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HomeMy WebLinkAboutContract 57327 FORT WORTH CSC No.57327 CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between Insight Public Sector, Inc. ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: 1. This Cooperative Purchase Agreement; 2. Exhibit A—Insight Public Sector Quote 224709901; 3. Exhibit B —Insight Public Sector Omnia Contract 4400006644; and 4. Exhibit C—Conflict of Interest Questionnaire. Exhibits A,B, and C which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with the provisions of this Agreement. Total payment made under this Agreement for the first year by City shall be in the amount of One Hundred Thousand and 00/100 dollars ($100,000.00).Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement shall be effective beginning on the date signed by the Assistant City Manager below ("Effective Date") and ending on April 30, 2023. Vendor agrees that City shall, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of OFFICIAL RECORD Cooperative Purchase CITY SECRETARY FT. WORTH, TX the transmission, or(3)received by the other party by United States Mail,registered, return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth Insight Public Sector, Inc. Attn: Valerie Washington, Assistant City ATTN: Legal Department Manager 6820 South Harl Avenue 200 Texas Street Tempe, AZ 85283 Fort Worth, TX 76102-6314 Facsimile: N/A Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address IP Indemnification. Vendor agrees to indemnify,defend,settle, or pay, at its own cost and expense, including the payment of attorney's fees, any claim or action against the City for infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual property right arising from City's use of the Deliverable(s), or any part thereof, in accordance with the Agreement, it being understood that the agreement to indemnify, defend, settle or pay shall not apply if City modifies or misuses the Deliverable(s). So long as Vendor bears the cost and expense of payment for claims or actions against the City pursuant to this section 8,Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with Vendor in doing so.In the event City,for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against the City for infringement arising under the Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing,the City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify the City under the Agreement. If the Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally equivalent non-infringing Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor, terminate the Agreement, and refund all amounts paid to Vendor by the City, subsequent to which termination City may seek any and all remedies Cooperative Purchase Page 2 of 13 available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY. Data Breach. Vendor further agrees that it will monitor and test its data safeguards from time to time, and further agrees to adjust its data safeguards from time to time in light of relevant circumstances or the results of any relevant testing or monitoring. If Vendor suspects or becomes aware of any unauthorized access to any financial or personal identifiable information ("Personal Data") by any unauthorized person or third party, or becomes aware of any other security breach relating to Personal Data held or stored by Vendor under the Agreement or in connection with the performance of any services performed under the Agreement or any Statement(s)of Work("Data Breach"),Vendor shall immediately notify City in writing and shall fully cooperate with City at Vendor's expense to prevent or stop such Data Breach. In the event of such Data Breach, Vendor shall fully and immediately comply with applicable laws,and shall take the appropriate steps to remedy such Data Breach. Vendor will defend, indemnify and hold City, its Affiliates, and their respective officers, directors, employees and agents, harmless from and against any and all claims, suits, causes of action, liability, loss, costs and damages, including reasonable attorney fees, arising out of or relating to any third party claim arising from breach by Vendor of its obligations contained in this Section, except to the extent resulting from the acts or omissions of City. All Personal Data to which Vendor has access under the Agreement, as between Vendor and City, will remain the property of City. City hereby consents to the use, processing and/or disclosure of Personal Data only for the purposes described herein and to the extent such use or processing is necessary for Vendor to carry out its duties and responsibilities under the Agreement,any applicable Statement(s)of Work, or as required by law. Vendor will not transfer Personal Data to third parties other than through its underlying network provider to perform its obligations under the Agreement, unless authorized in writing by City. Vendor's obligation to defend, hold harmless and indemnify City shall remain in full effect if the Data Breach is the result of the actions of a third party. All Personal Data delivered to Vendor shall be stored in the United States or other jurisdictions approved by City in writing and shall not be transferred to any other countries or jurisdictions without the prior written consent of City. Cooperative Purchase Page 3 of 13 The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person By: Valerie Washington(Mar 29,202214:52CDT) responsible for the monitoring and administration Name: Valerie Washington of this contract,including ensuring all Title: Assistant City Manager performance and reporting requirements. Date: Mar29,2022 aw..& APPROVAL RECOMMENDED: By: Bobby Lee(Mar 28,202209:58 CDT) Name: Bobby Lee Title: Sr. IT Solutions Manager By: APPROVED AS TO FORM AND LEGALITY: Name: Kevin Gunn Title: IT Solutions Director ATTEST: By: Name: Taylor Paris Title: Assistant City Attorney By. W netteS.Goodall(Mar31,202211;2 CDT) CONTRACT AUTHORIZATION: Name: Jannette Goodall 4d4va���� M&C: N/A Title: City Secretary dpF°FOR 0 P ° 0 ate° �vo ° ° ° �� o' VENDOR: P� °OO°°°°°°°°° *o a���EXA`�obA.o. Insight Public Sector, Inc. By: Name: Erica Falchetti Title: Sr. Capture Manager Date: 3/25/2022 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Cooperative Purchase Page 4 of 13 EXHIBIT A Insight Public Sector Quote 224709901 Cooperative Purchase Page 5 of 13 •�i• INSIGHT PUBLIC SECTOR SLED Page 1 of 3 ns l g h t 6820 S HARL AVE TEMPE AZ 85283-4318 Tel:800-467-4448 SOLD-TO PARTY 10258767 Quotation CITY OF FORT WORTH 1000 THROCKMORTON ST Quotation Number : 224709901 FORT WORTH TX 76102-6312 Document Date 22-FEB-2022 PO Number SHIP-TO PO Release CITY OF FORT WORTH Sales Rep Courtney Maggio 7451 N BEACH ST STE 180 Email COURTNEY.MAGGIO@INSIGHT.COM FORT WORTH TX 76137-5160 Telephone Sales Rep 2 Joe Pasipanki Email JOSEPH.PASIPANKl@lNSIGHT.COM We deliver according to the following terms: Telephone +12036592447 Payment Terms Net 30 days Ship Via Elertraric Delivery Terms of Delivery: FOB DESTINATION Currency USD In order for Insight to accept Purchase Orders against this contract and honor the prices on this quote,your agency must be registered with OMNIA Partners Public Sector(formerly U.S. Communities). Our sales teams would be happy to assist you with your registration. Please contact them for assistance--the registration process takes less than five minutes. Material Material Description Quantity Unit Price Extended Price MOVYFM-AA-BI McAfee Gold Business Support-technical 50 8.67 433.50 support-for McAfee MOVE Anti-Virus for Virtual Desktops-1 year Coverage Dates: 22-FEB-2022-22-FEB-2023 Mfr List:9.271EA OMNIA PARTNERS IT PRODUCTS&SERVICES(#4400006644) List Price:10.99 Discount%:21.110% CWBYFM-AB-BI McAfee Business Software Support-technical 17 46.41 788.97 support-for McAfee Cloud Workload Security Basic-1 year Coverage Dates: 22-FEB-2022-22-FFB-2023 Mfr List:51.991EA OMNIA PARTNERS IT PRODUCTS&SERVICES(#4400006644) List Price:53.99 Discount%:14.040% MOVYCM-AT-DI McAfee Gold Business Support-technical 150 19.92 2,988.00 support-for McAfee MOVE Anti-Virus for Virtual Servers-1 year Coverage Dates: 22-FEB-2022-22-FEB-2023 Mfr List:21.281EA OMNIA PARTNERS IT PRODUCTS&SERVICES(#4400006644) List Price:23.99 Discount%:16.965% Cooperative Purchase Page 6 of 13 • Quotation Number 224709901 Insight I• Document Date 22-FEB-2022 Page 2 or 3 Material Material Description Quantity Unit Price Extended Price DCDYCM-AA-BI McAfee Gold Business Support-technical 2 1,547.47 3,094.94 support-for McAfee Data Center Security Suite for Database-1 year Coverage Dates: 22-FEB-2022-22-FEB-2023 Mfr List: 1,873.44EA OMNIA PARTNERS IT PRODUCTS&SERVICES(#4400006644) List Price:1799.99 Discount%:14.029% Product Subtotal 7,305.41 TAX 0.00 Total 7,305.41 Thank you for choosing Insight. Please contact us with any questions or for additional information about Insight's complete IT solution offering. Sincerely, Courtney Maggio COURTNEY.MAGGIO@INSIGHT.COM Joe Pasipanki +12036592447 JOSEPH.PASIPANKI@lNSIGHT.COM OMNIA Partners(formerly U.S.Communities)IT Products,Services and Solutions Contract No.4400006644 Insight Public Sector(IPS)is proud to be a contract holder for the OMNIA Partners Technology Products,Services&Solutions Contract. This competitively solicited contract is available to participating agencies of OMNIA Partners. OMNIA Partners assists local and state government agencies,school districts(K-12), higher education,and nonprofits in reducing the cost of purchased goods by pooling the purchasing power of public agencies nationwide. This is an optional use program with no minimum volume requirements and no cost to agencies to participate. Regarding tariff impacts on IPS contract quotes, Insight is communicating with the contracting officials on the contracts held by Insight to minimize the impact of tariffs to our clients. Thanks for choosing Insight! Insight Global Finance has a wide variety of flexible financing options and technology refresh solutions. Contact your Insight representative for an innovative approach to maximizing your technology and developing a strategy to manage your financial options. This purchase is subject to Insight's online Terms of Sale unless you have a separate purchase agreement signed by you and Insight,in which case,that separate agreement will govern. Insight's online Terms of Sale can be found at the"terms-and-policies" link below. Cooperative Purchase Page 7 of 13 • Quotation Number 224709901 Insight I• Document Date 22-FEB-2022 Page 3 of s Effective Oct. 1,2018,the U-S_government imposed tariffs on technology-related goods.Technology manufacturers are evaluating the impact on their cost and are providing us with frequent cost updates. For this reason,quote and ecommerce product pricing is subject to change as costs are updated. If you have any questions regarding the impact of the tariff on your pricing,please reach out to your sales team. SOFTWARE AND CLOUD SERVICES PURCHASES: If your purchase contains any software or cloud computing offerings ("Software and Cloud Offerings"),each offering will be subject to the applicable supplier's end user license and use terms ("Supplier Terms")made available by the supplier or which can be found at the"terms-and-policies"link below.By ordering, paying for,receiving or using Software and Cloud Offerings,you agree to be bound by and accept the Supplier Terms unless you and the applicable supplier have a separate agreement which governs. https�flwvvw.insight.com/terms-and-policies Cooperative Purchase Page 8 of 13 Exhibit B Insight Public Sector, Inc. Omnia contract#4400006644 Insight Public Sector, Inc. Cooperative Contract I Overview (omniapartners.com) Technology Products, Services, Solutions and Related Products and Services Fairfax County, VA Contract Number: 4.400006644 3 year initial terra, May 1, 2016—April 30. 2019 Option to renew for (4) additional (1) year periods or any combination thereof The contract is renewed for hvo (2) gears, effective May 1: 2021 through April 30, 2023 Cooperative Purchase Page 9 of 13 County of Fairfax, Virginia Ta protect and enrich the quality of life for the people,neighborhoods and diverse communities of Fairfax County 7fz p Sti1 MEMORANDUM OF NEGOTIATIONS RFP2000001701 The County of Fairfax(hereinafter called the County)and Insight Public Sector,Inc.,(hereinafter called the"Contractor")agree to the following negotiated issues. The issues listed below shall be part of any subsequent contract. a. The County's Request for Proposal RFP2000001701 and all Addenda; b. The Contractor's Technical and Cost Proposals dated September 21,2015; C. The Contractor's Functional Roles per Labor Category dated December 2, 2015 d, The Geographic Market Tiers dated 1 211 0/201 5; e. This Memorandum of Negotiation; f. County purchase order; g. Any amendments subsequently issued. In addition,the County and the Contractor agree to the following: 1. Insight is awarded a contract for the following sections of the RFP: • 3.1.1 Technology Products • 3.1.2 Technology Services and Solutions • 3.1.3 Cisco Products, Services and Solutions 3.1.4 HP Products,Services and Solutions • 3.1.5 Dell Products,Services and Solutions • 3.1.6 Panasonic Products,Services and Solutions • 3.1.7 EMCz Products,Services and Solutions • 3.1.8 CommVauft Products,Services and Solutions • 3.1.9 Symantec Products,Services and Solutions • 3.1.10 Veritas Products,Services and Solutions • 3.1.11 VMWare Products,Services and Solutions • 3.1.12 Apple Products,Services and Solutions a 3.1.15 Microsoft Products, Services and Solutions • 3.1.16 Citrix Products,Services and Solutions • 3.1.17 NetApp Products,Services and Solutions • 3.1.18 Related Products,Services and Solutions 2, Participating Public Agencies reserve the right to request pricing with both service pricing methodologies: Service Category Rates and Time and Material Rates- 1 Pricing discount for Cisco hardwarelsoftware is 36%off MSRP for both government and education. Discounts are minimum discounts. Department of Purchasing&Supply Management 12000 Government Center parkway,Suite 427 Fairfax,VA 22035.0013 Website: www.fairfaacounV-Fovldpsm Phone 703-324-3201,TTY: 1-800-828-1140,Fax-703-324-3228 Cooperative Purchase Page 10 of 13 Memorandum of Negotiations RFP2000001701 Page 2 4. Any discounts are minimum discounts and any rates are not-to-exceed rates. S. Contractor will offer Public Agencies the lowest possible price for which they are eligible under any contract available to the customer through this contract award. Insight will check for lowest possible price when an order is placed. 6. Any End User License Agreements(ELILA's)referenced in Contractor's proposal is not incorporated as a part of the contract, 7. The Lead Public Agency acknowledges for itself and on behalf of each Participating Public Agency electing to procure under the Master Agreement that 4 may be required to execute one or more applicable Contractor standard contract documents if and when it orders one or more technology product,servicelsolubon. At the time that an order for a technology product,service/solution is placed by a Public Agency,the Public Agency will review the applicable standard contract document(s) and, if acceptable to each particular Public Agency,complete and sign such document(s). Contractor agrees and acknowledges that if and when an order for one or more technology product, serviceisolution is placed by Lead Public Agency,Contractor may be required to execute a Contract Addendum substantially in the form attached hereto as License Agreement Addendum. 8. In the event that additional third-party products are procured under the Contract, the Contractor agrees to provide a copy of any and all applicable third-party agreements for review by the County. The County reserves the right to negotiate the terms and conditions of the third-party agreements associated with the use of the third-party products prior to issuing the purchase order for additional products. 9. The parties agree that any Statement/Scope of Work (SOW) and/or Service Level Agreement will be subject to negotiations and will be binding upon the parties and set forth in a written amendment to the Contract signed by the County Purchasing Agent and the Contractor. ACCEPTED BY: Kenneth Lamneck,Chief Executive Officer Date Insight Public Sector,Inc. Cathy A.M e,CPPO, Director Vate Department of Purchasing and Supply Management Cooperative Purchase Page 11 of 13 Exhibit C CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B.23,84th Leg.,Regular Session. OFFICE USE ONLY This questionnaire is being tiled in accordance with Chapter 176,Local Government Coda,by a vendor who Data Received has a business relationship as defined by Secfiorr 176.001(1-a)with a local governmental entity aid the vendor meats requirements under section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 71h business day after the date tie vendor becomes aware of facts that require the statement to be filed. Sea Section 176.SHlF(a-1],Local Government Cade. A vendor commits an offense if die vendor laiowfngty violates Section 176.008,Local Government Code.An offense under this sactw is a misdemeanor. jJ Name of vendor who has a business relationship with local governmental entity. Insight Public Sector,Inc. ❑ Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) a Name of local government officer about whom the information is being disclosed. N/A Name of Officer AJ Describe each employment or other business relationship with the local government officer,or a family member of the officer,as described by Section 176.003(a)(2)(A).Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relati onshi p descri bed.Attach additional pages to this Form CIO as necessary. N/A A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income,from the vendor? El Yes ETI Na B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local govemment officer or a family member of the officer AND the taxable income is not received from the local governmental entity? 71 Yes F71 No 5 Describe each employment or business relationship thatthe vendor named in Section 1 maintains with a corporation or other business entity with respect to which the Ioral government officer serves as an officer or director,or holds an ownership interest of one percent or more. N/A 6 Check this box if the vendor has given the local government officer or afamily member of the off ioerone or more gifts as described in Section 176.003(a)(2)(9), excluding gifts described in Section 176.003(a-1). 7 Fat 3/25/2022 Signature of vendor doing business with the govarnmentaf entity bate Form provided by Texas Ethics Commission www.athics.s late-tx.as Revised if130r2015 Cooperative Purchase Page 12 of 13 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acompiete copy of Chapter 176 of the Local Government Code maybe found at http:lAvww.statutes.legis.state.tx.us/ ❑ocs/LGlhtm/LG.176.htm.For easy reference,below are same of the sections cited on this form. Local Government Cade§176.001(1-a):"Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal,state,or local governmental entity or an agency of a federal,state,or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public;or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,and reporting to,that agency. Local Government Cade§176.003(a)(2)(A)and(B): (a)A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer Ora family member of the officer that results in the officer or family memher receiving taxable income,other than investment income, that exceeds$2,500 during the 12-month period preceding the date that the officer becomes aware that (i) accntract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local govern ment officer or a family member of the officer one or more gifts that have an aggregatevalue of more than$100 in the 12-man th period preceding the data the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed;or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code 3 176.006(a)and(a-1) (a)Avendor shall file acompleted conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity,or a family member of the officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed con tlict of interestquestionnaire,must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity;or (B) submits to the Icoal governmental entity an applioation,response to a request for proposals or bids,correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) a an employment or other business relationship with a local government officer,or a family member of the officer,described by Subsection(a); (B) that the vendor has given one or more gifts described by Subsection(a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.slate-Lx.us Revised M30r2015 Cooperative Purchase Page 13 of 13