HomeMy WebLinkAboutContract 57201 CSC No.57201
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between World Wide
Technology, LLC ("Seller") and the City of Fort Worth, ("Buyer"),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—City's Terms and Conditions;
3. Exhibit B —Conflict of Interest Questionnaire;
5. Exhibit C —DIR-TSO-4160 Pricing Index; and
6. Exhibit D — Cooperative Agency Contract and Amendment (e.g., NJPA, DIR,
BuyBoard); and
Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of
this Agreement for all purposes. Seller agrees to provide Buyer with the services and goods included in
Exhibit C pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all
exhibits thereto. In the event of a conflict between Exhibit A—City's Terms and Conditions and Exhibit
C — [Cooperative Agency Contract], then Exhibit A — City's Terms and Conditions shall control, but
only to the extent allowable under the Texas Department of Information Resources Contract DIR-TSO-
4160.
Buyer shall pay Seller in accordance with the fee schedule in Exhibit C and in accordance with
the provisions of this Agreement. Total payment made under this Agreement for the first year by Buyer
shall be in the amount of six million, nine hundred and thirty-four thousand Dollars ($6,934,000.00).
Seller shall not provide any additional items or services or bill for expenses incurred for Buyer not
specified by this Agreement unless Buyer requests and approves in writing the additional costs for such
services. Buyer shall not be liable for any additional expenses of Seller not specified by this Agreement
unless Buyer first approves such expenses in writing.
The term of this Agreement is effective beginning on the date signed by the Assistant City
Manager below ("Effective Date") and expires on September 27, 2022 to coincide with the Cooperative
Purchase Agreement. City shall be able to renew this agreement for 2 one-year renewal options by
written agreement of the parties.
The undersigned represents and warrants that he or she has the power and authority to execute
this Agreement and bind the respective Vendor.
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
By. Valerie Washington(Mar3,2.022 17:32 CST) responsible for the monitoring and administration
./ Name: Valerie Washington of this contract,including ensuring all performance
Title: Assistant City Manager and reporting requirements.
Date: Mar3,2022
APPROVAL RECOMMENDED: By: Bobby Lee(Feb 21,202213:54 CST)
Name: Bobby Lee
Title: Sr. IT Solutions Manager
By: APPROVED AS TO FORM AND LEGALITY:
Name: Kevin Gunn
Title: IT Solutions Director
ATTEST: aa4nnn� By:
pp oFOR)- Name: Taylor Pari s
p�o 00�d Title: Assistant City Attorney
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By: Jannette S.Goodall(Mar 4,2022 11:07 CST) 0, 0 o�=� CONTRACT AUTHORIZATION:
Name: Jannette Goodall 0,*o° 000000000 a M&C: 21-0753 9/28/2021
Title: City Secretary aa�nEapSbpp
SELLER:
World Wide Technology LLC.
By:
Name: Gregory Brush
Title: Area VP Public Sector
Date: February 21,2022_
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
Exhibit A
CITY OF FORT WORTH, TEXAS
STANDARD PURCHASING TERMS AND CONDITIONS
1.0 DEFINITION OF BUYER
The City of Fort Worth, its officers, agents, servants, authorized employees, vendors and
subcontractors who act on behalf of various City departments, bodies or agencies.
2.0 DEFINITION OF SELLER
The Vendor(s), consultant, supplier, its officers, agents, servants, employees, vendors and
subcontractors, or other provider of goods and/or services who act on behalf of the entity under
a contract with the City of Fort Worth.
3.0 TERM
This Agreement shall begin on the date signed by the Assistant City Manager below ("Effective
Date") and shall expire on September 27, 2022 ("Expiration Date"), unless terminated earlier in
accordance with this Agreement("Initial Term"). City shall be able to renew this agreement for
2 one-year renewal options by written agreement of the parties.
4.0 PUBLIC INFORMATION
Buyer is a government entity under the laws of the State of Texas and all documents held or
maintained by Buyer are subject to disclosure under the Texas Public Information Act. In the
event there is a request for information marked Confidential or Proprietary, Buyer shall promptly
notify Seller. It will be the responsibility of Seller to submit reasons objecting to disclosure. A
determination on whether such reasons are sufficient will not be decided by Buyer, but by the
Office of the Attorney General of the State of Texas or by a court of competent jurisdiction
PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
No officer or employee of Buyer shall have a financial interest, direct or indirect,in any contract
with Buyer or be financially interested, directly or indirectly, in the sale to Buyer of any land,
materials, supplies or services, except on behalf of Buyer as an officer or employee. Any willful
violation of this section shall constitute malfeasance in office, and any officer or employee found
guilty thereof shall thereby forfeit his office or position
Any violation of this section with the knowledge, expressed or implied, of the person or
corporation contracting with the City Council shall render the contract invalid by the City
Manager or the City Council. (Chapter XXVII, Section 16, City of Fort Worth Charter).
5.0 ORDERS
5.1 No employees of the Buyer or its officers, agents, servants, vendors or subvendors who
act on behalf of various City departments, bodies or agencies are authorized to place
orders for goods and/or services without providing approved contract numbers,purchase
order numbers, or release numbers issued by the Buyer. The only exceptions are
Purchasing Card orders and emergencies pursuant to Texas Local Government Code
Section 252.022(a)(1), (2), or (3). In the case of emergencies, the Buyer's Purchasing
Division will place such orders.
5.2 Acceptance of an order and delivery on the part of the Seller without an approved contract
number, purchase order number, or release number issued by the Buyer may result in
rejection of delivery, return of goods at the Seller's cost and/or non-payment.
6.0 TITLE AND RISK OF LOSS
The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives and
takes possession of the goods at the point or points of delivery.
7.0 DELIVERY TERMS AND TRANSPORTATION CHARGES
Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed.
8.0 PLACE OF DELIVERY
The place of delivery shall be set forth in the "Ship to" block of the purchase order, purchase
change order, or release order.
9.0 RIGHT OF INSPECTION
Buyer shall have the right to inspect the goods upon delivery before accepting them. Seller shall
be responsible for all charges for the return to Seller of any goods rejected as being
nonconforming under the specifications.
10.0 INVOICES
10.1 Seller shall submit separate invoices in duplicate, on each purchase order or purchase
change order after each delivery. Invoices shall indicate the purchase order or purchase
change order number. Invoices shall be itemized and transportation charges, if any, shall
be listed separately. A copy of the bill of lading and the freight waybill,when applicable,
should be attached to the invoice. Seller shall mail or deliver invoices to Buyer's
Department and address as set forth in the block of the purchase order, purchase change
order or release order entitled "Ship to." Payment shall not be made until the above
instruments have been submitted after delivery and acceptance of the goods and/or
services.
10.2 Seller shall not include Federal Excise, State or City Sales Tax in its invoices. The Buyer
shall furnish a tax exemption certificate upon Seller's request.
10.3 Payment. All payment terms shall be "Net 30 Days" unless otherwise agreed to in
writing. Before the 1st payment is due to Seller, Seller shall register for direct deposit
payments prior to providing goods and/or services using the forms posted on the City's
website".
11.0 PRICE WARRANTY
11.1 Seller warrants that no person or selling agency has been employed or retained to solicit
or secure this contract upon an agreement or understanding for commission, percentage,
brokerage or contingent fee,excepting employees of an established commercial or selling
agency that is maintained by Seller for the purpose of securing business. For breach or
violation of this warranty, Buyer shall have the right, in addition to any other right or
rights arising pursuant to said purchase(s), to cancel this contract without liability and to
deduct from the contract price such commission percentage,brokerage or contingent fee,
or otherwise to recover the full amount thereof.
12.0 PRODUCT WARRANTY
To the extent Seller has not notified the Buyer otherwise, Seller warrants that the goods furnished
will conform to Buyer's specifications,drawings and descriptions listed in the proposal invitation,
and the sample(s) furnished by Seller, if any. In the event of a conflict between Buyer's
specifications, drawings, and descriptions, Buyer's specifications shall govern.
13.0 WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY
13.1 The SELLER warrants that to its knowledge all Deliverables provided under a
SOW, or any part thereof, furnished hereunder, including but not limited to:
programs, documentation, software, analyses, applications, methods, ways, and
processes (in this Section each individually referred to as a "Deliverable" and
collectively as the "Deliverables,") do not infringe upon or violate any patent,
copyrights, trademarks, service marks, trade secrets, or any intellectual property
rights or other third party proprietary rights, in the performance of services under
this Agreement.
13.2 SELLER shall be liable and responsible for any and all claims made against the
Buyer for infringement of any patent, copyright, trademark, service mark, trade
secret, or other intellectual property rights by the use of or supplying of any
Deliverable(s) in the course of performance or completion of, or in any way
connected with providing the services, or the Buyer's continued use of the
Deliverable(s) hereunder; provided, however, SELLER shall have no obligation
with respect to any infringement claim based upon (a) any use of the Deliverable
that is not in accordance with SELLER's documentation; (b) any use of the
Deliverable in combination with other products, equipment, software, or data not
supplied by SELLER if such infringement would not have arisen but for such
combination; or (c) any modification or alteration of the Deliverable by any person
other than SELLER.
13.3 SELLER agrees to defend, settle, or pay, at its own cost and expense, any claim or
action against Buyer for infringement of any patent, copyright, trade mark, trade
secret,or similar property right for which Seller is liable under Section 18.2,it being
understood that this agreement to defend, settle or pay shall not apply if Buyer
modifies or misuses the software and/or documentation. So long as SELLER bears
the cost and expense of payment for claims or actions against Buyer pursuant to this
section, SELLER 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,Buyer shall have the right to fully participate
in any and all such settlement, negotiations, or lawsuit as necessary to protect
Buyer's interest, and Buyer agrees to cooperate with SELLER in doing so. In the
event Buyer, for whatever reason, assumes the responsibility for payment of costs
and expenses for any claim or action brought against Buyer for infringement arising
under this Agreement, Buyer 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, SELLER shall fully participate and
cooperate with Buyer in defense of such claim or action. Buyer agrees to give
SELLER timely written notice of any such claim or action,with copies of all papers
Buyer may receive relating thereto. Notwithstanding the foregoing, Buyer's
assumption of payment of costs or expenses shall not eliminate SELLER's duty to
indemnify Buyer under this Agreement. If the software and/or documentation 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, SELLER shall, at its own expense and as Buyer's sole remedy, either: (a)
procure for Buyer the right to continue to use the software and/or documentation;
or (b) modify the software and/or documentation to make it non-infringing,
provided that such modification does not materially adversely affect
Buyer's authorized use of the software and/or documentation; or (c) replace the
software and/or documentation with equally suitable, compatible, and functionally
equivalent non-infringing software and/or documentation at no additional charge to
Buyer; or(d)if none of the foregoing alternatives is reasonably available to SELLER
terminate this Agreement, and refund all amounts paid to SELLER by Buyer,
subsequent to which termination Buyer may seek any and all remedies available to
Buyer under law; and
13.4 The representations, warranties, and covenants of the parties contained in section
13 through 17 of this Agreement will survive the termination and/or expiration of
this Agreement.
13.5 Buyer agrees that it will not intentionally disclose or transmit to Seller any personal
data (meaning any information relating to an identified or identifiable natural
person directly or indirectly), protected health information, customer information
or other structured personal information as defined by applicable data protection
laws(collectively"Protected Data").If Buyer inadvertently provides Protected Data
to Seller, it will promptly notify Seller, Seller will take commercially reasonably
measures to secure such Protected Data.
14.0 OWNERSHIP OF WORK PRODUCT
Seller agrees that any and all analyses, evaluations,reports,memoranda, letters, ideas,processes,
methods, programs, and manuals that were developed, prepared, conceived, made or suggested
by the Seller for the Buyer pursuant to a Work Order, including all such developments as are
originated or conceived during the term of the Contract and that are completed or reduced to
writing thereafter (the "Work Product") and Seller acknowledges that such Work Product may
be considered "work(s) made for hire" and will be and remain the exclusive property of the
Buyer; provided, however, that nothing in this agreement will be construed to restrict, impair or
deprive SELLER of any of its rights or proprietary interest in, and SELLER will own, its
technology, products, skill sets, concepts, tools, general software libraries and their contents,
know-how, techniques, and methods that existed prior to and independent of the performance of
services under this agreement or which SELLER or a third party may have refined during the
course of its performance To the extent that the Work Product, under applicable law, may not be
considered work(s)made for hire, Seller hereby agrees that this Agreement effectively transfers,
grants, conveys, and assigns exclusively to Buyer, all rights, title and ownership interests,
including copyright, which Seller may have in any Work Product or any tangible media
embodying such Work Product, without the necessity of any further consideration, and Buyer
shall be entitled to obtain and hold in its own name, all Intellectual Property rights in and to the
Work Product. Seller for itself and on behalf of its vendors hereby waives any property interest
in such Work Product.
15.0 CANCELLATION
Buyer shall have the right to cancel this contract immediately for default on all or any part of the
undelivered portion of this order if Seller breaches any of the terms hereof, including warranties
of Seller. Such right of cancellation is in addition to and not in lieu of any other remedies,which
Buyer may have in law or equity.
16.0 TERMINATION
16.1 Written Notice. The purchase of goods under this order may be terminated in whole or
in part by Buyer,with or without cause,at any time upon the delivery to Seller of a written
"Notice of Termination" specifying the extent to which the goods to be purchased under
the order is terminated and the date upon which such termination becomes effective. Such
right of termination is in addition to and not in lieu of any other termination rights of
Buyer as set forth herein.
16.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated
by Buyer in any fiscal period for any payments due hereunder, Buyer will notify Seller
of such occurrence and this Agreement shall terminate on the last day of the fiscal period
for which appropriations were received without penalty or expense to Buyer of any kind
whatsoever,except as to the portions of the payments herein agreed upon for which funds
have been appropriated.
16.3 Duties and Obligations of the Parties.Upon termination of this Agreement for any reason,
Seller shall only be compensated for items requested by the Buyer and delivered prior to
the effective date of termination, and Buyer shall not be liable for any other costs,
including any claims for lost profits or incidental damages. Seller shall provide Buyer
with copies of all completed or partially completed documents prepared under this
Agreement. In the event Seller has received access to Buyer Information or data as a
requirement to perform services hereunder, Seller shall return all Buyer provided data to
Buyer in a machine readable format or other format deemed acceptable to Buyer.
17.0 ASSIGNMENT/DELEGATION
No interest, obligation or right of Seller, including the right to receive payment, under this
contract shall be assigned or delegated to another entity without the express written consent of
Buyer. Any attempted assignment or delegation of Seller shall be wholly void and totally
ineffective for all purposes unless made in conformity with this paragraph. Prior to Buyer giving
its consent, Seller agrees that Seller shall provide, at no additional cost to Buyer, all documents,
as determined by Buyer, that are reasonable and necessary to verify Seller's legal status and
transfer of rights,interests, or obligations to another entity.The documents that may be requested
include, but are not limited to, Articles of Incorporation and related amendments, Certificate of
Merger, IRS Form W-9 to verify tax identification number, etc. Buyer reserves the right to
withhold all payments to any entity other than Seller, if Seller is not in compliance with this
provision. If Seller fails to provide necessary information in accordance with this section, Buyer
shall not be liable for any penalties, fees or interest resulting therefrom.
18.0 WAIVER
No claim or right arising out of a breach of this contract can be discharged in whole or in part by
a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by
consideration in writing and is signed by the aggrieved party.
19.0 MODIFICATIONS
This contract can be modified or rescinded only by a written agreement signed by both parties.
20.0 THE AGREEMENT
In the absence of an otherwise negotiated contract, or unless stated otherwise, the Agreement
between Buyer and Seller shall consist of these Standard Terms and Conditions together with
any attachments and exhibits. This Agreement is intended by the parties as a final expression of
their agreement and is intended also as a complete and exclusive statement of the terms of their
agreement.No course of prior dealings between the parties and no usage of trade shall be relevant
to supplement or explain any term used in this Agreement. Acceptance of or acquiescence in a
course of performance under this Agreement shall not be relevant to determine the meaning of
this Agreement even though the accepting or acquiescing party has knowledge of the
performance and opportunity for objection. Whenever a term defined by the Uniform
Commercial Code (UCC) is used in this Agreement, the definition contained in the UCC shall
control. In the event of a conflict between the contract documents, the order of precedence shall
be these Standard Terms and Conditions, and the Seller's Quote.
21.0 APPLICABLE LAW/VENUE
This agreement shall be governed by the Uniform Commercial Code wherever the term "Uniform
Commercial Code" or"UCC" is used. It shall be construed as meaning the Uniform Commercial
Code as adopted and amended in the State of Texas. Both parties agree that venue for any
litigation arising from this contract shall be in Fort Worth, Tarrant County, Texas. This contract
shall be governed, construed and enforced under the laws of the State of Texas.
22.0 INDEPENDENT CONTRACTOR(S)
Seller shall operate hereunder as an independent contractor and not as an officer, agent, servant
or employee of Buyer. Seller shall have exclusive control of, and the exclusive right to control,
the details of its operations hereunder, and all persons performing same, and shall be solely
responsible for the acts and omissions of its officers, agents, employees, vendors and
subcontractors. The doctrine of respondent superior shall not apply as between Buyer and Seller,
its officers, agents, employees,vendors and subcontractors.Nothing herein shall be construed as
creating a partnership or joint enterprise between Buyer and Seller, its officers, agents,
employees,vendors and subcontractors.
23.0 LIABILITY AND INDEMNIFICATION.
23.1 LIABILITY- SELLER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL
PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE GROSSLY NEGLIGENT
ACT(S) OR OMISSION(S), WILLFULLMISCONDUCT OF SELLER, ITS OFFICERS,
AGENTS,SERVANTS OR EMPLOYEES.
23.2 GENERAL INDEMNIFICATION- SELLER HEREBY COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND BUYER, ITS OFFICERS, AGENTS,
SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR
LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTYDAMAGE OR LOSS(INCLUDING ALLEGED DAMAGE OR LOSS
TO SELLER'SBUSINESSAND ANYRESULTING LOST PROFITS)AND/OR PERSONAL
INJURY,INCL UDING DEATH, TO ANY AND ALL PERSONS,ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
GROSSLY NEGLIGENT ACTS OR OMISSIONS OR WILLFUL MISCONDUCT OF
SELLER,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
24.0 SEVERABILITY
In case any one or more of the provisions contained in this agreement shall for any reason, be
held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision of this agreement,which agreement shall be
construed as if such invalid, illegal or unenforceable provision had never been contained herein.
25.0 FISCAL FUNDING LIMITATION
In the event no funds or insufficient funds are appropriated and budgeted in any fiscal period for
payments due under this contract, then Buyer will immediately notify Seller of such occurrence
and this contract shall be terminated on the last day of the fiscal period for which funds have
been appropriated without penalty or expense to Buyer of any kind whatsoever, except to the
portions of annual payments herein agreed upon for which funds shall have been appropriated
and budgeted or are otherwise available.
26.0 NOTICES TO PARTIES
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 BUYER: TO SELLER:
City of Fort Worth World Wide Technology, LLC
Attn: Purchasing Manager Attn: Legal and Compliance
200 Texas Street 1 World Wide Way
Fort Worth, TX 76102-6314 St. Louis, MO 63146
Facsimile: (817) 392-8654 ,
With copy to Fort Worth City With a copy to Jake Henne
Attorney's Office at same address Jake.heene@wwt.com
27.0 NON-DISCRIMINATION
Seller, for itself, its personal representatives, assigns, subVendors and successors in interest, as
part of the consideration herein, agrees that in the performance of Seller's duties and obligations
hereunder, it shall not discriminate in the treatment or employment of any individual or group of
individuals on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED
VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY SELLER, ITS
PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORS OR SUCCESSORS IN
INTEREST,SELLER AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY
AND DEFEND BUYER AND HOLD BUYER HARMLESS FROM SUCH CLAIM.
28.0 IMMIGRATION NATIONALITY ACT
Seller shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form (I-
9). Upon request by Buyer, Seller shall provide Buyer with copies of all I-9 forms and supporting
eligibility documentation for each employee who performs work under this Agreement. Seller
shall adhere to all Federal and State laws as well as establish appropriate procedures and controls
so that no services will be performed by any Seller employee who is not legally eligible to
perform such services. SELLER SHALL INDEMNIFY BUYER AND HOLD BUYER
HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO
VIOLATIONS OF THIS PARAGRAPH BY SELLER, SELLER'S EMPLOYEES,
SUBCONTRACTORS, AGENTS, OR LICENSEES. Buyer, upon written notice to Seller,
shall have the right to immediately terminate this Agreement for violations of this provision by
Seller.
29.0 HEALTH, SAFETY,AND ENVIRONMENTAL REQUIREMENTS
Services, products, materials, and supplies provided by the Seller must meet or exceed all
applicable health, safety, and the environmental laws, requirements, and standards. In addition,
Seller agrees to obtain and pay, at its own expense, for all licenses, permits, certificates, and
inspections necessary to provide the products or to perform the services hereunder. Seller shall
indemnify Buyer from any penalties or liabilities due to violations of this provision. Buyer shall
have the right to immediately terminate this Agreement for violations of this provision by Seller.
30.0 RIGHT TO AUDIT
Seller agrees that Buyer shall, until the expiration of three (3) years after final payment under
this contract, 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 Seller involving
transactions relating to this Agreement at no additional cost to Buyer. Seller agrees that Buyer
shall have access during normal working hours to all necessary Seller facilities and shall be
provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this section. Buyer shall give Seller reasonable advance notice of intended audits.
The Buyer's right to audit, as described herein, shall survive the termination and/or expiration of
this Agreement.
31.0 DISABILITY
In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA), Seller
warrants that it and any and all of its subcontractors will not unlawfully discriminate on the basis
of disability in the provision of services to general public, nor in the availability, terms and/or
conditions of employment for applicants for employment with, or employees of Seller or any of
its subcontractors. Seller warrants it will fully comply with ADA's provisions and any other
applicable federal, state and local laws concerning disability and will defend,indemnify and hold
Buyer harmless against any claims or allegations asserted by third parties or subcontractors
against Buyer arising out of Seller's and/or its subcontractor's alleged failure to comply with the
above-referenced laws concerning disability discrimination in the performance of this agreement.
32.0 DISPUTE RESOLUTION
If either Buyer or Seller has a claim, dispute, or other matter in question for breach of duty,
obligations, services rendered or any warranty that arises under this Agreement, the parties shall
first attempt to resolve the matter through this dispute resolution process. The disputing party
shall notify the other party in writing as soon as practicable after discovering the claim, dispute,
or breach. The notice shall state the nature of the dispute and list the party's specific reasons for
such dispute. Within ten (10) business days of receipt of the notice, both parties shall make a
good faith effort, either through email, mail, phone conference, in person meetings, or other
reasonable means to resolve any claim, dispute,breach or other matter in question that may arise
out of, or in connection with this Agreement. If the parties fail to resolve the dispute within sixty
(60)days of the date of receipt of the notice of the dispute,then the parties may submit the matter
to non-binding mediation upon written consent of authorized representatives of both parties in
accordance with the Industry Arbitration Rules of the American Arbitration Association or other
applicable rules governing mediation then in effect. If the parties submit the dispute to non-
binding mediation and cannot resolve the dispute through mediation,then either party shall have
the right to exercise any and all remedies available under law regarding the dispute.
33.0 PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
If Seller has fewer than 10 employees or this Agreement is for less than $100,000, this
section does not apply. Seller acknowledges that in accordance with Chapter 2270 of the Texas
Government Code, the Buyer is prohibited from entering into a contract with a company for
goods or services unless the contract contains a written verification from the company that it: (1)
does not boycott Israel; and(2)will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this contract, Seller certifies that Seller's
signature provides written verification to the Buyer that Seller: (1) does not boycott Israel;
and (2)will not boycott Israel during the term of the contract.
34.0 PROHIBITION ON BOYCOTTING ENERGY COMPANIES
Vendor acknowledges that in accordance with Chapter 2274 of the Texas Government Code, as
added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, the City is prohibited from entering into a
contract for goods or services that has a value of$100,000 or more that is to be paid wholly or
partly from public funds of the City with a company with 10 or more full-time employees
unless the contract contains a written verification from the company that it: (1) does not boycott
energy companies; and (2)will not boycott energy companies during the term of the contract.
The terms "boycott energy company" and "company" have the meaning ascribed to those
terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S.,
S.B. 13, § 2. To the extent that Chapter 2274 of the Government Code is applicable to this
Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides
written verification to the City that Vendor: (1) does not boycott energy companies; and(2)
will not boycott energy companies during the term of this Agreement.
35.0 PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION
INDUSTRIES.
Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited
from entering into a contract for goods or services that has a value of$100,000 or more that is to
be paid wholly or partly from public funds of the City with a company with 10 or more full-time
employees unless the contract contains a written verification from the company that it: (1) does
not have a practice,policy, guidance, or directive that discriminates
36.0 INSURANCE REQUIREMENTS
36.1 Insurance.
36.1.1 The Vendor shall carry the following insurance coverage with a company that is
licensed to do business in Texas or otherwise approved by the City:
36.1.1.1 Commercial General Liability:
36.1.1.1.1 Combined limit of not less than $1,000,000 per occurrence;
$2,000,000 aggregate; or
36.1.1.1.2 Combined limit of not less than $1,000,000 per occurrence;
$2,000,000 aggregate and Umbrella Coverage in the amount
of$2,000,000. Umbrella policy shall contain a follow-form
provision and shall include coverage for personal and
advertising injury.
36.1.1.1.3 Defense costs shall be outside the limits of liability.
36.1.1.1.4 Automobile Liability Insurance covering any vehicle used in
providing services under this Agreement, including owned,
non-owned, or hired vehicles,with a combined limit of not
less than $1,000,000 per occurrence.
36.1.1.1.5 Professional Liability (Errors & Omissions) including
Network Security and Privacy Liability in the amount of
$2,000,000 per claim and $4,000,000 aggregate limit.
36.1.1.1.6 Statutory Workers' Compensation and Employers' Liability
Insurance requirements per the amount required by statute.
36.1.1.1.7 Coverage shall include, but not be limited to, the following:
36.1.1.1.7.1 Failure to prevent unauthorized access;
36.1.1.1.7.2 Unauthorized disclosure of information;
36.1.1.1.7.3 Technology coverage may be provided through an
endorsement to the Commercial General Liability
(CGL)policy, a separate policy specific to
Technology E&O, or an umbrella policy that picks up
coverage after primary coverage is exhausted. Either
is acceptable if coverage meets all other
requirements. Coverage shall be claims-made,with a
retroactive or prior acts date that is on or before the
effective date of this Agreement. Coverage shall be
maintained for the duration of the contractual
agreement and for two (2) years following completion
of services provided. An annual certificate of
insurance, shall be submitted to the City to evidence
coverage; and
36.2 General Insurance Requirements:
36.2.1 All applicable policies, except for Professional Liability, shall name the City as
an additional insured thereon, as its interests may appear. The term City shall
include its employees, officers, officials, agents, and volunteers in respect to the
contracted services.
36.2.2 The workers' compensation policy shall include a Waiver of Subrogation (Right
of Recovery) in favor of the City of Fort Worth.
36.2.3 A minimum of Thirty (30) days' notice of cancellation shall be provided to the
City. Ten (10) days' notice shall be acceptable in the event of non-payment of
premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000
Throckmorton, Fort Worth, Texas 76102,with copies to the City Attorney at the
same address.
36.2.4 The insurers for all policies must be licensed and/or approved to do business in
the State of Texas. All insurers must have a minimum rating of A-VII in the
current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required,written approval of Risk Management is required.
36.2.5 Any failure on the part of the City to request required insurance documentation
shall not constitute a waiver of the insurance requirement.
36.2.6 Certificates of Insurance evidencing that the Vendor has obtained all required
insurance shall be delivered to and approved by the City's Risk Management
Division prior to execution of this Agreement.
Exhibit B—CONFLICT OF INTEREST QUESTIONNAIRE
Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who
contracts or seeks to contract for the sale or purchase of property, goods, or services with a local
governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ
("Questionnaire") the person's affiliation or business relationship that might cause a conflict of
interest with the local governmental entity. By law, the Questionnaire must be filed with the Fort
Worth City Secretary no later than seven days after the date the person begins contract discussions
or negotiations with the Buyer, or submits an application or response to a request for proposals or
bids, correspondence, or another writing related to a potential agreement with the Buyer.Updated
Questionnaires must be filed in conformance with Chapter 176.
A copy of the Questionnaire Form CIQ is enclosed with the submittal documents.The form is also
available at http://www.ethics.state.tx.us/forms/CIo.pdf.
If you have any questions about compliance, please consult your own legal counsel. Compliance
is the individual responsibility of each person or agent of a person who is subject to the filing
requirement. An offense under Chapter 176 is a Class C misdemeanor.
NOTE: If you are not aware of a Conflict of Interest in any business relationship that you
might have with the Buyer, state Seller name in the # 1, use N/A in each of the areas on the
form. However, a signature is required in the #4 box in all cases.
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., Begular Session. OFRCE USE ONLY
This questionnaire is being filed in accordance with Chapter 176,Local GovemmentCode, Date Received
by a vendorwho has a business relationship as defined by Section 176.001(f-a)with a local
governmental entity and the vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filedwith the records administrator ofthe local governmental
entity not later than the 7th business day after the date the vendor becomes aware of facts
that require the statementto be filed. See Section 176.006(a-1),Local GovernmentCode.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local
Government Code.An offense underthis section is a misdemeanor.
Name of vendor who has a business relationship with local governmental entity.
Check this box ifyou are 111Ing an update to a previously filed questlonnalre.
(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 offioer about whom the information Inthis section is being disclosed.
Name of Officer
This section(item 3 including subparts A, B. G, & D) must be completed for each officer with whom the vendor has ar
employment or other business relationship as defined by Section 176 001(1-a), Local Government Code_ Attach additional
pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income,other than investment
income,from the vendor?
F] Yes F7 No
B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local
governmer officer named in this section AND the taxable income is not received from the local governmental entity?
Yes F-1 No
C. Is the filer of this questionnaire employed by 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?
F] Yes = No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
Signature of vendor doing business with the governmental entity Date
Adopted 817f2015
Texas Department of Information Resources
DIR Contract Number DIR-TSO-4160 Appendix C,Pricing Index
Hewlett Packard Enterprise Company
Amendment 2
Hewlett Packard Enterprise Manufacturer BRANDED PRODUCTS
BRAND PRODUCTCATEGORV Product Description DIR Customer Discount%off MSRP
Servers
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Entry Level DL10 and M L10/100 Series Servers and Options(PL LA) 24.00%
Hewlett Packard Enterprise IN DUSTRV STANDARD SERVERS Core DL300/DL500 Series Servers PL SV 31.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Blade Servers and Options PL MV 31.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Apollo Servers,Scaleable Datacenter Infrastructure(PL TN,PL PD) 31.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Moonshot and Ed eline Server Appliances PL S2,PL 2M) 31.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Manufacturing Services,Factory Express PL SI 24.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Shared Options rest of PL SI,PL SH 31.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Blade Virtual Connect PL UZ 29.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS Third Party Software other than Microsoft PL J3 31.00%
Hewlett Packard Enterprise INDUSTRY STANDARD SERVERS SMARTBUV SKUs(ISS) 1.00%
Hewlett Packard Enterprise IN DUSTRV STANDARD SERVERS Non-Discountable-Microservers(PL LA),Microsoft Operating 0.00%
Systems PL J3,Easy Connect Software PL S3
Hewlett Packard Enterprise MISSION CRITICALSERVERS APE Integrity Solution PL 1X 34.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS BCS Software(Exclude Linux&Windows Operating Environment) 34.00%
PL 23
Hewlett Packard Enterprise MISSION CRITICAL SERVERS BCS Software Linux&Windows Operating Environment PL 23 19.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS Integrated Platforms PL HAI 26.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS Non-Stop Enterprise PL NW 15.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS SGI MCS HW PL RG 29.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS BCS Blades PL TO) 34.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS BCS X-86 Servers PL TR 29.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS Synergy Infrastructure PL 56 31.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS Synergy Option PL S7 31.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS One View PL FS 30.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS Converged Systems PL FE 30.00%
Hewlett Packard Enterprise MISSION CRITICAL SERVERS Sim IiVi PL S8 40.00%
Hewlett Packard Enterprise MISSION CRITICALSERVERS HyperConverged Other PL S8 40.00%
Storage
Hewlett Packard Enterprise APE XP Storage Solutions XP Software-12000,10000,1024/128,512/48 44.00%
Hewlett Packard Enterprise APE XP Storage Solutions XP Arrays-12000,10000,1024/128 44.00%
Hewlett Packard Enterprise APE XP Storage Solutions XP Array Upgrades-12000,10000,1024/128,512/48/256 44.00%
Hewlett Packard Enterprise APE XP 20000/24000&P9xxx Storage Solutions XP 20000/24000&P9xxx Software 39.00%
Hewlett Packard Enterprise APE XP 20000/24000&P9xxx Storage Solutions XP 20000/24000&P9xxx Hardware 39.00%
Hewlett Packard Enterprise APE XP 20000/24000&P9xxx Storage Solutions XP 20000/24000&P9xxx Upgrades 39.00%
Hewlett Packard Enterprise APE Enterprise Virtual Array-Enterprise EVA 4100/6x00 39.00%
Hewlett Packard Enterprise APE Enterprise Virtual Array-Enterprise EVA Cabinets&Accessories,EVA HUD's 39.00%
Hewlett Packard Enterprise APE Enterprise Virtual Array-Enterprise Veeam and Iternity services 15.00%
Hewlett Packard Enterprise APE Enterprise Virtual Array-Enterprise Veeam 15.00%
Hewlett Packard Enterprise APE Enterprise Virtual Array-Enterprise Data Protector SW 10.00%
Hewlett Packard Enterprise APE Enterprise Virtual Array-x400 Solutions EVA 4400,6400,8400&P6xxx Hardware/Software Products 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR F-Class,E-Class&Common Software 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR F-Class,E-Class,Arrays&Upgrades,Nimble Storage 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR T-Class,S-Class Software,Nimble Storage 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR T-Class,S-Class Arrays&Upgrades,Nimble Storage 39.00%
Hewlett Packard Enterprise APE 3PAR Stora eworks Products 3PAR Drive Ma,Cabinets,Accy&Upgrades 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR Mid-Range Array Software 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR Mid-Range Array&Upgrades 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR Mid-Range HUD&End 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR Mid-Range Cab&Accy 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR 7xxx,8xxx 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR StoreSery 8xxx 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR 9xxx 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR StoreSery 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR lox- 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products 3PAR 2xxx 39.00%
Hewlett Packard Enterprise APE 3PAR Storageworks Products APE M6710&M6720 39.00%
Hewlett Packard Enterprise Nimble Products&Support Nimble Cloud Volumes 15.00%
Hewlett Packard Enterprise APE Storage Hardware-Enterprise Clustered Gateway,WAN Accelerator,X9000 Family IBRIX 39.00%
Hewlett Packard Enterprise APE Storage Hardware-Enterprise Enterprise Switches and Host Bus Adapters 39.00%
Hewlett Packard Enterprise APE Storage Hardware-Enterprise EML,ESL and VLS Tape Libraries,D2D 39.00%
Hewlett Packard Enterprise APE Storage Hardware-Enterprise ESL G3 Libraries 39.00%
Hewlett Packard Enterprise APE Storage Hardware-Enterprise StoreOnce 39.00%
Hewlett Packard Enterprise APE Virtual Array and US Hardware&Software Products Virtual Array and US Hardware 24.00%
Hewlett Packard Enterprise APE Virtual Array and US Hardware&Software Products Power Accessories 24.00%
Hewlett Packard Enterprise APE Storage Hardware-Commercial APE LeftHand P4000 SAN Solutions 26.00%
Hewlett Packard Enterprise APE Storage Hardware-Commercial StoreOnce 2"`/3"" 26.00%
Hewlett Packard Enterprise APE Storage Hardware-Commercial Entry NAS&All in One Storage 24.00%
Hewlett Packard Enterprise APE Storage Hardware-Commercial D2000/P2000 MSA HW&SW,MSA HDD's,Scalable File Share 24.00%
Blade System Storage Switches,Commercial Switches and Switch
Hewlett Packard Enterprise APE Storage Hardware-Commercial SW,Commercial Host Bus Adapters
24.00%
Hewlett Packard Enterprise APE Storage Hardware-Commercial Tape Drives and Accessories DDS,DAT,SDLT,Ultrium 24.00%
Hewlett Packard Enterprise APE Storage Hardware-Commercial MSL&VSL Tape Libraries,Autoloaders 24.00%
Hewlett Packard Enterprise APE Storage Media Storage Media Products 34.00%
Hewlett Packard Enterprise Promotions/Smart Buys SMARTBUV SKUs(Storage) 1.00%
Networking
Hewlett Packard Enterprise HPE/Aruba Networking APE Networking Switching and SBN Networking 3&00%
Hewlett Packard Enterprise HPE/Aruha Networking APE Networking Enterprise Routing and Switching 38.00%
Hewlett Packard Enterprise HPE/Aruha Networking APE Networking Routing 38.00%
Hewlett Packard Enterprise HPE/Aruha Networking APE Network Management and Software 38.00%
Hewlett Packard Enterprise HPE/Aruha Networking HPEN PL"NC" 38.00%
Hewlett Packard Enterprise HPE/Aruha Networking HPEN Aruba 35.00%
Hewlett Packard Enterprise HPE/Aruha Networking APE Network Accessories 38.00%
Hewlett Packard Enterprise HPE/Aruha Networking WLAN 38.00%
Hewlett Packard Enterprise HPE/Aruha Networking Networking Utility 38.00%
Hewlett Packard Enterprise HPE/Aruha Networking APETelephony 0.00%
Hewlett Packard Enterprise Networking Services Hardware Services 15.00%
Hewlett Packard Enterprise Networking Services Software Services 15.00%
Hewlett Packard Enterprise Networking Services Installation Services 15.00%
other-Miscellaneous(does not fit in other Categories)
Hewlett Packard Enterprise APE Spare Parts&Refurbished Spare Parts APE Spare Parts&Refurbished Spare Parts 0.00%
1
Texas Department of Information Resources
DIR Contract Number DIR-TSO-4160 Appendix C,Pricing Index
Hewlett Packard Enterprise Company
Amendment 2
RELATED SERVICES
BRAND SERVICE DESCRIPTIONS Product Description DIR Customer Discount%off MSRP
Maintenance and Support Services
Hewlett Packard Enterprise Financial Services and Asset Recovery HPE Product Return and Recycling Several Programs Available 0.00%
Hewlett Packard Enterprise Maintenance and Support Services Upfront/Attached Support Services 26.00%
Hewlett Packard Enterprise Maintenance and Support Services HW Maintenance/Renewals/Day 1 Support Services(excluding 30.00%
ARUBA,Nonstop&SWS rt Svcs
Hewlett Packard Enterprise Maintenance and Support Services HPE SW Support Maintenance/Renewals/Day 1 Support Svcs 24.00%
(excluding ARUBA&Non sto
Hewlett Packard Enterprise Maintenance and Support Services HPE HW/SW Support Maintenance/Renewals/Day 1 Support Svcs- 5.00%
Nimble Storage
Hewlett Packard Enterprise Maintenance and Support Services HPE W/SW Support Maintenance/Renewals/Day 1 Support Svcs- 15.00%
Aruba
Hewlett Packard Enterprise Maintenance and Support Services HW&SW Nonstop Support Services 18.00%
Hewlett Packard Enterprise Maintenance and Support Services Packaged/Consulting Services 26.00%
Hewlett Packard Enterprise Maintenance and Support Services Education/Training Services 24.00%
Hewlett Packard Other Related Services
Hewlett Packard Onsite Services Rates Onsite Labor Rates See Onsite Labor Rates for details
SERVICES
BRAND SERVICE DESCRIPTIONS Product Description DIR Customer Di scount%off MSRP
Semims
Hewlett Packard Enter Custom Services-SOW Required Flexible Capacity Custom Services(Green Lake)infrastructure 0.00%
servicesEnterprise quire on-demand
Hewlett Packard Enterprise
Custom Services-SOW Re uired Relocation Services 7.00%
Enterprise Custom Services-SOW Require Hewlett Packard Enter d Other tstom Services Assessment,Professional Technical 7.00%
THIRDSulmo
PARTY HARDWARE PRODUCTS
DIR Customer Discount%off MSRP
Axxon 15.00%
Belkin 15.00%
Black Box 15.00%
C2G(LeGrand) 15.00%
Cray 15.00%
DDN 15.00%
Nokia 15.00%
APC(Schneider Electric) 15.00%
Synnex 15.00%
Tripp Lite 15.00%
THIRD PARTY SOFTWARE PRODUCTS
DIR Customer Discount%off MSRP
DDN 10.00%
Veeam 10.00%
Micro Focus 10.00%
Nokia 10.00%
APC(Schneider Electric) 10.00%
Synnex 10.00%
2
HPE Onsite Labor Rates
Amendment 2
HPE US Expanded Labor Rates and Uplift Fees Quick Reference Guide
Effective October 28, 2020
All rates listed herein are subject to change without notice.
On-Site Labor Rates Solution Center Remote Labor Rates
Software and Application
Enterprise Servers, Commercial Account
Hourly rates Associated Storage, Servers Support Linux&Novell
for U.S. Network,and (ProLiants) Services OpenV S, Storage
OAS Nated p OS and
excluding SGI Servers, Non-HPE and Associated (ASM) OpenVMS, Storage Microsoft Products Related Applications
Alaska and Equipment Storage Rates
Puerto Rico Per Hour Per Hour Single Per Hour Per Hour Not Available
Rate
Standard
business hours $310* $225 $295 $310 $310 Not Available
M—F 8 am-5 pm PN#HJ623AC PN#HJ623AC PN#HJ628AC PN#HJ628AC
After Hours $388* $281
M—F 5 pm-8 am, $368 $310 $310** Not Available
Sat, Sun,and PN#HJ623AC PN#HJ623AC PN#HJ628AC PN#HJ628AC
HPE holidays (Level 1) (Level 1) (Level 1) (Level 1)
Minimum Hour Standard Business Hours 8-5 M—F: 1 Hr Min
Charge After Hours M-F, Saturday, Sunday and Holidays: 2 Hr Min
Software Non- Std Business Hrs$500
Contract Not Applicable PN#HJ632AC(Level 1) Not Applicable Not Available
Access Fee Other Days/Hrs$1500
PN#HJ632AC(Level 2)
Standard 3-5 Business Days Up to Next Business Up to Next
Response within 200miles Quote Only Day Business Not Available
Da
**After hours service is not available for Microsoft.
Standard On-site Response Time
The response time for an on-site per event request (with credit approval) is 3 to 5 business days from the day the call is
accepted and logged by the HPE Solution Center (Within 200 miles of the responding HPE support hub). See the HPE
Per Event Hardware Support Technical Data Sheet for additional details.
Optional Expedited On-Site Response Fees
Depending on local HPE resource availability, customers may purchase expedited response. This service will be
subject to an expedited response fee that will vary depending on when the expedited response request is logged.
Expedited /After Hours Response Fees for Non-Contract or for Standard Warranty Customers
requesting service outside their coverage window
no charge for travel,labor and arts apply if they are already covered under their warranty service level
Same Day Response Next Day or Second Day Response DAY 3-5 Business Days
HJ616AC Level 0 HJ616AC Level 1 Standard Response
Standard business $700 Enterprise, Commercial No additional fee
hours Not available
M—F 8 am-5 m (Standard Response)
After hours M—F 5pm-
8 am, Sat, Sun and Not available $2500 Enterprise, Commercial $1800*
HPE holidays
($1800+$700)
Page 1
HPE Onsite Service Rates
Amendment 2
HPE US Expanded Labor Rates and Uplift Fees Quick Reference Guide
Effective October 28, 2020
All rates listed herein are subject to change without notice.
Expedited / After Hours Response Fees for Customers with Existing HW Service Contract or
Support Services Coverage - HJ616AC Level 1
To receive a 4 hr or scheduled response on-site from time of call receipt) Submect to Resource Availability
8am 1 m 5m 9m
Existing Coverage Time service request
received>
24x7x4hr Monday through Friday
Included in coverage -No charge
Response Sat, Sun, and HPE holidays
13x5x4hr Monday through Friday Included in coverage -No charge *** $1,800
Response
(M-F 8-9pm) Sat, Sun, and HPE holidays $1,800
Monday through Friday Included in Coverage— *** $1,800
9x5x4hr Response No Charge
(M-F 8-5pm) Sat, Sun, and HPE holidays $1800
9x5xNBD Monday through Friday $700 *** $2,500
Next Business
Day Sat, Sun, and HPE holidays $2,500
Note: Expedited response is dependent on resource availability.
***Calls placed during these times may be serviced on the same day depending on resources and estimated completion time.
HPE Per Event Remote Hardware Support
(Provided by the Call Center
Hourly Rates for US Enterprise Commercial(ISS)
Standard Business Hours $265 per hour, $190 per hour,
M-F 8am —5pm 1 hr min .5 hr min
HJ627AC HJ627AC
$331 per hour, $238 per hour,
ALL other days and times 2 hr min .5 hr min
HJ627AC (Level 1) HJ627AC (Level 1)
Response Time Up to Next Business Day Up to Next Business Day
If an HPE on-site per event response is needed complete the call, there is no charge for the remote HW support.
Page 2
HPE Onsite Service Rates
Amendment 2
HPE US Expanded Labor Rates and Uplift Fees Quick Reference Guide
Effective October 28, 2020
All rates listed herein are subject to change without notice.
HPE Per Event Hardware Onsite Travel Zone Char es - Enterprise S stems
HJ631AC Level HJ631AC Level 2 HJ631AC Level 3 HJ631AC Level 4 HJ620AC HJ620AC
1
Zone 1) 0 1 2 3 4 5 6
Mileage 2) 0-5 6-25 26-50 51-100 101-200 201-300 300 +
Charges 1 $0 1 $150 1 $255 1 $335 1 $530 1 Quote only I Quote only
HPE Per Event Hardware Onsite Travel Zone Charges - Commercial Servers
HJ631AC Level HJ631AC Level 2 HJ631AC Level 3 HJ631AC Level 4 HJ620AC HJ620AC
1
Zone 1) 0 1 2 3 4 5 6
Mileage 2) 0-5 6-25 26-50 51-100 101-200 201-300 300 +
Charges 1 $0 1 $95 1 $95 1 $210 1 $365 1 Quote only I Quote only
1)Zone Fees do not apply to NonStop. NonStop Travel Fees will be calculated on actual travel time incurred (based on the hourly rate)
2) Mileage is measured from the closest HPE Designated support hub to the customer location as a radius
(radial distance). Zone Mileage definitions may vary in some locations.
Installation Services Expedited Response Fees
Not applicable to NonSto 3)
DAY 0 DAY 1 DAY 2 DAY 3+ Any Day
Same Day Next Day Two Day Three Day Additional Charge
Installation Installation Installation Installation for After-Hours
HJ615AC HJ615AC HJ615AC Installation start
Standard business Standard business Standard business Standard business (M-F 5pm-8am,
hrs M—F 8 am— hrs M—F 8 am-5 hrs M—F 8 am-5 hrs M—F 8 am-5 pm Saturday, Sunday and
5 m pm pm HPE Holidays)
Standard Environment-$700
Enterprise Custom Quote $1200 $350 No charge 247 Environment-$350
Servers
Mission Critical-Exempt
Commercial Standard Environment-$700
Servers 247 Environment-$350
(ProLiants, Custom Quote $900 $350 No charge Legacy Critical Service,
Blade Servers) Proactive 24 and 24x7/CTR
Proactive Care Advanced—
Exempt No charge uplift)
Note: Expedited response is dependent on resource availability 3) NonStop Installation Services (INSTALLO-INSTALL9 and INSTALL-
OAH through INSTALL-9AH)quoted with the purchase of a NonStop server will continue to apply.
Page 3
HPE Onsite Service Rates
Amendment 2
HPE U.S. On-Site Services Rate Schedule
Labor Rates for:
Time and Materials - Hardware Support
Consulting Services
10/28/2020
All rates listed herein are subject to change without notice.
HPE Pointnext Commercial List Labor Rates
HPE Labor Category List rate/ Hr
Technology Consultant II $185.00
Technology Consultant III $256.00
Technology Consultant IV $311.00
Technology Consultant V $326.00
Network Engineer II $185.00
Network Engineer III $256.00
Network Engineer IV $311.00
Network Engineer V $326.00
Storage Engineer II $185.00
Storage Engineer III $256.00
Storage Engineer IV $311.00
Storage Engineer V $326.00
System Admin III $256.00
System Admin IV $311.00
System Admin V $326.00
Project Manager III $256.00
Project Manager IV $316.00
Project Manager V $326.66
Logistician III $252.00
Logistician IV $312.00
Field Engineer III $231.00
Field Engiineer IV $280.00
Field Engineer V $294.00
Note on HPE Pointnext Commercial Labor Rates: List Rates do not include travel and living expenses. These
expenses will be billed separately. Applicable rates may be higher for persons with specific U.S Federal Government
security clearances. Resources will only be engaged via a legal quote/order or executed Statement of Work
between HPE and customer. Details of Roles and Responsibilities will be outlined in quote or Statement of Work.
DIR Contract No. DIR-TSO-4160
STATE OF TEXAS
DEPARTMENT OF INFORMATION RESOURCES
CONTRACT FOR PRODUCTS AND RELATED SERVICES
Hewlett Packard Enterprise Company
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 Hewlett Packard
Enterprise Company (hereinafter "Vendor"), with its principal place of business at 300 Hanover
Street, Palo Alto, CA 94304.
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-417, on 1/12/2018, for Hewlett-Packard Manufacturer
Branded Hardware, Software, Cloud and Related Services and Services. Upon execution of this
Contract, a notice of award for RFO DIR-TSO-TMP-417 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; Appendix D, Software Licensing and Software and Hardware Support
Agreement;Appendix E, SaaS and Nonstop Products and Services Agreement; Exhibit 1,Vendor's
Response to RFO DIR-TSO-TMP-417, including all addenda; and Exhibit 2, RFO DIR-TSO-TMP-417,
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 Appendix D, then Appendix
E, 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 renewal periods. 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.
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3. Product and Service Offerings
A. Products
Products available under this Contract are limited to servers, storage, networking products
and Related Services 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 HPE branded technical and technology
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.
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 is three quarters of one percent (0.75%). 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.
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.eov
If sent to the Vendor:
Mary A. Reuss
Hewlett Packard Enterprise Company
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DIR Contract No. DIR-TSO-4160
US Federal and SLED Contracts Office
One Discovery Square
12010 Sunset Hills Rd, 3rd Floor
Reston, VA 20190
Phone: (512) 319-0011
Email: mary.reuss@hpe.com
7. Software License, Service and Leasing Agreements
A. Software License Agreement
1) Customers acquiring software licenses under the Contract shall hold, use and operate
such software subject to compliance with the Software Licensing and Software and Support
Agreement set forth in Appendix D of this Contract. No changes to the Software Licensing and
Software and Hardware Support Agreement terms and conditions may be made unless
previously agreed to between Vendor and DIR. Customers may not add, delete or alter any of
the language in Appendix D; provided however, that the Customer and Vendor may agree to
additional terms and conditions that do not diminish a term or condition in the Software
Licensing and Software and Hardware Support Agreement, or in any manner lessen the rights
or protections of Customer or the responsibilities or liabilities of Vendor. Order Fulfiller shall
make the Software Licensing and Software and Hardware Support Agreement terms and
conditions available to all Customers at all times.
2) Compliance with the Software Licensing and Software and Hardware Support Agreement
is the responsibility of the Customer. DIR shall not be responsible for any Customer's
compliance with the Software Licensing and Software and Hare Support Agreement. If DIR
purchases software licenses for its own use under this Contract, it shall be responsible for its
compliance with the Software Licensing and Software and Hardware and Support Agreement
terms and conditions.
B. 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 for HPE Branded
Software. It is the Customer's responsibility to read the Shrink/Click-wrap License
Agreement and determine if the Customer accepts the license terms. If the Customer does
not agree with the license terms, then 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 which the parties shall agree to in writing.
C. Service Agreements
Services provided under this Contract shall be in accordance with the Software Licensing and
Software and Hardware Support Agreement as set forth in Appendix D and the SaaS and
Nonstop Products and Services Agreement as set forth in Appendix E of this Contract. No
changes to the Software Licensing and Software and Hardware Support Agreement or the
SaaS and Nonstop Products and Services Agreement terms and conditions may be made
unless previously agreed to by Vendor and DIR.
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DIR Contract No. DIR-TSO-4160
D. Master Lease Agreement
DIR and Vendor agree that a Master Lease Agreement may be added to the Contract by
amendment upon agreement of terms and conditions of both parties.
E. 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
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 or Publisher.
8. Authorized Exceptions to Appendix A,Standard Terms and Conditions for Products and Related
Contracts, as listed below are hereby added as follows:
A. Section 3. Definitions is hereby replaced in its entirety as follows:
A. Customer - any Texas state agency, unit of local government, institution of higher
education as defined in Section 2054.003,Texas Government Code,the Electric Reliability
Council of Texas, the Lower Colorado River Authority, a private school, as defined by
Section 5.001, Education Code, a private or independent institution of higher education,
as defined by Section 61.003, Education Code, a volunteer fire department, as defined by
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DIR Contract No. DIR-TSO-4160
Section 152.001, Tax Code,_and those state agencies purchasing from a DIR contract
through an Interagency Agreement, as authorized by Chapter 771, Texas Government
Code, any local government as authorized through the Interlocal Cooperation Act,
Chapter 791, Texas Government Code, and the state agencies and political subdivisions
of other states as authorized by Section 2054.0565,Texas Government Code and, except
for telecommunications services under Chapter 2170, Texas Government Code,
assistance organizations as defined in Section 2175.001, Texas Government Code to
mean:
1) A non-profit organization that provides educational, health or human services
or assistance to homeless individuals;
2) A nonprofit food bank that solicits, warehouses, and redistributes edible but
unmarketable food to an agency that feeds needy families and individuals;
3) Texas Partners of the Americas, a registered agency with the Advisory
Committee on Voluntary Foreign Aid, with the approval of the Partners of the
Alliance Office of the Agency for International Development;
4) A group, including a faith-based group, that enters into a financial or non-
financial agreement with a health or human services agency to provide services
to that agency's clients;
5) A local workforce development board created under Section 2308.253;
6) A nonprofit organization approved by the Supreme Court of Texas that provides
free legal services for low-income households in civil matters;
7) The Texas Boll Weevil Eradication Foundation, Inc., or an entity designated by
the commissioner of agriculture as the foundation's successor entity under
Section 74.1011, Texas Agriculture Code;
8) A nonprofit computer bank that solicits, stores, refurbishes and redistributes
used computer equipment to public school students and their families; and
9) A nonprofit organization that provides affordable housing.
B. Compliance Check — an audit of Vendor's compliance with the Contract may be
performed by, but not limited to, a third party auditor, DIR Internal Audit department, or
DIR contract management staff or their designees.
C. Contract—the document executed between DIR and Vendor into which this Appendix A
is incorporated.
D. CPA—refers to the Texas Comptroller of Public Accounts.
E. Day - shall mean business days, Monday through Friday, except for State and Federal
holidays, unless otherwise specified as calendar days. If the Contract calls for
performance on a day that is not a business day, then performance is intended to occur
on the next business day.
F. Order Fulfiller—the party, either Vendor or a party that may be designated by Vendor,
who is fulfilling a Purchase Order pursuant to the Contract.
G. Purchase Order or Order - the Customer's fiscal form or format, which is used when
making a purchase (e.g., formal written Purchase Order, Procurement Card, Electronic
Purchase Order, or other authorized instrument).
H. State— refers to the State of Texas.
I. Affiliate of a party means an entity controlling, controlled by, or under common control
with,that party.
J. HPE Branded means Products and Services bearing a trademark or service mark of any
Hewlett Packard Enterprise Company or Affiliate.
K. Product means hardware and software listed in DIR-TSO-4160 Appendix C Pricing Index at
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DIR Contract No. DIR-TSO-4160
the time of HPE's acceptance of Customer purchase order, and including products that
are modified, altered, or customized to meet Customer requirements ("Custom
Products") only if the Custom Support Service is detailed and listed in accordance with
Appendix C Pricing Index.
L.Technical Service means integration or other technical or customizable services performed
by HPE under a Statement of Work or other Supporting Materials only if the Technical
Service is detailed and listed in accordance with Appendix C Pricing Index.
M. Service means Support and Technical Services as detailed and listed in accordance with
Appendix C Pricing Index.
N. Specification means technical, information about Products published in HPE Product
manuals,user documentation,and technical data sheets in effect on the date HPE delivers
Products to Customer.
O. Support means hardware maintenance and repair, software maintenance, training,
installation and configuration, and other standard support services provided by HPE, and
includes "Custom Support," which is any agreed non-standard Support as described in a
Statement of Work only if the Custom Support Service is detailed and listed in accordance
with Appendix C Pricing Index.
P. Supporting Material may include (as examples) product lists, hardware or software
specifications, standard or negotiated service descriptions, data sheets and their
supplements, and Statements of Work, published warranties and service level
agreements, and may be available to Customer in hard copy or by accessing a designated
Vendor website.
B. Section 4. General Provisions, B. Modification of Contract Terms and/or Amendments,
2) is hereby replaced in its entirety as follows:
2) Customers shall not have the authority to modify the terms of the Contract; however,
additional Customer terms and conditions that do not conflict with the Contract and are
acceptable to Order Fulfiller may be added in a Purchase Order or Statement of Work and
given effect. No additional term or condition added in a Purchase Order issued by a
Customer can conflict with or diminish a term or condition of the Contract. Pre-printed
terms and conditions on any Purchase Order issued by Customer hereunder will have no
force and effect. In the event of a conflict between a Customer's Purchase Order and the
Contract, the Contract term shall control.
C. Section 5. Intellectual Property Matters, A. Definitions, 1) is hereby replaced in its
entirety as follows:
1) "Work Product" or"Deliverables" means any and all Deliverables produced by Vendor
for Customer under a Statement of Work issued pursuant to this Contract, including any
and all tangible items or things that have been prepared,created,developed, invented or
conceived at any time following the effective date of the Contract.
D. Section 5. Intellectual Property Matters, A. Definitions, 3) is hereby replaced in its
entirety as follows:
3) "Statement of Work" means a document signed by Customer and Vendor
describing a specific set of activities and/or deliverables.
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DIR Contract No. DIR-TSO-4160
E. Section 5. Intellectual Property Matters, A. Definitions, 4) is hereby replaced in its
entirety as follows:
4) "Third Party IP" means the Intellectual Property Rights of any third party not a party
to this Contract.
F. Section 5. Intellectual Property Matters, A. Definitions, 5) is hereby replaced in its
entirety as follows:
5) "Vendor IP" means, as between Vendor and Customer,Vendor's ownership of all
materials, software (whether written or machine-readable) and the copyrights, patents,
trademarks, trade secrets and all other (a) owned by or licensed to Vendor or one of its
Affiliates prior to the Effective Date of the Contract; (b) all Intellectual Property Rights
developed by Vendor or one of its Affiliates outside the scope of this Contract, and (c) all
modifications, enhancements, and derivative works thereof.
G. Section 5. Intellectual Property Matters, B. Ownership is hereby replaced in its entirety
as follows:
B. Ownership
As between Vendor and Customer,
a) The Deliverable(s) and all Intellectual Property Rights associated with the
Deliverable(s) will be owned by the Vendor at creation and will not be considered
works made for hire.The Vendor grants to the Customer a non-exclusive, royalty-free,
site-wide,irrevocable license to use,copy,and distribute the Deliverable(s)and related
documentation according to the terms and conditions of this Contract and Supporting
Materials. For the purposes of this license, "site-wide" includes any Customer office
regardless of its physical location.Customer may further sublicense those Deliverables
to its Affiliates or third party service providers, strictly in furtherance of Customer's
internal use.
b) Customer may modify the Deliverable(s) and may combine such with other
programs or materials to form a derivative work. Customer will own and hold all
copyright, trademark, patent and other intellectual property rights in any derivative
work, excluding any rights or interest in the Deliverable(s) other than those granted in
this Contract.
c) The Customer may copy the Deliverable(s)to multiple hard drives or networks.
d) The Customer may copy the Deliverable(s) in the course of routine backups for the
purpose of recovery.
e) In the event that the Vendor ceases to conduct business, or ceases to support the
Deliverable(s),the Customer's license will not cease.The license may be terminated if
used in a manner that would violate the terms of this Contract and Supporting
Material.
f) Notwithstanding the license grants,any Third Party IP incorporated into any licensed
Deliverable(s)will be subject to the license terms applicable to such Third Party IP.
g) The Customer and the Vendor will continue to own their respective Intellectual
Property Rights developed before entering into the Contract or developed outside the
scope of this Contract, and all modifications or derivative works thereof.Any software
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DIR Contract No. DIR-TSO-4160
licensed through the Vendor and sold to the Customer will be licensed directly to the
Customer.
H. Section 5. Intellectual Property Matters, C. Further Actions is hereby replaced in its
entirety as follows:
C. Further Actions
Vendor, upon request and without further consideration,shall perform any acts that may
be deemed reasonably necessary or desirable by Customer to evidence more fully the
transfer of ownership and/or registration of applicable Intellectual Property Rights in the
Work Product to Customer including but not limited to the execution, acknowledgement
and delivery of such further documents in a form agreed by the parties.
I. Section 5. Intellectual Property Matters, D.Waiver of Moral Rights is hereby replaced in
its entirety as follows:
D.Waiver of Moral Rights
Vendor hereby irrevocably and forever waives, and agrees never to assert, any Moral
Rights in any portion of the Work Product that contains "Customer" content, which
Vendor may now have or which may accrue to Vendor's benefit under U.S. or foreign
copyright or other laws and any and all other residual rights and benefits which arise
under any other applicable law now in force or hereafter enacted. Vendor acknowledges
the receipt of equitable compensation for its assignment and waiver of such Moral Rights.
The term "Moral Rights"shall mean any and all rights of paternity or integrity of the Work
Product and the right to object to any modification, translation or use of the Work
Product, and any similar rights existing under the judicial or statutory law of any country
in the world or under any treaty, regardless of whether or not such right is denominated
or referred to as a moral right.
J. Section 5. Intellectual Property Matters, E. Confidentiality is hereby replaced in its
entirety as follows:
E. Confidentiality
In the performance of the Services hereunder, either party may receive or have access to
documents, technical information, information about product plans and strategies,
promotions, customers, and related technical, financial or business information, which
the disclosing party considers to be the confidential information of that party or its third
party contractors or suppliers ("Confidential Information"). The following will apply to
any such Confidential Information to the extent consistent with the Texas Public
Information Act and its trade secret exemptions:
1) Before any Confidential Information is disclosed, the parties will first agree to
disclose and receive such information in confidence. If then disclosed, the
Confidential Information will be marked as confidential at the time of disclosure, or if
disclosed orally but stated to be confidential, will be designated as confidential in a
writing by the disclosing party summarizing the Confidential Information disclosed
and sent to the receiving party within thirty(30) days after such oral disclosure;
2) Confidential Information may be used by the receiving party only with respect to
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DIR Contract No. DIR-TSO-4160
the performance of its obligations under this Contract, and only by the employees or
contractors of the receiving party and its employees, agents or contractors who have
a need to know such information for purposes of this Contract. The receiving party
will protect, and will ensure that its employees, agents and contractors will protect,
the disclosed Confidential Information by using the same degree of care, but no less
than a reasonable degree of care, to prevent the unauthorized use, dissemination or
publication of the Confidential Information as the receiving party uses to protect its
own confidential information of a like nature;
3) The receiving party's confidentiality obligation will be for a period of three (3)
years after the date of disclosure. IF CUSTOMER REQUIRES ITS'CONFIDENTIAL
INFORMATION TO BE PROTECTED BEYOND THIS PERIOD, CUSTOMER MUST
NEGOTIATE FURTHER TERMS WITH VENDOR, INCLUDING CERTIFICATION AS
COMPLETELY RETURNED OR DESTROYED.
4) The confidentiality obligations of the parties will not extend to information that:
a) was in the receiving party's possession before receipt from the disclosing
party;
b) is or becomes publicly known without breach by the receiving party;
c) is rightfully received by the receiving party from a third party without a
duty of confidentiality;
d) is independently developed or learned by the receiving party;
e) is disclosed by the receiving party with the disclosing party's prior written
approval; or
f) is required to be disclosed pursuant to the Texas Public Information Act
and its trade secret exemptions.
K. Section 5.Intellectual Property Matters,I.Third-Party Underlying and Derivative Works
is hereby replaced in its entirety as follows:
I.Third-Party Underlying and Derivative Works
In all instances, in its' SOW or quote, and before contracting with a customer the Vendor
will disclose the use or incorporation of any Third Party IP into the Work Product or
Deliverables and a description of the ownership and use rights that will be provided to
the Customer. At the time of delivery, the Vendor will provide in writing the name and
use of any Third Party IP, including information regarding the Vendor's authorization to
include and utilize such Third Party IP. The notice shall include a copy of any ownership
agreement or license that authorizes the Vendor to use the Third Party IP, If Vendor
procures any Third Party IP for the State, then Vendor must assign or otherwise transfer
to the State, or afford the State the benefits of, any license rights, including the
manufacturer's warranty, for the Third Party IP.
L. Section 5. Intellectual Property Matters, J. Agreement with Subcontracts is hereby
replaced in its entirety as follows:
J. Agreement with Subcontracts
Vendor agrees that it shall have written agreement(s) that are consistent with the
provisions hereof related to Work Product and Intellectual Property Rights with any
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DIR Contract No. DIR-TSO-4160
employees,agents,consultants,contractors or subcontractors providing Services or Work
Product pursuant to the Contract, prior to their providing such Services or Work Product,
and that it shall maintain such written agreements at all times during performance of this
Contract, which are sufficient to support all performance and grants of rights by Vendor.
Copies of such agreements shall be provided to the Customer promptly upon request.
Vendor may redact confidential information, but in any event must provide copies
sufficient to ensure Vendor's compliance with this section.
M. Section 5. Intellectual Property Matters, L. Vendor Development Rights is hereby
replaced in its entirety as follows:
L. Vendor Development Rights
To the extent not inconsistent with Customer's rights in the Work Product or as set forth
herein, nothing in this Contract shall preclude Vendor from developing for itself, or for
others, materials which are competitive with those produced as a result of the Services
provided hereunder, provided that no Work Product is utilized, and no Intellectual
Property Rights of Customer therein are infringed by such competitive materials.
N. Section 7.Contract Fulfillment and Promotion, C. Product Warranty and Return Policies
is hereby replaced in its entirety as follows:
C. Product Warranty and Return Policies
Order Fulfiller will adhere to the Vendor's then-currently published policies concerning
Product warranties and returns. Product warranty and return policies for Customers will
not be more restrictive than warranty and return policies for other similarly situated
Customers for like products, or more costly consistent with section 8.C.3.
O. Section 8. Pricing, Purchase Orders, Invoices, and Payments, C. Customer Price, 3) is
hereby replaced in its entirety as follows:
3) During the Contract term, if pricing for products, specific product configurations, or
services available under this Contract is provided by the Vendor at a lower price to: (i) an
eligible Texas Customer who is not purchasing those products, specific product
configurations, or services under this Contract or (ii) to any other entity or consortia
authorized by Texas law to sell said products and services to eligible Texas Customers,
under like terms and conditions provided for the State for those commodities and services
under this Contract, then the available Customer Price in this Contract shall be adjusted
to that lower price. This requirement only applies to products, specific product
configurations, or services quoted by Vendor for a quantity of one (1) under like terms
and conditions, and does not apply to volume or special pricing purchases. To the extent
that either party identifies and confirms that better pricing is offered by Contractor in
accordance with this section, both parties will utilize best efforts to amend this Contract
within ten (10) days to reflect the lower price. Any Contract price changes pursuant to
this section shall be effective for all transactions between Vendor and DIR Customers
entered into on or after the date that the transaction, including the lower price was
identified.
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P. Section 10. Vendor Responsibilities, A. Indemnification, 2) is hereby replaced in its entirety
as follows:
2)Acts or Omissions
Vendor shall indemnify and hold harmless the State of Texas and Customers, AND/OR
THEIR OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, AND/OR
ASSIGNEES FROM ANY AND ALL LIABILITY, ACTIONS, CLAIMS, DEMANDS, OR SUITS, AND
ALL RELATED COSTS,ATTORNEY FEES,AND EXPENSES arising out of, or resulting from any
acts or omissions of the Vendor or its agents, employees, subcontractors, Order Fulfillers,
or suppliers of subcontractors in the execution or performance of the Contract and any
Purchase Orders issued under the Contract. THE DEFENSE SHALL BE COORDINATED BY
VENDOR WITH THE OFFICE OF THE ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES
ARE NAMED DEFENDANTS IN ANY LAWSUIT AND VENDOR MAY NOT AGREE TO ANY
SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE
ATTORNEY GENERAL. VENDOR AND THE CUSTOMER AGREE TO FURNISH TIMELY
WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.
Q. Section 10. Vendor Responsibilities, A. Indemnification, 3) Infringements, a) is hereby
replaced in its entirety as follows:
a) VENDOR SHALL INDEMNIFY AND HOLD HARMLESS THE STATE OF TEXAS AND
CUSTOMERS, AND/OR THEIR EMPLOYEES, AGENTS, REPRESENTATIVES, CONTRACTORS,
AND/OR ASSIGNEES FROM ANY AND ALL THIRD PARTY CLAIMS, WHICH PERTAIN TO HIDE
BRANDED PRODUCTS AND SERVICES, INVOLVING INFRINGEMENT OF UNITED STATES
PATENTS, COPYRIGHTS,TRADE AND SERVICE MARKS,AND ANY OTHER INTELLECTUAL OR
INTANGIBLE PROPERTY RIGHTS IN CONNECTION WITH THE PERFORMANCES OR ACTIONS
OF VENDOR PURSUANT TO THIS CONTRACT. VENDOR AND THE CUSTOMER AGREE TO
FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.
VENDOR SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE INCLUDING ATTORNEYS' FEES,
VENDOR—NEGOTIATED SETTLEMENT AMOUNTS, AND COURT-AWARDED DAMAGES. THE
DEFENSE SHALL BE COORDINATED BY VENDOR WITH THE OFFICE OF THE ATTORNEY
GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT
AND VENDOR MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE
CONCURRENCE FROM THE OFFICE OF THE ATTORNEY GENERAL.
R. Section 10. Vendor Responsibilities, A. Indemnification, 3) Infringements, b) is hereby
replaced in its entirety as follows:
b)Vendor shall have no liability under this section if the alleged infringement is caused in
whole or in part by: (i) use of the product or service for a purpose or in a manner for which
the product or service was not designed, (ii) any modification made to the product
without Vendor's written approval, (iii) any modifications made to the product by the
Vendor pursuant to Customer's specific instructions, (iv) any intellectual property right
owned by or licensed to Customer, (v) any use of the product or service by Customer that
is not in conformity with the terms of any applicable license agreement, or(vi) use of the
product or service in combination with product or services not provided under the
Contract.
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S. Section 10.Vendor Responsibilities,A. Indemnification,3)Infringements,d)is hereby added
in its entirety as follows:
d) Vendor will transfer to Customer any third party intellectual property infringement
indemnification for non-HP Branded Products, Software, and Services delivered under
the Contract and transferable to Customer.
T. Section 10.Vendor Responsibilities,K. Limitation of Liability is hereby replaced in its entirety
as follows:
K. Limitation of Liability
For any claims or cause of action arising under or related to the Contract:i)to the extent
permitted by the Constitution and the laws of the State, none of the parties shall be
liable to the other for any indirect, punitive, special, or consequential costs or damages
whether arising in contract,tort(including negligence)or otherwise,even if it is advised
of the possibility of such damages; and ii) Vendor's liability for damages of any kind to
the Customer shall be limited to the greater of$1,000,00 or a sum equal to three (3)
times the total amount paid to Vendor by Customer for all Orders placed by Customer
under the Contract during the twelve months immediately preceding the accrual of the
claim or cause of action. However, this limitation of Vendor's liability shall not apply to
claims of bodily injury;violation of intellectual property rights including but not limited
to patent, trademark, or copyright infringement as set forth in Appendix A, Section
10.A.3 ("Infringements").
U. Section 11. Contract Enforcement, B. Enforcement, 1) Termination for Non-Appropriation
by Customer, is hereby replaced in its entirety as follows:
1)Termination for Non-Appropriation
a)Termination for Non-Appropriation by Customer
Customer may terminate Purchase Orders if funds sufficient to pay its obligations under
the Contract are not appropriated: i) by the governing body on behalf of local
governments, ; ii) by the Texas legislature on behalf of state agencies; or 111) by budget
execution authority provisioned to the Governor or the Legislative Budget Board as
provided in Chapter 317, Texas Government Code. In the event of non-appropriation,
Customer will make reasonable efforts to provide Vendor with (30) calendar days written
notice of intent to terminate however,failure to do so will not change Customer's liability
or responsibility as set forth in 11.B.1.b., below. Notwithstanding the foregoing, if a
Customer issues a Purchase Order and has accepted delivery of the product or services,
they are obligated to pay for the product or services or they may return the product and
discontinue using services under any return provisions that Vendor offers. In the event of
such termination, the Customer will not be considered to be in default or breach under
this Contract, nor shall it be liable for any further payments ordinarily due under this
Contract, nor shall it be liable for any damages or any other amounts which are caused by
or associated with such termination.
Department of Information Resources Page 12 of 16 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4160
b)Termination for Non-Appropriation by DIR
DIR may terminate Contract if funds sufficient to pay its obligations under the Contract
are not appropriated: by the i) Texas legislature, or ii) by budget execution authority
provisioned to the Governor or the Legislative Budget Board as provided in Chapter 317,
Texas Government Code. In the event of non-appropriation, Vendor and/or Order
Fulfiller will be provided thirty(30) calendar days written notice of intent to terminate. In
the event of such termination, DIR will not be considered to be in default or breach under
this Contract, nor shall it be liable for any further payments ordinarily due under this
Contract (except for Products shipped and Support and Services performed to the extent
funds are available for payment), nor shall it be liable for any damages or any other
amounts which are caused by or associated with such termination.
V. Section 11. Contract Enforcement, B. Enforcement, 4) Termination for Cause, b) is hereby
replaced in its entirety as follows:
b) Purchase Order
Customer or Order Fulfiller may terminate a Purchase Order upon the occurrence of a
material breach of any term or condition: (i) of the Contract, or (ii) included in the
Purchase Order in accordance with 4.b.2 above, upon the following preconditions: first,
the parties must comply with the requirements of Chapter 2260, Texas Government
Code, in an attempt to resolve a dispute; second, after complying with Chapter 2260,
Texas Government Code, and the dispute remains unresolved, then the non-defaulting
party shall give the defaulting party thirty (30) calendar days from receipt of notice to
cure said default. If the defaulting party fails to cure said default within the timeframe
allowed,the non-defaulting party may, at its option and in addition to any other remedies
it may have available, cancel and terminate the Purchase Order. Customer may
immediately suspend or terminate a Purchase Order without advance notice in the event
Vendor fails to comply with confidentiality, privacy,security requirements,environmental
or safety laws or regulations, if such non-compliance relates or may relate to vendor
provision of goods or services to the Customer.
W. Section 14.Additional Terms are hereby added in its entirety as follows:
14. Additional Terms
A. Products
a)Title. Risk of loss or damage and title for Hardware Products will pass upon delivery
to, and acceptance by, Customer or its designee. Where permitted by law, Vendor
retains a security interest in Products sold until full payment is received.
b)Delivery.Vendor will use all commercially reasonable efforts to deliver Products in
a timely manner. Vendor may elect to deliver Software and related product/license
information by electronic transmission or via download.
c)Installation. If Vendor is providing installation with the Product purchase,Vendor's
site guidelines(available upon request)will describe Customer requirements.Vendor
will conduct its standard installation and test procedures to confirm completion and
acceptance by customer.
d) Product Performance. All HPE Branded Hardware Products are covered by
Vendor's limited warranty statements that are provided with the products or
Department of Information Resources Page 13 of 16 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4160
otherwise made available. Hardware warranties begin on the date of delivery or if
applicable, upon completion of Vendor installation, or (where Customer delays
Vendor installation) at the latest 30 days from the date of delivery. Non-Vendor
branded products receive warranty coverage as provided by the relevant third party
supplier.
e) Product Warranty Claims. When Vendor receives a valid warranty claim for a
Vendor Hardware or Software Product, Vendor will either repair the relevant defect
or replace the Product. If Vendor is unable to complete the repair or replace the
Product within a reasonable time, Customer will be entitled to a full refund upon the
prompt return of the product to Vendor (if Hardware) or upon written confirmation
by Customer that the relevant Software product has been destroyed or permanently
disabled. Vendor will pay for shipment of repaired or replaced Hardware or Software
Products to Customer. If under warranty, shipment cost will be Vendor's
responsibility.
B. Services
a) Technical Services. Vendor will deliver any ordered Technical, training or other
Services as described in the applicable Supporting Material.
b)Technical Services Acceptance. The acceptance process (if any) will be described
in the applicable Supporting Material, will apply only to the Deliverables specified,
and shall not apply to other Products or Services to be provided by Vendor.
c) Services Performance. Services are performed using generally recognized
commercial practices and standards. Customer agrees to provide prompt notice of
any such Service concerns and Vendor will re-perform any Service that fails to meet
this standard.
d) Services with Deliverables. If Supporting Material for Services defines specific
Deliverables, Vendor warrants those Deliverables will conform materially to their
written specifications for 30 days following delivery. If Customer notifies Vendor of
such a non-conformity during the 30-day period, Vendor will promptly remedy the
impacted Deliverables or refund to Customer the fees paid for those deliverables and
Customer will return those Deliverables to Vendor via freight pre-paid and charged to
Vendor.
e) Dependencies. Vendor's ability to deliver Services will depend on Customer's
reasonable and timely cooperation and the accuracy and completeness of any
information from Customer needed to deliver the Services.
f) Change Orders. Vendor and Customer each agree to appoint a project
representative to serve as the principal point of contact in managing the delivery of
Services and in dealing with issues that may arise. Requests to change the scope of
Services or Deliverables will require a change order signed by both parties.
C. Support Services
HPE's support services will be described in the applicable Supporting Material, which will
cover the description of HPE's offering, eligibility requirements, service limitations and
Customer responsibilities, as well as the Customer systems supported.
D. Eligibility
HPE's service, support and warranty commitments do not cover claims resulting from:
Department of Information Resources Page 14 of 16 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4160
a) improper use, site preparation, or site or environmental conditions or other non-
compliance with applicable Supporting Material;
b) Modifications or improper system maintenance or calibration not performed by
HPE or authorized by HPE;
c) failure or functional limitations of any non-HPE software or product impacting
systems receiving HP support or service;
d) malware (e.g. virus, worm, etc.) not introduced by HPE; or
e) abuse, negligence, accident, fire or water damage, electrical disturbances,
transportation by Customer, or other causes beyond HPE's control.
F. Compliance With Laws
Each party shall, in the performance of all of its rights and obligations under this Contract,
comply with all applicable laws.
G. Remedies
HPE specifically disclaims implied warranties of merchantability, fitness for a particular
purpose, title and non-infringement.
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Department of Information Resources Page 15 of 16 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4160
This Contract is executed to be effective as of October 2, 2018.
Hewlett Packard Enterprise Company
Authorized By: Signature on File
Name: Mary A. Ruess
Title: Contract Negotiator
Date: September 25, 2018
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: September 30, 2018
Office of General Counsel: DB September 28, 2018
Department of Information Resources Page 16 of 16 (DIR rev 03/2018)
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 09/28/21 M&C FILE NUMBER: M&C 21-0753
LOG NAME: 13PINFRASTRUCTURE MULTI-COOP ITS ADK
SUBJECT
(ALL)Authorize Non-Exclusive Purchase Agreements for Information Technology Infrastructure,with Netsync Network Solutions, Inc., Presidio
Networked Solutions Group, LLC, Future Com, LTD., and World Wide Technology LLC using Multiple State of Texas Department of Information
Resources(DIR)and The Interlocal Purchasing System Cooperative Contracts(TIPS)with a Combined Annual Amount up to$6,934,000.00, and
Five One-Year Renewal Options with DIR in the Amount of$5,534,000.00 for the First Renewal, $5,184,000.00 for the Second Renewal,
$4,434,000.00 for the Remainder Renewals and Two One-Year Renewal Options for TIPS and Ratify Expenditures in the Amount of$70,200.00 for
the Information Technology Solutions Department(ITS)
RECOMMENDATION:
It is recommended to authorize non-exclusive purchase agreements for Information Technology Infrastructure with Netsync Network Solutions, Inc.,
Presidio Networked Solutions Group, LLC, Future Com, LTD., and World Wide Technology LLC using Multiple State of Texas Department of
Information Resources(DIR)and The Interlocal Purchasing System Cooperative Contracts(TIPS)with a combined annual amount up to
$6,934,000.00, and Five one-year renewal options with DIR in the amount of$5,534,000.00 for the first renewal, $5,184,000.00 for the second
renewal, $4,434,000.00 for the remainder renewals and two one-year renewal options for TIPS and ratify expenditures in the amount of
$70,200.00 for the Information Technology Solutions Department(ITS).
DISCUSSION:
The Information Technology Solutions Department(ITS)will use these agreements to purchase equipment and services from Netsync Network
Solutions, Inc., Presidio Networked Solutions Group, LLC, Future Com., LTD and World Wide Technology LLC.to support the City's information
technology infrastructure. This infrastructure includes equipment and software supporting the City's servers, data storage,virtual desktop
environment, and network and telephone systems. These agreements will be used to support the refreshes for the equipment that has reached
the end of life cycle as well as new projects for City departments using the following cooperative contracts:
Vendor Co-op Expiration RFO Published Responses Due
Date
DIR-TSO-
WWT 4135 5/2/2022 5/23/2016 6/23/2016
WWT, Presidio, DIR-TSO-
Netsync 4167 7/3/2023 12/20/2017 2/5/2018
WWT, Presidio, DIR-TSO-
Netsync 3763 1/10/2024 9/12/2016 10/13/2016
WWT, Presidio, DIR-TSO-
Netsync 4299 12/17/2023 3/20/2018 5/4/2018
DIR-TSO-
WWT, Future Com 4160 10/2/2024 1/12/2018 2/26/2018
DIR-TSO-
Presidio, Future Com 4288 2/21/2025 2/26/2018 4/9/2018
Future Com TIPS 200105 5/31/2023 1/9/2020 2/21/2020
On September 15, 2020, City Council approved M&C 20-0650 authorizing similar agreements for information technology infrastructure purchases.
Due to unanticipated projects related to COVID and a new City Hall additional spending authority is being requested. To avoid any confusion,
approval of this M&C will eliminate prior spending authority and contracts authorized under Mayor and Council Communication P-12248, 19-0123,
19-0270 and 20-0650.
In the previous years,the Information Technology Solutions Department spent approximately$1.7 million in authorized expenditures out of the
operating and capital fund. Approval of this M&C will allow a total of$6,934,000.00 in expenditures for the initial year, $5,534,000.00 for the first
renewal, $5,184,000.00 for the second renewal, $4,434,000.00 for the remainder renewals for projects such as safety and security, new building
projects, building upgrades, building renovations and building expansion projects. Staff anticipate additional needs with the purchase of a new City
Hall building and the technology upgrade project at the Fort Worth Convention Center. These agreements and spending authority will be made
available to Radio Services, Desktop, Hardware and Security divisions to purchase hardware and software for City departments as requested.
It is requested that City Council ratify expenditures in the amount of$70,200.00. In anticipation of a new M&C, ITS staff executed a contract with
Word Wide Technology LLC in the amount of$70,200.00. This expenditure was for professional services needed to upgrade our Unified
Communications platforms. The platform was overdue for security and performance updates and there was limited in house experience. The
quick turnaround was based on FY21 operational spend timelines.
ITS Department will ensure that each vendor is given equal opportunity to earn a minimum of 10%of the business. No specific contract amount is
guaranteed.
PRICE ANALYSIS-The Texas Department of Information Resources Contracts(DIR)and The Interlocal Purchasing System Cooperative
Contracts offer discounted pricing. Staff has 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 the purchase of items. DIR and TIPS Contracts are
competitively bid to increase and simplify the purchasing power of government entities.
M/WBE- An MBE/SBE goal is not assigned when purchasing from an approved purchasing cooperative or public entity.
ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by the City Manager up to the amount allowed
by relevant law and the Fort Worth City Code and does not require specific City Council approval as long as sufficient funds have been
appropriated.
SUCCESSOR LANGUAGE: The City will initially use these DIR Contracts to make purchases authorized by this M&C. The Cooperative
Contracts are set to expire on various dates. If the DIR contracts are extended,this M&C authorizes the City to purchase similar equipment and
supplies under the extended contract. If the DIR contracts are not extended, but DIR executes new cooperative contracts with substantially similar
terms,this M&C authorizes the City to purchase the same equipment and supplies under the new DIR contracts. If this occurs, in no event will the
City continue to purchase goods and services under the new DIR agreements past 2026 without seeking Council approval.
AGREEMENT TERM: Upon City Council's approval,these agreements will be executed and continue for a term of 12 months in accordance with
approval date of this request. The agreements will renew on an annual basis thereafter. The renewals do not require specific City Council approval
as long as sufficient funds have been appropriated.
RENEWAL TERMS-The Texas Department of Information Resources Contracts(DIR)Agreement may be renewed annually for five(5)one-year
terms for the same annual amount. The Interlocal Purchasing System Cooperative Contracts may be renewed for one-year for the same annual
amount. The renewals do not require specific City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current capital and operating budgets, as previously appropriated, in the ITS
Capital&Culture&Tourism Cap Projects Funds for the Technology Infrastructure-IT&Technology SCN FWCC projects and the General Fund to
support the approval of the above recommendation and exection of the purchase agreements. Prior to any expenditure being incurred,the
Information Technology Services Department has the responsibility to validate the availability of funds.
Submitted for City Manager's Office by: Jay Chapa 5804
Valerie Washington 6192
Originating Business Unit Head: Reginald Zeno 8517
Kevin Gunn 2015
Additional Information Contact: Cynthia Garcia 8525
Ashley Kadva 2047
Expedited