HomeMy WebLinkAboutContract 56108 CSC No.56108
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement")is entered into by and between Critical Start,
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— Seller's Quote, Scope of Services or Purchase Order;
3. Exhibit B — [Cooperative Agency Contract DIR-TSO-4288] (e.g., NJPA, DIR,
BuyBoard); and
4. Exhibit C—Conflict of Interest Questionnaire.
The Exhibits referenced above, 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. If any provisions of the attached documents, conflict with the terms herein,
are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance of City, the
terms in this Agreement shall control
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 not exceed Five Hundred Thousand Dollars($500,000.00). 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 for one year beginning on Feburary 21, 2021 and ending on
February 20, 2022. City shall be able to renew this agreement for three one-year renewal options by
written agreement of the parties.
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 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 Critical Start, Inc.
Attn: Valerie Washington, Assistant City Attn: Tera Davis
Manager 6100 Tennyson Parkway, Suite 200
200 Texas Street Plano, TX 75024
Fort Worth, TX 76102-6314 Facsimile: (214) 919-4050
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office
at same address
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.
[Signature Page Follows]
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(Jul 29,2021 12:11 CDT) responsible for the monitoring and administration
Name: Valerie Washington of this contract, including ensuring all performance
Title: Assistant City Manager and reporting requirements.
Date: Jul 29) 2021
APPROVAL RECOMMENDED: By: G
Name: Justin Grace
Title: Sr. IT Solutions Manager
By: APPROVED AS TO FORM AND LEGALITY:
Name: Kevin Gunn
Title: Director,IT Solutions
ATTEST: By:
Name: Taylor Paris
Title: Assistant City Attorney
By: Ronald P.Gonzales(Jul 29,202113:01 CDT) CONTRACT AUTHORIZATION:
Name: Ronald Gonzales M&C: P-12233
Title: Acting City Secretary oag4FORr��a
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Critical Start, Inc. PO°DocuSigned by: 0 �
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Name: Al ese Pantal i on
Title: sr. contract Administrator
Date: 7/27/2021
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Exhibit A
DIR-TSO-4288 APPENDIX C PRICING INDEX CARAHSOFT TECHNOLOGY CORP.
(PER AMENDMENT 5)
Product Description DIR Customer Discount %
off . .
4iq 2.00%
Accela, Inc. 2.00%
Accelion 3.00%
AccessData Group, LLC (now Access Data-Exterro) 2.50%
Acquia 5.00%
Adaptus 2.00%
ADF 1.00%
AdvoLogix 1.00%
AeroDefense 5.00%
Akamai 26.00%
Alte ryx 2.00
Amazon Web Services 2.00%
Anaplan 1.00%
Application Perfect 3.00%
Appsian 2.00%
Apttus 2.00%
Aqua Security Software Ltd 2.27%
Arcusys 3.00%
Armis 4.00%
ASG 5.00%
Assured Data 2.00%
Atlassian 0.25%
Aurea 16.66%
Authentic8 3.00%
Avatier 2.00%
Ave Point 2.50%
BasicGov 3.53%
Binti Tier five 10.00%
Binti Tier four 8.00%
Binti Tier one 2.00%
Binti Tier two 4.00%
BintiTier three 6.00%
Blackberry 4.00%
Blancco 2.00%
Bomgar 5.25%
Bomgar Appliances 5.25%
Bomgar Licenses 9.50%
Box, Inc. 18.39%
Bracket Labs 2.00%
Bravium 2.00%
BroadCom 2.00%
Buurst 2.00%
CA Technologies -On Demand or SaaS delivery 0.00%
Page 1
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
CA Technologies- Perpetual License 20.00%
Carahsoft CPP 1.00%
Cellebrite 0.00%
Centrify Corporation 8.00%
ChainAnalysis 9.09%
CityBase 2.00%
Citylnnovate 1.00%
Clear Story Data 2.00%
Cloudbyz 2.00%
cloudera 4.95%
Cofense 2.00%
CollabNet 2.97%
ComplianceSeal 2.00%
Confluent 1.00%
Copado 2.00%
Critical Start 5.00%
Cutting Edge 2.00%
Cyber-Ark 12.50%
CybeReady 30.00%
DarkOwl, LLC 2.62%
Data Dog 2.00%
Decision Lens 5.00%
Delphix 9.72%
Digital Guardian 10.00%
Discover Technologies 2.00%
DocuSign 4.00%
DOMA 2.00%
Drawloop 4.28%
Dronedeploy 2.00%
Druva 1.00%
eCivis Other Offerings 3.00%
eCivis Software 15.00%
eCivis Training 3.00%
Elastic 1.50%
Entco DBA Micro Focus 7.00%
Entco DBA Micro Focus SaaS 7.00%
Entco DBA Micro Focus Software 20.00%
Experian 15.00%
FI CO 2.00%
Fico 2.00%
Fidelis 2.00%
FireEye Software/Hardware bundled, as part of a Software
5.00%
complete solution system
FireEye Management Software 35.00%
FireEye Software 1 3.00%
Five9 1.33%
Page 2
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Flexera 3.00%
Flosum 2.00%
ForeScout Technologies 2.00%
ForgeRock 5.75%
Formstack 2.62%
Fortinet-Tier one Software 0.50%
Fortinet-Tier Three Bundles 20.00%
Fortinet-Tier Two 15.00%
F-Secure 3.00%
Genesys 5.00%
Gimmal 0.75%
GitLab 1.49%
Globalflyte 1.00%
GNT 20.00%
Granicus 4.25%
Groundwork 2.00%
GTY 1.00%
Hashicorp 1.00%
Haystax 2.00%
Hootsuite Media Inc. 1.27%
HyTrust 6.00%
iboss 26.00%
ID.me 1.33%
imprivata 3.12%
Infocyte Security Software 10.00%
Infocyte Volume Node Discount 20.00%
I nformatica 15.00%
IronNEt 2.00%
Ivanti, Inc. 3.50%
Jama -Tier one 10.00%
Jama -Tier Three 20.00%
Jama -Tier two 15.00%
Kaypala 2.00%
KnowWho 3.00%
Kofax 10.00%
Leaptree 2.00%
Liferay 3.00%
Linkedln Corporation 1.00%
Liquidware Labs 6.00%
Lookout Inc. 2.27%
MapAnything 2.00%
MarketResearch.com, Inc 1.26%
MarkLogic 10.40%
M B&A 2.00
McAfee 1 5.00
Metalogix 5.40%
Page 3
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Microsoft Azure 2.50%
MongDB 5.00%
MuleSoft 0.50%
NetAbstraction 1.00%
NetFoundry PaaS 16%
NetFoundry PaaS (Volume Discounts) 40%
Netskope 6.00%
New Relic, Inc. 3.00%
Ntrepid 10.67%
Nuance 3.00%
Nutanix 8.75%
Nuvolo 5.00%
Okta, Inc. 1.50%
OpenCounter 5.00%
OutSystems 2.00%
PaexerHealth 1.00%
PagerDuty 1.00%
Paxera 10.00%
PlatCore 1.00%
Pondera 2.00%
Precision Hawk 0.50%
Procore 1.00%
Puppet 6.00%
Qua Itrics 1.74%
Questica 5.00%
Range Force 0.50%
Rapid7 3.00%
ReadSpeaker 5.00%
Recorded Future 1.00%
Red Hat Ansible 1.00%
Red Hat CEPH Storage 16.00%
Red Hat Cloud Solutions 16.00%
Red Hat Enterprise Linux Middleware 20.48%
Red Hat Enterprise Linux Platform 20.48%
Red Hat Enterprise Virtualization 20.48%
Red Hat Gluster Storage 16.00%
Red Hat Mobile Application Platform 1.00%
Red Hat Network Satellite and Related Network 20.48%
Red Hat Technical Account Managers 1.00%
REI Systems 2.00%
Remediant 15.00%
RestNSX 2.00%
Revenue Grid 2.00%
ReversingLabs 1.26%
RSA 1 10.00
Sailpoint 2.00%
Page 4
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Salesforce.com 5.30%
SAP 10.68
Saviynt 1.19%
Sayan 10.00%
SDL Government 7.51%
Secureworks, Inc. 1.39%
SerentityEHS 10.00%
Service Now 4.50%
Siren.io 0.50%
Skuid 2.00%
Slack 1.00%
Smartsheet 2.00%
SnowFlake 1.00%
Socrata, Inc. 5.09%
SoftwareAG 15.00%
Solarwinds 10.00%
Splunk 1.50%
StaveApps 1.00%
Stealthbits 6.00%
Symantec 9.50%
Syncscort 3.00%
Tableau 0.75%
Team Northwoods 2.00%
Tech Soft 3D, Inc. 4.28%
Telemessage 6.00%
Teradici 3.75%
Thoughtspot 2.00%
TimeLinePI 2.00%
TimeTrade 2.00%
TransUnion 15.00%
Trend Micro 5.00%
Trifacta 1.00%
Trimple 10.00%
Trustwave 10.08%
Tufin 3.00%
UiPath 2.00%
Unifi 2.00%
Unqork 5.00%
Userlst 3.00%
VALIMAIL 2.00%
VERITAS 15.64%
Veritone 2.00%
Vlocity 3.00%
VMware Academic Solutions 43.50%
VMware Government Solutions 3.50%
Vmware Velocloud 1 3.50%
Page 5
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Voyager Analytics Inc 1.00%
Wasabi 1.00%
WhiteCanyon 1.00%
Wickr 1.26%
Worksoft 2.00%
Xcential 2.00%
Zoom 2.00%
Zscaler, Inc. 10.00%
Service Description DIR Customer Discount %
ff MSRP
4iq • 2.00%
Accela, Inc. 4.25%
Accelion 2.00%
AccessData Group, LLC (now Access Data-Exterro) 2.50%
Acquia 4.24%
Adaptus 2.00%
ADF 1.00%
AdvoLogix 1.00%
AeroDefense 5.00%
Akamai 5.00%
Alte ryx 2.00
Amazon Web Services 1.00%
Anaplan 1.00%
Application Perfect 3.00%
Apttus 2.00%
Aqua Security Software Ltd 2.27%
Arcusys 3.00%
Armis 3.00%
ASG 5.00%
Assured Data 2.00%
Atlassian 0.25%
Aurea 16.66%
Authentic8 3.00%
Avatier 2.00%
Ave Point 2.50%
BasicGov 3.53%
Binti 2.00%
Blackberry 4.00%
Blancco 2.00%
Bomgar 5.25%
Bomgar Appliances 5.25%
Bomgar Licenses 9.50%
Box, Inc. 5.00%
Bracket Labs 2.00%
Bravium 2.00%
BroadCom 1.00%
Page 6
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Buurst 2.00%
CA Technologies 3.00%
Ca ra hsoft 1.00
Cellebrite 0.00%
Centrify Corporation 2.00%
ChainAnalysis 9.09%
CityBase 2.00%
Citylnnovate 1.00%
Clear Story Data 2.00%
Cloudbyz 2.00%
cloudera 4.95%
Cofense 2.00%
CollabNet 2.97%
ComplianceSeal 2.00%
Confluent 1.00%
Copado 2.00%
Critical Start 5.00%
Cutting Edge 2.00%
Cyber-Ark 12.50%
CybeReady 24.00%
Cyla nce 1.75
DarkOwl, LLC 2.62%
Data Dog 2.00%
Decision Lens 1.00%
Delphix 4.69%
Digital Guardian 1.30%
Discover Technologies 2.00%
DocuSign 3.00%
DOMA 2.00%
Drawloop 4.28%
Dronedeploy 2.00%
Druva 4.28%
eCivis 3.00%
Elastic 1.50%
Entco DBA Micro Focus 5.00%
Exabeam 10.00%
Experian 15.00%
FICO 2.00%
Fidelis 2.00%
Fire Eye 2.00%
Five9 1.33%
Flexera 1.00%
Flosum 2.00%
ForeScout Technologies 2.00%
ForgeRock 1 5.75%
Formstack 2.62%
Page 7
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Fortinet 2.00%
F-Secure 3.00%
Genesys 5.00%
Gigamon 5.00%
Gimmal 0.75%
GitLab 1.49%
Globalflyte 1.00%
GNT 20.00%
Granicus 4.25%
Groundwork 2.00%
GTY 1.00%
Hashicorp 1.00%
Haystax 2.00%
Hootsuite Media Inc. 1.27%
HyTrust 5.65%
iboss 10.00%
ID.me 1.33%
imprivata 3.12%
Infoblox 3.00%
Infocyte 10.00%
I nformatica 15.00%
IronNEt 2.00%
Ivanti, Inc. 2.50%
Jama 8.00%
Kaypala 2.00%
KnowWho 3.00%
Kofax 5.00%
Leaptree 2.00%
Liferay 3.00%
Linkedln Corporation 2.00%
Liquidware Labs 6.00%
Lookout Inc. 2.27%
MapAnything 2.00%
MarketResearch.com, Inc 1.26%
MarkLogic 10.45%
M B&A 2.00
McAfee 5.00
Metalogix 5.40%
Microsoft Azure 2.50%
MongDB 5.00%
MuleSoft 0.50%
NetAbstraction 1.00%
NetFoundry 10.00%
Netskope 5.00%
New Relic, Inc. 3.00%
Ntrepid 10.67%
Page 8
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Nuance 1.00%
N uta n ix 5.00
Nuvolo 5.00%
Okta, Inc. 1.50%
OpenCounter 5.00%
OutSystems 2.00%
PaexerHealth 1.00%
PagerDuty 1.00%
Palo Alto Networks 5.00%
Paxera 10.00%
PlatCore 1.00%
Pondera 2.00%
Precision Hawk 0.50%
Procore 1.00%
Puppet 6.00%
Qualtrics 1.00%
Questica 5.00%
Range Force 0.50%
Rapid7 2.00%
ReadSpeaker 4.90%
Recorded Future 1.00%
Red Hat Ansible Software 1.00%
Red Hat CEPH Storage 1.00%
Red Hat Cloud Solutions 1.00%
Red Hat Enterprise Linux Middleware 1.00%
Red Hat Enterprise Linux Platform 1.00%
Red Hat Enterprise Virtualization 1.00%
Red Hat Gluster Storage 1.00%
Red Hat Mobile Application Platform 1.00%
Red Hat Network Satellite and Related Network 1.00%
Red Hat Technical Account Managers 1.00%
REI Systems 2.00%
Remediant 15.00%
RestNSX 2.00%
Revenue Grid 2.00%
ReversingLabs 1.26%
RSA 10.00
Sailpoint 2.00%
Salesforce.com 5.30%
SAP 10.68
Saviynt 1.19%
Sayari 10.00%
SDL Government 0.00%
Secureworks, Inc. 1.39%
SerentityEH 1 10.00%
Service Now 1.50%
Page 9
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Siren.io 0.50%
Skuid 2.00%
Slack 1.00%
Smartsheet 2.00%
SnowFlake 1.00%
Socrata, Inc. 1.00%
SoftwareAG 15.00%
Solarwinds 1.39%
Splunk 1.50%
StaveApps 1.00%
Stealthbits 5.00%
Symantec 9.50%
Syncscort 3.00%
Tableau 0.75%
Team Northwoods 2.00%
Teammate 10.00%
Tech Soft 3D, Inc. 4.28%
Telemessage 6.00%
Tenable 4.00%
Teradici 5.75%
Thoughtspot 2.00%
TimeLinePI 2.00%
TimeTrade 2.00%
TransUnion 15.00%
Trend Micro 5.00%
Trifacta 1.00%
Trimple 8.00%
Trustwave 10.08%
Tufin 1.00%
UiPath 2.00%
Unifi 2.00%
Unqork 5.00%
Userlst 3.00%
VALIMAIL 2.00%
VERITAS 4.50%
Veritone 2.00%
Vlocity 3.00%
VMware Academic 3.50%
VMware Government 3.50%
Voyager Analytics Inc 1.00%
Wasabi 1.00%
WhiteCanyon 1.00%
Wickr 1.26%
Worksoft 2.00%
Xcential 1 2.00%
Zoom 1 2.00%
Page 10
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
Zscaler, Inc. 1 5.00%
DIR Customer Discount%
Additonall Discounts off MSRP
BlackBerry Enterprise Mobility Suite-Collaboration Edition
12.00
Subscription User-Advantage Support
BlackBerry Enterprise Mobility Suite-Collaboration Edition
12.00
Subscription User- Premium Support
BlackBerry Enterprise Mobility Suite-Content Edition
12.00
Subscription User-Advantage Support
BlackBerry Enterprise Mobility Suite-Content Edition
12.00
Subscription User- Premium Support
BlackBerry Enterprise Mobility Suite- Enterprise Edition
12.00
Subscription User-Advantage Support
BlackBerry Enterprise Mobility Suite- Enterprise Edition
12.00%
Subscription User- Premium Support
BlackBerry Enterprise Mobility Suite- Management Edition
12.00
Subscription User-Advantage Support
BlackBerry Enterprise Mobility Suite- Management Edition
12.00
Subscription User- Premium Support
Page 11
Exhibit B DIR Contract No. DIR-TSO-4288
Vendor Contract No.
STATE OF TEXAS
DEPARTMENT OF INFORMATION RESOURCES
CONTRACT FOR PRODUCTS AND RELATED SERVICES
Carahsoft Technology Corporation
1. Introduction
A. Parties
This Contract for products and related services is entered into between the State of Texas, acting
by and through the Department of Information Resources (hereinafter "DIR") with its principal
place of business at 300 West 15t" Street, Suite 1300, Austin, Texas 78701, and Carahsoft
Technology Corporation (hereinafter "Vendor"), with its principal place of business at 1860
Michael Faraday Drive, Suite 100, Reston, Virginia 20190.
B. Compliance with Procurement Laws
This Contract is the result of compliance with applicable procurement laws of the State of Texas.
DIR issued a solicitation on the Comptroller of Public Accounts' Electronic State Business Daily,
Request for Offer (RFO) DIR-TSO-TMP-416, on 2/26/2018, for Software Products,Software as a
Service, and Enterprise Resource Planning Software Modules Products and Services. Upon
execution of this Contract, a notice of award for RFO DIR-TSO-TMP-416 shall be posted by DIR on
the Electronic State Business Daily.
C. Order of Precedence
For purchase transactions under this Contract, the order of precedence shall be as follows: this
Contract; Appendix A, Standard Terms and Conditions For Products and Related Services
Contracts; Appendix B, Vendor's Historically Underutilized Businesses Subcontracting Plan;
Appendix C, Pricing Index; Exhibit 1, Vendor's Response to RFO DIR-TSO-TMP-416, including all
addenda; and Exhibit 2, RFO DIR-TSO-TMP-416, including all addenda; are incorporated by
reference and constitute the entire agreement between DIR and Vendor governing purchase
transactions. In the event of a conflict between the documents listed in this paragraph related to
purchases, the controlling document shall be this Contract, then Appendix A, then Appendix B,
then Appendix C,then Exhibit 1, and finally Exhibit 2. In the event and to the extent any provisions
contained in multiple documents address the same or substantially the same subject matter but
do not actually conflict, the more recent provisions shall be deemed to have superseded earlier
provisions.
2. Term of Contract
The initial term of this Contract shall be two(2)years commencing on the last date of approval by
DIR and Vendor, with two (2) optional two-year renewals. Prior to expiration of each term, the
contract will renew automatically under the same terms and conditions unless either party
provides notice to the other party 60 days in advance of the renewal date stating that the party
wishes to discuss modification of terms or not renew. Additionally, the parties by mutual
agreement may extend the term for up to ninety(90) additional calendar days.
Department of Information Resources Page 1 of 5 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
3. Product and Service Offerings
A. Products
Products available under this Contract are limited to Software Products,Software as a Service,
and Enterprise Resources Planning Software Modules Products and Related Service as
specified in Appendix C, Pricing Index. Vendor may incorporate changes to their product
offering; however, any changes must be within the scope of products awarded based on the
posting described in Section 1.13 above. Vendor may not add a manufacturer's product line
which was not included in the Vendor's response to the solicitation described in Section 1.13
above.
B. Services
Services available under this Contract are limited to Services as specified in Appendix C, Pricing
Index. Vendor may incorporate changes to their service offering; however, any changes must
be within the scope of services awarded based on the posting described in Section 1.13 above.
C. Emerging Technologies and Future Acquisitions
DIR recognizes that technology is ever-evolving and advancing. DIR reserves the right to
consider the addition of emerging technology such as next generation, enhancements and
upgrades for products and services that are within the scope the solicitation described in
Section 1.13 above. Vendor may propose such products and services throughout the term of
the contract. Pricing and terms will be negotiated upon DIR acceptance. Any determination
will be at DIR's sole discretion and any decision will be final. In addition,Texas DIR and Vendor
may mutually agree to add future acquisitions of Vendor to the contract. Subsequent terms
of the acquisition(s) and pricing will be mutually agreed upon in writing and amended under
the contract.
4. Pricing
Pricing to the DIR Customer shall be as set forth in Appendix A,Section 8, Pricing, Purchase Orders,
Invoices and Payment, and as set forth in Appendix C, Pricing Index, and shall include the DIR
Administrative Fee.
5. DIR Administrative Fee
A)The administrative fee to be paid by the Vendor to DIR based on the dollar value of all sales to
Customers pursuant to this Contract three quarters percent (.75%). Payment will be calculated
for all sales, net of returns and credits. For example, the administrative fee for sales totaling
$100,000 shall be$750.00.
B) All prices quoted to Customers shall include the administrative fee. DIR reserves the right to
change this fee upwards or downwards during the term of this Contract, upon written notice to
Vendor without further requirement for a formal contract amendment. Any change in the
administrative fee shall be incorporated in the price to the Customer.
6. Notification
All notices under this Contract shall be sent to a party at the respective address indicated below.
Department of Information Resources Page 2 of 5 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
If sent to the State:
Kelly A Parker, CTPM, CTCM
Director, Cooperative Contracts
Department of Information Resources
300 W. 15t" St., Suite 1300
Austin,Texas 78701
Phone: (512) 475-1647
Facsimile: (512)475-4759
Email: kelly.parker@dir.texas.gov
If sent to the Vendor:
Kai Hollenhorst
Carahsoft Technology Corporation
1860 Michael Faraday Drive, Suite 100
Reston, VA 20190
Phone: (703) 230-7536
Facsimile: (703) 871-8505
Email: kai.hollenhorst@carahsoft.com
7. Software License Agreements
A. Shrink/Click-wrap License Agreement
Regardless of any other provision or other license terms which may be issued by Vendor after
the effective date of this Contract,and irrespective of whether any such provisions have been
proposed prior to or after the issuance of a Purchase Order for products licensed under this
Contract, or the fact that such other agreement may be affixed to or accompany software
upon delivery (shrink-wrap), the terms and conditions set forth in this Contract shall
supersede and govern the license terms between Customers and Vendor. It is the
Customer's responsibility to read the Shrink/Click-wrap License Agreement and determine
if the Customer accepts the license terms as amended by this Contract. If the Customer
does not agree with the license terms, Customer shall be responsible for negotiating with
the reseller to obtain additional changes in the Shrink/Click-wrap License Agreement
language from the software publisher.
B. Conflicting or Additional Terms
In the event that conflicting or additional terms in Vendor Software License Agreements,
Shrink/Click Wrap License Agreements, Service Agreements or linked or supplemental
documents amend or diminish the rights of DIR Customers or the State, such conflicting or
additional terms shall not take precedence over the terms of this Contract.
In the event of a conflict, any linked documents may not take precedence over the printed or
referenced documents comprising this contract; provided further that any update to such
linked documents shall only apply to purchases or leases of the associated Vendor product or
service offering after the effective date of the update; and, provided further, that, if Vendor
has responded to a solicitation or request for pricing, no update of such linked documents on
Department of Information Resources Page 3 of 5 OR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
or after the initial date of Vendor's initial response shall apply to that purchase unless Vendor
directly informs Customer of the update before the purchase is consummated.
In the event that different or additional terms or conditions would otherwise result from
accessing a linked document, agreement to said linked document shall not be effective until
reviewed and approved in writing by Customer's authorized signatory.
Vendor shall not [without prior written agreement from Customer's authorized signatory,]
require any document that: 1) diminishes the rights, benefits, or protections of the
Customer, or that alters the definitions, measurements, or method for determining any
authorized rights, benefits, or protections of the Customer; or 2) imposes additional costs,
burdens, or obligations upon Customer, or that alters the definitions, measurements, or
method for determining any authorized costs, burdens, or obligations upon Customer.
If Vendor attempts to do any of the foregoing, the prohibited documents will be void and
inapplicable to the contract between DIR and Vendor or Vendor and Customer, and Vendor
will nonetheless be obligated to perform the contract without regard to the prohibited
documents, unless Customer elects instead to terminate the contract,which in such case may
be identified as a termination for cause against Vendor.
The foregoing requirements apply to all contracts, including, but not limited to, contracts
between Customer and a reseller who attempts to pass through documents and obligations
from its Manufacturer of Publisher.
8. Authorized Exceptions to Appendix A, Standard Terms and Conditions for Product and
Related Services Contracts.
No exceptions have been agreed to by DIR and Vendor.
Department of Information Resources Page 4 of 5 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
This Contract is executed to be effective as of the date of last signature.
Carahsoft Technology Corporation
Authorized By: Signature on File
Name: Kai Hollenhorst
Title: Contract Specialist
Date: 2/12/19
The State of Texas, acting by and through the Department of Information Resources
Authorized By: Signature on File
Name: Hershel Becker
Title: Chief Procurement Officer
Date: 2/21/19
Office of General Counsel: mh 2/21/19
Department of Information Resources Page 5 of 5 (DIR rev 03/2018)
Exhibit C
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
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 filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received
has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
vendor meets 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 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code.An
offense under this section is a misdemeanor.
.1J Name of vendor who has a business relationship with local governmental entity.
Not applicable
z
❑ 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.)
3 Name of local government officer about whom the information is being disclosed.
N/A
Name of Officer
-4J 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 relationship described. Attach additional pages to this Form
CIO as necessary.
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?
Yes F-1 No
B. Is the vendor receiving or likely to receive taxable income, other than investment income,from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
Yes F-1 No
5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local 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 a family member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
7
J u l 27) 2021
Signature of vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
Exhibit C
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
A complete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.leg is.state.tx.us/
Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form.
Local Government Code§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 Code§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 or a
family member of the officer that results in the officer or family member 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) 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;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than$100 in the 12-month period preceding the date 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§ 176.006(a)and (a-1)
(a) Avendor shall file a completed 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 conflict of interest questionnaire 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 local governmental entity an application, 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) of 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.state.tx.us Revised 11/30/2015
7/21/2021 M&C Review
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA F°RT�1'
COUNCIL ACTION: Approved on 8/14/2018
REFERENCE ** 13P18-00432892 SECURITY
DATE: 8/14/2018 NO.: P-12233 LOG NAME: SOFTWARE SB ITS
CODE: P TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Purchase Agreement with Critical Start, Inc. for Security Software, License
Fees, Training, Professional and Maintenance Support Services for the Information
Technology Solutions Department Using Cooperative Contracts in an Annual Amount Up
to $500,000.00 (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize Purchase Agreements with Critical Start, Inc. for
Security Software, License Fees, Training, Professional and Maintenance Support Services for the
Information Technology Solutions Department using State of Texas Department of Information
Resources Cooperative Contracts in an Annual Amount Up to $500,000.00, with renewal options for
annual maintenance.
DISCUSSION:
The Information Technology Solutions (ITS) Department will use this purchase Agreement to
purchase security software and for license fees, training, professional services, maintenance and
support services from Critical Start, Inc. for all City departments on an as-needed basis.
ITS works with each City department to install the Security Software for City-owned servers, desktop
and mobile computers. The software will enhance the security posture of the City against newer tools,
techniques, and procedures that adversaries are using. The software will also provide a method for
doing remote software inventory for the support of Administrative Regulations D6.
PRICE ANALYSIS - The Department of Information Resources (DIR) contract offers fixed
discounts. There is an additional minimum discount for equipment purchased through the State of
Texas online store. Staff reviewed the pricing and determined it to be fair and reasonable.
COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under
a cooperative purchasing Agreement satisfies any state law requiring that the local government seek
competitive bids for purchase of the item. DIR Contracts are competitively bid to increase and
simplify the purchasing power of government entities across the State of Texas.
M/WBE OFFICE - A MBE/SBE goal is not assigned when purchasing from an approved purchasing
cooperative or public entity.
SUCCESSOR CONTRACTS - To facilitate planning and budgeting Staff would prefer to have annual
Agreements that align with the Fiscal Year. However, the DIR Agreement is out of alignment with the
City's Fiscal Year and its current term will expire September 16, 2020. In order for this purchase to
align with the City's Fiscal Year, adoption of this Mayor and Council Communication (M&C) technically
authorizes (i) a series of purchase Agreements, each of which will align to a term of the DIR
Agreement to ensure legal authority exists for the contract, and (ii) an annual spend amount, future
years of which would be subject to City Council appropriation. In the event the DIR Agreement is not
renewed, Staff would cease purchasing at the end of the last purchase Agreement coinciding with a
valid DIR Agreement. If the City Council were to not appropriate funds for a future year, Staff would
stop making purchases when the last appropriation expires, regardless of whether the then-current
purchase Agreement has expired.
apps.cfwnet.org/council_packet/mc_review.asp?ID=26128&councildate=8/14/2018 1/2
7/21/2021 M&C Review
The City will initially use DIR Contract DIR-TSO-3248 and DIR Contract DIR-TSO-3898 to make
purchases authorized by this M&C. As noted, that Agreement DIR-TSO-3248 is set to expire on
September 16, 2020 and DIR-TSO-3898 is set to expire June 29, 2021 . If DIR Contract DIR-TSO-
3248 and DIR Contract DIR-TSO-3898 are extended, this M&C authorizes the City to purchase
similar equipment and supplies under the extended contracts. If DIR Contract DIR-TSO-3248 and
DIR-Contract DIR-TSO-3898 are not extended but DIR executes a new cooperative contract with
Critical Start, Inc. and with substantially similar terms as DIR Contract DIR-TSO-3248 and DIR-TSO-
3898, this M&C authorizes the City to purchase the equipment and supplies under the new DIR
contracts.
AGREEMENT TERM - Upon City Council's approval, this Agreement will commence upon execution
by both parties and continue in accordance with the terms and conditions of DIR Contract No. DIR-
TSO-3248 and DIR-TSO-3898 or applicable successive DIR contracts for the same services.
RENEWAL OPTIONS - This Agreement may be renewed for up to four additional one-year terms at
the City's option. This action does not require specific City Council approval provided that the City
Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
Staff anticipates the cost for renewal years will be the same as for the first year.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget and capital
budget, as appropriated, and that prior to an expenditure being made, the Information
Technology Solutions Department has the responsibility to validate the availability of funds.
BQN\17-0503\SB
TO
Fund Department Account Project Program Activity Budget Reference# Amount
I ID I ID I YeaChartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID I ID Year Chartfield 2
Submitted for City Manager's Office by_ Susan Alanis (8180)
Originating Department Head: Cynthia Garcia (8525)
Additional Information Contact: Cythnia Garcia (8525)
Sheila Baker (8356)
ATTACHMENTS
Critical Start Form 1295 Certificate &p f
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