the Products; (ii) to maintain the Products in good operating condition and appearance, ordinary wear and tear excepted, (iii) to comply with all requirements necessary to enforce all warranty rights; and (iv) to promptly repair any repairable damage to the Products. For the Lease Term, Lessee shall ensure that the Products are covered by a manufacturer approved maintenance agreement or, with Lessor’s prior consent, are self-maintained in

accordance with the standards set forth herein. At all times, Lessee shall provide the following insurance: (x) casualty loss insurance for the Products for no less than the Stipulated Loss Value (defined below) naming Lessor as a loss payee: (y) liability insurance with respect to the Products for no less than an amount as required by Lessor, with Lessor named as an additional insured; and (z) such other insurance as may be required by law which names Lessee as an insured and Lessor as an additional insured. Upon Lessor’s prior written consent, Lessee may provide this insurance pursuant to Lessee’s existing self insurance policy or as provided for under state law. Lessee shall provide Lessor with either an annual certificate of third party insurance or a written description of its self insurance policy or relevant law, as applicable. The certificate of insurance will provide that Lessor shall receive at least ten (10) days prior written notice of any material change to or cancellation of the insurance policy or Lessee’s self-insurance program, if previously approved by Lessor. If Lessee does not give Lessor evidence of insurance in accordance with the standards herein, Lessor has the right, but not the obligation, to obtain such insurance covering Lessor’s interest in the Products for the Lease Term, including renewals. If Lessor obtains such insurance, Lessor will add a monthly, quarterly or annual charge (as appropriate) to the Rent to reimburse Lessor for the insurance premium and Lessor’s then current insurance administrative fee.

(b) If the Products are lost, stolen, destroyed, damaged beyond repair or in the event of any condemnation, confiscation, seizure or expropriation of such Products (“Casualty Products”), Lessee shall promptly (i) notify Lessor of the same and (ii) pay to Lessor the Stipulated Loss Value for the Casualty Products. The Stipulated Loss Value is an amount equal to the sum of (a) all Rent and other amounts then due and owing (including interest at the Overdue Rate from the due date until payment is received) under the Lease, plus (b) the present value of all future Rent to become due under the Lease during the remainder of the Lease Term, plus (c) the present value of the estimated in place Fair Market Value of the Product at the end of the Primary Term as determined by Lessor; plus (d) all other amounts to become due and owing during the remaining Lease Term. Unless priced as a tax-exempt Schedule, each of (b) and (c) shall be calculated using the federal funds rate target reported in the Wall Street Journal on the Commencement Date of the applicable Schedule. The discount rate applicable to tax-exempt Schedules shall be federal funds rate target reported in the Wall Street Journal on the Commencement Date of the applicable Schedule less 100 basis points.

10. ALTERATIONS.

Lessee shall, at its expense, make such alterations to the Products during the Lease Term as are legally required or provided at no charge by Seller. Lessee may make other alterations, additions or improvements to the Products provided that any alteration, addition or improvement shall be readily removable and shall not materially impair the value or utility of the Products. Upon the return of any Product to Lessor, any alteration, addition or improvement that is not removed by Lessee shall become the property of Lessor free and clear of all liens and encumbrances.

11. REPRESENTATIONS AND WARRANTIES OF LESSEE.

Lessee represents, warrants and covenants to Lessor and will provide to Lessor at Lessor’s request all documents deemed necessary or appropriate by Lessor, including Certificates of Insurance, financial statements, Secretary or Clerk Certificates, essential use information or documents (such as affidavits, notices and similar instruments in a form satisfactory to Lessor) and Opinions of Counsel (in substantially such form as provided to Lessee by Lessor and otherwise satisfactory to Lessor) to the effect that, as of the time Lessee enters into this Agreement and each Schedule that:

(a) Lessee is an entity duly organized and existing under and by virtue of the authorizing statute or constitutional provisions of its state and is a state or political subdivision thereof as described in Section 103(a) of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder as in effect and applicable to the Agreement or any Schedule, with full power and authority to enter into this Agreement and any Schedules and perform all of its obligations under the Leases;

(b) This Agreement and each Schedule have been duly authorized, authenticated and delivered by Lessee by proper action of its governing board at a regularly convened meeting and attended by the requisite majority of board members, or by other appropriate official authentication, as applicable, and all requirements have been met and procedures have occurred in order to ensure the validity and enforceability of this Agreement against Lessee;

(c) This Agreement and each Schedule constitute the valid, legal and binding obligations of Lessee, enforceable in accordance with their terms;

SAMPLE


(d) No other approval, consent or withholding of objection is required from any federal, state or local governmental authority or instrumentality with respect to the entering into or performance by Lessee of the Agreement or any Schedule and the transactions contemplated thereby;

(e) Lessee has complied with such public bidding requirements and other state and federal laws as may be applicable to the Agreement and any Schedule and the acquisition by Lessee of the Products;

(f) The entering into and performance of the Agreement or any Schedule will not (i) violate any judgment, order, law or regulation applicable to Lessee; (ii) result in any breach of, or constitute a default under, any instrument to which the Lessee is a party or by which it or its assets may be bound; or (iii) result in the creation of any lien, charge, security interest or other encumbrance upon any assets of the Lessee or on the Products, other than those created pursuant to this Agreement;

(g) There are no actions, suits, proceedings, inquiries or investigations, at law or in equity, before or by any court, public board or body, pending or threatened against or affecting Lessee, nor to the best of Lessee's knowledge and belief is there any basis therefor, which if determined adversely to Lessee will have a material adverse effect on the ability of Lessee to fulfill its obligations under the Agreement or any Schedule;

(h) The Products are essential to the proper, efficient and economic operation of Lessee or to the services which Lessee provides to its citizens. Lessee expects to make immediate use of the Products, for which it has an immediate need that is neither temporary nor expected to diminish during the applicable Lease Term. The Products will be used for the sole purpose of performing one or more of Lessee's governmental or proprietary functions consistent within the permissible scope of Lessee's authority; and

(i) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds to make all Rent payments and other obligations under this Agreement and any Schedule during the current Fiscal Period, and such funds have not been expended for other purposes.

12. WARRANTY ASSIGNMENT; EXCLUSION OF WARRANTIES; LIMITATIONS ON LIABILITY; FINANCE LEASE.

(a) Provided no Event of Default has occurred and is continuing, Lessor assigns to Lessee for the Lease Term the benefit of any Product warranty and right of return provided by any Seller.

(b) LESSEE ACKNOWLEDGES THAT LESSOR DID NOT SELECT, MANUFACTURE, SUPPLY OR LICENSE ANY PRODUCT AND THAT LESSEE HAS MADE THE SELECTION OF PRODUCTS BASED UPON ITS OWN JUDGMENT AND EXPRESSLY DISCLAIMS ANY RELIANCE ON STATEMENTS MADE BY LESSOR OR ITS AGENTS. LESSOR LEASES THE PRODUCTS AS-IS AND MAKES NO WARRANTY, EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF DESIGN, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. LESSEE HEREBY WAIVES ANY CLAIM IT MIGHT HAVE AGAINST LESSOR OR ITS ASSIGNEE FOR ANY LOSS, DAMAGE OR EXPENSE CAUSED BY OR WITH RESPECT TO ANY PRODUCTS.

(c) IN NO EVENT SHALL LESSOR BE LIABLE FOR ANY ACTUAL, SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY SCHEDULE OR THE SALE, LEASE OR USE OF ANY PRODUCTS EVEN IF LESSOR IS ADVISED IN ADVANCE OF THE POSSIBILITY OR CERTAINTY OF SUCH DAMAGES AND EVEN IF LESSEE ASSERTS OR ESTABLISHES A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED IN THIS AGREEMENT.

(d) Lessee agrees that it is the intent of both parties that each lease qualify as a statutory finance lease under Article 2A of the UCC. Lessee acknowledges either (i) that Lessee has reviewed and approved any written supply contract covering the Products purchased from the Seller for lease to Lessee or (ii) that Lessor has informed or advised Lessee, in writing, either previously or by this Agreement, that Lessee may have rights under the supply contract evidencing the purchase of the Products and that Lessee should contact the Seller for a description of any such rights. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LESSEE HEREBY WAIVES ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY ARTICLE 2A OF THE UCC.

13. EVENTS OF DEFAULT.

It shall be an event of default hereunder and under any Schedule ("Event of Default") if:

(a) Lessee fails to pay any Rent or other amounts payable under this Agreement or any Schedule within 15 days after the date such payment is due;

(b) Any representation or warranty made by Lessee to Lessor in connection with this Agreement, any Schedule or any other Documents is at the time made materially untrue or incorrect;

(c) Lessee fails to comply with any other obligation or provision of this Agreement or any Schedule and such failure shall have continued for 30 days after notice from Lessor;

(d) Lessee (i) is generally not paying its debts as they become due or (ii) takes action for the purpose of invoking the protection of any bankruptcy or insolvency law, or any such law is invoked against or with respect to Lessee or its property and such petition is not dismissed within 60 days;

(e) Any provision of this Agreement ceases to be valid and binding on Lessee, is declared null and void, or its validity or enforceability is contested by Lessee or any governmental agency or authority whereby the loss of such provision would materially adversely affect the rights or security of Lessor, or Lessee denies any further liability or obligation under this Agreement; or

(f) Lessee is in default under any other lease, contract, or obligation now existing or hereafter entered into with Lessor or Seller or any assignee of Lessor.

14. REMEDIES; TERMINATION.

(a) Upon an Event of Default under any Schedule, all of Lessee’s rights (including its rights to the Products), but not its obligations thereunder, shall automatically be canceled without notice and Lessor may exercise one or more of the following remedies in its sole discretion:

(i) require Lessee to return any and all such Products in accordance with Section 8, or if requested by Lessor, to assemble the Products in a single location designated by Lessor and to grant Lessor the right to enter the premises where such Products are located (regardless of where assembled) for the purpose of repossession;

(ii) sell, lease or otherwise dispose of any or all Products (as agent and attorney-in-fact for Lessee to the extent necessary) upon such terms and in such manner (at public or private sale) as Lessor deems advisable in its sole discretion ("Disposition");

(iii) declare immediately due and payable as a pre-estimate of liquidated damages for loss of bargain and not as a penalty, the Stipulated Loss Value of the Products in lieu of any further Rent, in which event Lessee shall pay such amount to Lessor within 10 days after the date of Lessor’s demand; or

(iv) proceed by appropriate court action either at law or in equity (including action for specific performance) to enforce the performance by Lessee or recover damages associated with such Event of Default or exercise any other remedy available to lessor in law or in equity.

(b) Lessee shall pay all costs and expenses arising or incurred by Lessor, including reasonable attorney fees, in connection with or related to an Event of Default or the repossession, transportation, re-furbishing, storage and Disposition of any or all Products (“Default Expenses”). In the event Lessor recovers proceeds (net of Default Expenses) from its Disposition of the Products, Lessor shall credit such proceeds against the owed Stipulated Loss Value. Lessee shall remain liable to Lessor for any deficiency. With respect to this Section, to the extent the proceeds of the Disposition (net of Default Expenses) exceed the Stipulated Loss Value owed under the Lease, or Lessee has paid Lessor the Stipulated Loss Value, the Default Expenses and all other amounts owing under the Lease, Lessee shall be entitled to such excess and shall have no further obligations with respect to such Lease. All rights of Lessor are cumulative and not alternative and may be exercised by Lessor separately or together.

15. QUIET ENJOYMENT.

Lessor shall not interfere with Lessee's right to possession and quiet enjoyment of Products during the relevant Lease Term, provided no Event of Default has occurred or is continuing. Lessor represents and warrants that as of the Commencement Date of the applicable Schedule, Lessor has the right to lease the Products to Lessee.

16. INDEMNIFICATION.

To the extent permitted by law, Lessee shall indemnify, defend and hold Lessor, its assignees, and their respective officers, directors, employees, representatives and agents harmless from and against, all claims, liabilities, costs or expenses, including legal fees and expenses (collectively, "Claims"),

SAMPLE


arising from or incurred in connection with this Agreement, any Schedule, or the selection, manufacture, possession, ownership, use, condition, or return of any Products (including Claims for personal injury or death or damage to property, and to the extent Lessee is responsible, Claims related to the subsequent use or Disposition of the Products or any data in or alteration of the Products. This indemnity shall not extend to any loss caused solely by the gross negligence or willful misconduct of Lessor. Lessee shall be responsible for the defense and resolution of such Claim at its expense and shall pay any amount for resolution and all costs and damages awarded against or incurred by Lessor or any other person indemnified hereunder; provided, however, that any person indemnified hereunder shall have the right to participate in the defense of such Claim with counsel of its choice and at its expense and to approve any such resolution. Lessee shall keep Lessor informed at all times as to the status of the Claim.

17. OWNERSHIP; LIENS AND ENCUMBRANCES; LABELS.

As between Lessor and Lessee, title to the Products (other than the Licensed Materials) is and shall remain with Lessor. Products are considered personal property and Lessee shall, at Lessee's expense, keep the Products free and clear of liens and encumbrances of any kind (except those arising through the acts of Lessor) and shall immediately notify Lessor if Lessor’s interest is subject to compromise. Lessee shall not remove, cover, or alter plates, labels, or other markings upon Products by Lessor, Seller or any other supplier.

18. NON-PERFORMANCE BY LESSEE.

If Lessee shall fail to perform any of its obligations hereunder or under any Schedule, Lessor shall have the right but not the obligation to effect such performance and Lessee shall promptly reimburse Lessor for all out of pocket and other reasonable expenses incurred in connection with such performance, with interest at the Overdue Rate.

19. NOTICES.

All notices shall be given in writing and, except for billings and communications in the ordinary course of business, shall be delivered by overnight courier service, delivered personally or sent by certified mail, return receipt requested, and shall be effective on the date of receipt unless mailed, in which case the effective date will be four (4) Business Days after the date of mailing. Notices to Lessor by Lessee shall be sent to: Dell Financial Services L.L.C., Legal Department, One Dell Way, Round Rock, TX 78682, or such other mailing address designated in writing by Lessor. Notice to Lessee shall be to the address on the first page of this Agreement or such other mailing address designated in writing by Lessee.

20. ASSIGNMENT.

(a) LESSEE MAY ASSIGN THIS AGREEMENT OR ANY SCHEDULE, OR SUBLEASE ANY PRODUCT(S) WITH THE PRIOR WRITTEN CONSENT OF LESSOR (SUCH CONSENT NOT TO BE UNREASONABLY WITHHELD). LESSOR, AT ITS SOLE DISCRETION, MAY ASSESS AN ADMINISTRATIVE FEE FOR ANY APPROVED ASSIGNMENT OR SUBLEASE. No assignment or sublease shall in any way discharge Lessee’s obligations to Lessor under this Agreement or Schedule.

(b) Lessor may at any time without notice to Lessee, but subject to the rights of Lessee, transfer, assign,or grant a security interest in any Product, this Agreement, any Schedule, or any rights and obligations hereunder or thereunder in whole or in part. Lessee hereby consents to such assignments, agrees to comply fully with the terms thereof, and agrees to execute and deliver promptly such acknowledgments, opinions of counsel and other instruments reasonably requested to effect such assignment.

(c) Subject to the foregoing, this Agreement and each Schedule shall be binding upon and inure to the benefit of Lessor, Lessee and their successors and assigns.

21. GOVERNING LAW; JURISDICTION AND VENUE; WAIVER OF JURY TRIAL.

THIS AGREEMENT AND EACH SCHEDULE SHALL BE GOVERNED BY Texas LAW WITHOUT REGARD TO ITS CONFLICTS OF LAW PRINCIPLES AND, TO THE EXTENT APPLICABLE, THE ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT. LESSEE CONSENTS TO THE JURISDICTION OF ANY FEDERAL COURT LOCATED IN Travis COUNTY, Texas AND WAIVES ANY OBJECTION TO VENUE IN SUCH COURT, AND FURTHER WAIVES ANY RIGHT TO A TRIAL BY JURY.

22. MISCELLANEOUS.

(a) The headings used in this Agreement are for convenience only and shall have no legal effect. This Agreement shall be interpreted without any strict construction in favor of or against either party.

(b) The provisions of Sections 6, 8, 11, 12(b), 12(c), 12(d), 16, 21 and 22 shall continue in full force and effect even after the termination or expiration of this Agreement or any Schedule.

(c) Failure of Lessor at any time to require Lessee's performance of any obligation shall not affect the right to require performance of that obligation. No term, condition or provision of this Agreement or any Schedule shall be waived or deemed to have been waived by Lessor unless it is in writing and signed by a duly authorized representative of Lessor. A valid waiver is limited to the specific situation for which it was given.

(d) Lessee shall furnish such financial statements of Lessee (prepared in accordance with generally accepted accounting principles) and other information as Lessor may from time to time reasonably request.

(e) If any provision(s) of this Agreement is deemed invalid or unenforceable to any extent (other than provisions going to the essence of this Agreement) the same shall not in any respect affect the validity, legality or enforceability (to the fullest extent permitted by law) of the remainder of this Agreement and the parties shall use their best efforts to replace such illegal, invalid or unenforceable provision with an enforceable provision approximating, to the extent possible, the original intent of the parties.

(f) Unless otherwise provided, all obligations hereunder shall be performed or observed at the respective party’s expense.

(g) Lessee shall take any action reasonably requested by Lessor for the purpose of fully effectuating the intent and purposes of this Agreement or any Schedule. If any Lease is determined to be other than a true lease, Lessee hereby grants to Lessor a first priority security interest in the Products and all proceeds thereof. Lessee acknowledges that by signing this Agreement, Lessee has authorized Lessor to file any financing statements or related filings as Lessor may reasonably deem necessary or appropriate. Lessor may file a copy of this Agreement or any Schedule in lieu of a financing statement.

(h) This Agreement and any Schedule may be signed in any number of counterparts each of which when so executed or otherwise authenticated and delivered shall be an original but all counterparts shall together constitute one and the same instrument. To the extent each Schedule would constitute chattel paper as that term is defined in the UCC, no security interest may be created through the transfer or control or possession, as applicable, of a counterpart of a Schedule other than the original in Lessor’s possession marked by Lessor as either “original” or “Counterpart Number 1”.

(i) This Agreement and the Schedules hereto between Lessor and Lessee set forth all of the understandings and agreements between the parties and supersede and merge all prior written or oral communications, understandings, or agreements between the parties relating to the subject matter contained herein. Except as permitted herein, this Agreement and any Schedule may be amended only by a writing duly signed or otherwise authenticated by Lessor and Lessee.

(j) If Lessee delivers this signed Master Lease, or any Schedule, amendment or other document related to the Master Lease (each a “Document”) to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document, Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document from Lessor’s database which conforms to the version number at the bottom of the page. If Lessee delivers a signed Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is relying on Lessee’s representation that the Document has not been altered. Lessee further agrees that, notwithstanding any rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or its assignee, from time to time, as the copy available for access and review by Lessee, Lessor of its assignee. All other copies are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative copy, or corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor’s option, this electronic record may be converted into paper form. At such time, such paper copy will be designated

SAMPLE


or marked as the authoritative copy of the Document.

EXECUTED by the undersigned on the dates set forth below, to be effective as of the Effective Date.

Sample Customer

“Lessee”

BY:

NAME:

TITLE:

DELL FINANCIAL SERVICES L.L.C.

“Lessor”

BY:

NAME:

TITLE:

Page 1 of 3 DFS DellFlex FL.bc.042908

Sample Customer

LEASE PURCHASE SCHEDULE NO. XXX-SAMPLE-XXX TO MASTER LEASE AGREEMENT NO. SAMPLE

COUNTERPART NO. __ OF 2 COUNTERPARTS. POSSESSION AND TRANSFER OF COUNTERPART NO. 1 OF THIS SCHEDULE IS THE ONLY EFFECTIVE MEANS TO TRANSFER OWNERSHIP OF OR CREATE A SECURITY INTEREST IN THIS SCHEDULE. THIS SCHEDULE IS SUBJECT TO THE TERMS AND CONDITIONS OF MASTER LEASE AGREEMENT NO. SAMPLE ("Agreement") DATED MMDDYY BETWEEN DELL FINANCIAL SERVICES L.L.C. ("Lessor") AND Sample Customer ("Lessee"). Lessor hereby agrees to lease and/or make available to Lessee subject to the terms, conditions and provisions set forth in this Schedule and in the Agreement, the Products described below. Any capitalized term used herein and not defined herein shall have the meaning ascribed to it in the Agreement. PRODUCT DESCRIPTION AND LOCATION: See below or Exhibit “A” attached to and forming an integral part of this Schedule. PRODUCT SELLER: SAMPLE

Product Description Product Location Lessee Purchase Order No.

Primary Term (Mos.)

Commencement Date**

SAMPLE SAMPLE SAMPLE SAMPLE MMDDYY

Rent is payable: in advance * The Commencement Date may be extended for one month (or quarter or year as appropriate) increments until the Schedule is returned in accordance with the terms stated in Section 2(a) of the Agreement. Lessor may charge Lessee a prorated portion of the Rent accruing from the Acceptance Date to the Commencement Date, as such date is finally determined.

RENT AND PURCHASE PRICE SCHEDULE

The following sets forth the Rent and Purchase Price relating to this Schedule to the Agreement: a. Rent. The Rent shall be in the amounts set forth in the "Rent" column of the Rent and Purchase Price Schedule set

forth below. Rent shall commence on the date on which the Products listed in this Schedule are accepted by Lessee as described in Section 2(a) of the Agreement and shall be Monthly in sequence for the duration of the Lease Term.

b. Purchase Price. The Purchase Price at any particular time for the Products listed in this Schedule shall be the

amount set forth for such time in the "Purchase Price" column of the Rent and Purchase Price Schedule set forth below. The Purchase Price is in addition to all Rent then due under this Schedule (including the Rent shown on the same line in the Payment Schedule).

c. Payment Schedule. The Payment Schedule is as set forth below. Although a Purchase Price is shown for each

Payment Number, the Products listed in this Schedule may be purchased only as provided and at such times as set forth in Paragraph 7. Purchase Option of this Schedule.

Payment Number Rent Interest Portion Principal Portion Purchase Price

See Attached Exhibit “B”

SAMPLE


Sample Customer LEASE PURCHASE SCHEDULE NO. XXX-SAMPLE-XXX

(continued)

LEASE PURCHASE PROVISIONS

The following provisions shall apply with respect to this Schedule in addition to those provisions in the Agreement:

1. SECTION 3. RENT; PAYMENT OBLIGATION. Lessor and Lessee contemplate that the Products will be used for a governmental or proprietary purpose of Lessee and, therefore, that the Products will be exempt from all sales, use and property taxes. 2. SECTION 6. PERFORMANCE BY LESSOR. For purposes of this Schedule, Section 6 is hereby amended in its entirety to read as follows: “Lessor shall have the right to accept or reject in Lessor's sole discretion any request by Lessee for the leasing of Products under this Agreement. Each Schedule shall be binding upon Lessor and Lessee in accordance with the terms contained herein. Lessor shall have no obligations with regard to any Schedule unless Lessee provides to Lessor the Documents, an opinion of counsel to the affect that the interest portion of the Rent is not includible in gross income for Federal income tax purposes and will not constitute a tax preference under Section 57 of the Code, for purposes of computing the alternative minimum tax imposed pursuant to Section 55 of the Code and Lessor receives clear and unencumbered title to the Products (excluding Licensed Materials) either through an assignment of Lessee’s rights and interests in the Products or otherwise. In the event Lessor has not received such Documents or title to the Products prior to the Commencement Date of the applicable Schedule, Lessor may terminate its obligations hereunder, and reassign all rights and obligations with respect to the Products to Lessee without recourse or warranty. Lessee shall thereafter promptly reimburse Lessor for all expenses and other amounts incurred by Lessor with respect to such Products and transaction, plus interest from the date such amounts were disbursed by Lessor through the date such amounts are reimbursed by Lessee at the Overdue Rate.” 3. SECTION 12. REPRESENTATIONS, WARRANTIES AND COVENANTS OF LESSEE. For purposes of this Schedule, add paragraphs (j) through (t) as follows: “(j) Lessee will comply with the information reporting requirements of Section 149(e) of the Code, including but not limited to, the execution (and delivery to Lessor) of information statements requested by Lessor; (k) Lessee will not do, cause to be done or fail to do any act if such act or failure to act will cause this Agreement, or any transaction hereunder, to be an Arbitrage Bond within the meaning of Section 148 of the Code or a Private Activity Bond within the meaning of Section 141 of the Code; (l) The total cost of the Products listed in this Schedule will not be less than the total Principal Portion of the Rent listed in this Schedule; (m) The Products listed in this Schedule have or will be ordered within six months of the date hereof in order to commence such Schedule; (n) The Products listed in this Schedule are expected to be delivered and installed, and the Seller fully paid, within one year from the date hereof; (o) No fund or account which secures or otherwise relates to the Rent has been established; (p) Lessee will not sell, encumber or otherwise dispose of any property comprising this Schedule prior to the final maturity or termination of such Schedule without a written opinion of nationally recognized bond counsel to the effect that any such disposition will not adversely affect the exclusion of interest on the Rent from gross income for federal income tax purposes; (q) Lessee agrees to execute, deliver and provide Lessor with satisfactory evidence of the filing of such documentation, as may be required for the purposes of properly reporting this Schedule, including, without limitation, IRS forms 8038-G or 8038-GC, as required under the Code; (r) It is expected that Rent under this Schedule will be paid from periodic appropriations of the Lessee, that such appropriations will equal the Rent due during each Fiscal Period of Lessee, and that all amounts paid for Rent will be from an appropriation made by the Lessee during the Fiscal Period in which such Rent is made; (s) To the best of our knowledge, information and belief, the above expectations are reasonable; and (t) Lessee will comply with all applicable provisions of the Code, including without limitation Sections 103, 141 and 148 thereof, and the applicable regulations of the Treasury Department to maintain the exclusion of the interest components of Rent from gross income for purposes of federal income taxation. Without limiting the generality of the foregoing, Lessee shall acknowledge any assignment of this Schedule in writing and complete an accurate record of all such assignments in a manner that complies with Section 149(a) of the Code and the Treasury Regulations promulgated thereunder.” 4. SECTION 13. WARRANTY ASSIGNMENT; EXCLUSION OF WARRANTIES; LIMITATIONS ON LIABILITY; FINANCE LEASE. For purposes of this Schedule, delete “FINANCE LEASE” in the title of this Section and delete paragraph (d). 5. TITLE TO THE EQUIPMENT. If Lessee has not terminated the Lease in accordance with Section 4 of the Agreement and no Event of Default has occurred and is continuing, then upon payment of all Rent and other amounts due under this Schedule and the Agreement, at the end of the Lease Term, Lessee is entitled to Lessor’s interest in the Products “AS IS, WHERE IS,” without any warranty or representation by Lessor, express or implied, other than the absence of any liens by, through or under Lessor. Lessee will deliver to Lessor documents reasonably requested by Lessor to give public notice of Lessor’s interest in the Products.

SAMPLE


Sample Customer LEASE PURCHASE SCHEDULE NO. XXX-SAMPLE-XXX

(continued) 6. PURCHASE OPTION. Lessee shall have the option to purchase Lessor's interest in all of the Products listed in this Schedule, upon giving written notice to Lessor at least 60 days before the date of purchase, at the following times and upon the following terms:

(i) On the date of the last Rent payment set forth in this Schedule (assuming the Agreement is renewed at the end of the Primary Term and each renewal term), if the Agreement is still in effect on such day, upon payment in full of the Rent payments due on this Schedule and the payment of One (1) Dollar to Lessor; or

(ii) On the last day of the Primary Term or any renewal term then in effect, upon payment in full to Lessor of the Rent payments then due on this Schedule plus the then applicable Purchase Price set forth on this Schedule; or

(iii) Provided that no Event of Default exists, and no event has occurred and is continuing that with notice or the lapse of time, or both, would constitute an Event of Default, Lessee will have the right to terminate this Schedule on any Lease Payment date set forth in this Schedule by paying Lessor, on such date, the Rent payment then due under such Rent and Purchase Price Schedule, the Purchase Price amount set forth opposite such date, and any other amounts then due Lessor under the Agreement with respect to the Products. Upon satisfaction by Lessee of such conditions, Lessee shall be entitled to Lessor’s interest in the Products, AS IS, WHERE IS, WITHOUT WARRANTY OR RECOURSE, EXPRESS, IMPLIED OR OTHERWISE, BY OR AGAINST LESSOR, INCLUDING ANY WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AGAINST INFRINGEMENT, other than the absence of any liens by, through, or under Lessor.

7. COMPLETION OF SCHEDULE. Lessee hereby authorizes Lessor to insert the Commencement Date on this Schedule as determined pursuant to Section 2(a) of the Agreement and, where applicable (including on any Exhibit “A” hereto), the serial numbers of the Products. Lessor and Lessee hereby ratify and confirm the Agreement, the terms and provisions of which are hereby incorporated by reference and made a part hereof. In the event of any conflict between the terms of this Schedule and the terms of the Agreement, the terms of this Schedule shall prevail.

8. TECHNOLOGY REFRESH WITH NEW FINANCING OPTION. Provided no Event of Default has occurred or is continuing under this Schedule or the Agreement, Lessee may exercise the following technology refresh option ("Tech Refresh Option") by delivering to Lessor an irrevocable written election notice to exercise the Tech Refresh Option at least 120 days prior to the expiration of the Primary Term and by completing all of the following on or before the beginning of the last month of the Primary Term (the “Tech Refresh Date”):

(i) Lessee returns all (but not less than all) of the Products on this Schedule (“Original Products”) to Lessor in the same manner as described in the Agreement; and

(ii) Lessee enters into a new Schedule under the Agreement (the “New Lease”) with a primary term of at least 24 months for new equipment (“New Products”) which are, as determined by Lessor, of the same manufacturer, type and quality as the Original Products and which have a Total Product Cost that is at least 75% of the Total Product Cost of the Original Products.

When Lessee completely fulfills the terms and conditions of the Tech Refresh option and has made all payments and performed all other obligations under the Schedule and the Agreement, then this Schedule shall terminate and, except as provided in the Agreement, Lessee shall be relieved of all obligations under this Schedule. Notwithstanding the election by Lessee of the Tech Refresh Option, the Schedule and Agreement shall remain in full force and effect and if the terms and conditions of the Tech Refresh Option are not fulfilled before the Tech Refresh Date, the Tech Refresh Option shall be null and void and Lessee shall pay the final Rent payment due on the Tech Refresh Date.

If Lessee delivers this signed Schedule, any amendment or other document related to this Schedule or the Master Lease (each a “Document”) to Lessor by facsimile transmission, and Lessor does not receive all of the pages of that Document, Lessee agrees that, except for any pages which require a signature, Lessor may supply the missing pages to the Document from Lessor’s database which conforms to the version number at the bottom of the page. If Lessee delivers a signed Document to Lessor as an e-mail attachment, facsimile transmission or by U.S. mail, Lessee acknowledges that Lessor is relying on Lessee’s representation that the Document has not been altered. Lessee further agrees that, notwithstanding any rule of evidence to the contrary, in any hearing, trial or proceeding of any kind with respect to a Document, Lessor may produce a tangible copy of the Document transmitted by Lessee to Lessor by facsimile or as an e-mail attachment and such signed copy shall be deemed to be the original of the Document. To the extent (if any) that the Document constitutes chattel paper under the Uniform Commercial Code, the authoritative copy of the Document shall be the copy designated by Lessor or its assignee, from time to time, as the copy available for access and review by Lessee, Lessor or its assignee. All other copies are deemed identified as copies of the authoritative copy. In the event of inadvertent destruction of the authoritative copy, or corruption of the authoritative copy for any reason or as the result of any cause, the authoritative copy may be restored from a backup or archive copy, and the restored copy shall become the authoritative copy. At Lessor’s option, this electronic record may be converted into paper form. At such time, such paper copy will be designated or marked as the authoritative copy of the Document.

By signing below, each of the parties hereto agrees to be bound by the terms of the Agreement, this Schedule and the attached Exhibits “A” and “B”. Lessee hereby represents, warrants and covenants that its representations, warranties and covenants set forth in the Agreement are true and correct as though made on the date of commencement of payments of Rent on this Schedule.

IN WITNESS WHEREOF, Lessor and Lessee have caused this Schedule to be executed in their names by their duly authorized representatives as of the date first above written. Sample Customer (Lessee) By: (Authorized Signature) (Name/Title) (Date)

DELL FINANCIAL SERVICES L.L.C. (Lessor) By: (Authorized Signature) (Name/Title) (Date)

SAMPLE

SAMPLE

DFS Public Validity Opinion Letter.bc.080105.doc

SAMPLE VALIDITY OPINION LETTER TO BE EXECUTED ON COUNSEL'S LETTERHEAD

To: Dell Financial Services L.L.C. 12234 N. IH 35 Austin, TX 78753-1705 Ladies and Gentlemen:

We are counsel to Sample Customer (the "Lessee") and in that capacity we have examined Master Lease Agreement No. _____, dated as of _________, 200_, and Lease Schedule No. ____ to Master Lease Agreement No. ____ thereto, dated as of _____________ __, 200_ (collectively the "Agreement"), between the Lessee and Dell Financial Services L.L.C. (the "Lessor").

Based on our examination of the Agreement and such other examinations as we have deemed appropriate, we are of the opinion as follows:

(a) The Lessee is an entity duly organized and existing under and by virtue of the authorizing statute or constitutional provisions of the State of ______ and is a state or political subdivision thereof as described in Section 103(a) of the Internal Revenue Code of 1986, as amended, with full power and authority to enter into the Agreement and the transactions contemplated thereby and to perform all of its obligations thereunder;

(b) The Agreement has been duly authorized, executed and delivered by _____________*, _____________ of the Lessee by proper action of its governing board at a meeting duly called, regularly convened and attended throughout by the requisite majority of the members thereof or by other appropriate official approval, and all requirements have been met and procedures have occurred in order to ensure the validity and enforceability of the Agreement against the Lessee;

(c) The Agreement constitutes the valid, legal and binding obligation of the Lessee, enforceable in accordance with its terms;

(d) No approval, consent or withholding of objection is required from any federal, state or local

governmental authority or instrumentality with respect to the entering into or performance by the Lessee of the Agreement and the transactions contemplated thereby;

(e) Lessee has complied with any applicable public bidding requirements and other applicable state and federal laws in connection with the Agreement and the transactions contemplated thereby;

(f) The entering into and performance of the Agreement will not violate any judgment, order, law or regulation applicable to the Lessee or result in any breach of, or constitute a default under, any instrument to which the Lessee is a party or by which it or its assets may be bound, or result in the creation of any lien, charge, security interest or other encumbrance upon any assets of the Lessee or on the Products, other than those created by the Agreement;

(g) The Products are tangible personal property and when subject to use by the Lessee will not be or become fixtures or real property under the laws of the State of _________;

(h) There are no actions, suits, proceedings, inquiries or investigations, at law or in equity, before

or by any court, public board or body, pending or threatened against or affecting, nor to the best of our knowledge and belief is there any basis therefor, which, if determined adversely to Lessee, will have a material adverse effect on the ability of the Lessee to fulfill its obligations under the Agreement; and (i) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for Lessee’s current Fiscal Period to make the Rent payments scheduled to come due during Lessee’s current Fiscal Period and to meet its other obligations under the Agreement for the current Fiscal Period, and such funds have not been expended for other purposes.

This opinion is delivered to the addressee for its benefit and the benefit of its assigns for the purpose contemplated by the Agreement.

Very truly yours,

*Authorized Signatory of Lessee under the Agreement.

SAMPLE

Information Return for Small Tax-ExemptGovernmental Bond Issues, Leases, and Installment Sales

8038-GCForm

OMB No. 1545-0720� Under Internal Revenue Code section 149(e)

Department of the TreasuryInternal Revenue Service Caution: If the issue price of the issue is $100,000 or more, use Form 8038-G.

Check box if Amended Return �Reporting AuthorityIssuer’s employer identification number21 Issuer’s name

3 Number and street (or P.O. box if mail is not delivered to street address)

4 City, town, or post office, state, and ZIP code

Description of Obligations Check if reporting: a single issue or on a consolidated basis .

8aIssue price of obligation(s) (see instructions)8ab

Amount of the reported obligation(s) on line 8a:99aUsed to refund prior issue(s)a9bb Representing a loan from the proceeds of another tax-exempt obligation (e.g., bond bank)

Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledgeand belief, they are true, correct, and complete.Sign

HereType or print name and titleDateIssuer’s authorized representative

Who Must File

General InstructionsSection references are to the InternalRevenue Code unless otherwise noted.

Form 8038–GC (Rev. 11-2000)

Part I

Part II

� �

Cat. No. 64108B

Room/suite

(Rev. November 2000)

If the issuer has designated any issue under section 265(b)(3)(B)(i)(III) (small issuer exception), check this box �10

Purpose of FormForm 8038-GC is used by the issuers oftax-exempt governmental obligations toprovide the IRS with the information requiredby section 149(e) and to monitor therequirements of sections 141 through 150.

Issuers of tax-exempt governmentalobligations with issue prices of less than$100,000 must file Form 8038-GC.

Issuers of a tax-exempt governmentalobligation with an issue price of $100,000 ormore must file Form 8038-G, InformationReturn for Tax-Exempt GovernmentalObligations.Filing a separate return. Issuers have theoption to file a separate Form 8038-GC forany tax-exempt governmental obligation withan issue price of less than $100,000.

Filing a consolidated return. For alltax-exempt governmental obligations withissue prices of less than $100,000 that arenot reported on a separate Form 8038-GC,an issuer must file a consolidated informationreturn including all such issues issued withinthe calendar year.

Thus, an issuer may file a separate Form8038-GC for each of a number of smallissues and report the remainder of smallissues issued during the calendar year on oneconsolidated Form 8038-GC. However, aseparate Form 8038-GC must be filed to givethe IRS notice of the election to pay a penaltyin lieu of arbitrage rebate.

An issuer of a tax-exempt bond used tofinance construction expenditures must file aseparate Form 8038-GC for each issue togive notice to the IRS that an election wasmade to pay a penalty in lieu of arbitragerebate (see the line 12 instructions).

Late filing. An issuer may be granted anextension of time to file Form 8038-GC underSection 3 of Rev. Proc. 88-10, 1988-1 C.B.635, if it is determined that the failure to fileon time is not due to willful neglect. Type orprint at the top of the form, “This StatementIs Submitted in Accordance with Rev. Proc.88-10.” Attach to the Form 8038-GC a letterbriefly stating why the form was notsubmitted to the IRS on time. Also indicatewhether the obligation in question is underexamination by the IRS. Do not submit copiesof any bond documents, leases, or installmentsale documents. See Where To File below.

When To FileTo file a separate return, file Form 8038-GCon or before the 15th day of the secondcalendar month after the close of thecalendar quarter in which the issue is issued.

To file a consolidated return, file Form8038-GC on or before February 15th of thecalendar year following the year in which theissue is issued.

6 Name and title of officer or legal representative whom the IRS may call for more information

Report number5

Telephone number of officer or legal representative7

5

( )

Issue date (single issue) or calendar year (consolidated) (see instructions) �

1112

If any obligation is in the form of a lease or installment sale, check this box �

If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check this box �

DefinitionsObligations. This refers to a singletax-exempt governmental obligation if Form8038-GC is used for separate reporting or tomultiple tax-exempt governmental obligationsif the form is used for consolidated reporting.

Rounding to Whole DollarsYou may show the money items on thisreturn as whole-dollar amounts. To do so,drop any amount less than 50 cents andincrease any amount from 50 to 99 cents tothe next higher dollar.

Other Forms That May Be RequiredFor rebating arbitrage (or paying a penalty inlieu of arbitrage rebate) to the Federalgovernment, use Form 8038-T, ArbitrageRebate and Penalty in Lieu of ArbitrageRebate. For private activity bonds, use Form8038, Information Return for Tax-ExemptPrivate Activity Bond Issues.

Where To FileFile Form 8038-GC, and any attachments,with the Internal Revenue Service Center,Ogden, UT 84201.

Tax-exempt obligation. This is a bond,installment purchase agreement, or financiallease, on which the interest is excluded fromincome under section 103.Tax-exempt governmental obligation. Atax-exempt obligation that is not a privateactivity bond (see below) is a tax-exemptgovernmental obligation. This includes a bondissued by a qualified volunteer firedepartment under section 150(e).Private activity bond. This includes anobligation issued as part of an issue in which:● More than 10% of the proceeds are to beused for any private activity business use,and

SAMPLE

Form 8038-GC (Rev. 11-2000) Page 2

Specific Instructions

Part I—Reporting AuthorityAmended return. If this is an amended Form8038-GC, check the amended return box.Complete Part I and only those lines of Form8038-GC that are being amended. Do notamend estimated amounts previouslyreported once the actual amounts aredetermined. (See the Part II instructionsbelow.)Line 1. The issuer’s name is the name of theentity issuing the obligations, not the name ofthe entity receiving the benefit of thefinancing. In the case of a lease or installmentsale, the issuer is the lessee or purchaser.Line 2. An issuer that does not have anemployer identification number (EIN) shouldapply for one on Form SS-4, Application forEmployer Identification Number. This formmay be obtained at Social SecurityAdministration offices or by calling1-800-TAX-FORM. If the EIN has not beenreceived by the due date for Form 8038-GC,write “Applied for” in the space for the EIN.

Part II—Description ofObligations

Arbitrage rebate. Generally, interest on astate or local bond is not tax exempt unlessthe issuer of the bond rebates to the UnitedStates arbitrage profits earned from investingproceeds of the bond in higher yieldingnonpurpose investments. See section 148(f).Construction issue. This is an issue oftax-exempt bonds that meets both of thefollowing conditions:

Line 12. Check this box if the issue is aconstruction issue and an irrevocable electionto pay a penalty in lieu of arbitrage rebatehas been made on or before the date thebonds were issued. The penalty is payablewith a Form 8038-T for each 6-month periodafter the date the bonds are issued. Do notmake any payment of penalty in lieu of rebatewith Form 8038-GC. See Rev. Proc. 92-22,1992-1 C.B. 736, for rules regarding the“election document.”

In general, a Form 8038-GC must becompleted on the basis of availableinformation and reasonable expectations asof the date the issue is issued. However,forms that are filed on a consolidated basismay be completed on the basis of informationreadily available to the issuer at the close ofthe calendar year to which the form relates,supplemented by estimates made in goodfaith.

If you have comments concerning theaccuracy of these time estimates orsuggestions for making this form simpler, wewould be happy to hear from you. You canwrite to the Tax Forms Committee, WesternArea Distribution Center, Rancho Cordova,CA 95743-0001. Do not send the form to thisaddress. Instead, see Where To File on page 1.

Paperwork Reduction Act NoticeWe ask for the information on this form tocarry out the Internal Revenue laws of theUnited States. You are required to give us theinformation. We need it to ensure that you arecomplying with these laws.

The time needed to complete and file thisform varies depending on individualcircumstances. The estimated average timeis:

Learning about thelaw or the form 1 hr., 58 min.

Preparing the form 3 hr., 3 min.

Copying, assembling, andsending the form to the IRS 16 min.

You are not required to provide theinformation requested on a form that issubject to the Paperwork Reduction Actunless the form displays a valid OMB controlnumber. Books or records relating to a formor its instructions must be retained as long astheir contents may become material in theadministration of any Internal Revenue law.Generally, tax returns and return informationare confidential, as required by section 6103.

In lieu of rebating any arbitrage that maybe owed to the United States, the issuer of aconstruction issue may make an irrevocableelection to pay a penalty. The penalty is equalto 11⁄2% of the amount of constructionproceeds that do not meet certain spendingrequirements. See section 148(f)(4)(C) and theInstructions for Form 8038-T.

1. At least 75% of the availableconstruction proceeds of the issue are to beused for construction expenditures withrespect to property to be owned by agovernmental unit or a 501(c)(3) organization,and

2. All of the bonds that are part of the issueare qualified 501(c)(3) bonds, bonds that arenot private activity bonds, or private activitybonds issued to finance property to beowned by a governmental unit or a 501(c)(3)organization.

Line 5. After the preprinted 5, enter twoself-designated numbers. Number reportsconsecutively during any calendar year (e.g.,534, 535, etc.).

Line 8a. The issue price of obligations isgenerally determined under Regulationssection 1.148-1(b). Thus, when issued forcash, the issue price is the price at which asubstantial amount of the obligations are soldto the public. To determine the issue price ofan obligation issued for property, seesections 1273 and 1274 and the relatedregulations.Line 8b. For a single issue, enter the date ofissue, generally the date on which the issuerphysically exchanges the bonds that are partof the issue for the underwriter’s (or otherpurchaser’s) funds; for a lease or installmentsale, enter the date interest starts to accrue.For issues reported on a consolidated basis,enter the calendar year during which theobligations were issued.

Lines 9a and 9b. For line 9a, enter theamount of the proceeds that will be used topay principal, interest, or call premium on anyother issue of bonds, including proceeds thatwill be used to fund an escrow account forthis purpose. Both line 9a and 9b may applyto a particular obligation. For example, reporton line 9a and 9b obligations used to refundprior issues which represent loans from theproceeds of another tax-exempt obligation.Line 11. Check this box if property other thancash is exchanged for the obligation, e.g.,acquiring a police car, a fire truck, ortelephone equipment through a series ofmonthly payments. (This type of obligation issometimes referred to as a “municipal lease.”)Also check this box if real property is directlyacquired in exchange for an obligation tomake periodic payments of interest andprincipal. Do not check this box if theproceeds of the obligation are received in theform of cash, even if the term “lease” is usedin the title of the issue.

● More than 10% of the payment of principalor interest of the issue is either (a) securedby an interest in property to be used for aprivate business use (or payments for suchproperty) or (b) to be derived from paymentsfor property (or borrowed money) used for aprivate business use.

It also includes a bond, the proceeds ofwhich (a) are to be used to make or financeloans (other than loans described in section141(c)(2)) to persons other than governmentalunits and (b) exceeds the lesser of 5% of theproceeds or $5 million.Issue. Generally, obligations are treated aspart of the same issue only if they are issuedby the same issuer, on the same date, and aspart of a single transaction, or a series ofrelated transactions. However, obligationsissued during the same calendar year (a)under a loan agreement under which amountsare to be advanced periodically (a“draw-down loan”) or (b) with a term notexceeding 270 days, may be treated as partof the same issue if the obligations areequally and ratably secured under a singleindenture or loan agreement and are issuedunder a common financing arrangement (e.g.,under the same official statement periodicallyupdated to reflect changing factualcircumstances). Also, for obligations issuedunder a draw-down loan that meets therequirements of the preceding sentence,obligations issued during different calendaryears may be treated as part of the sameissue if all of the amounts to be advancedunder the draw-down loan are reasonablyexpected to be advanced within 3 years ofthe date of issue of the first obligation.Likewise, obligations (other than privateactivity bonds) issued under a singleagreement that is in the form of a lease orinstallment sale may be treated as part of thesame issue if all of the property covered bythat agreement is reasonably expected to bedelivered within 3 years of the date of issueof the first obligation.

SAMPLE

DFS Public Insurance let ters & quest ionnaire.bc.080105.doc

[IF LESSEE WILL PROCURE INSURANCE PURSUANT TO THE MLA]

INSURANCE INFORMATION CERTIFICATE To Be Submitted on Lessee’s Letterhead

To: Dell Financial Services L.L.C. 12234 N. IH 35 Austin, TX 78753-1705 Re: Insurance under Master Lease Agreement No. _________________ effective

MM/DD/YYYY (the “Agreement”) with Dell Financial Services L.L.C. (“DFS”) as Lessor.

Dear Sir/Madam: Pursuant to the Agreement, we have instructed the insurance broker/agent named below (please fill in name, address, and telephone number)

NAME: __________________________________________ ADDRESS: ______________________________________ ________________________________________________ TELEPHONE: ____________________________________ TELEFAX: _______________________________________

to issue:

A. All Risk Physical Damage Insurance on the leased Products evidenced by a

Certificate of Insurance naming "Dell Financial Services L.L.C. or its assignee" as Lender Loss Payee; and

B. Public Liability Insurance evidenced by a Certificate of Insurance naming " Dell

Financial Services L.L.C. or its assignee" as an Additional Insured. We have further instructed the insurance broker/agent to (i) provide DFS o r its assignee with thirty (30) days prior written notice of any material changes in coverage, cancellation or non -renewal and (ii) include the following endorsement in the policy: “The insurance under this policy shall be primary insurance and the company insurer

shall be liable under this policy for the full amount of the loss up to and including the total limits of liability herein without right of contribution from any other insurance effected by Dell Financial Services L.L.C. or its assigns under any policy with any insurance company covering a loss covered under this policy.”

Very truly yours, Sample Customer

BY:____________________________________ Risk Management Department ITS: ___________________________________ Name/Title/Date

SAMPLE

DFS Public Insurance let ters & quest ionnaire .012208

[IF LESSEE INTENDS TO SELF-INSURE PURSUANT TO THE MLA]

INSURANCE INFORMATION CERTIFICATE To Be Submitted on Lessee’s Letterhead

To: Dell Financial Services L.L.C. P.O. Box 811550 Chicago, IL 60681-1550 Re: Self-Insurance under Master Lease Agreement No. _________________

effective MM/DD/YYYY (the “Agreement”) with Dell Financial Services L.L.C. (“DFS”) as Lessor.

Dear Sir/Madam: Pursuant to the Agreement, this letter confirms that all Products leased under Sample Customer ’s program of self-insurance, which program will be maintained in accordance with the standards set forth in the Agreement. Lessee agrees to provide DFS with a copy of the statute authorizing this form of insurance. Sample Customer agrees that prior to discontinuing the self-insurance program it will give DFS reasonable notice and a Certificate of Insurance in accordance with the terms of the Agreement and agrees to procure third party insurance in the amounts necessary. Very truly yours, Sample Customer

BY:_________________________________

Risk Management Department ITS:________________________________ Name/Title/Date

SAMPLE

DFS Public Insurance let ters & quest ionnaire .012208

SELF-INSURANCE QUESTIONNAIRE 1. Does the Lessee intend to self-insure for:

a. damage or destruction to the Products? Yes _______ No __________ b. liability for injury (including death) to persons? Yes _________ No __________

2. What are the limits (in dollars) of the liability the Lessee proposes to assume for claims under question (1) above? ________________________________.

3. Does the Lessee maintain an umbrella insurance policy for claims in excess of Lessee's self -insurance limits under question (2) above? Yes __________ No ______________. If yes,

a. Does the umbrella policy provide all -risk property damage coverage and coverage for liability for injuries, including death, to persons? Yes ___________ No _____________

b. What are the umbrella policy's limits for such property damage and liability coverage? ________________________

4. From what source does the Lessee obtain funds to pay its self -insured liabilities? __________________________________

a. Does the Lessee maintain a self-insurance fund? Yes _________ No __________ If yes,

i. Are the monies in this fund subject to annua l appropriations? Yes ___________

No __________ ii. What total amount is maintained in the fund to cover the Lessee's self -insurance

liabilities? _________________

iii. Are amounts paid from the fund subject to limitations per each claim? Yes __________ No ______________

iv. If the Lessee does not maintain an umbrella policy, are claims limited only to amounts available in the fund, or may a claimant pursue other avenues of relief against the Lessee? Yes _____________ No _____________

v. Who or what is the decision making authority for payment of claims submitted against the Lessee? ____________________________________________

vi. If a claimant receives an adverse decision from the entity described in question 4(a)(v) above, does the claimant have recourse to the courts or to another administrative agency (i.e. who/what is the authority of last resort for paying a claim against the Lessee's self-insurance liability)? ____________________________

b. If the Lessee does not maintain a self -insurance fund, from what source(s) does the Lessee obtain funds to pay claims against its self -insured liability? _____________________

i. What are the limitations and amounts payable for claims against these funding sources? _________________________

ii. Who/What is the entity authorizing payment from a claim against the Lessee's self-insurance liability? ________________________

iii. Who/What is the authority of last resort for paying a claim against the Lessee's

self-insurance liability? ________________________________

DFS LLC Public Secretary-Clerk Certificate.060108

SECRETARY/CLERK CERTIFICATE

I, ______________________, do hereby certify that:

(i) I am the duly elected, qualified, and acting ________________________ (Clerk, Secretary, etc.) of ___________________________, a _________ public entity (the “Public Entity”).

(ii) Each of the persons whose name, title and signature appear below is a duly authorized representative of the Public Entity and holds on the date of this Certificate the formal title set forth opposite his/her name and the signature appearing opposite each such person’s name is his/her genuine signature:

NAME OF AUTHORIZED

SIGNATORY TITLE OF AUTHORIZED

SIGNATORY SIGNATURE OF AUTHORIZED

SIGNATORY

(iii) Each such representative is duly authorized for and on behalf of the Public Entity to execute and deliver that certain Master Lease Agreement No. __________ (the “Agreement”) and any related Lease Schedules from time to time thereunder (the “Schedules”) between the Public Entity and Dell Financial Services L.L.C., a Delaware limited liability company or its assignee (collectively, “Lessor”), and all agreements, documents, and instruments in connection therewith, including without limitation, schedules, riders and certificates of acceptance.

(iv) The execution and delivery of any such Agreement and/or Schedule and all agreements, documents, and instruments in connection therewith for and on behalf of the Public Entity are not prohibited by or in any manner restricted by the terms of the Charter or other document pursuant to which it is organized or of any loan agreement, indenture or contract to which the Public Entity is a party or by which it or any of its property is bound. (v) [STRIKE IF NOT APPLICABLE] The Public Entity did, at a duly called _________ (regular or special) meeting of the governing body of the Public Entity attended throughout by the requisite majority of the members thereof held on ________, 200_, by motion duly made, seconded and carried, in accordance with all requirements of law, approve and authorize the execution and delivery of the Agreement, the related Schedule(s) and all agreements, documents, and instruments in connection therewith on its behalf by the authorized representative(s) of the Public Entity named in paragraph (ii) above. Such action approving the Agreement, the related Schedule(s) and all agreements, documents, and instruments in connection therewith and authorizing the execution thereof has not been altered or rescinded by the Public Entity.

(vi) No event or condition that constitutes, or with the giving of notice or the lapse of time

or both would constitute, an Event of Default (as such term is defined in the Agreement) exists at the date hereof.

(vii) All insurance required in accordance with the Agreement is currently maintained by the

Public Entity.

DFS LLC Public Secretary-Clerk Certificate.060108

(viii) The Public Entity has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current budget year to make the Rent payments scheduled to come due during the first Fiscal Period and to meet its other obligations for the first Fiscal Period (as such terms are defined in the Agreement) and such funds have not been expended for other purposes.

(ix) The Fiscal Period of the Public Entity is from ___________________ to

____________________. (x) The foregoing authority and information shall remain true and in full force and effect, and Lessor shall be entitled to rely upon same, until written notice of the modification, rescission, or revocation of same, in whole or in part, has been delivered to Lessor, but in any event, shall be effective with respect to any documents executed or actions taken in reliance upon the foregoing authority prior to the delivery to Lessor of said written notice of said modification, rescission or revocation. IN WITNESS WHEREOF, I have hereunto set my hand this _____ day of ___________, 200__.

By:_________________________

Name: ______________________

Title: _______________________ ______________________________________________ Subscribed to and sworn before me this ___ day of ______________, 200__. Notary Public: _____________________________ (Name) My commission expires ______________________

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