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HomeMy WebLinkAboutContract 58555 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 CSC No.58555 FORT WORTH CITY OF FORT WORTH COOPERATIVE PURCHASE AGREEMENT This Cooperative Purchase Agreement ("Agreement") is entered into by and between ITI Source LLC. ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule municipality. The Cooperative Purchase Agreement includes the following documents which shall be construed in the order of precedence in which they are listed: 1. This Cooperative Purchase Agreement; 2. Exhibit A—Seller's Quote, Scope of Services or Purchase Order; 3. Exhibit B—TIPS 210101 Cooperative Agreement; and 4. Exhibit C—Conflict of Interest Questionnaire. Exhibits A, B, and C which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all exhibits thereto. City shall pay Vendor in accordance with the pricing index in Exhibit A and the provisions of this Agreement. Total payment made annually under this Agreement by City shall not exceed One Hundred Thousand and 00/100 dollars ($100,000.00).Vendor shall not provide any additional items or services or bill for expenses incurred for City not specified by Exhibit A and this Agreement unless City requests and approves in writing the additional costs for such items, services,and/or expenses. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. The term of this Agreement shall be effective beginning on the date signed by the Assistant City Manager below ("Effective Date") and ending on May 31, 2026, City shall be able to renew this agreement for four(4) one-year options by written agreement of the parties. Vendor agrees that City shall,until the expiration of three(3)years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records, including, but not limited to, all electronic records of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by United States Mail, registered, return receipt requested, addressed as follows: OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX Cooperative Purchase Pagel of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 To CITY: To VENDOR: City of Fort Worth IT1 Source LLC Attn: Valerie Washington, Assistant City ATTN: Legal Department Manager 1860 W University Drive Suite 100 200 Texas Street Tempe AZ, 85281 Fort Worth, TX 76102-6314 Facsimile: (817) 392-8654 With copy to Fort Worth City Attorney's Office at same address IP Indemnification.Vendor agrees to indemnify, defend, settle, or pay, at its own cost and expense, including the payment of attorney's fees, any claim or action against the City for infringement of any patent,copyright,trade mark,service mark,trade secret,or other intellectual property right arising from City's use of the Deliverable(s), or any part thereof, in accordance with the Agreement, it being understood that the agreement to indemnify, defend, settle or pay shall not apply if City modifies or misuses the Deliverable(s). So long as Vendor bears the cost and expense of payment for claims or actions against the City pursuant to this section, Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, City shall have the right to fully participate in any and all such settlement,negotiations,or lawsuit as necessary to protect the City's interest,and City agrees to cooperate with Vendor in doing so.In the event City, for whatever reason, assumes the responsibility for payment of costs and expenses for any claim or action brought against the City for infringement arising under the Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however,Vendor shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or expenses shall not eliminate Vendor's duty to indemnify the City under the Agreement. If the Deliverable(s),or any part thereof, is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either: (a)procure for City the right to continue to use the Deliverable(s); or(b)modify the Deliverable(s)to make them/it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s); or(c)replace the Deliverable(s)with equally suitable,compatible, and functionally equivalent non-infringing Deliverable(s) at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Vendor,terminate the Agreement, and refund all amounts paid to Vendor by the City, subsequent to which termination City may seek any and all remedies available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY. Cooperative Purchase Page 2 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Data Breach. Vendor further agrees that it will monitor and test its data safeguards from time to time, and to adjust its data safeguards from time to time in light of relevant circumstances or the results of any relevant testing or monitoring. If Vendor suspects or becomes aware of any unauthorized access to any financial or personal identifiable information ("Personal Data") by any unauthorized person or third party, or becomes aware of any other security breach relating to Personal Data held or stored by Vendor under the Agreement or in connection with the performance of any services performed under the Agreement or any Statement(s)of Work("Data Breach"), Vendor shall immediately notify City in writing and shall fully cooperate with City at Vendor's expense to prevent or stop such Data Breach. In the event of such Data Breach,Vendor shall fully and immediately comply with applicable laws, and shall take the appropriate steps to remedy such Data Breach. Vendor will defend, indemnify and hold City, its Affiliates, and their respective officers,directors,employees and agents,harmless from and against any and all claims, suits,causes of action,liability,loss,costs and damages,including reasonable attorney fees,arising out of or relating to any third party claim arising from breach by Vendor of its obligations contained in this Section, except to the extent resulting from the acts or omissions of City. All Personal Data to which Vendor has access under the Agreement, as between Vendor and City,will remain the property of City. City hereby consents to the use, processing and/or disclosure of Personal Data only for the purposes described herein and to the extent such use or processing is necessary for Vendor to carry out its duties and responsibilities under the Agreement, any applicable Statement(s)of Work, or as required by law.Vendor will not transfer Personal Data to third parties other than through its underlying network provider to perform its obligations under the Agreement,unless authorized in writing by City.Vendor's obligation to defend,hold harmless and indemnify City shall remain in full effect if the Data Breach is the result of the actions of a third party. All Personal Data delivered to Vendor shall be stored in the United States or other jurisdictions approved by City in writing and shall not be transferred to any other countries or jurisdictions without the prior written consent of City. No Boycott of Israel. If Vendor has fewer than 10 employees or the Agreement is for less than $100,000,this section does not apply.Vendor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, City 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 Addendum, Vendor certifies that Vendor's signature provides written verification to City that Vendor. (1) does not boycott Israel;and(2) will not boycott Israel during the term of the Agreement. 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 Contractor's signature provides written verification to the City that Contractor: (1) does not boycott energy companies; and (2)will not boycott energy companies during the term of this Agreement. Cooperative Purchase Page 3 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 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$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that Contractor's sig-nature provides written verification to the City that Contractor: (1)does not have a practice,policy,guidance,or directive that discriminates against a firearm entity or firearm trade association; and(2)will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. Cooperative Purchase Page 4 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1 136 The undersigned represents and warrants that he or she has the power and authority to execute this Agreement and bind the respective Vendor. CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: Y�t1s,1 By signing I acknowledge that I am the person By. ValerigrWashington(Dec 7,202221:51CST) responsible for the monitoring and administration Name: Valerie Washington of this contract,including ensuring all performance Title: Assistant City Manager and reporting requirements. Date: Dec 7,2022 4vr M:!. APPROVAL RECOMMENDED: By: Cynthi yree(Dec 5,202211:16 CS-0 Name: Cynthia Tyree Title: Sr. IT Solutions Manager By: APPROVED AS TO FORM AND LEGALITY: Name: Kevin Gunn 00 4 Title: IT Solutions Director ��F FOtUoa a$�o ipt°° ptlo e%ip ATTEST: °o°*oo e� >° By: aIIa�n'EXpga Name: Taylor Paris Title: Assistant City Attorney By: 4affietteS.GoodaB(Dec8,202218: Sr) CONTRACT AUTHORIZATION: Name: Jannette Goodall M&C: N/A Title: City Secretary VENDOR: ITI Source LLC Docu Signed by: By: r`Q197PQF4F71@G4F0 Name: Jeff Foreman Title: Contracts Administrator Date: 11/29/2022 OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX Cooperative Purchase Page 5 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Exhibit A Seller's Quote ITI { 1 BE65W Univarsity or # SURB 1DG DOW ' Tempe,Arizona 852al United States No4 01-2]22 1123 AM PDT .� httpJl4 w.%.ttlS&L".LYdlyd Wdlfled Drew i (P)67-7'-77-T-569Fi F{ ,42..2�`22 C16.11 AM PDT (Fj 46D-7775904 Quote 665..1 -rmv i rL i �e4j as* L tlon p Pau (P)48S1-B92-2914 Cuawmar Cantadct Rutz- Lacey (P}517-N,2-rA49 Fsee]+.ru.I Z�1 rcw Mcvtl11e1ceati gear cm,temer Dili To Shlp ro City or Fort worth(col D1 Omt City of Fort worttl City of Fort Vo�,rm Ruiz.Lacey Rriz,Lacey 2O1)Texas St. 200 Tess Sheet 200 Texas,Si. Fat W dth,TX 75102 Rd cim T-1 DS- Forl Wtu1h,TX 751 D2 UniDed 3t9tas Fedt WIM.TX 751G2 Urtiled Stales lP)(21171 302-2255 Urtiled 3taies (P)817-382drA49 Laa&y.RuIZQFonWDr1hTex8S-gov C ustamw PD: Tawas: ShIp VI®: Urtdef led FedEx Ground speClel tnatruiGHCd' "NMbr Aeraurrt ffi! 1 recur' Hamw.1ar Fft,20 E14+7.- No A $7225 "9.BD Frrge"ryt reader-USE 24) BC89A. 2 e-Pad[lnk ePad 11 VP19651 No A $.156.EO %02.0D S.It]rwArre temtlnal-9.5 x 2.1 In-aedd'�ubfldLk:'ttrr FSR-WIreA-US-B Z❑ a HrLAhef ADS-125DW ADS- No 14 $255.25 $3.587.50 Doo rirent scanner-Duplex-Latter-FW dp1 x MO dpl-up Io 25 pprn(rrKwlo)i up da 25 ppm(cellar)-ADF 1250 W �21)streets)-USE 3AD,WI-FI(n.�.USB 2.0(Forst) 4 TIPS ANIII5 Foe TIPS LIRA No 1 SD.LSt $r].p❑ FEE Poring perT PS 2101O1 bachnoMgy cc liree:l subtotal: $4A78.5D Tax(8.2500%E SD.OD Shipplry: 5D.OD EWR SD OD Due 10 sappy Caen MTddillie5,rrmry marl�rr8tlLrid-r5 have.;'d ed-rented a Total-- $.4,4710 5D paltry 1hd1t1 taahC811a oms are not wcajAEA [v 1 Jed"dy t'1 v,dill pd dxluLta ordered through T1 are consid Edell'I LlI r•_a'd4'C 11:iL Y..id dl—m ax'dej wk.reLaWed in wriling-Tttia pdiey supetsedxs arri7 Urly Wy]e Mal:.—s::dd ed dd sy Fut bn a Wrrnassmdw(a),turrrr[s}.amaiis¢.or arry omed rd ea,:ul u-dd,rieir-ilG.1n. TheS &rkme may HUT Irmc*udie appRmUe traxe3. dd:lJd'A'dLY.,a ripµ d dy,dallMery. s&h*revs Or Barry raI I or eahllrtg services or n'ated in u'dles:.spr!'ilioally Mated above.AA prIDm are subjeel tc chamgE wit'duul d duli4 Sjpp y—bjiE A lu BrrJdlalyYil JrJrp plunrltases Carry3®ny ntakev will d T"are s�Uje!i.lu i-1's Censrai Tema and C75ndlWrrt.IT1 3oL Coe C—deal Te r id•_.:_,idhiu-d s:ide tdera'tti�ehhdelaw.tll_edrr'�rtetrX®r-aM-u��d:iliu'd�.'. T1C.udr�uti'd.]" rail-erdd:7s and C7drtl mere Here.:ham:eAw^vJ11 x'd d.•Lud r�u lid r5-tend d'vudydi'L'cddddiliuda7'. Cooperative Purchase Page 6 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Exhibit B Cooperative agreement Cooperative agreement URL TIPS-USA i ♦ EMAIL PO & VENDOR QUOTE TO:TIPSPO@TIPS-USA.COM PO AND QUOTE MUST REFERENCE VENDOR TIPS CONTRACT NUMBER 00 iT I ATTACH PO AS A PDF - ONLY ONE PO (WITH QUOTE) PER ATTACHMENT Notice: Many Vendors utilize specific warranties. subscription agreements.license agreements.EULA-s. etc. ("Supplemental Agreements")when you purchase specific goods or services from that Vendor. Since the Supplemental Agreements do not necessarily apply to every Member. every jurisdiction. or every purchase.TIPS does NOT now negotiate the terms of those agreements on Members behalf. If you are required to sign such a supplementary agreement by the TIPS Vendor TIPS strongly encourages Members not to proceed with a purchase until they have carefully reviewed and negotiated all applicable Supplemental Agreements. TIPS recommends you work with your entity's legal counsel to ensure compliance with the legal requirements of your entity and your jurisdiction. TIPS Purchase Order Procedure here OVERVIEW DUE DILIGENCE • PRINT PROFILE IT1 Source LLC ®Print • D. 1 1 • I ' Primary Contact Guy Steinbrink Title Owner/Principal Phone (480) 777-5552 Email guy.stein brink9itl.corn Cooperative Purchase Page 7 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 TIPS VENDOR AGREEMENT Between M Source, LLC and (Company Name] THE INTEALOCAL PURCHASING SYSTEM ITIPS), a Department of Texas Education Service Center Region 8 for TIPS RFP 210101 Technology Solutions, Products and Services General Information The vendor Agreement ("Agreement") made and entered into by and between The InterlorA Purchasing System (hereinafter "TIPS") a government cooperative purchasing prcgr.arn authorized by the Region 8 Education Service Center, having its principal place of business at4845 US Hwy 271 North, Pittsburg:Texas 7S686 and the TIPS vendor.This Agreement consists of the provisions set forth below,including provisions of.all attachments referenced herein_In theeuent of a conflict between the provisions set forth below and those contained in any: attachment,the provisions set forth shall control unless otherwise agreed by the parties in writing and by signature and date can the attachment_ A Purchase Order{"PQ"�,Agreement car Contract is the TIPS Memher's approval providing the authority to proceed with the negotiated delivery order under the Agreement_Special terms and conditions as agreed between the Venc#or and TIPS Member should be added as addendurns to the Purchase Order,Agreement or Contract_Items such as€ertifecaw of insurance, bonding requirements,small or disadvantaged business goals are some,but not all,of the possible addendurru_ Terms and Conditions Freight .All quotes to Members shall provide a line item for cost for freight orshipping regardless if there Is a charge or not. if no charge for freight or shlpping,indicate by stating"No Charge"."$b","included In price"or other similar indication_ Otherwise,all shlpping,freight or delivery changes shall he passed through to the TIPS member at cost with no markup and said charges shall be agreed by the TIPS Member unless alternative shipping terms are agreed by TIPS as a result of the prop-anal award_ warrantyCoffidi ions All new supplies equipment and services shall include warrarnty unless otherwise agreed to in writing_vendor shall he legally permitted to sell all products offered for sale to TIPS Members if the offering is included in the Request for Proposal ("RI=P )category_All goods proposed and sold shall be new unless clearly stated in writing. Customer Support The Vendor shall provide timely and accurate customer support for orders to TIPS Members as agreed by the Parties.Vendors steal I respond to such requests within a commercially reasonable time after receipt of the request.If support andfor training is a line item sold or packaged with a sale,support shall be as agreed with the TIPS Member. TIPSVEndor Agreement 06022020_sr Page 1 Cooperative Purchase Page 8 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Agreements Agreements for puicl7as2 will normally be ,put rota effect by means of a purchase order{s) executed by authorized agents of the TIPS Member participating government entities, but other means of placing an order may be used at the Member's discretion. Tax exempt status Most TIPS members are tax exemptand the related laws and/or regulations of the controlling jurisdictions) of the TIPS Member shall apply- Asaignmentsof Agreements No assignment of this Agreement may be made without the prior notification of TIPS_Written approval of TIPS shall not be unreasonably withheld'. Payment for delivered goods and services can only be made to the awarded Vendor.Vendor designated rsseller or vendor assigned company. disclosures Vendor and PIPS affirm that he{-she,or any authorized employees or agents,has not given,offered to give, nor intends to give at any time hereafter any ecorxsmic opportunity,future employment, gift, loan, gratuity, special discount, trip, favor or service to a public servant in connection with this Agreement- + Vendor shall attach, in writing, a complete description of any and all relationships that might be considered a conflict of interest in doing business with the TIPS program- • The vendor affirms that, to the best of his/her knowledge, the offer has been arrived at Independently, and is submitted without{allusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this Agreement. Term of Agreement and Renewals The Agreement with TIPS is for approximately five(5)years with an option for renewal for an additional one(1) consecutive year- If TIPS offers the renewal extension year,the vendor will be notified by emali to the primary contact of the awarded Vendor and shall be deemed accepted by the Vendor unless the awarded Vendor notifies TIPS of Its objection to the additional term. TIPS may or may not exercise the available extension{s)provided In the original solicitation beyond the base five-year term. whether or not to offer the extension is at the sole discretion of TIPS- "Start date" for Term Calculation Purposes Only. Regardless of actual award/effective date of Contract, for Agreement'term"calculation purposes only,the Agreement"start date"Is the lastday of the month that Award Notifications are anticipated as published in the Solicitation Example:if the&nticifaoted award date publdshed in the Solacita Lion is may 22,bait extended negotiations delay award until June 27, fhe end dote of the resisting OnWal "five-Year"term Agreement, (which 05 subject to on exterrsior(.Q WA still be -ay 11,2025- "Termination Date". The scheduled Agreement"termination date"shall be the last day of the month of the month of the Original Solicitation's Anticipated Award Date plus five years- Example:if the oogonol term is opproxirraate y five years,and the saricoto6or7 pravides a7rr an.ticrpoted award date of May 22,2026 the exprrotron date of the orrgr`rraal five-Year term shad be h4ay 31,2f)25- Cooperative Purchase Page 9 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Extensions: Any extensions of the original term shall begin on the next day after the day the original term expires. Example Fallowing the Prewrious Example:if -OPSoffers o one-yearevrteasion,the expar®tiorr raf the ex[endedterra shad be may 21,2026. TIPS may offer to extend vendor Agreements to the fullest extent the original Solicitation permits. Automatic Renewal Clauses Incorporated in Awarded W' fidor AgreeMents with TIPS Mwrtrbees Resulting from the Solicitation and with the vendor Named in this Agreement, No Agreement for goads or services with a TIPS Member by the awarded vendor narned in this Agreement that results from the solicitation award named in this Agreement,may incorporate an automatic renewal clause that exceeds month to month terms with which the TIPS Member must comply. All renewalterms incorporated in an Agreement bythe vendor with the TIPS Member shall only be valid and enforceable when the vendor receives written confirmation by purchase order, executed Agreement or other written instruction issued by the TIPS Member for any renewal period. The purpose of this clause is to avoid a TIPS Member inadvertently renewing an Agreement during a period In which the governing body of the TIPS M ember has riot properly appf opriated and budgeted the funds to satisfy the Agreement renewal. Th Is term is not negotiable and any Agreement between a TIPS Memberand a TIPS awarded vendor with an automatic renewal dause that conflicts with these terms is rendered void and unenforceable- Shipments The vendor shall ship,deliver of provide ordered products or services within a commercially reasonable time after the receipt of the order from the TIPS Member.If a delay in said delivery is anticipated,the vendor shall notify TIPS Member as to why delivery is delayed and shall provide an estimated time for completion of the order.TIPS or the requestingentity may cancel the order if estimated delivery time is riot acceptable or not as agreed by the parties. Invo cm Each invoice or pay request shall Include the TIPS Member's purchase order number or other identifying designatioti as provided in the order by the TIPS Member_ If applicable,the shiprnent tracking number or pertinent information for verification of TIPS Member receipt shall be made available upon request_ Payments The TIPS Member will make payments directly to the vendor,the vendor Assigned Dealer or as agreed by the vendor and the 'TIPS Member after receiving invoice and in tomplian€e with applicable payment statute(s),whichever is the greater time or as cxtherwlse provided by an agreement of the parties. Pricing Price increases will be honored according to the terms of the solicitation. All pricing submitted to TIPS shall Include the participation fee,as provided in the solicitation,to be remitted to TIPS by the vendor. vendor will not show adding the fee to the invoice presented to TIPS Member oustomer. Participatlon Fees and Deporting of Sales to TIPS by Vendor The Participation Fee that was published as part of the Solicitatlom and the fee published Is the legally effective Fee,along with any fee conditioms stated in the Solicitation. Collection of the fees by TIPS is required under Texas Government Code§751.011 Et seq_ Fees are due on all TIPS purchases reported by either vendor or Member_ Fees are due to TIPS upom payment by the Member to the Vendor, Reseller or vendor Assigned TiIPSVEndor Agreement 06022020_sr Page 3 Cooperative Purchase Page 10 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Dealer- vendor, Reseller or Vendor Assigned Dealer agrees that the participation fee is due to TIPS for all Agreement sales immediately upon receipt of payment including partial payment,from the Member Entity and must be paid to TIPS at leaston a monthly bans.specifically within 31€alendar days of receipt of payment, if not more frequently,or as otherwise agreed by TIPS In writingand signed by an authorized signatory of TIPS. Thus,when an awarded vendor, Reseller or Vendor Assigned Dealer receives any amount of payment,even partial payrn2nt,for a TIPS sale,the legally effective fee for that amount is immediately due to TIPS from the vendor and fees due to TIPS should be paid at least on a monthly basis,specifically withln�n calendar days of receipt of payment,if not more frequently- Reporting of Sales to TIPS by Vendor Vcndo r is required to report all sales under the TIPS contract to TIPS-when a public entity initiates a purchase with a TIPS Awarded vendor, If the Member inquires verbally or in writing whether the vendor holds a TIPS Contract, it is the duty of the vendor to verify whether or not the Member is seeking a TIPS purchase- Once verified, the vendor must include the TIPS Contract number on any communications and related sales documents exchanged with the TIPS Member entity- To reportsabesr the Vendor must login to the TIPS Vendor Portal online at httgs:/)www.tios-vsa.cDm}vendors farm-cfm and click on the PO's and Payments tab_ Pages 1.7 of the vendor Portal User Guide will walk you through the process of reporting sales to TIPS-Please refer to the TIPS A€counting FACTS for more information about reporting sales and if you have further questions, Conta€t the Accounting Team ataccountineCrPtirssusa.cam- The Vendor or vendor assigned dealers are responsible For keeping record of all sales that go through the TIPS agreement and submitting same to TIPS- Pailure to render the participation fee to TIPS shall Constitute a breach of this agreement with our parent governmental entity,Texas Pducation 52rviceCenter Region 3,as established by the Texas legislature and shall be grounds for termination of this agreement and any other agreement held with TIPS and passible legal action.Any overpayment of participation fees to TIPS blr a Vendorwill be refunded to the Vendor within nlnety (90)drays of receipt of notification if TIPS receives written notification of the overpayment not later than the expiration of six ;6) months from the date of overpayment and TIPS determines that the arnount was not legally due to TIPS pursuant to this agreement and applicable law- It is the Vendor's responsibility to ldentify which sa les are T IPS agreement sales a nd pay the correct participation fee d ue for TIPS agreement sales- A riq notification of overpayment received by TIPS after the expiration of six (6) months from the date of overpayment will be non-refundable. Region,8 ESC and TIPS reserve the right to extend the six(6) month deadline to notify if approved by the Region 8 ESC Hoard of Directors- TIPS reserves all rights under the law to collect the fees due. Please contact TIPS at tips@tips-usa.com or call (866)839-9477 if you have questions about paying fees- indemnity The vendor agrees to indemnify a nd hold harm lessand defend TIPS,TIPS Mernb2r(s),offrcersand a mployees from and against all claims and suits by third parties for damages, Injuries to persons (Including death), property damages,losses,and expenses including court costs and reasonable attorney's fees,arising out of, or resulting from,vendor's performance under this Agreement,including all su€h causes of action based upon common,constitutional,or statutory law,or based in whole or in part,upon allegations of negligent or intentional acts on the part of the Vendor, its officers,employees,agents,subcontractors,licensees,or invitees-Parties Found liable shall pay theit proportionate share of damages as agreed by the pai ties or as ordered by a court of competent jurisdiction over the case- NO LIMITATION OF LIABILITY FOR DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED BY TIPS}ESC REGION 8, Per lexss Lducation Cade §44.0321f},and pursuant to its, requirements only, reasonable Attotnevs fees are recoverable by the prevailing party in any dispute resulting in litigation- State of Texas Fra nchise Tax PS Ye-bdor Agreement 06022020_sr Rage 4 Cooperative Purchase Page 11 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 8y signature hereon,the vendor hereby certifies that he/she is not currently del inquent In the payment of any franchise taxes owed the State of Texas under Chapter 171,Tax Code- Mlsoellaneous The vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause- Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or 71PS Members will submit any orders at any time-TIPS reserves the right to request additional proposals for items or services already on Agreement at any time. Purchase Order Pricing/Product Deviatlan If a deviation of pricing/product on a Purchase Order or contract modification occurs between the vendor and the TIPS Member,TIPS must be notified within five(S)business days of receipt of change order- T2rrnination for[onwenience of TIPS Agreement only TIPS reserves the right to terminate this agreement for cause or no cause for convenience with a thirty 00) days prior written notice-Termination for convenience is conditionally required under Federal Regulations 2 CFR part 200 if the customer is using federal funds for the procurement-All purchase orders presented to the Vendor, but not fulfilled by the vendor, by a TIPS Member prior to the actual termination of this agreement shall be honored at the option of the TIPS Member-The awarded vendor may terminate the agreement with ninety (90)days prior written notice to TIPS 484E US Hwy North,Pittsburg,Texas 75686. The vendor will be paid for goods and,services delivered prior to the termination provided that the goods and services were delivered in accordance with the terms and conditions of the terminated agreement. This termination clause dues not affect the sales agreements executed by the Vendor and the TIPS Member customer pursuant to this agreement-TIPS Members may negotiate a termination for convenience-clause that meets the needs of the transaction based on applicable factors, such as funding sources or other needs. TIPS Mom ben Pue&aging Prot@dur25 Usually,purchase orders or their equal are issued by participating TIPS Member to the awarded vendor and should indicate on the order that the purchase is per the applicable TIPS Agreement Number. Orders are typically emailedtoTIPSattipspo Otips-usa.forn- - Awarded vendor delivers goods/services directly to the par7t!cipating member. Awarded Vendor invoices the participating TIPS Member directly. Awarded vendor receives payment directly from the participating member- • Fees are due to TIPS upon payment by the Member to the vendor. vendor agrees to pay the participation fee to TIPS for all Agreement sales upon receipt of payment including partial payment,from the Member Entity or as otherwise agreed by TIPS in writing and signed by an authorized signatory of TIPS. Licensfs Awarded vendor shall maintain, in current status,all federal, state and local licenses, bands and permits required for the operation of the business conducted by awarded vendor-Awarded vendor shall remain reasonably fully Informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of goads or services under the Agreement-TIPS and TIPS members reserves the right to stop work and/or cancel anorder or terminate this or any other sales Agreement of any awarded vendor whose licenses) required for performance under this Agreement have expired,lapsed,are suspended or terminated subject to a 30=day cure period unless prohibited by applicable statue or regulation. I IPS Vendor Agreement 060220213_sr Rage 5 Cooperative Purchase Page 12 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Novation If awarded vendor sells or transfers all assets,rights or the entire portion of the assets or rights required to perform this Agreement, a successor in interest must guarantee to perform all obligations under this Agreement_A simple change of name agreement will not change the Agreement obligations of awarded vendor_TIPS will consider Contract Assignments on a ease by case basis. TIPS must be notified within five (5)business days of the transfer of assets or rights- Site Requirements(only when appgrable to semke or job) Cleanup:when pefforming work on site at a YIPS Members property,awarded Vendor shall clean up and remove all debris and rubbish resulting from their work as required or directed by TIPS Member or as agreed by the parties_Upon completion of work,the premises shall bs left in good repair and an orderly, neat,clean and unobstructed condition- Preparation:Awarded Vendor shall not begin a project For which TIPS Member has not prepared the site, unless awarded Vendor does the preparation work at na cost,or until TIPS Member includes the cost of site preparation in a purchase order. Site preparation includes,but is not limited to: movingfumlture, installing wiring for networks or power,and similar pre installation requirements- Registered sex affender restrictions:For work to be performed at schools,awarded vendor agrees that no employee of a Subcontractor who has been adjudicated to he a registered sex offender will perform work at any time when students are,of reasonably expected to be,present unless otherwise agreed by the TIPS Member.Awarded vendor agrees that a violation of this condition shall be carsidered a material breach and may resultin the€ancellationofthe purchase orderat thelIPS Membees discretion. Awarded vendor must identify any additional costs associated with compliance of this term_ If no costs are specified,compliarkoe with this term will be provided at no additional charge_Safety measures:Awarded vendor shall take all reasonable precautions for the safety of employeeson the worksiter and shall erect and properly maintain all necessary safeguards for protection of wor ke rs and the public_Awarded vendor shall post warning signs against all hazards created by the operation and work in progress_ Proper precautionsshall be taken pursuant to state law and standard practicesto protect workers,general public and existing structures from injury ordamage_ Safety measures Awa riled vendor shal I take a ll reasoreable precautions for the safety of ern ployees on the woiksite,a rid shal l erect and properly maintain all necessary safeguards for protection of workers and the public_ Awarded vendor shall post warning signs against all hazards created by the operation and work in progress- Proper precautlons shall be taken pursuant to state law and standard practices to protect workers,general public and existing structures from Injury or damage_ smoling Persons working under Agreement shall adhere to the TIPS Member's or local Smoking statutesr Codes or policies. marketing Awarded Vendor agrees to allow TIPS to use their name and logo within 71PSwebsite,marketing materials and advertisement subject to any reasonable restrictions provided to TIPS in the Proposal to the Solicitation.The Vendor may submit an acceptable use directive for°endow narnes and logos with which TIPS agrees to comply.Any use of TIPS name and logo or any form of publicity,inclusive of press release, regarding this Agreement by awarded vendor must have prior approval from TIPS which will not be unreasonably withheld_Request may be made by email to TI PIS @YIPS=USA.COM. TIPS Vendor Agreement afi022020_sr Page 6 Cooperative Purchase Page 13 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Supplemental Agreements The TIPS Member entity participating in the TIPS Agreementand awarded Vendormay enter into a separate Supplemental Agreement or contract to further define the level of service requirements over and above the minimum defined in this Agreement such as but not limited to, invoice requirements, ordering requirements,specialized delivery,etc_Any Supplemental Agreement err contract developed as a result of this Agreement is exclusively between the TIPS Member entity customer and the vendor-TIPS,its agents, TIPS Membersand employees nota party to the Supplemental Agreement with the TIPS Member customer, shall not be made party to any claim for breach of such agreement unless named and agreed by the Party in question in writing in the agreement. If a Vendor submitting a Proposal requires TIPS and/or TIPS Member to sign an additional agreement,those agreements shall comply with the award made by TIPS to the vendor.Supplemental Vendors Agreement documents may not become part of T1PSr Agreement with Vendor unless and until an authorized representative of TIPS reviews and approves it. TIPS review and approval may be at any time during the life of this Vendor Agreement TIPS permits TIPS Members to negotiate additional terms and cernditions with the vendor fof the provision of goods or services under the Vendor's TIPS Agreement so long as they do next materially conflict with this Agreement. Survival Clause All applicable sales,leases,Supplemental Agreements,contracts,software license agreements,warranties or service agreementsthat were entered into between vendor and TIPS or the 71PS Member Customer under the to rms.and Band Itions of this Agreement shall survive the expiration or termination of thisAgreement All Orders,Purchase]Orders issued or contracts executed by TIPS cra TIPS Member and accepted by the Vendor prier to the expiration or termination of this agreement, shall survive expiration or termination of the Agreement, subject to previously agreed terms and conditions agreed by the parties or as otherwise specified herein relatingto termination of this agreement_ Legal obligations It is the responding Vendor's responsibility to be aware of and comply with all local,state and federal laws governing the sale of products/services Identified in the applicable Solicitation that resulted in this vendor Agreement and any awarded Agreement thereof_Applicable laws and regulations must be followed even if notspecifically identified herein. Audit rights Due to transparency statutes and public accountability requirements of TIPS and TOPS Ivlembers', the awarded vendor shall,at their stale expense,maintain appropriate due diligence of all purchases made by TIPS Member that utillzes this Agreement_ TIPS and Region 8 ESC each reserve the right to audit the accounting of TIPS related purchases for a period of three(2)years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1)year from the effective date of termination- In order to ensure and confirm compliance with this agreement, TIPS shall have authority to conduct audits of Awarded Vendor's pricing or TIPS transaction documentation with TIPS Members with 30 days'notice unless the audit is ordered by a Court Order or by a Government Agency with authority to do so without notice_ Notwithstanding the foregoing, in the event that TIPS is made aware of any pricing being offered to eligible entities that is materially inconsistent with the pricing under this agreement.TIPS shall have the ability to conduct the audit Internally or may engage a third. party auditing firm to investigate any possible non-compliant conduct or may terminate the Agreement according to the terms of this Agreement. In the event of an audit,the requested materials shall be reasonably provided in the tlme,form at and at the location acce ptab le to Region 8 ESIC or TIPS_ TI PS agrees not to perform a ra adorn audit the TIPS transaction documentation more than ranee per calendar year,but reserves the right to audit for just cause or as required by any governmental agency or court with regulatory authority over TIPS or the TIPS Vendor Agreement D6022020_sr Page 7 Cooperative Purchase Page 14 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 TIPS Member_ Force Majaure If by reason of Parse Majeure,either party hereto shall he rendered unable wholly or In part to carry out its obligatlorts under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the either party within a reasonable time after occurrence of the event or cause relied upon,and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall he suspended during the continuance of the inability then claimed,except as hereinafter provided,but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch- Choice of taw The Agreement between the vendor and TIPSMC Region 9 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas,regardless of any conflict of laws principles. venue,Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement processor any contract issued by TIPS resulting from o•r any contemplated transaction shall be brought in a court of competent Jurisdiction in tramp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding,waives any objectlon it may now or hereafter have to venue or to convenience of forum,agrees thatall claims rn respect of the Proceeding shal I be heard and deter mined only in a ny such court,and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or ariy contemplated transaction in arky Esther court.The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objectrams to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere rn the world. Venue for any dispute resolution process,otherthan litigation, between TIPS and the vendor shall be located in r-amp or Titus County,Texas_ Project Dalivery Order Procedures The TIPS Member hawing approved and signed an Interlotal agreement, or other TIPS Membership document,may make a request of the awarded vendor under th Is Agreement when the TIPS Member desires goods or services awarded to the vendor_Notification may occur via phone,the web,courier,emall,fax,or in person. Upon notification of a pending request, the awarded Vendor shall acknowledge the TIPS Member's request as soon as possible, but must make contact with the TIPS Member w.nthrn two working days.. Status of TIPS Members as Related to This Agreement TIPS Members stand in the place of TIPS as related to this agreement and have the same access to the proposal inFormaticm and all related documents. TIPS Members have all the same rights under the awarded Agreement as TIPS_ vendor's Resellers as Related to This Agreement vendors Named Resellers("Resellers")under this Agreement shall comply with all terms and conditions of this agreement and all addenda or incorporated documents. All actions related to sales by Authorized vendor's Resellers under this Agreement are the responsibility of the awarded Vendor_ If Resellers fall to report sales to TIPS under your Agreement,the awarded vendor is responsible for their contractual failures TIPS Vendor Agreement 06022020_sr Page 8 Cooperative Purchase Page 15 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 and shall be billed for the fees_ The awarded Vendor may then recover the Fees from their named reseller_ Support Requirements IF there Is a dispute between the awarded Vendor and TIPS Member,TIPS or its representatives may,at TIPS sale discretion,assist in conflict resolution if requested by either party.TIPS,or its representati,res,reserves the right to inspect any project arid audit the awarded vendor's TIPS project Files, documentatian and correspondence related to the requesting TIPS fvlember's order.If there are confidentiality requi rerrients by either party,TIPS shall comply to the extent permitted by law. Incorporation of Solldtation The TIPSSolicitation which resulted In this Vendor Agreement,whe their a Request for Proposals,the Request for Competitive Sealed Proposals or Request for(�ualiFrcations solicitations or other,the Vendors response to same and all associated documents and forms made part o-f the solicitation process, including any addenda,are hereby incorporated by reference into this Agreement as if copied Merbatirrl_ SECTION HEADERS OR TITLES THE SCCTON HEADERS OR TITLES WITHIN THIS DOCUMENT ARE MERELY GUIDES FOR CONVENIENCE AND ARE NOT FOR CLASSIFICATION OR LIMITING CIF THE RESPONSIBILITES OF THE PARTIES TO THIS DOCUMENT. STATLF TRY REQUIREMENTS 1 exas govern Inental entities are prohibited from doing business with€amp@nies that fail to certify to Ibis condition as required by Texas Government Code Sec.2270. By executing this agreement,you certify that you are authorized to bind the undersigned Vendor and that your company(1)does not boycott Israel;and(2)will not boycott Israel during the term of the Agreement. You certify thatyour company is not listed on and does not and will not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organisations per Texas Gov't Code 2270.0131fo4indat terrarist.cdf You certifythat if the certified statements above become untrue.at any time during the lifeof this Agreement that the Vendor-will notify TIPS within three(3)business day ofthe change bya letter on vendor's letterhead from and signed by an authorized representative of the vendor stating the non•compl lance decision and the TIPS Agreement number and description at: Attention:General Counsel ESC Region 8/The InterlocaI Purchasing System(TIPS) 4945 Highway 271 North Pittsburg,Tx,7S686 And by an email sent to bids@tlps-usa_eom Insurance Requirements The undersigned Vendor agrees to maintain the below minimum Insurance requirements for TIPS Contract Holders: General Liability $1,000,000 each Occurrencia/Aggregate TIPS Vendor Agreement R6022020_sr Page 9 Cooperative Purchase Page 16 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 A.utbmlobile LiabiIity $300,000 Includes owned,hired&non-owned workers'compensation Statutory limits fortherurisdictitm in which the Vendor performs under thlsAgreement- vmbrella liability $1,006,0010 when the Vendor or itssubcontractors are liable for any damages or claims.the vendor'&policy,when the Vendor is responsible for the claim, must be primary over any other valid and collectible insurance carried by the Member. Any immunity available to TIPS ar TIPS Members shall not be used as a defense by the contractor's insurance policy. The coverages and Iim its are to be considered m in im urn requi rements a rid in no way limit the liability of the Vendor(s). Insurance shall be written by a carrierwith an A-;V I I tar better rating in accordance with current A-M- Best Key Rating Guide. Only deductibles applicable to property damageare acceptable,unless proof of retention funds to cover said deductibles is provided."claims made" policies will not be accepted. vendor's required minimum coverage shall not be suspended, voided, cancelled, ratan-renewed or redo-ced in coverage or in limits unless replaced by a policy that provides the minimum required coverage except after thirty(30)days prior written notice by certified mail,return receipt requested has been given to TIPS orthe TIPS Member if a project or pending delivery of an,order is ongoing. Upon request,certified copies of all insurance policies shall be furnished to the TIPS or the TIPS Member- Special Terris and Conditions Ord*rs: All Vendor orders received from TIPS Members must be em.arled to TIPS at tipspo@tips- usa.com-Should a TIPS Member send an order directly to the Vendor,it is the Vendors responsibility to forward a copy of the order to TIPS at the @mall above within 3 business days and conflrm its receipt with TIPS. vendor Encouraging members to bwpass TIPS agreememt; Encouraging TIPS Members to purchase directly from the vendor or through another agreem enl,when the Member has requested using the TIPS cooperative Agreement tar price,and thereby bypassing the TIPS Agreement is a,violation of the terms and conditions of this Agreement and will result In removal of the Vender from the TIPS P rogram- Order Confirmation:All TIPS Member Agreement orders are approved daily by TIPS and sent to the Vendor- The Vendor should confirm receipt taf orders to the TIPS Member (customer) within 3 business days. Vendor-custom website for TIPS:If Ve ador is hosting a custom TIPS website,updated pricing when effective.TIPS shall be natifiedwhen prices change in accordance with the award- Back Ordered Produ€tv If product is not expected to ship within the time provided to the TIPS Member by the Vendor.the Member is to be notified within 3 business days and appropriate action taken based on customer request. The TIPS Vendor Agreement Signature Page is inserted here. TIPS Vendor Agreement 0602202I3_sr Page 10 Cooperative Purchase Page 17 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 TIPS Vendor Agreement .signature Fora RFP 210101 Technology Solutions,Products and Services Company Name IT1 Source, LLC Address 1860 W University Dr, Suite 100 GwTerrnp State A Zip 1 Phane(87 f )7 f7 f7- Fax (4 0)! i 71 4 Email ofAuthurizedRepresentativ�e u . teinbrink@itl .com Name of Authorized Representative Guy S lei n bri n k Title caner f Principal Signature of Authorized Representative Date 0211 012021 TIPS Authorized Representative Name MerediLh Barton Title Chief Operating Officer TIPS Authorized Representative5ignature F' , Approved by ESC Region 8 rcair r ✓ Date h-13-2071 Cooperative Purchase Page 18 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 Exhibit C CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO For vendor doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICEUSEONLY This questionnaire is being filed in accordance with Chapter 176,Local Government Code,by a vendor who Date Received has a business relationship as defined by Section 176.001(1-a)with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1),Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code.An offense under this section is a misdemeanor. jJ Name of vendor who has a business relationship with local governmental entity. 2 ❑ Check this box if you are filing an update to a previously filed questionnaire.(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information is being disclosed. Name of Officer 4 Describe each employment or other business relationship with the local government officer,or a family member of the officer,as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer. Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form CIO as necessary. A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income, other than investment income, from the vendor? Yes E-J No B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local government officer or a family member of the officer AND the taxable income is not received from the local governmental entity? Yes F-1 No 9 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or other business entity with respect to which the local government officer serves as an officer or director,or holds an ownership interest of one percent or more. 6 ElCheck this box if the vendor has given the local government officer or afamily member of the officer one or more gifts as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1). 7 Signature of vendor doing business with the governmental entity Date Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015 Cooperative Purchase Page 19 of 20 DocuSign Envelope ID:C59BF7C2-7A48-4E24-9807-58826434F1B6 CONFLICT OF INTEREST QUESTIONNAIRE For vendor doing business with local governmental entity Acomplete copy of Chapter 176 of the Local Government Code may be found at http://www.statutes.leg is.state.tx.us/ Docs/LG/htm/LG.176.htm. For easy reference,below are some of the sections cited on this form. Local Government Code§176.001(1-a):"Business relationship"means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal,state,or local governmental entity or an agency of a federal,state,or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public;or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by,and reporting to,that agency. Local Government Code§176.003(a)(2)(A)and(B): (a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if: (2) the vendor: (A) has an employment or other business relationship with the local government officer or a family member of the officer that results in the officer or family member receiving taxable income, other than investment income, that exceeds $2,500 during the 12-month period preceding the date that the officer becomes aware that (i) a contract between the local governmental entity and vendor has been executed; or (ii) the local governmental entity is considering entering into a contract with the vendor; (B) has given to the local government officer or a family member of the officer one or more gifts that have an aggregate value of more than$100 in the 12-month period preceding the date the officer becomes aware that: (i) a contract between the local governmental entity and vendor has been executed;or (ii) the local governmental entity is considering entering into a contract with the vendor. Local Government Code§176.006(a)and(a-1) (a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship with a local governmental entity and: (1) has an employment or other business relationship with a local government officer of that local governmental entity,or a family member of the officer,described by Section 176.003(a)(2)(A); (2) has given a local government officer of that local governmental entity,or a family member of the officer,one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B),excluding any gift described by Section 176.003(a-1);or (3) has a family relationship with a local government officer of that local governmental entity. (a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator not later than the seventh business day after the later of: (1) the date that the vendor: (A) begins discussions or negotiations to enter into a contract with the local governmental entity;or (B) submits to the local governmental entity an application,response to a request for proposals or bids, correspondence, or another writing related to a potential contract with the local governmental entity;or (2) the date the vendor becomes aware: (A) of an employment or other business relationship with a local government officer, or a family member of the officer,described by Subsection(a); (B) that the vendor has given one or more gifts described by Subsection(a);or (C) of a family relationship with a local government officer. Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015 Cooperative Purchase Page 20 of 20