Contract No. 1390-12899Vendor Name: ORACLE AMERICA, INC.

AMENDMENT NO. 2

This Amendment No. 2 (the "Amendment" ) modifies Contract No. 1390-12899, for Oracle E-Business Suite Softwareand Licenses by and between the County of Cook, illinois, (herein referred to as "County" ) and Oracle America, Inc.,authorized to do business in the State of illinois (hereinafter referred to as "Contractor" ):

RECITALS

Whereas, the County and Contractor have entered into a Contract approved by the County Board on February 10,2015, (hereinafter referred to as the "Contract" or the "Master Agreement" ), wherein the Contractor is to provideOracle E-Business Suite Software and Licenses (hereinafter referred to as the "Services") from January 22, 2015thru January 21, 2020, with renewal options upon mutual written agreement for additional periods of time up to a total offive additional years, in an amount not to exceed $12,150,000.00of all Orders placed under the Contract for the initial

term;

Whereas, Amendment No. 1 was approved by the County Board on February 10, 2016 for an increase in the amountof $671,331.50for additional Oracle Programs and Services; and

Whereas, the Master Agreement allows for the County to place orders for Oracle Programs and Services during thecurrent term of the contract; and

Whereas, the parties wish to order Cloud Services as set forth in the Ordering Document attached hereto asAttachment A; and

Whereas the parties wish to add Cloud Services under the Master Agreement in accordance with the Schedule C-Cloud Services, attached hereto as Attachment B; and

Now therefore, in consideration of mutual covenants contained herein, it is agreed by and between the parties toamend the Contract as follows:

1. The first paragraph of Section 2, Master Agreement Term, Amount and Applicable Schedules, of theContract is hereby replaced in its entirety to read as follows:

"Orders may be placed under the Master Agreement for five years from the Effective Date (indicated belowin Section 17). The County and Oracle may at any time before the expiration of the then-current term of thisMaster Agreement, extend the term by mutual written agreement to this Master Agreement for additionalperiods of time up to a total of five additional years. As of the Effective Date, the following Exhibits andSchedules are incorporated into the Master Agreement Exhibit A —Cook County Supplemental Terms And

Conditions; Schedule P —Program; Schedule S —Services; and Schedule C —Cloud Services. As of theeffective date of Amendment No. 2 to this Master Agreement (the "Amendment No. 2 Effective Date" ), thecumulative amounts of all Orders placed under this Master Agreement shall not exceed $12,821,331.50."

2. The attached Schedule C —Cloud Services is hereby incorporated into the Master Agreement as perSection 2, Master Agreement Term, Amount and Applicable Schedules, of the Contract.

3. The attached Economic Disclosures Statement, Identification of Sub-Contractors/Suppliers/Sub-ConsultantsForm and MBE/WBE Utilization Plan forms are incorporated and made a part of this Contract.

4. All other terms and conditions remain as stated in the Contract.

Rev ln/is

Contract No. 1390-12899Vendor Name: ORACLE AMERICA, INC.

In witness whereof, the County and Contractor have caused this Amendment No. 2 to be executed on the date andyear last written below.

County of Cook, illinois Oracle America, Inc

Ch fP ocurepent fficer

~ate's Attorney ~applicablej

net

e or print name

0 i t2-eCta~Title

Date 22 E&kcrxv/ Y'oJ7 Date. 2-(I t /2I

ncv I/I/15

CONTRACT ¹:COOK COUNTY

ECONOMIC DISCLOSURE STATEMENTAND EXECUTION DOCUMENT

INDEX

Section Dsscifption Pa es

Instructions for Completion of EDS EDS i- ii

EconomSupport 0

and

Certifications EDS 1-2

Cook County Affidavit for Wage Theft Ordinance EDS 13-14

Contract and EDS Execution Page EDS 15-17

Cook County Signature Page

CONTRACT

¹'ECTION

1

INSTRUCTIONS FOR COMPLETION OFECONOMIC DISCLOSURE STATEMENT AND EXECUTION DOCUMENT

This Economic Disclosure Statement and Execution Document ("EDS") is to be completed and executedby every Bidder on a County contract, every Proposer responding to a Request for Proposals, and everyRespondent responding to a Request for Qualifications, and others as required by the Chief ProcurementOfficer The execution of the EDS shall serve as the execution of a contract awarded by the County. TheChief Procurement Officer reserves the right to request that the Bidder or Proposer, or Respondentprovide an updated EDS on an annual basis.

Definitions. Terms used in this EDS and not otherwise defined herein shall have the meanings given tosuch terms in the Instructions to Bidders, General Conditions, Request for Proposals, Request forQualifications, as applicable.

Affiliat means a person that directly or indirectly through one or more intermediaries, Controls isControlled by, or is under common Control with the Person specified.

Appiicanl means a person who executes this EDS.

Bidder means any person who submits a Bid.

Code means the Code of Ordinances, Cook County, illinois available on municode.corn.

Contract shall include any written document to make Procurements by or on behalf ofCook County.

Contractor or Contracting Party means a person that enters into a Contract with theCounty.

Control means the unfettered authority to directly or indirectly manage governance,administration, work, and all other aspects of a business.

EDS means this complete Economic Disclosure Statement and Execution Document,including all sections listed in the Index and any attachments.

Joint Irenture means an association of two or more Persons proposing to perform a for-

profit business enterpnse. Joint Ventures must have an agreement in writing specifyingthe terms and conditions of the relationship between the partners and their relationshipand respective responsibility for the Contract

Lobby or lobbying means to, for compensation, attempt to influence a County official orCounty employee with respect to any County matter,

Lobbyist means any person who lobbies.

Person or Persons means any individual, corporation, partnership, Joint Venture, trust,association, Limited Liability Company, sole propnetorship or other legal entity.

Prohibited Acls means any of the actions or occurrences which form the basis fordisqualification under the Code, or under the Certifications hereinafter set forth.

Proposal means a response to an RFP.

Proposer means a person submitting a Proposal.

Response means response to an RFQ,

Respondent means a person responding to an RFQ

RFP means a Request for Proposals issued pursuant to this Procurement Code.

RFQ means a Request for Qualifications issued to obtain the qualifications of interested parties.

EDSv

CONTRACT ¹

INSTRUCTIONS FOR COMPLETION OFECONOMIC DISCLOSURE STATEMENT AND EXECUTION DOCUMENT

Section 1:Instructions. Section 1 sets forth the instructions for completing and executing this EDS.

Section 2: Certifications. Section 2 sets forth certifications that are required for contracting parties underthe Code and other applicable laws. Execution of this EDS constitutes a warranty that all the statementsand certifications contained, and all the facts stated, in the Certifications are true, correct and complete asof the date of execution.

Section 3: Economic and Other Disclosures Statement. Section 3 is the County's required Economicand Other Disclosures Statement form. Execution of this EDS constitutes a warranty that all theinformation prowded in the EDS is true, correct and complete as of the date of execution, and binds theApplicant to the warranties, representations, agreements and acknowledgements contained therein.

Required Updates. The Applicant is required to keep all information provided in this EDS current andaccurate. In the event of any change in the information provided, including but not limited to any changewhich would render inaccurate or incomplete any certification or statement made in this EDS, theApplicant shall supplement this EDS up to the time the County takes action, by filing an amended EDS orsuch other documentation as is required

Additional Information. The County's Governmental Ethics and Campaign Financing Ordinancesimpose certain duties and obligations on persons or entities seeking County contracts, work, business, ortransactions, and the Applicant is expected to comply fully with these ordinances. For further informationplease contact the Director of Ethics at (312) 603-4304 (69 W. Washington St Suite 3040, Chicago, IL60602) or visit the web-site at cookcountyil.govlethrcs-board-of

Authorized Signers of Contract and EDS Execution Page. If the Applicant is a corporation, thePresident and Secretary must execute the EDS. In the event that this EDS is executed by someone otherthan the President, attach hereto a certified copy of that section of the Corporate By-Laws or otherauthorization by the Corporation, satisfactory to the County that permits the person to execute EDS forsaid corporation. If the corporation is not registered in the State of illinois, a copy of the Certificate ofGood Standing from the state of incorporation must be submitted with this Signature Page.

If the Applicant is a partnership or joint venture, all partners or joint venturers must execute the EDS,unless one partner or joint venture has been authorized to sign for the partnership or joint venture, in

which case, the partnership agreement, resolution or evidence of such authority satisfactory to the Officeof the Chief Procurement Officer must be submitted with this Signature Page.

If the Applicant is a member-managed LLC all members must execute the EDS, unless otherwiseprovided in the operating agreement, resolution or other corporate documents. If the Appkcant is amanager-managed LLC, the manager(s) must execute the EDS. The Applicant must attach either acertified copy of the operating agreement, resolution or other authorization, satisfactory to the County,demonstrating such person has the authority to execute the EDS on behalf of the LLC. If the LLC is notregistered in the State of Illinois, a copy of a current Certificate of Good Standing from the state ofincorporation must be submitted with this Signature Page.

If the Applicant is a Sole Proprietorship, the sole proprietor must execute the EDS.

A "Partnership" "Joint Venture" or "Sole Proprietorship" operating under an Assumed Name must beregistered with the illinois county in which it is located, as prowded in 805 ILCS 405 (2012), anddocumentation evidencing registration must be submitted with the EDS.

Effective October 1, 2016 all foreign corporations and LLCs must be registered with the illinois

Secretary of State's Office unless a statutory exemption appkes to the applicant. Appkcants who areexempt from registering must provide a written statement explaining why they are exempt from

registering as a foreign entity with the illinois Secretary of State's Office.

Eosvi

CONTRACT ¹.SECTION 2

CERTIFICATIONB

THE FOLLOWING CERTIFICATIONS ARE MADE PURSUANT TO STATE LAW AND THE CODE THE APPLICANT IS CAUTIONEDTO CAREFULLY READ THESE CERTIFICATIONS PRIOR TO SIGNING THE SIGNATURE PAGE. SIGNING THE SIGNATUREPAGE SHALL CONSTITUTE A WARRANTY BY THE APPLICANT THAT ALL THE STATEIIIIENTS, CERTIFICATIONS ANDINFORMATION SET FORTH WITHIN THESE CERTIFICATIONS ARE TRUE, COMPLETE AND CORRECT AS OF THE DATE THESIGNATURE PAGE IS SIGNED. THE APPLICANT IS NOTIFIED THAT IF THE COUNTY LEARNS THAT ANY OF THEFOLLOWING CERTIFICATIONS WERE FALSELY MADE, THAT ANY CONTRACT ENTERED INTO WITH THE APPLICANT SHALLBE SUBJECT TO TERMINATION.

A. PERSONS AND ENTITIES SUBJECT TO DISQUALIFICATION

No person or business entity shall be awarded a contract or sub-contract, far a penod of five (5) years from the date ofconviction or entry of a plea or admission of guilt, avil or criminal, if that person or business entity:

1) Has been convicted of an act committed, withm the State of illinois, of bribery or affemptmg to bnbe an oflicer oremployee of a unit of state, federal or local government or school district in the State of illinois in that officer's oremployee's official capacity,

2) Has been convicted by federal, state or local government of an act of bid-rigging or attempting to ng bids as definedin the Sherman Anti-Trust Act and Clayton Act Act. 15 U S C. Section 1 et seq;

3) Has been convicted of bid-riggmg or attempting to ng bids under the laws of federal, state or local government,

4) Has been convicted of an act committed, within the State, of price-fixing or attempting to fix prices as defined by theSherman Anti-Trust Act and the Clayton Act. 15 U.S.C Section 1, et seq.;

5) Has been convicted of pnce-fixing or attempting to fix pnces under the laws the State;

6) Has been convicted of defrauding ar attempting to defraud any unit of state or local government or school distnctwithm the State of illinois,

T) Has made sn admission of guilt of such conduct as set forth in subsections (1) through (6) above which admission isa matter of record, whether or not such person or business entity was subject to prosecution for the offense oroffenses admitted to, or

8) Has entered a plea of nolo conlendere to charge of bnbery, pnce-fixing, bid-ngging, or fraud, as set forth in sub-paragraphs (1) through (6) above.

In the case of bnbery or attempting to bnbe, a business entity may not be awarded a contract if an affiaal, agent or employeeof such business entity committed the Prohibited Act on behalf of the business entity and pursuant to the direction orauthonzation of an officer, director or other responsible offiaal of the business enlity, and such Prohibited Act occurred within

three years prior to the award of the contract In addition, a business entity shall be disqualified if an owner, partner orshareholder controlhng, directly or mdirectly, 20% or more of the business entity, or an officer ot the business entity hasperformed any Prohibited Act within five years pnor to the award af the Contract

THE APPLICANT HEREBY CERTIFIES THAT The Appbcant has read the provisions of Section A, Persons and EntitiesSubiect ta Disqualification, that the Appkcant has not cammitted any Prohibited Act set forth in Sedion A, and that award ofthe Contract to the Applicant would not violate the provisions of such Section or of Ihe Code.

BID-RIGGING OR BID ROTATING

THE APPLICANT HEREBY CERTIFIES THAT: In accordance with 720 ILCS 5/33 E-tt, neither the Applicant nor anyAffiliated Entity is barred from award of this Contract as e result of a conviction for the violation of State laws prohibiting bid-

ngging or bid rotabng,

DRUG FREE WORKPLACE ACT

THE APPLICANT HEREBY CERTIFIES THAT: The App)icant will Provide a drug free workPlace, as required by (30 ILCS 580/3)

EDS I

CONTRACT ¹;D. DELINQUENCY IN PAYMENT OF TAXES

THE APPLICANT HEREBY CERTIFIES THAT: The Applicant is not an owner or a party responsible for the payment of anytax or fee administered by Cook County, such as bar award of a contract or subcontract pursuant to the Code, Chapter 34,Section 34-171.

E. HUMAN RIGHTS ORDINANCE

No person who is a party to a contract vnth Cook County ("County" ) shall engage in unlawful discrimination or sexual harassmentagainst any individual in the terms or conditions of employment, credit, public accommodations, housing, or provision of Countyfacilities, services or programs (Code Chapter 42, Section 42 30 et seq ).

F, ILLINOIS HUMAN RIGHTS ACT

THE APPLICANT HEREBY CERTIFIES THAT: Itisin compliance with the illinois Human Righls Act (775 ILCS 5r2-105), andagrees to abide by the mquirements of the Act es part ofiis contractual obligations.

G. INSPECTOR GENERAL(COOK COUNTY CODE, CHAPTER 34, SECTION 34-174 and Section 34-250)

The Appficant has not willfully failed to cooperate in an investigation by the Cook County Independent Inspector General or toreport to the Independent Inspector General any and all information concerning conduct which they know to involve corruption, orother criminal activity, by another county employee or official, which concerns his or her office of employment or County relatedtransaction.

The Applicant has reported directly and without any undue delay any suspected or known fraudulent activity in the County's

Procurement process to the Office of the Cook County Inspedor General.

H. CAMPAIGN CONTRIBUTIONS (COOK COUNTY CODE, CHAPTER 2, SECTION 2-585)

THE APPLICANT CERTIFIES THAT: It has read and shall comply with the Cook County's Ordinance concerning campaigncontributions, which is codified at Chapter 2, Division 2, Subdivision II, Section 585, and can be read in its entirety

at www municode.corn.

GIFT BAN, (COOK COUNTY CODE, CHAPTER 2, SECTION 24174)

THE APPLICANT CERTIFIES THAT: It has read and shall comply with the Cook County's Ordinance concerning receiving and

soliciting gifts and favors, which is codified at Chapter 2, Division 2, Subdivision II, Section 574, and can be read in its entirety

at www.municode corn.

ih LIVING WAGE ORDINANCE PREFERENCE (COOK COUNTY CODE, CHAPTER 34, SECTION 34-160)

Unless expressly waived by the Cook County Board of Commissioners, the Code requires that a living wage must be paid toindividuals employed by a Contractor which has a County Contract and by all subcontractors of such Contractor under a County

Contract, throughout the duration of such County Contract. The amount of such living wage is annually by the Chief Financial

Officer of the County, and shall be posted on the Chief Procurement Officer's website.

The term "Contract" as used in Section 4, I, of this EDS, specifically exdudes contracts with the following:

1) Not-For Profit Organizations (defined as a corporation having tax exempt status under Section 501(C)(3)of the United

State Internal Revenue Code and recognized under the illinois State not-for -profit law);

2) Community Development Block Grants;

3) Cook County Works Department;

4) Sheriffs Work Alternative Program; and

5) Department of Correction inmates.

EDS-2

CONTRACT ¹.SECTION 3

REQUIRED DISCLOSURES

1, DISCLOSURE OF LOBBYIST CONTACTS

List all persons that have made lobbying contacts on your behalf anth respect to this contract

Name

None

Address

2. LOCAL BUSINESS PREFERENCE STATEMENT (CODE, CHAPTER 34, SECTION 34-230)

Local husrness means a Person, mcluding a foreign corporation authonzed to transact business in llhnois, having a bona fide

estabhshment located wdhin the County at which it is transacbng business on the date when a Bid is submitted to the County, and

which employs the maionty of its regular, full-time work force withm the County A Joint Venture shall constitute a Local Busmess if oneor more Persons that quahfy as a "Local Business" hold interests totaling over 50 percent in the Joint Venture, even if the Jomt Venture

does not, at the time of the Bid submittal, have such a bona fide establishment within the County.

a) Is Applicant a "Local Business" as defined aboveo

Yes No 4

b) If yes, list business addresses within Cook County.

c) Does Appkcant employ the majority of its regular full time workforce within Cook Countyo

Yes No: g3. THE CHILD SUPPORT ENFORCEMENT ORDINANCE (CODE, CHAPTER 34, SECTION 34-172)

Every Apphcant for a County Pnvilege shall be in full compliance with any chad support order before such Applicant is entitled to receive or

renew a County Privilege. When delinquent child support exists, the County shall not issue or renew any County privilege, and may

revoke any County Privilege

All Applicants are required to review the Cook County Affidavit of Child Support Obligations attached to this EDS (EDS rl) and

complete the Affidavit, based on the instructions in the Affidavit.

ED S-3

CONTRACTff',

REAL ESTATE OWNERSHIP DISCLOSURES.

The Appkcant must indicate by checking the appropnate provision below and providing all required information that either:

a) The following is a complete list of sll real estate owned by the Appkcant in Cook County

PERMANENT INDEX NUMBER(S)

)ATTACH SHEET IF NECESSARY TO LIST ADDITIONAL INDEX

NUMBERS)

OR:

b) ~VThe Applicant owns no real estate in Cook County.

5. EXCEPTIONS TO CERTIFICATIONS OR DISCLOSURES.

If the Appficant is unable to cerfify to any of the Certifications or any other statements contained in this EDS and not explamed elsewhere in

this EDS, the Appkcant must explain below:

See Attachment 1 to this EDS.

If the letters, "NA", the word "None" or "No Response" appears above or if the space is left blank, it will be conclusively presumed that the

Ap pi cant certified to all Certifications and other statements conta ined in this EDS.

EDS-4

CALIFORNIA JURA AFFIANT STATEMENTT WITH

n I (L' 6 t bto be completed only b dn y y document signe [ ],er s, not Notary)

7R)xsignature of Doc m Si ner No. 1 Signature of Document Si ncument Signer No. 2 (if any)

A notary public or other officer codo tto hi 6th'

m 0E '

m ah thc

' 'ac ed and not the truthf

d omg ey, or validity of that document.

State of California

County of art Y1 N dtyfOSubscribed and sworn ton sworn to (or affirmed) before me

on this [$( dn is day of N~rt)xx W 2 I

byDate

,20 I

Month Year

Eri(L~ S. th m,QQ(vLS

9. 2019 L

LIVIA MAASCommission a 2110Nolerypub¹-

9u Io Cs¹tmnl ~

v Comm. Expires Jul 9

(and (2)Name(s) of Signer(s)

)

proved to me on then e basis of satisfach o() boa ew o appeared before me.

Signature

Signature of Notary Public

SealPlace Notary Seal Above

hough this se t'cment of this form to an

Title or T

e Documento an unintended doo an ocument.

ype of Document: COOk u

Number of Pages:

Couun<-~ -(2,~~ages:, er Than Named Above:

te:

2014 N ational Nota Asry ssociation www.Na''

~ w. ationalNota .ory.org ~ I-800-US NOTA.o ' - RY (1-800-876-6827) Item 05910

CONTRACT ¹:COOK COUNTY DISCLOSURE OF OWNERSHIP INTEREST STATEMENT

The Cook County Code of Ordinances (ii2-610 ei seq.) requires that any Apphcant for any County Action must disclose informationconcerning ownership interests in the Applicant This Disclosure of Ownership Interest Statement must be completed with allinformation current as of the date this Statement is signed Furthermore, this Statement must be kept current, by filing an amendedStatement, until such time as the County Board or County Agency shall take action on the application. The information contained inthis Statement will be maintained in a database and made available for public viewing

If you are asked ta list names, but there are no applicable names to list, you must state NONE. An incomplete Statement will bereturned and any action regarding this contract will be delayed. A failure to fully comply with the ordinance may result in the actiontaken by the County Board or County Agency being voided

"Applicant" means any Entity or person making an application to the County for any County Action

"County Action" means any action by a County Agency, a County Department, or the County Board regarding an ordinance orordinance amendment, a County Board approval, or other County agency approval, with respect to contracts, leases, or sale orpurchase of real estate.

"Person" "Entity" or "Legal Entity" means a sole propnetorship, corporation, partnership, association, business trust, estate, two ormore persons having a joint or common interest, trustee of a land trust, other commercial or legal entity or any beneficiary arbeneficianes thereof

This Disclosure of Ownership Interest Statement must be submitted by

L An Apphcant far County Action and

2 A Person that holds stock or a benefiaal interest in the Applicant and is listed on the Applicant's Statement (a 'Holder" ) must file aStatement and complete ¹1only under Ownership Interest Declaration.

Please pnnt or type responses clearly and legibly Add additional pages if needed, being careful to identify each portion of the form towhich each additional page refers

This Statement is being made bythe [ V I Applicant or ) Stock/Benefiaal Interest Holder

This Statement is an: [ Q I Original Statement or [ ) Amended Statement

Identifying Information:

Oracle Amenca, Inc

D)B(Ai N/A

Street Address. 500 Oracle Pkwy.

C,ty Redwood City

Phone No 65&506-7000State'ax

Number

FEIN NO. 94-280-5249

Zip Code.

Email.

Cook County Business Registration Number:(Sole Proprietor, Joint Venture Partnership)

Corporate File Number (if apphcable)

Form of Legal Entity:

Sole Propnetor Partnership Qv Corporation Q Trustee of Land Trust

Q Business Trust Estate Association Joint Venture

Q Other (descnbe)

EDS 6

CONTRACT ¹:Ownership Interest Declaration:

List the name(s), address, and percent ownership of each Person hawng a legal ar beneficial mterest (including ownership) ofmore than five percent (5%) in the Applicant/Holder.

Name

See Attachment 1 to this EDS

Address Percentage Interest in

Apphcsnt/Holder

If the interest of any Person listed in (I) above is held as an agent or agents, or a nommee or nominees, list the name andaddress of the prina pal on whose behalf the interest is held.

Name of Agent/Nominee

N/A

Name of Principal Principal's Address

3 Is the Apphcant constructively controlled by another person or Legal Entitya

If yes, state the name, address and percentage of beneficial interest of suchcontrol is being or may be exercised.

[ Q )yes ( )No

person, and the relationship under which such

Name Address

Oracle Corporation 500 Oracle Pkwy

Redwood Shores, CA 94065

Percentage ofBeneficial Interest

100%

Relationship

Ultimate parent

Corporate Officers, Members and Partners Information:

For all corporations, list the names, addresses, and terms for all corporate officers. For all limited liability companies, list the names,addresses for all members. For all partnerships and joint ventures, list the names, addresses, for each partner or joint venture

Name Address Title (specify title ofOffice, or whether manageror partner/)oint venture)

Term af Office

See Attachment 1 to this EDS

Declaration (check the applicable box):

IQ I state under oath that the Applicant has withheld na disclasure as to ownership interest in the Applicant nor reservedany information, data or plan as to the intended use or purpose for which the Applicant seeks County Board or other County

Agency action

I state under oath that the Halder has withheld no disdosure as to ownership interest nor reserved any information required tobe disclosed

Eos-7

CONTRACT 0:

COOK COUNTY DISCLOSURE OF OWNERSHIP INTEREST STATEMENT SIGNATURE PAGE

Name of Aupojized Applic~attttot er epresentative (please print or type)

)'ignature ~g g4 r i rxrt ~ 0, 4rilx i tins Ciu IrvmoLx.E-mail address

Title

~lL 6 O,t. mW l, 4 O ('/

Date fJ

((nA) 5 6( -+7f fPhone Number

Subscnbed to and sworn before methis day of, 20

My commission expires.

Notary Public Signature Notary Seal

(~If-«che.L g~l-zkF CQ.I h+ Cr~l-I

EDS 8

CALIFORNIA JURAT WITH AFFIANT STATEMENT GOVERNMENT CODE 5 8202

Jg See Attached Document (Notary to cross out lines 1-6 below)CI See Statement Below (Lines 1-6 to be completed only by document signer[a], not Notary)

signature of Dogmerreiner No. 1 Signature of Document Signer No. 2 (if any)

A notary public or other officer completing this certificate verifies only the identity of the individual who signed thedocument to which this certificate is attached, and nct the truthfulness, accuracy, or validity of that document.

State of California

County ot Sf%A (TYD)i7nSubscribed and sworn

on this I&4 day of

byDate

(1) Brian

to (or affirmed) before me

Fe( L~e,20~Month Year

0-i C~r n.((and (2)

Name(s) of Signer(s)

LIVIA MAAS

Commlssioa a 2118832Ifotary Public - Calitorala

Sao Mateo CountyMv Comm. Ssolres Jul 9. 2919

proved to me on the basis of satisfactory evidenceto be the person(s) who appeared before me.

Signature

Signature of Notary Public

SealPlace Notary Seal Above

OPTIONAL

Though this section is optional, completing this information can deter alteration of the document orfraudulent reattachment of this form to an unintended document.

Description of Attached Document

Title or Type of Document: COOL (-ALIT) 4) fCOYVY1 Document Date:

Number of Pages: Signer(s) Other Than Named Above:

o~~a~~~~~~~~~~~~~l>~ —smu~~~i>~2014 National Notary Association www.NationalNotary.org ~ 1-800-US NOTARY (1-800-876-6827) Item ¹5910

CONTRACT ¹:

COOK COUNTY BOARD OF ETHICS69 W >YASIIINC/I'ON S'I'REET Sl/ITE 3040

CHICA(iO. ILLINOIS 60602332/603-4304 Ol'tice 332/603-9988 Fax

FANIILIAL RELATIONSHIP DISCLOSURE PROVISION

Nenotism Disclosure Reouirement:

Doing n signilicant amount of'business ivith the County requires that you disclose to the l>oard ol'L'thics thc caistcncc ni'an> familialrelationships isith an) County employee or any person holding elective office in the State ol'llinois. thc County, or in anynnmicipulity svithin the County. 'I'he I=.thics Ordinance defines a signiticant amount of business lor the purpose ot'his disclosurercquircmcnt as morc than $25,000 in aggregate Count> leases. contracts. purchases or sales in any calendar year.

II'>ou arc unsure of abc(her the business >ou do vvith the County or a County agency vvill cross this Ihreshold, crr on the sideol'aution

by completing thc attached t'amilial disclosure I'orm because. among othtu poiential penalties. any person found guilty offailing to make a required disclosure or knowingl> filing a false. misleading. or incomplete disclosure will bc prohibited thorn doingany business with the County for a period ol'three >cars. Thc requircdl disclosure should he filed svith the Board of Ethics by JanuaryI ol'ach calendar year in vvhich you are doing business with the County and again svith each bid/proposal/quotation to do businessivith ('ook ('ounty. The Board ol'L'thics ma> assess a late filing t'ce ol $ 100 per day aller an initial 30-day grace period.

The person thui is doing business vsith the County must disclose his or her familial relationships. II'the person on thc Coun(> tease orcomract or purchasing I'rom or selling to thc County is a business entity, then thc business cntit> must disclose the Ibmilial

relationships of the individuals who are and. during ihc > ear prior to doing business with the County, wertn

~ its bnard ol'dituctors.~ its oITicers.~ its employees or independent contractors responsible Ibr the general administration of'thc cntits,~ its agents authorised to csccute documents on behalf of'thc mttity. and

~ its cmplo> ees who directl> engage or engaged in doing ivork svith tho County on behalf of'hc en(it>.

Do not hesitate to contact the ltoard ol'thics at (312) 6034304 for assistance in determining the scope of any requited familial

relationship disclosure.

A<lditional Delinitions:

"/:amiiiai re/aiionr/iip" means u person who is a spouse. domestic partner or civil union partner ol'a County emplo>cc or State.Count> or municipal oflicial. or an> person who is related to such an cmplovee or oflicial, vshcihcr b> blood. marriage or adoption. as

CI Parent

H Clukl

CI Brother

CI Sister

E3Aunt

D Uncle

CI Niece

H Nephctv

Gl'illlilpafcllt

CIGtandchiltiCIFatherin-laivCIMotherin-IssvCI Socio-IavsO Daughtcrin-lavv

CI Brother'in-law

H Sister-m-lasv

CI Stepfather

~ Stepmothci

CI Stepson

CI Stepdaughter

CI Stepbrother

CI Stepsister

CI Halfbrothcr

CI H dfsister

*'ee Attachment 1 to thisEDS

EDS 9

CONTRACT¹:

COOK COUNTY BOARD OF ETIHCSFAMILIAL RELATIONSHIP DISCLOSURE FORM

PERSON DOING OR SEEKING TO DO BUSINESS WITH THF. COIINTY

Name of Person l)oing Business tvith the County: Oracle America, inc

Address ol Pcrbmt Doing Business tvith thc Count>:

Phone number ol'Pm son Doing Business with the County: 812-805-7983

I mail address oi Person Doing Business vvith the Count>: jason monarty@orayse.corn

If I'erson Doing Business tvith the County is a Business I'ntit>. provide thc name. title and contact inl'ormation for theindividual completing this disclosure on behall'ot'thc Person Doing Business tvith thc Count>".Jason Moriarty, Applications Sales Reprasentabva, 1-812-805-7983

B. DESCRIPTION OF BUSINESS WITI8 THL'OUNTYrippe«d adilirio«al pages as needeil arrd for eac/i Cvm«» leirie, cvn(i ac( prrrclraae vr sale svirghi andvr vb(a/neildirri irg ihe calendar»tin vf (hl s d/sc/vsiire (nr ilia proceeding caleiidar»ear ifdisclosrire iy «Niile on dimiiary ll,i r(err(i (»:

'I'hc lease number. contract number. purchase order number. request Ibr proposal number and/or request t'or qualilicationnumber msociated wilh thc business vou are doing or seeking to do with thc County:

crude Meeter Agreeme I os «MA 42e614 dated Februe\y 2016 between the county end crude end Amendme I one to the onlennb ooo ment w Ih footer soi6122

'I'hc aggrcgatc dollar value ol'hc business you m c doing or sccking to do vvith thc Count>: $ u

The name. title and contact int'ormation for the County ofticial(s) or employee(s) involved in negotiating thc business you aredoing or necking to do tvith the County Jim Oeuin, Jim onurntboooeoountyi sou

I'hc ivdmc. title and contact inl'ormation for thc County of'licial(s) or employee(s) involved in managing the business you aredoing or seel ing to do tvith the County: am 0'wn "'"Oeurntguooboounty" S'"

C. DISCLOSURE OF FAiVHLIAL RELATIONSHIPS WITH COUNTY EMPLOYEES OR STATE. COUNTY ORMUNICIPA I. ELECTED OFFICIALS See attachment 1 to the EDS

Clierh ihe h«a iha( applies aad pi vr/de relayed i iifvnna««n irhere needed

The Person l)oing Business stith the Count> is an individual and there is no familial relationsltip betttven this individualand an> Cook Count> cmplo> ee or any person holding elective oflice in thc State of illinois. Cook County. Or an>municipalit> within Cook Count>.

The Person Doing Business tvith the Count>'s a business entity and there is no familial relationship between any memberof this business entity's board of directors. ofticcrs, persons responsible lbr general administration of the business entity,agcnks tluthof'iyed to cxccute documents on behall'ot'thc business entity or employees directly engaged in contractual vvorkw ith thc Count> on behalf ol'hc business entit>, and an> Cook Count> cmployce or any person hvlding elcctivc oflice in thcSmte ol'illinois. Cook Count>. or any municipality vvithin Cook County.

EDS 10

COISITF(ACT¹:COOK COUNTY BOARD OF ETHICS

FAh1ILIAI. RELATIONSHIP DISCLOSURE FORM

D The Person Doing 13usincss with the County is an individual and there is a familial relationship beta'een this individualand a( least one Cook ('ount> cmplo>rc and/or a person ur persons holding clcctive of'lice in thc State of illinois. CookCoum>. und/or an> municipaliti ivithin Cook Count> Tire familial relationships are as follosvs:

Nailm ot llldii idual DoingBusiness with thc Count>

Name of Related County Title and Position ot'Related Nauire ot I'ami liatEmploivc or State. ('ounty or County L'mplo>ee or State. (.'ouoty RelationshipMimicipal Elected Otticial or Municipal frlectcd OB>cia(

Ifmore space i i neerled, airer/r an adrli /irrinrl slice/ folio iri rig lire a/>ore fironar

The Person Doing Business w ith thc County is a business entity and there is a familial relationship between at least onemmnber ot'this business cntit>''s board ol'directors. olliccrs, persons responsible for general administration of'thc businesscrit((>, agcl1(s anti(oil/cd to cxccutc tinct(ments ofi bclralfol lire bilsiiiCSs crit((> '(rid/oi ciiiplosees dircctl> engagnl in

cnntramua1 ivork ivilh thc County on behulf of the business entity. on thc one hand. and a( least one Cook Counts employeemid/or a person holding elective office in thc State ol'illinois. Cook County. and/ur any municipality iiithin Cook County. onthe other. The familial relationships are as follows:

Name ol'ember of Boardoi'Director ibr BusinessIintit> Diilrlg BllslllCSS 'iilili

thc Count>

Name of Related County Title snd I'osition of Related Nature of Iramilial

Lmplo>ce or State. ('ount> or ('ounty Emplo>cc or State, Count> RelationshipMunicipal Elected Otticial or Municipal Elected Oflicial

Name of'00icer fur Business N:unc of Related County 'I'itic mid Position of Related Nature of FamilialIintity Doing Business ivith Emplo>rc or State. County or County Fniployce or State, (.'Ouni> Relationship

tlrl: (.Oilllt>'unicipal I'.lac(ed OAicial or Municipal Flccted Oflicial

EBS 11

CONTRACTA:

Name ol'Person Responsiblelhr the (ieneraiAdministration ol'the

1)usiness I niit> DoingBusiness iiith thc County

Nmnc of Related ('ountiI'.mplo>ve or State. County orMunicipal I lected OAicial

litle mid Position of'RelatedCounty limployee or State. Countyor Municipal lilac(cd OAicial

Nature of I'am i liul

Relationship

Name ol Agcm Authorized

to Execute Documents for

Bll airless fIltlt>'oiligBusiness iiith Ihe Count>

Name ol'Related County 'I'itic aad Position of Related Nature ol I'amilialI'.mplo>ee or State. County or County Eniploiee or State. County Relationshipi((lunicipal I'sleeted OAicial or Municipal f lected Ogicial

Name ol'Emplo>ve ofBiisiriecu Eiitity

Oirectl>'ngage(I

in Doing Businessuith thc Counts

Name of Related County Title and I'osition of Related Nauire of i'amilialI'implo>cc or State. (.'ounty or County Emplo>ee or State, County RelationshipMunicipal Elected OAicial or Municipal Flee(ed Ogicial

lf rirore spare is needed aaaeh aa aildi li oaal sheer jo lion irrg lhe ahoi e fiir rrrar.

VERIFICATIOrV: To the bcs( of m> knoivlcdgc. the inlbrmution I have provided on this disclosure form is accurate and comp(etc. I

acknouledge that an inaccurate or incomplete disclosure is punishable b> laiv. including but not limited to lines and debarmenh

OAC ~ VC bfhd~ ),AC>(7Sign~tore ol'Recipient Date 'J

SUBMIT CORIPI.I'>TED FORM TO: ('ook Count> Board of Fthics69 Wcsa Washington Sireeh Suite 3040. Chicago. Illinois 60602Oflice (312) 603-4304 —Fax (312) 603-9988CookCount>.Ethics9(r cookcountvil.gov

Spouse. domestic partner. ciiil union partner m'arent. child. sibling. aunt. uncle. niccc. nepheii. grandparent or grandchildh> blood marriagc (i e in larva and step relations) or adoption.

EDS 12

CONTRACT ¹:SECTION 4

COOK t:OUNTV AFFIDAVIT FOR WACE THEFT ORDINAiNCE

Effective May 1, 201 5. every person. inc/udlno substanr/al Owners, seeking a Contract with Cook county must comply with the Cook county wage TheftOrdinance set forth in Chapter 34, Article IV, Section 179 Any Person/Substantial Owner, who fails to comply with Cook County Wage Theft Ordmance,may request that the Chief Procurement Officer grani a reduction or waiver in accordance with Section 34-179(d)

"Coniraci" means any wntten document to make Procurements by or on behalf of Cook County

"person" means any individual, corporation, partnership, Joint Venture, trust, assoaation, limited liability company, sole propnetorship or other legal entity,

"procuremanl" means obtaining supplies. equipment, goods. or services of any krnd

"Substance/ Owner" means any person or persons who own or hold a twenty-five percent (2539) or more percentage of interest m any business enhtyseeking a County Pnvilege, mcluding those shareholders, general or limited partners, beneficiaries and pnnopais, except where a business entity is anindividual or sole proprretorship, Substantial Owner means that mdivrdual or sole propnetor

All persons/subslantial owners are required to complete this amdavit and comply with the cook county wage Theft ordinance before any contract isawarded. Signature of this form constitutes s certification the information provided below is correct and complete, and that the individual(s) signing this formhas/have personal knowledoe of such information.

Contract Information:

Contract Number.0 d*M I A66 Iud NMA 426614 d I dr 6 22616 66 th 6 ly do«l MA M IQ I th QM Nlo I thl I 6626122

County Using Agency (requesting Procurement):

II. Person/Substantial Owner Information:

person (Corporate Entity game): OraCle meriCa, nC.

Substantial Owner Complete Name

FEIN¹ 94-280-5249

Date of Birth

street Address. 500 Oracle PkwY.

ityRedwood City

Home Phone: ( )

III. Compliance with Wage Laws:

E-mail address

State z 94065

Within the past five years has the Person/Substantial Owner, in any iudicial or administrative proceeding, been convicted of, entered aplea, made an admission of guilt or liabihty, or had an administrative finding made for committing a repeated or willful violation of any ofthe following laws

No /Iiinors Wage Paymenl and Co/lection Act, 820 ILCS 115/1 el seq,

No illinois Minimum Wage Act, 820 ILCS 105/1 et seq,

No illinois Worker Ad/ustment and Refrainrng Nolifical/on Act, 820 ILCS 65/1 el seq.,

No Employee Ciassificalion Act, 820 ILCS 185/1 el seq.,

No Fair Labor Standards Acl o/1938, 29 U S.C 201, e!seq,

No Any comparable state statute or regulation of any state, which governs the payment of wages

If the Person/Substantial Owner answered hyes" to any of the questions above, it is inehgible to enter into a Contract with CookCounty, but can request a reduction or wawer under Section IV.

EDS 13

CONTRACT ff.

IV. Request for Waiver or Reduction

If Person/Substantial Owner answered "Yes" to any of the questions above, it may request a reduction or waiver inaccordance with Section 34-179(d), provided that the request for reduction of waiver is made on the basis of one or more ofthe following actions that have taken place:

No There has been a bona fide change in ownership or Control of the meligible Person or Subslantial Owner

No Disciplinary action has been taken against the individual(s) responsible for the eels giving rise to the violation

No Remedial action has been taken to prevent a recurrence of lhe acts giwng nse io ihe disnuakiicalion or default

No Other factors that Ihe Person or Substantial Owner believe are relevant

The Person/Substantrat Owner musl submit documentation lo suoooit Ihe basis ofils reouesl for a reduction or waiver. The ChiefProcuremenl Deicer reserves the nohl to make additional mcuines and recuest additional documentation.

V. AffirmationThe Person/Sub ial Owner affirms that all statements contained in the Affidavit are true, accurate and complete.

Signature Date: tk by OiAPd ( . 0 (D ( 7Name of Person signing (Pnnt) ~~ far ii.. 0 ~ )(i.:»iTitle. ( t,( I I fyl i( ui I

Subscribed and sworn to before me this day of , 20

XNotary Public Signature Notary Seal

Note: The aboveinformation is subject to verification prior to the award of the Contract.

+HZ tAHrtched qOT ckf'(or h 6

Czb(-I'DS

14

CALIFORNIA JUU H AFFIANT STURAT WITU ATEMENT

QSe otary to cross ou

'o, o ss out lines 1-6 belo

n el — to be completed onle e only by document signern signer[a), not Notary)

x=~signature of Docu ent n N .I'. I Signaturee of Document Si n . 'nyn igner No. 2 (if any)

A notary public or other officerdocument to which this ceic this certificate is attachedic this ce '

c e, and not the truthfulnes

State of California

County of SCM P10( CQ

Subscribed dan sworn

on this 'I& day of

by Date

Kr iCLn S

to (or affirmed) bef

CJ ir LI4V 1,201)Month Year

'HIQ) ir15

LIVIA MAAS

Notary Public - CaliforniaSaiI MMeo Courity

My comm. Expire JM . a ul9,201 9

(and (2)Name(s) of Signer(s)

)

proved to me on th 'a'o

bewn e basis of sa

'eared before me.

Signature

Signature of Notary Publi c

SealPlace Notary Seal Above

Thou ht 'his section is toptional, completi n

Ded l t attachment of

th'ched

Doc

er alteration o

Title or T

ocumentan unintended docu

ument:

a 'cument.

aionalNotaryAss'

~ ationalN ~ -Uotary.org ~ 1-800-U — -876 6-US NOTARY (1-800-876-6 0-876-6827) Item ¹5810

ATTACHIIIIENT 1:Additional Information in Response to the

Economic Disclosure Statement and Execution Document ("EDS")and Identification ofSubcontractor/Supplier/Subconsultant Form ("ISF")

Introduction.The EDS to which this Attachment 1 is attached is being submitted by Oracle America,Inc. ("Oracle" ) in connection with that certain Amendment No. 1 to US-NMA-428614,effective January 22, 2015 between Cook County (the "County" ) and Oracle (the"Contract" ).

Oracle hereby submits the following additional information as part of the EDS. Thisinformation supplements and/or clarifies (i) certain of Oracle's responses to the answerssubmitted in the EDS and (ii) certain certifications requested to be made by Oracle inthe EDS. Oracle is the indirect, wholly-owned subsidiary of Oracle Corporation, apublicly traded corporation.

All responses to the EDS are limited to: (a) the best of Oracle's knowledge and belief,(b) Oracle, its ultimate parent corporation, Oracle Corporation, and the acts oromissions of any acquired companies of Oracle only after the dates of the acquisitions,and (c) matters which might impact Oracle's ability to provide services pertaining to theContract. Any Oracle agreements or certifications in the EDS to comply with laws,regulations, codes or County Ordinances (collectively, "laws" ) are made to the limitedextent that such laws, by their terms, are expressly applicable to Oracle's delivery ofservices under the Contract, and impose obligations directly upon Oracle in its role asan information technology services provider with respect to the services performedunder the Contract.

Response to Section 2.A:Oracle cannot certify as to whether its more than 130,000 employees and agents haveengaged in any of the conduct enumerated in Section 2.A. Accordingly, Oracle'sresponse is limited to Oracle America, Inc. and its parent corporation, OracleCorporation.

Response to Section 2.C:Oracle will notify the contracting agency as set forth in 30 ILCS 580/3 clause (d), if andto the extent not in contravention of applicable law or Oracle policies, including laws andpolicies regarding privacy and security of information.

Response to Section 2.D:Oracle does not believe that it is delinquent in the payment of any tax administered bythe County or the Illinois Department of Revenue.

With respect to other charges administered by Cook County or the Illinois Department ofRevenue, including water charges, sewer charges, license fees, and parking tickets,Oracle is a very large company and has no way of ascertaining with the specificity

required as to whether Oracle is in compliance with such matters. Oracle's response tothis Section is limited to Oracle America, Inc.

Response to Section 2.E:Oracle's Sexual Harassment web course does not provide IDHR contact details. Oracleposts state posters in its common areas (kitchen and mailrooms) that contain state-related policies and agency contact information.

Response to Cook County Affidavit of Child Support Obligations:This is not applicable because no person directly or indirectly owns 25'/o or more ofOracle America, Inc.

Response to Cook County Disclosure of Ownership Interest Statement:

Direct Ownership:

Name

Oracle Systems Corporation

Oracle Global Holdings, Inc.

Address

500 Oracle ParkwayRedwood Shores, CA 94065500 Oracle ParkwayRedwood Shores, CA 94065

Percentage of Interest inApplicant/Holder>5o/o

>5o/o

Indirect Ownershio: Oracle America, Inc. is the indirect, wholly-owned subsidiary ofOracle Corporation, a publicly traded corporation with thousands of shareholders. Formore detailed ownership information, please see Oracle Corporation's most recent 10-Kand Proxy Statement, each of which is publically available online athtto://www.Oracle.corn.

Oracle America. Inc. Officers and Directors:

Catz, SafraDaley, Dorian

Director

Director

OfficersName

Ellison, Lawrence

Catz, Safra

Hurd, Mark

Screven, Edward

Chief Technology Officer

Chief Executive Officer

Chief Executive Officer

Chief Corporate Architect

Daley, Dorian

West, William Corey

Kehring, DouglasHilbrich, Gregory

Higgins, Brian S.Paterson, Edward

Cochran, BrucePark, Jacklyn

Woolley, Kimberly

Executive Vice President, General Counsel & SecretaryExecutive Vice President, Corporate Controller & ChiefAccounting Officer

Executive Vice PresidentSenior Vice President, Taxation, 8 TreasurerVice President 8 Assistant SecretaryVice President & Assistant TreasurerAssistant TreasurerAssistant SecretaryAssistant Secretary

Response to Familial Relationships Disclosure Form:Oracle America, Inc, is the indirect, wholly-owned subsidiary of Oracle Corporation, apublicly traded corporation with thousands of shareholders, and collectively Oracle andOracle Corporation have more than 130,000 employees. Oracle does not track, and hasno practical way of knowing whether a familial relationship exists between anyowners/shareholders of Oracle Corporation and any person holding elective office in theState of illinois, Cook County or in any municipality within Cook County.

Oracle has no actual knowledge of any "Familial relationship" between its "Persons"(including any officers or directors set forth above, and any Oracle employees oragents who execute business documents related to the County on behalf of Oracle, orwho are directly engaged in contractual work with the County) and any Cook Countyemployee or person holding elective office in the State of illinois, Cook County, or inany municipality within Cook County; nor can Oracle certify whether it's more than130,000 employees have any such "Familial relationships". However, all Oracleemployees have a duty to avoid financial, business or other relationships that mightcause a conflict of interest, including familial relationships.

Certifications:Oracle would clarify each certification in the EDS as follows: Oracle America, inc., hasprovided the information requiredin this EDS to the best ofits knowledge and belief.

Response to MBE/WBE Utilization Plan:The US-NMA-428614 as amended by Amendment No. 1, the ("NMA"), is a contractunder which the County may, during the term of the NMA, order services from Oracle.The County, of course, is not obligated to order services under the NMA; and until themutual execution of an ordering document, Oracle is not obligated to provide servicesunder the NMA.Therefore, decisions to subcontract services (including who to subcontract thoseservices to —i.e., MBE/WBE firms, etc.) cannot be made at this time. In other words, the

identification of subcontractors will necessarily be made, if at all, on a case-by-case,deal-by-deal basis.

Oracle understands and appreciates the County's intent behind its MBE/WBE goals. Asa global company, Oracle embraces supplier diversity as part of its everyday businessactivities. Oracle has a robust Supplier Diversity Program through which Oracle workswith a variety of suppliers to procure all of the products and services necessary for ourbusiness operations. We are committed to working with our suppliers on innovative andproficient methods of obtaining lower costs for the highest quality goods and services.We strive to build strong global and regional supplier partnerships to obtain these goals.Oracle's Supplier Diversity Program strives to create a diverse supplier base byidentifying and encouraging diverse suppliers to compete for the products andservices we purchase for the organization. Oracle endeavors, on a good faith effortsbasis, to award contracts to suppliers that are small, HUBZone small, smalldisadvantaged, woman-owned small, veteran-owned small, and service-disabledveteran-owned small business concerns (collectively, "small business concerns")Oracle seeks diverse suppliers that can deliver creative, high quality product andservice solutions at competitive prices. Oracle tracks its procurement spending withsmall business concerns as well as with minority-owned business enterprises ("MBE"),woman-owned business enterprises ("WBE"), and service-disabled veteran-ownedbusinesses which may be other than small business concerns (collectively, "diversesuppliers" ). Oracle can provide procurement spend reports by diverse suppliercategories to the County upon request.

The signatory identified below is an authorized representative of Oracle America, Inc.,and effective as of the date of signature, certifies on behalf of Oracle America, Inc.,and not in his/her individual capacity, that to the best of its knowledge and belief theinformation provided on this Attachment 1 is accurate and complete. Oracle America,Inc., acknowledges that inaccurate or incomplete disclosure may be punishable bylaw, including but not limited to fines and/or debarment.

Printed Name: S~ irtri

Signature;

Contract //. 1390-12899

OCPO ONLY:

Cook County pisavsli/ication

Office of the Chief Procurement Officer Check Comoleie

identification of Subcontractor/Supplier/Subconsultant Form

The Bidder/Proposer/Respondent ("the Contractor" ) will fully complete and execute and submit an Identification ofSubcontractor/Supplier/Subconsultant Form ("ISF")with each Bid, Request for Proposal, and Request forQualification The Contractor must complete the ISF foreach Subcontractor, Supplier or Subconsultant whichshall be used on the Contract In the event that there are any changes in the utilization of Subcontractors,Suppliers or Subconsultants, the Contractor must file an updated ISF.

Bid/RFP/RFQ No

Total Bid or Pro assi Amount.

Contractor: Oracle Amenca, Inc.

Authonzed Contactfor Contractor Walt uliani

wa It zuliani@oracle.cornEmail Address(Contractor)

Orade ParkwayCompany Address(Contractor).

Date NIA

Contract Title N/A

Subcontractor/Supplrer/Subconsultant to be NIAadded or substitute.Authonzed Contact forSubcontractor/Supplier/ N/ASubconsultantEmail Address(Subcontractor)

NIACompany Address<Subcontractor)

'ity, State and, Redwood Shores, CA 94065

Zip (Contractor):TelePhone and

65p 5Q6 /pppFax (Contractor).Estimated Start andCompletion Dates N/A

i (Contractor)

City, State and ZipN/A

(Subcontractor)Telephone and Fax

N/A(Subcontractor):Estimated Start andCompletion Dates N/A<Subcantractar .

Note: Upon request, a copy of all wntten subcontractor agreements must be provided to the OCPO.

Descriotlon of Services or SuooliesTotal Price of

Subcontract forServices ar Suoolies

N/A

The subcontract documents will mcorporate all requirements of lhe Contract awarded to the Contractor as appkcableThe subcontract will in no way hinder the Subcontractor/Supplier/Subconsultant from maintaining its progress on anyother contract on which it is either a Subcontractor/Supplier/Subconsultant or principal contractor. This disclosure ismade with the understanding that the Contractor is not under any circumstances relieved of its abilities sndobhgations, and is responsible for the organization, performance, and quakty of work. This form does not approveany proposed changes, revisions or modifications to the contract approved MBE/WBE Utilization Plan. Anychanges to the contract's approved MBE/WBE/Utilization Plan must be submitted to the Office of theContract Compliance.

Oracle Amenca, Inc.

Contractor

F lars (Name I

g))< C

Date I

version LO

Contract No. 1390-12899Vendor Name: ORACLE AMERICA, INC.

ATTACHMENT A

ORDERING DOCUMENT

Rev t/1/IS

Oracle America, Inc.50D Orade ParkwayRedwood Shores, CA 94D65

Name

Address

COOK COUNTY

118 N Clark StChicago IL

60602

Contact

Phone Number

Email Address

Simona Rollison

312-603-3120

Simona rollinson@cookcountyil gov

New Subscription

Cloud Services

Data Center Region: NORTH AMERICA

885310- Oracle GoldenGate Cloud Service-Non-metered - OGPU Per Month

885285 - Oracle SOA Suite Cloud Service-

Non-metered . Hosted Environment

885286 - Oracle API Manager Cloud Service-Non-metered —Hosted Environment

885282 - Oracle Managed File Transfer Cloud

Service - Non-metered - Hosted Environment

Quantity

12

Term

12 mo

12 mo

12 mo

12 mo

(Service Period: 12 months

Unit Net Price

306.18

1,684.00

1,071 64

1,377.82

NelFee

44.090.16

121,247.93

25,719.26

33,067.62

883543- Grade Database Backup Service-Non-metered - TB of Storage Capacity

B85643 - Orade Compute Cloud Ssrvice-

Compute Capacity —Non-metered - OGPU

883456 - Oracle Storage Cloud Service - Non-

metered - TB of Storage Capacity

883455- Oracle Compute Cloud Service-

Block Storage - Non-metered - TB of Storage

Capacity

683555- Orade Java Cloud Service —Suite-

High Memory - Non-metered - Hosted

Environment

52

249

52

12 mo

12 mo

12 mo

12 mo

12 mo

20 21 12,609.79

45.93 55,112.70

18.37 54,892.25

30.62 19,105.74

1,331.89 31,965.36

883456 - Oracle Storage Cloud Service - Non-

metered - TB of Storage Capacity

876632 - Orade Business Intelligence Cloud

Service - Hosted Named User

876846-Grade Database Cloud Multitenant

Service - BIS50- Hosted Environment

683454 - Oracle Big Data Preparation Cloud

Service - Non-Metered - Hasted Named User

883541 - Oracle Database Cloud Service-

Enterprise Edition High Performance —High

Memory - Non-metered - Hosled Environment

92

90

12 mo

12 mo

12 mo

12 mo

12 mo

18.37

91,85

612 36

367.42

1,883.02

220 45

101,407.36

7,348.36

396,811.42

135,577.24

CPQ-21 3D63 - I Issued by Oracle America, Inc. 16-FEB-2017

Page I of 6

~Cloud Services

Data Center Region: NORTH AMERICA

876606 - Oracle Documents Cloud Service

Non Metered- Hosted Named User

Quantity

30

Term

12 mo

jService Period: 12 months

Unit Net Price

9 19

Net Fee

3.306.76

B76607 - Oracle Documents Cloud Service .Additional Storage - Non-metered - Storage

Pack (100GB)

885278 - Oracle Mobile Cloud Service - Non-

Metered 10,000 API Calls per Month

B85279 - Oracle Mobile Cloud Service-

Additional API Calls - Non-Metered - 10,000API Calls per Month

B81599 Oracle Mobile Cloud Service-

Additional Storage - Non-metered —Gigabyte

Storage Capacity per Month

B81040 - Oracle Process Cloud Service - Non-

metered - Hosled Named User

12 mo

35 12 mo

20 12 mo

15 12 mo

50 12 mo

6.12

39 80

30.62

0 03

61.24

440.90

16,717.52

7,348 36

18.37

11,022.54

B85287 - Oracle Process Cloud Service-Participant User - Non-metered - Hosted

Named User

B85288 - Oracle Process Cloud Service-

invocation User - Non-metered - Hosled Named

User

B86141 - Oracle Identity Cloud Service-Standard - Enterprise User - Non-metered-

Hosted Named User

B86142 - Oracle Identity Cloud Service-Standerd - Non-Enierpnse Ussr - Non-metered

- Hosted Named User

30

400

10250

1000000

12 mo

12 mo

12 mo

12 mo

18 37

I 84

2.45

001

6,613.52

8,818.03

301,297.94

146,952.00

883534 - Oracle Database Cloud Service-

Enterprise Edition Extreme Performance-

General Purpose - Non-metered - Hosted

Environment

12 mo 1,530.91 36,741.80

887544 - Oracle CASB for Discovery - Non-

Metered - Monitored Service User

B87541 - Oracle CASB for laaS - Non-Metered

- Monitored Account

687540 - Oracle CASB for SaaS - Non-Metered- Monitored Service User

500

500

12 mo

12 mo

12 mo

Subtotal

1.22

551.13

3 06

7,348.36

46,294.67

18,370.90

1,650,467.30

Fee Description

Cloud Services Fees

Net Fees

Total Fees

Net Fee

1,650,467.30

1,650,467.30

1,650,467 30

CPQ-213063 - I Issued by Oracle America, Inc. 16-FEB-2017

Page 2 of 6

A. Terms of Your Order

1. Agreement

Oracle Master Agreement US-NMA-426614

2. Payment Terms:

Net 30 days from invoice date

3. Payment Frequency:

Quarterly Arrears

4. Currency:

US Dollars

5. Offer Valid through:

27-FEB-2017

6. Services Period

The Services Period for the Services commences on the dais stated in this order. If no date is speofied, then the "Cloud Services Starl Dale" for eachService will be the dale that the User logm names and password are issued to you to access the Services, and the 'Consulting/Professional ServicesStart Date" is the date that Oracle begins per/ormmg such services.

7. Service SpecificationsService Specifications applicable to the Cloud Services and Ihe Consulting/Professional Services ordered may be accessed at www.oracle corn/contracts.

B.Additional Order Terms

1.Terms

The followmg terms, as used in this order or the Agreement and whether or noi capitalized, shall have the same meaning as the applicable defined term:"Agreemenl" and " Master Agreement", "Customer", Client" "Company" and "You", "Program Documentation" and "Documentation"; "OrdsnngDocument" "order" and "Order Form; "Services Term" and "Services Period"; Your Data", Company Data" and "Your Content".

2. Data Processing Agreement

Oracle's Date Processing Agreemenl lor Oracle Cloud Services (the "Data Processing Agreement" ), which is available at http: //wwworecle,corn/dataprocessingagreement, is incorporated herein by reference and descnbes Ihe parties'espective roles for the processing and control of personalData (as that term is defined in the Data Processing Agreement) that Customer provides to Oracle as part of the Cloud Services except to the extentotherwise specified in this order Oracle will act as a data processor and Oracle will act on Customer's instruction concerning Ihe treatment ofCustomer's Personal Data residing in the Cloud Services, as specified in the Agreement, the Data Processing Agreement and this order. Customerremains solely responsible for Customer's regulatory compliance in connection with Customer's use of the Cloud Services and will comply with allapplicable laws in connection with the performance of obligabons or exermse of rights under this order and the Agreement. Customer agrees to provideany notices and obtain any consents related to Customers use of the Cloud Services and Oracle's provision of the Cloud Services, including thoserelated to the collection, use, processing, transfer and disclosure of Personal Dale.

3. Oracle Mobile Cloud Service - Push Notifications

In connecbon with your order of Oracle Mobile Cloud Service, You may provide Oracle with certain third-party credentials (e g, certificates) to initiatepush notification events for Your Content ("Push Notifications" ). You agree thai Oracle will store and use such credentials solely in connemion with theServices descnbed in this order and the applicable Service Specifications in connection with Push Notifications, and that in so doing Oracle will beconsidered to be Your service provider and shall be deemed Io be ecting on your behalf and under your instruction(s). You are solely responsible for anyactions (or inactions) taken on by Oracle on Your behalf and You will defend and indemnify Oracle from eny claims by any third party (including any third-party push notification provider or other intermediary) arising out of or relating to such credentials or Ihe Push Notifications.

ORACLE MOBILE CLOUD SERVICE DOWNLOADABLE SOFTWARE ENTITLEMENTS AND RESTRICTIONS

The Oracle mobile libraries and Orade Mobile Apphcalion Framework sohware made available as part of the Oracle Mobile Cloud Service (the"Associated Cloud Service" ) and as described below are Oracle Software" (as part of "Cloud Services" ) under Your Oracle Cloud Services Agreement(Ihe "Agreemenl ). The Oracle Software may not be hosted in the Services Environment.

ORACLE MOBILE LIBRARIES RESTRICTED USE

As part of the Associated Cloud Service, and during Ihe Service Period of such service, You may download one or more Oracle mobile applicationsoftware development kit libraries ("Mobile Library" ).Sub/ect to compliance with the terms of this order and Ihe Agreement, including Your paymenl obligations, You have the non-exclusive, non-assignable,worldwide limited right to use the Mobile Library to facilitate Your operation of and/or use of Your Mobile Apphcation as set forth below Your right to useIhe Mobile Librarv will terminate upon the earlier of Orade's notice (which mav be throuoh costinc on httos://suooort.oracle corn or such other URL

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designated by Oracle) or the end of Ihe Assoqated Cloud Services Upon the end of Your nghl to use the Mobile Library, You must promptly delete allcopies of the Library in Your possession or control

The Mobile Library may not be hos(ed in the Services Environment, and accordingly, the Oracle hostmg and delivery poliwes and the Data processingAgreement for Oracle Cloud Services do not apply to the Mobile Library

Your use of the Mobile Library is resirided to the following:

1. Integrate the Mobile Library inlo Your mobile application thai interoperates with the Associaled Cloud Service and Ihat is compiled and signed beforeuse and/or distribution ("Your Mobile Application" ); and

2 Distnbule Your Mobile Application within Your enterprise or entity to Your internal users and/or to Your third party end users ("End Users" ) You maynol distnbute the Mobile Library to End Users unless it is included in Your Mobile Application

Third party technology may be appropnale or necessary for use with the Mobile Library With respect to Your distribution of the Mobile Library asmcluded in Your Mobile Apphcation, You must abide by any terms and conditions specified by Oracle pertaining lo separately hcensed third partytechnology and the separate terms applying to such technology Oracle may provide certain nolices to You in the program documentation, readme ornotice files of ihe Mobile Library (or as otherwise notified by Oracle) as to any such separately licensed third party technology. The third party owner,author or provider of such separately licensed third party technology retains ag ownership and inlegectual property rights in and to such technology, andYou are responsible for complying auth the separate terms that govern use of such technology.

With respect to creating Your Mobile Application, You acknowledge that You must separately agree to and abide by license terms with the apphcablemobile operating system provider and possibly other third parties For example, for iOS applications, You agree that Your Mobile Application, in whole orin part, may not be installed on a mobile device or executed except as incorporated into an iOS apphcation that has been signed using an appropriateApple-issued certificate that You obtained directly from Apple and that is deployed in full compliance with the Agreement with Oracle (includmg theseterms) and license terms set forth in a separate agreemenl between You and Apple.

CONSENT TO USE LOCATION. BASED SERVICES AND DATA

The Mobile Library contains or uses location-based services If You or the End Users enable, use or access such location-based services in connectionwith the Mobile Library as integrated in Your Mobile Application, You hereby consent to the colleckon, transmission and use of Your and Your

users'ocationdata by the Mobile Library or Your Mobile Application Such use of location data may mclude verifying or otherwise recording Your or Yourusers'ocationfor the purposes specified in the Data Collection and Pnvacy section below

If the Mobile Library Provides for real-lime location or route guidance, YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF SUCH REALTIME LOCATION DATA OR ROUTE GUIDANCE. LOCATION DATA MAY NOT BE ACCURATE.

DATA COLLECTION AND PRIVACY

The Mobile Library may collect information about or from the use by Your or the End Users of ihe Mobile Library, including mformalion You providedirectly or through automated means, such as geolocafion (only if You or End Users choose to enable location-based services), Your Mobile Applicationusage, time stamp, mobile device and operating system identification, login credentials, or other information as ougined in Oracle's applicable PrivacyPolicy, available at http //www oracle.corn/us/legal/privacy/index html To the extent that Oracle receives mformation in relation with its provision of theAssowated Cloud Service or Mobile Library, Oracle may use this information for purposes speciged in the applicable Privacy Policy, such as for providingthe services specified under the Assoclaled Cloud Service agreement, enabling features or content based on or otherwise recording Your or End Userlocation, identily management, security, auditing, marketing, and product improvement.

The Mobile Library may provide You with the ability to connect with non-Oracle websites, services, and applications, which may allow the third party tocollect or share information about Your and End User use of the Mobile Library. Further, the Mobile Library provides push massaging funcbonality, Ifpush massaging is used in connection with the Mobile Library, any independent third parties associated with Ihe push massaging service may use themessagmg information to provide, maintain, protect, and improve their services, subject to the privacy policies of those third parties All such third partyconnecbons are beyond Oracle's control. Oracle encourages You to check the privacy policies and terms of use of any non-Oracle connecgons beforeusing them or providing Your personal information to them.

Any data collected about or from Your and End User use of the Mobile Library may be shared wilh, transferred to, or accessed or used by, the AssociatedCloud Service. Any such access or use of data by, or further transfer from, the Associated Cloud Service is solely between You and such End User.END USER LICENSE TERMS

Any distnbution to End Users of Your Mobile Apphcation that integrates or otherwise mcorporates the Mobile Library must be subject to a legally bindingend user license agreement (the "EULA") between You and each End User pertaimng to the Mobile Application The EULA must,

at a minimum, contain the following terms:

(a) Include acknowledgements by You and the End User that the EULA is concluded between You and the End User only and that the following apply

(i) You are solely responsible for each Mobile Application's content, maintenance, and support; and

(ii) You sre solely responsible for addressing, settling, and discharging any claims of the End User or sny third party relaling to the Mobile Application orthe End User's possession and/or use of that Mobile Application, including, but not limled to producl liabihty claims; any claim that the Mobile Applicationfails to conform lo any applicable legal or regulatory requirement; any claims arising under consumer protection or similar legislation; and any claims thatthe End User's possession and use of that Mobile Application infnnges a third party's intellectual property rights;

(b) Provide only a non-transferable, termmable license lo the End User that prohibits (i) modifywg or creating derivabve works or (li) decrypting,decompiling, reverse engineering, disassembling or attempting to derive the Mobile Application source code (unless such actions are expresslypermitted by applicable law)t

(c) Notify the End User that the Mobile Application is subject to a restricted license and can be used only in conjunction with the specific Oracle-basedAssociated Cloud Service for which il is designed;

(d) Provide no limitation of Your liability lo the End User beyond what is permitted by applicable law;

(e) Require the End User to comply fully with all relevant export laws and regulations of the U.S. and other applicable export and impori laws to assurethat the Mobile Application, nor any direct products thereof, is exported, directly or indirectly, in violation of applicable laws,

(f) State in the EULA Your name and address to which any End User questions, complaints or claims with respect to the Mobile Application can bedirected;

(g) State In the EULA that the End User must comply with applicable third-party terms when using the Mobile Application and that third-partycomponents that may be appropriate or necessary for use with the Mobile Application are specified in the documentation for that program (or asotherwise notified by You) and that those third party components are licensed to the End User only for use with the Mobile Application under lhe terms ofthe third oartv license aoreement specified in the documentation for that oroqram (or as otherwise notified bv You) and not under the terms of the EULA;

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(h) Stale Ihat the licenses provided in ihe EULA automalicafiy termmate upon breach of the EULA terms and in addition thai the hcenses provided in theEULA may be (erminated upon notice;

(i) State tlial upon termination of the EULA the End User must discontinue afi use of the Mobile Application and to delete afi copies of the MobileApphcation in the End User's possession or control,

0) Disclaim in the EULA, to Ihe exlenl permitted by applicable law, a third party's liability for (a) any damages, whether direct, indirect, incidental, special,punitive or consequential, and (b) any loss of profits, revenue, data or data use, arising from use of lhe Mobile Application;

(k) Designate Oracle as a third party beneficiary. Orade will have the right lo enforce the EULA against the End Users:

(I) State that Your licensors retain afi ownership and mtefieciual property rights in the Mobile Application,

(m) Include Privacy terms materially consistent with Ihe terms in the sections btled "CONSENT TO USE LOCATION-BASED SERVICES AND DA)A"and "DATA COLLECTION AND PRIVACY" above, except that You must replace any references and links to Oracle's privacy poliues with references andhnks to Your own pnvacy pohcies, and

(n) State that any question, concern or request of an End User regarding how You use such End User's data must be brought directly lo You (includingreference to Your pnvacy policies and/or Your EULA) and nol to Oracle.

You agree lo inform Oracle promptly if You are aware of any breach of the EULA You agree lo be financially responsible to Oracle for afi damages orlosses caused by Your failure to include Ihe required contraclual terms set forth above in each EULA between You and an End User

ORACLE MOBILE APPLICATION FRAMEWORK RESTRICTED USE

As part of the Associated Cloud Service, and during the Service Penod of such service, You may download the Oracle Mobile Application Framework("MAF") from the Oracle Software Delivery Cloud (https'//edehvery oracle.corn/).

subject to compliance with Ihe lerms of this order and Ihe Agreement, including Your paymenl obfigauons You have the non-exclusive, non-assignable,worldwide limiled right to use MAF to develop Your Mobile Applications that inleroperate with the Associated Cloud Service by using one or more of theAssociated Cloud Service application programming interfaces

Third party technology may be appropriate or necessary for use with MAF, and You must comply with applicable third party terms when using any suchseparately licensed third party lechnology Oracle may provide certam notices in the program documentation, readme or notice files of MAF (or asotherwise notified by Oracle) as to terms and conditions thai govern separately licensed third parly lechnology The third party owner, author or providerof such separately licensed third party technology retains afi ownership and intefieclual properly rights in and to such technology.

Your right lo use MAF will terminals upon the earlier of Oracle's notice (which may be through posting on htlpsi//support.oracle.corn or such other URLdesignated by Oracle) or the end of Ihe Associated Cloud Services. Upon Ihe end of Your right to use MAF, You must promptly delete all copies of MAFin Your possession or control.

MAF may not be hosted in Ihe Services Environment, and accordingly, the Oracle hosting and delivery policies and Ihe Data Processing Agreement forOracle Cloud Services do not apply to MAF

4. Service Specifications and Order Terms

"Service Specifications" means the following documents, as applicable to lhe Services under Your order. (a) the cloud Hosting and Delivery Polices, theprogram Documentation, the Orade service descriptions end the Data Processing Agreemenl, available at wwworacle.corn/contracts; (b) Oracle'sprivacy policy, available at http //wwworacle.corn/us/legal/privacy/overview/index. html, and (c) any other Oracle documents that are referenced in orincorporated into Your order. The following do not apply to any non-cloud Oracle Services acquired in Your order, such as professional services theCloud Hosting and Dehvery Pohues, Program Documentation, and the Data Processing Agreement. The following do nol apply to any Orade SoftwareIhat is provided by Oracle as part of the Services and governed by Ihe terms of this Agreement the Cloud Hosting and Delivery Policies, Oracle servicedescriptions, and Ihe Data Processing Agreement

Afi Services listed on this order are provided by Oracle under, and subject to, Ihe terms of this order, including the Agreement and afi Oracle documentsreferenced in this order. As applicable, Oracle processes a customer's order after receipt of a purchase order or a valid credit card. Any terms andconditions on Your purchase order are void and have no legal effect. For Cloud Services, you may not reduce the quantity of Services purchasedhereunder (e g., user or record counts, storage, etc ), in whole or m part, during the Services Period set forth above. Once placed, Your order is non-cancelable and the sums paid nonrefundable, except as otherwise provided herein or m the Agreemenl

5. Promotional Discount

In consideration for this order, You have received a special one time only promotional discount on the Cloud Services ordered on this order as reflectedin the table(s) above.

6. Price Hold

Dunng the Services Penod, You may order additional quaniities of the Cloud Services acquired under this order al Ihe Unit Net Price specified above.This price hold does not apply to Eloqua Marketing Platform Cloud Service, to any renewals or extensions of the Cloud Services ordered hereunder, toCloud Services ordered pursuant to a separate Oracle discount or promotion, or to any Cloud Services other than those listed in the Initial purchaseunder this order.

IL Oracle Executes Order First

Your signature, printed name, title and signature date in this section OR in ihe signature block below are the only handwntten changes to this orderingdocument that will be accepted Other changes to this ordenng document, handwritten or otherwise, will render this ordering document null and void,unless such changes have been speciTically agreed to by boih parties in writing.

8. Simultaneous Signing

You acknowledge and agree that the lerms and conditions of this ordering document are contingent upon the simultaneous execution of the AmendmentTwo to Master Agreement between the parties If the parties do not simultaneously execute the Amendment Two to Master Agreement with this order,this order shall be deemed to have no lanai effect. even if executed

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C. Modifications to the Agreement —for purposes of this order

1.Tax Options —Exemption

If You provide a valid certificate of lsx exemption in advance of the date taxes are due, Oracle will nct invoice Vou ihe taxes descnbed in the Fees anilPaymenl section of the Agreemenc

COOK COUNTY

Signature ~g gName 64XC.nvvavt E. ~ Ittytsf frdfxra

Title Q>bSg"'tare D't'2 fjgyHc / g.O(7

Oracle America, Inc.

Signature

Name

Title

i I ru

Tony Trevino

Manager, Deal Management

Signature Date Fel3 21, 201 7

BILL TO I SHIP TO INFORMATION

Bill To

Customer Name COOK COUNTY

Customer Address 118 N Clark St

Chicago IL

60602

Ship ToCustomer Name COOK COUNTY

Customer Address 118 N Clark St

Chicago IL

60602

Contact Name

Contact Phone

Contact Email

Simona Rollison

312-603-3120

Simous.rollinson@cookcountyil.gov

Contact Name

Contact Phone

Contact Email

Simona Rollison

312-603-3120

Simona.rollinson@cookcountyil.gov

CPQ-21 3063- 1 IssuedbyOracleAmerica, Inc. 16-F662017

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Contract No. 1390-12899Vendor Name: ORACLE AMERICA, INC.

ATTACHMENT B

SCHEDULE C —CLOUD SERVICES

m mmemeITTTnm~. ~

lOracle America, Inc ("Oracle" )

500 Oracle ParkwayRedwood Shores, CA 94065

j Your Name ("You"):

I—General Terms Reference:j Cook County, Illinoisj US-NMA<28614

This Cloud Services Schedule (this "Schedule C") is a Schedule to the General Terms referenced above. ThisSchedule C shall coterminate with the General Terms. For puqioses of the Services under this Schedule C, theGeneral Terms (including Exhibit A thereto) and this Schedule C constitute, collectively, the "Master Agreement";however other Schedules to the General Terms, such as Schedule P (Program Schedule), do not apply to theServices ordered under this Schedule C. For reference purposes, the Master Agreement is also referred to by Youas the Professional Services Agreement for Oracle E-Business Suite Software and Services, Contract No 1390-12699.

1. USE OF THE SERVICES

1.1 Oracle will make the Oracle services listed in Your order (the "Services" ) available to You pursuant to theMaster Agreement and Your order. Except as otherwise stated in the Master Agreement or Your order, You havethe non-exclusive, worldwide, limited right to use the Services during the period defined in Your order, unlessearlier terminated in accordance with the Master Agreement or the order (the *Services Penod"), solely for Yourinternal business operations. You may allow Your Users to use the Services for this purpose, and You areresponsible for their compliance with the Master Agreement and Your order

1.2The Service Specifications describe and govern the Services. During the Services Period, we may update theServices and Service Specifications to reflect changes in, among other things, laws, regulations, rules, technology,industry practices, patterns of system use, and availability of Third Party Content. Oracle updates to the Servicesor Sei vice Specifications will not materially reduce the level of performance, functionahty, secunty or availabihty ofthe Services during the Services Penod of Your order

1.3You may not, and may not cause or permit others to (a) use the Services to harass any person; cause damageor injury to any person or property; publish any material that is false, defamatory, harassing or obscene; violateprivacy rights; promote bigotry, racism, hatred or harm; send unsolicited bulk e-mail, junk mail, spam or chainletters; infringe properly rights; or otherwise violate applicable laws, ordinances or regulations; (b) perform ordisclose any benchmarking, availabihty or performance testing of the Services; or (c) perform or disclose networkdiscovery, port and service identification, vulnerability scanning, password cracking, remote access or penetrationtesting of the Services (the "Acceptable Use Pohcy" ). In addition to other rights that we have in the MasterAgreement and Your order, we have the right to take remedial action if the Acceptable Use Pohcy is violated, andsuch remedial action may include removing or disabhng access to material that violates the pohcy.

2. FEES AND PAYMENT

2 1 Once placed, Your order is non-cancelable and the sums paid nonrefundable, except as provided in the MasterAgreement or Your order. Fees for Services are specified in the applicable order. Reimbursement of expensesrelated to providing services, if any, will be addressed in the relevant ordering document. Taxes and invoices areaddressed in Section 7 of the General Terms.

2.2 If You exceed the quantity of Services ordered, then You promptly must purchase and pay fees for the excessquankty.

3. OWNERSHIP RIGHTS AND RESTRICTIONS

3.1 You or Your hcensors retain all ownership and intellectual property rights in and to Your Content. We or ourlicensors retain all ownership and intellectual property rights in and to the Services, derivative works thereof, andanything developed or delivered by or on behalf of us under the Master Agreement.

Cloud OMA Schedule C v031916 US ENG Page 1 of6

3.2 You may have access to Third Party Content through use of the Services. Unless otherwise stated in Yourorder, afi ownership and intellectual property rights in and to Third Party Content and the use of such content isgoverned by separate third party terms between You and the third party.

3.3You grant us the right to host, use, process, display and transmit Your Content to provide the Services pursuantto and in accordance with the Master Agreement and Your order You have sole responsibility for the accuracy,quality, integrity, legality, reliability, and appropnateness of Your Content, and for obtaining ag rights related toYour Content required by Oracle to perform the Services

3.4 You may not, and may not cause or permit others to (a) modify, make derivative works of, disassemble,decompile, reverse engineer, reproduce, republish or copy any part of the Services (including data structures orsimilar matenals produced by programs); (b) access or use the Services to build or support, direcfiy or indirectly,products or services competitive to Grade; or (c) hcense, sell, transfer, assign, distnbute, outsource, permittimesharing or service bureau use of, commercially exploit, or make available the Services to any third party exceptas permitted by the Master Agreement or Your order

4. NONDISCLOSURE

Your Content residmg in the Services will be considered Confidential Information subject to the terms of this sectionand Section 8 of the General Terms Grade will protect the confidentiality of Your Content residing in the Servicesfor as long as such information resides in the Services Oracle will protect the confidentiahty of Your Contentresiding in the Services in accordance with the Oracle security practices defined as part of the ServiceSpecifications applicable to Your order.

6. PROTECTION OF YOUR CONTENT

5 1 In performing the Services, Oracle will comply with the Oracle pnvacy pohcy applicable to the Services ordered.Oracle privacy pokmes are available at http: //www.oracle.corn/us/legal/privacy/overviewfindex.html.

5.2 Grade'6 Data Processing Agreement for Oracle Cloud Services (the "Dale Processing Agreement" ), which isavailable at http: //www.oracle.corn/dataprocessingagreement and incorporated herein by reference, describeshow we will process Personal Data that You provide to us as part of Oracle's provision of the Services, unlessstated otherwise in Your order. You agree to provide any notices and obtain any consents related to Your use of,and our provision of, the Services.

5 3 Oracle will protect Your Content as descnbed in the Service Spemfications, which define the administrative,physical, technical and other safeguards appbed to Your Content residing in the Services and descnbe otheraspects of system management apphcable to the Services. We and our affiliates may perform certain aspects ofthe Services (e.g., administration, maintenance, support, disaster recovery, data processing, etc.) from locationsand/or through use of subcontractors, worldwide

5.4 You are responsible for any security vulnerabilities, and the consequences of such vulnerabilities, ansing fromYour Content, mcludmg any viruses, Trojan horses, worms or other harmful programmmg routines contained in

Your Content, or from Your use of the Services in a manner that is inconsistent with the terms of the MasterAgreement. You may disclose or transfer, or instruct us to disclose or transfer, Your Content to a third party, andupon such disclosure or transfer we are no longer responsible for the security or confidentiality of such contentand applications outside of Oracle.

5 5 Unless otherwise specified in Your order (including in the Serwce Specifications), You may not provide usaccess to health, payment card or similarly sensitive personal information that imposes specific data securityobhgations on the processing of such data greater than those spemfied in the Service Specifications. If available,You may purchase services from us (e.g., Oracle Payment Card Industry Compliance Services) designed toaddress particular data protection requirements applicable to Your business or Your Content.

6. WARRANTIES, DISCLAIMERS AND EXCLUSIVE REMEDIES

5 1 Each party represents that it has validly entered into the Master Agreement and that it has the power andauthority to do so We warrant that during the Sennces Period, we will perform the Services using commerciallyreasonable care and skill in afi matenal respects as descnbed in the Service Specifications. If the Services providedto You were not performed as warranted, You must promptly provide us with a written notice that describes thedeficiency in the Services (including, as applicable, the service request number notifying us of the deficiency in theServices)

Cloud OMA Schedule C v031916 US ENG Page 2 of6

6.2 WE DO NOT WARRANT THAT THE SERVICES WILL BE PERFORMED ERROR-FREE ORUNINTERRUPTED, THAT WE WILL CORRECT ALL SERVICES ERRORS, OR THAT THE SERVICES WILLMEET YOUR REQUIREMENTS OR EXPECTATIONS WE ARE NOT RESPONSIBLE FOR ANY ISSUESRELATED TO THE PERFORMANCE, OPERATION OR SECURITY OF THE SERVICES THAT ARISE FROMYOUR CONTENT OR THIRD PARTY CONTENT OR SERVICES PROVIDED BY THIRD PARTIES.

6 3 FOR ANY BREACH OF THE SERVICES WARRANTY, YOUR EXCLUSIVE REMEDY AND OUR ENTIRELIABILITY SHALL BE THE CORRECTION OF THE DEFICIENT SERVICES THAT CAUSED THE BREACH OFWARRANTY, OR, IF WE CANNOT SUBSTANTIALLY CORRECT THE DEFICIENCY IN A COMMERCIALLYREASONABLE MANNER, YOU MAY END THE DEFICIENT SERVICES AND WE WILL REFUND TO YOU THEFEES FOR THE TERMINATED SERVICES THAT YOU PRE-PAID TO US FOR THE PERIOD FOLLOWING THEEFFECTIVE DATE OF TERMINATION

6.4 TO THE EXTENT NOT PROHIBITED BY LAW, THESE WARRANTIES ARE EXCLUSIVE AND THERE ARENO OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS INCLUDING FOR SOFTWARE,HARDWARE, SYSTEMS, NETWORKS OR ENVIRONMENTS OR FOR MERCHANTABILITY, SATISFACTORYQUALITY AND'FITNESS FOR A PARTICULAR PURPOSE.

7. LIMITATION OF LIABILITY

7.1 IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT,CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR ANY LOSS OFREVENUE, PROFITS (EXCLUDING FEES UNDER THE MASTER AGREEMENT), SALES, DATA, DATA USE,GOODWILL, OR REPUTATION.

7 2 IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ORACLE AND OUR AFFILIATES ARISING OUTOF OR RELATED TO THE ORDER OR THE MASTER AGREEMENT, WHETHER IN CONTRACT, TORT, OROTHERWISE, EXCEED THE TOTAL AMOUNTS ACTUALLY PAID FOR THE SERVICES UNDER THE ORDERGIVING RISE TO THE LIABILITY NOTWITHSTANDING THE FOREGOING, THE PARTIES AGREE THAT THEYMAY NEGOTIATE THIS LIMITATION ON A CASE BY CASE BASIS FOR INDIVIDUAL ORDERS.

8. ADDITIONAL INFRINGEMENT INDEMNIFICATION TERMS

8.1 If Oracle is the Provider and exercises its option under Section 5 2 of the General Terms to end the licensefor and require the return of Matenal that is a component of the Services, induding Oracle Software, then Oraclewill refund any unused, prepaid fees that You have paid for such Matenal. If such Material is third party technologyand the terms of the third party license do not allow Oracle to lerminate the license, then Oracle may, upon 30days prior written notice, end the Services associated with such Material and refund to You sny unused, prepaidfees for such Services.

8.2 We will not indemnify You to the extent that an infnngement claim is based on Third Party Content or anyMaterial from a third party portal or other external source that is accessible or made available to You within or bythe Services (e.g., a social media post from a third party blog or forum, a third party Web page accessed via ahyperlink, marketing data from third party data providers, etc.).

8.3 The phrase "user documentation" in the first sentence of Section 5.6 of the General Terms indudes the ServiceSpecifications referenced in Your order for Services.

9. TERM AND TERMINATION

9.1 Services provided under the Master Agreement shall be provided for the Services Penod defined in Yourorder. However, in no instance shall the Service Period set forth in any order exceed the term set forth in theMaster Agreement. Moreover, You will not be able to place any additional orders under this Schedule C if the termof the Master Agreement has expired9.2 We may suspend Your or Your Users'ccess to, or use of, the Services if we believe that (a) there is asignificant threat to the functionahty, security, integnty, or availabihty of the Serwces or any content, data, orapplications in the Services; (b) You or Your Users are accessing or using the Services to commit an illegal act, or(c) there is a wolation of the Acceptable Use Pohcy When reasonably practicable and lawfully permitted, we will

provide You with advance notice of any such suspension, We will use reasonable efforts to re-establish theServices promptly after we determine that the issue causing the suspension has been resolved. During anysuspension period, we will make Your Content (as it existed on the suspension date) available to You Any

Cloud OMA Schedule C v031916 US ENG Page 3 of 6

suspension under this paragraph shall not excuse You from Your obligation to make payments under the MasterAgreement.

9 3 If either of us breaches a material term of the Master Agreement as specified in Section 6.1 of the GeneralTerms, and fails to correct the breach within 30 days of wntten spemfication of the breach, then the breaching partyis in default and the non-breaching party may terminate the order under which the breach occurred. If Oracleterminates the order as specified in the preceding sentence, You must pay within 30 days all amounts that haveaccrued pnor to such lenmnation, as well as all sums remaining unpaid for the Services under such order plusrelated taxes and expenses. Except for nonpayment of fees, the nonbreaching party may agree in its solediscretion to extend the 30 day period for so long as the breaching party continues reasonable efforts to cure thebreach. You agree that if You are in default under the Master Agreement, You may not use those Services ordered

9.4 For a penod of no less than 60 days after the end of the Services Period of an order, we will make YourContent (as it existed at the end of the Services Penod) in a mutually agreeable format available for retneval byYou. At the end of such 60 day period, and except as may be required by law, we will delete or otherwise renderinaccessible any of Your Content that remains in the Services.

10.THIRD. PARTY CONTENT, SERVICES AND WEBSITES

10 1 The Services may enable You to link to, transmit Your Content to, or otherwise access third parties'ebsites,platforms, content, products, services, and information. We do not control and are not responsible for such thirdparties'ebsites, platforms, content, produds, services, and information.

10.2 Any Third Party Content we make accessible is provided on an "as-is" and "as available" basis without anywarranty of any kind. You acknowledge and agree that we are not responsible for, and have no obligation to control,monitor, or correct, Third Party Content We disclaim all liabilities ansing from or related to Third Party Content.

10.3 You acknowledge that. (i) the nature, type, quality and availability of Third Party Content may change at anytime dunng the Services Period, and (n) features of the Services that interoperate with third parbes such asFacebook™,YouTube™Mand Twitter™,etc. (each, a "Third Party Service" ), depend on the continuing availabilityof such third parties'espective application programming interfaces (APls). We may need to update, change ormodify the Services under the Master Agreement as a result of a change in, or unavailability of, such Third PartyContent, Third Party Services or APls. If any third party ceases to make its Third Party Content or APls availableon reasonable terms for the Services, as determined by us in our sole discretion, we may cease providing accessto the affected Third Party Content or Third Party Services without any liabikty to You Any changes to Third PartyContent, Third Party Services or APls, induding their unavailability, during the Services Penod does not affectYour obligations under the Master Agreement or the applicable order, and You will not be entitled to any refund,credit or other compensation due to any such changes.

11.SERVICE MONITORING, ANALYSES AND ORACLE SOFTWARE

11 1 We continuously monitor the Services to faaktate Oracle's operation of the Services; to help resolve Yourservice requests, to detect and address threats to the functionality, secunty, integnty, and availability of theServices as well as any content, data, or applications in the Services; and to detect and address illegal acts orviolations of the Acceptable Use Policy. Oracle monitonng tools do not collect or store any of Your Content residmgin the Services, except as needed for such purposes. Oracle does not monitor, and does not address issues with,non-Oracle software provided by You or any of Your Users that is stored in, or run on or through, the Services.Information collected by Oracle monitoring tools (excluding Your Content) may also be used to assist in managingOracle's product and service portfolio, to help Oracle address deficiencies in its product and service offenngs, andfor license management purposes.

11 2 We may (i) compile statistical and other information related to the performance, operation and use of theServices, and (9) use data from the Services in aggregated form for security and operations management, to createstatistical analyses, and for research and development purposes (clauses i and ii are collectively referred to as"Service Analyses" ). We may make Service Analyses publicly available; however, Service Analyses will notincorporate Your Content or Confidential Information in a form that could serve to identify You or any individual,and Service Analyses do not constitute Personal Data We retain all mtellectual property rights in ServiceAnalyses

11.3 We may provide You with online access to download certain Oracle Software for use with the Services. Ifwe license Oracle Software to You and do not specify separate terms for such software, then such Oracle Softwareis provided as part of the Services and You have the non-exclusive, worldwide, limited right to use such Oracle

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Software, sub)set to the terms of the Master Agreement and Your order, solely to faalitate Your use of the Services.You may allow Your Users to use the Oracle Software for this purpose, and You are responsible for theircompliance with the license terms. Your right to use Oracle Software will terminate upon the earlier of our notice(by web posting or otherwise) to you or the end of the Services associated with the Oracle Software. If OracleSoftware is hcensed to You under separate third party terms, then Your use of such software is governed by theseparate third party terms.

12. ADDITIONAL EXPORT TERMS

You acknowledge that the Services are designed with capabilities for You and Your Users to access the Serviceswithout regard to geographic location and to transfer or otherwise move Your Content between the Services andother locations such as User workstations. You are solely responsible for the authorization and management ofUser accounts across geographic locations, as well as export control and geographic transfer of Your Content

13.ADDITIONAL NOTICE TERMS

13.1 Any notice required under the Master Agreement shall be provided to the other party in writing To requesta termination of Services in accordance with the Master Agreement, You must submit a service request to Oracleat the address specified in Your order or the Services Specifications.

13.2 We may give notices applicable to our Sennces customers by means of a general notice on the Oracleportal for the Services, and notices sperxfic to You by electronic mail to Your e-mail address on record in ouraccount information or by written communication sent by first class mail or pre-paid post to Your address onrecord in our account information.

14.OTHER

14 1 We are an independent contractor, and each party agrees that no partnership, ioint venture, or agencyrelationship exists between the parties.

14.2 Our business partners and other third parties, including any third parties with which the Services haveintegrations or that are retained by You to provide consulting services, implementation services or applications thatinteract with the Services, are independent of Oracle and are not Oracle's agents. We are not liable for, bound by,or responsible for any problems with the Services or Your Content arising due to any acts of any such busmesspartner or third party, unless the business partner or third party is providing Services as our subcontractor on anengagement ordered under the Master Agreement and, if so, then only to the same extent as we would beresponsible for our resources under the Master Agreement

14.3 Prior to entering into an order governed by the Master Agreement, You are solely responsible for determiningwhether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Yourefforts to determine whether use of the standard Services are consistent with those requirements. Additional feesmay apply to any additional work performed by Oracle or changes to the Services. You remain solely responsiblefor Your regulatory compliance in connection with Your use of the Services.

14.4 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may auditYour compliance with the terms of the Master Agreement and Your order. You agree to cooperate with Oracle'saudit and to provide reasonable assistance and access to information. Any such audit shall not unreasonablyinterfere with Your normal business operations

14 5 It is expressly agreed that the terms of the Master Agreement and any Oracle order shall supersede theterms in any purchase order, procurement internet portal, or other similar non-Oracle document and no termsincluded in any such purchase order, portal, or other non-Oracle document shall apply to the Services ordered In

the event of any inconsistencies between the terms of an order and the Master Agreement concerning the Services,the order shall take precedence; however, unless expressly stated otherwise in an order, the terms of the DataProcessing Agreement shall take precedence over any inconsistent terms in an order The Master Agreement andorders hereunder may not be modified and the rights and restrictions may not be altered or waived except in awnting signed by authorized representatives of You and Oracle; however, Oracle may update the ServiceSpecifications, including by posting updated documents on Oracle's websites. Such updates to the ServiceSpecih'cations will not result in a matenal reduction in the level of performance, security or availability of theapplicable Services provided to You for the duration of the Services Period. No third party beneficiary relationshipsare created by the Master Agreement. The Uniform Computer Information Transactions Act does not apply to thisAgreement or to orders placed under it.

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16.AGREEMENT DEFINITIONS

15.1."Oracle Software means any software agent, application or tool that Oracle makes available to You fordownload spemfically for purposes of facilitating Your access to, operation of, and/or use with, the Services

15 2. 'Program Documentation" refers to the user manuals, help windows, readme files for the Services and anyGrade Software. You may access the documentation onhne at http //oracle.corn/contracts or such other addressspecified by Oracle

15.3."Service Specifications" means the following documents, as applicable to lhe Services under Your order(a) the Cloud Hosting and Delivery Policies, the Program Documentation, the Oracle service descriptions, and theData Processing Agreement, available at www.oracle.corn/contracts; (b) Grade's privacy policy, available athttp: //www.oracle corn/us/legal/privacy/overviewfindexhtml; and (c) any other Oracle documents that arereferenced in or incorporated into Your order. The followmg do not apply to any non-Cloud Oracle serwce offenngsacquired in Your order, such as professional services: the Cloud Hosting and Delivery Policies, ProgramDocumentation, and the Data Processing Agreement. The following do not apply to sny Oracle Software that isprovided by Oracle as part of the Services and governed by the terms of the Master Agreement: the Cloud Hostingand Delivery Pohcies, Oracle service descriptions, and the Data Processing Agreement.

15 4. "Third Party Content'eans all software, data, text, images, audio, video, photographs and other contentand material, in any format, that are obtained or derived from third party sources outside of Oracle that You mayaccess through, within, or in con)unction with Your use of, the Services. Examples of Third Party Content includedata feeds from social network services, rss feeds from blog posts, Oracle data marketplaces and libraries,dictionaries, and marketing data.

15.5."Users" means those employees, contractors, outsourcers and end users, as applicable, authorized by Youor on Your behalf to use the Services in accordance with the Master Agreement and Your order. For Services thatare specifically designed to allow Your cfients, agents, customers, supphers or other third parties to access theCloud Services to interact with You, such third parties will be considered "Users" sublect to the terms of the MasterAgreement and Your order.

15 6. "Your Content" means all software, data (including Personal Data as that term is defined in the DataProcessing Agreement for Oracle Cloud Services described in this Master Agreement), text, images, audio, video,photographs, non-Oracle or third party applications, and other content and material, in any format, provided byYou or any of Your Users that is stored in, or run on or through, the Services. Services under the MasterAgreement, Oracle Sofiware, other Oracle products and services, and Oracle intellectual property, and alldenvative works thereof, do not fall within the meaning of the term "Your Content"

15 7. Capitalized terms used but not defined in this Schedule C have the meanings set forth in the General Terms.

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