HomeMy WebLinkAboutContract 59285DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
FORT WORTH CSC No. 59285
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between GTS
Technology Solutions, Inc. ("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.
4.
Exhibit C —
Texas Department of Information Resources DIR-CPO-4754; and
5.
Exhibit D —
GTS MDC Services Statement of Work
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 — Texas Department of Information Resources DIR-CPO-4754, then Exhibit A — City's Terms and
Conditions shall control, but only to the extent allowable under DIR-CPO-4754.
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 annually under this Agreement by Buyer shall
not exceed the amount of Five Hundred Fifty Thousand, Seven Hundred Four and 00/100 dollars
($550,704.00). 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 March 5, 2024 to coincide with the Cooperative
Purchase Agreement. Buyer shall be able to renew this agreement for four (4) additional one-year
renewal options by written agreement of the parties.
[signature page following)
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
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:
i
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Valerie Washington (Apr 25, 202313:25 CDT)
Name: Valerie Washington
Title: Assistant City Manager
Date: Apr25,2023
APPROVAL RECOMMENDED:
Name: Kevin Gunn
Title: Director, IT Solutions Department
p4vvunn�
ATTEST: 4
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Name: Jannette Goodall
Title: City Secretary
SELLER:
GTS Technology Solutions, Inc.
DocuSigned by:
By:
Name: T-rytw fital
Title: GTS Technology Solutions
Date: 4/11/2023
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all performance
and reporting requirements.
S. 7",-&H�r
S.Trotter (Apr 25, 202310:47 CDT)
Name: Sallie Trotter
Title: Assistant Director, IT Solutions
APPROVED AS TO FORM AND LEGALITY:
M.
Name: Taylor Paris
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 23-0293
Approved: 4/25/2023
Form 1295: 2023-994920
ATTEST:
By:
Name:
Title:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
Exhibit A
CITY OF FORT WORTH, TEXAS
TERMS AND CONDITIONS
1. Termination.
a. Convenience. Either City or Vendor may terminate the Agreement at any time
and for any reason by providing the other party with 30 days written notice of termination.
b. Breach. If either party commits a material breach of the Agreement, the non -
breaching Party must give written notice to the breaching party that describes the breach in
reasonable detail. The breaching party must cure the breach ten (10) calendar days after receipt
of notice from the non -breaching party, or other time frame as agreed to by the parties. If the
breaching party fails to cure the breach within the stated period of time, the non -breaching party
may, in its sole discretion, and without prejudice to any other right under the Agreement, law, or
equity, immediately terminate the Agreement by giving written notice to the breaching party.
C. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder, City will notify Vendor of such
occurrence and the Agreement shall terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to the City of any kind whatsoever,
except as to the portions of the payments herein agreed upon for which funds have been
appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up
to the effective date of termination and Vendor shall continue to provide City with services
requested by City and in accordance with the Agreement up to the effective date of termination.
Upon termination of the Agreement for any reason, Vendor shall provide City with copies of all
completed or partially completed documents prepared under the Agreement. In the event Vendor
has received access to City information or data as a requirement to perform services hereunder,
Vendor shall return all City provided data to City in a machine readable format or other format
deemed acceptable to City.
2. Attorneys' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties or
liquidated damages in any amount, City objects to these terms and any such terms are hereby deleted
from the Agreement and shall have no force or effect.
3. Law and Venue. The Agreement and the rights and obligations of the parties hereto shall
be governed by, and construed in accordance with the laws of the United States and state of Texas,
exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a
court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be
governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and
any such terms are hereby deleted from the Agreement and shall have no force or effect.
4. Linked Terms and Conditions. If the Agreement contains a website link to terms and
conditions, the linked terms and conditions located at that website link as of the effective date of the
Agreement shall be the linked terms and conditions referred to in the Agreement. To the extent that the
linked terms and conditions conflict with any provision of either this Addendum or the Agreement, the
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
provisions contained within this Addendum and the Agreement shall control. If any changes are made
to the linked terms and conditions after the date of the Agreement, such changes are hereby deleted and
void. Further, if Vendor cannot clearly and sufficiently demonstrate the exact terms and conditions as of
the effective date of the Agreement, all of the linked terms and conditions are hereby deleted and void.
5. Insurance. The City is a governmental entity under the laws of the state of Texas and
pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by Governmental
Units," is self -insured and therefore is not required to purchase insurance. To the extent the Agreement
requires City to purchase insurance, City objects to any such provision, the parties agree that any such
requirement shall be null and void and is hereby deleted from the Agreement and shall have no force or
effect. City will provide a letter of self -insured status as requested by Vendor.
6. Sovereign ImmunitX. Nothing herein constitutes a waiver of City's sovereign immunity.
To the extent the Agreement requires City to waive its rights or immunities as a government entity; such
provisions are hereby deleted and shall have no force or effect.
7. Limitation of Liability and Indemnity. To the extent the Agreement, in any way, limits
the liability of Vendor or requires City to indemnify or hold Vendor or any third party harmless from
damages of any kind or character, City objects to these terms and any such terms are hereby deleted from
the Agreement and shall have no force or effect.
8. IP Indemnification. Vendor agrees to indemnify, defend, settle, or pay, at its own
cost and expense, including the payment of attorney's fees, any claim or action against the City for
infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual
property right arising from City's use of the Deliverable(s), or any part thereof, in accordance
with the Agreement, it being understood that the agreement to indemnify, defend, settle or pay
shall not apply if City modifies or misuses the Deliverable(s). So long as Vendor bears the cost and
expense of payment for claims or actions against the City pursuant to this section 8, Vendor shall
have the right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, City shall have
the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to
protect the City's interest, and City agrees to cooperate with Vendor in doing so. In the event City,
for whatever reason, assumes the responsibility for payment of costs and expenses for any claim
or action brought against the City for infringement arising under the Agreement, the City shall
have the sole right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully
participate and cooperate with the City in defense of such claim or action. City agrees to give
Vendor timely written notice of any such claim or action, with copies of all papers City may receive
relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or
expenses shall not eliminate Vendor's duty to indemnify the City under the Agreement. If the
Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or restrained
or, if as a result of a settlement or compromise, such use is materially adversely restricted,
Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non -infringing,
provided that such modification does not materially adversely affect City's authorized use of the
Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally
equivalent non -infringing Deliverable(s) at no additional charge to City; or (d) if none of the
foregoing alternatives is reasonably available to Vendor, terminate the Agreement, and refund all
amounts paid to Vendor by the City, subsequent to which termination City may seek any and all
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
remedies available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
9. Data Breach. Vendor further agrees that it will monitor and test its data safeguards
from time to time, and further agrees to adjust its data safeguards from time to time in light of
relevant circumstances or the results of any relevant testing or monitoring. If Vendor suspects or
becomes aware of any unauthorized access to any financial or personal identifiable information
("Personal Data") by any unauthorized person or third party, or becomes aware of any other
security breach relating to Personal Data held or stored by Vendor under the Agreement or in
connection with the performance of any services performed under the Agreement or any
Statement(s) of Work ("Data Breach"), Vendor shall immediately notify City in writing and shall
fully cooperate with City at Vendor's expense to prevent or stop such Data Breach. In the event of
such Data Breach, Vendor shall fully and immediately comply with applicable laws, and shall take
the appropriate steps to remedy such Data Breach. Vendor will defend, indemnify and hold City,
its Affiliates, and their respective officers, directors, employees and agents, harmless from and
against any and all claims, suits, causes of action, liability, loss, costs and damages, including
reasonable attorney fees, arising out of or relating to any third party claim arising from breach by
Vendor of its obligations contained in this Section, except to the extent resulting from the acts or
omissions of City. All Personal Data to which Vendor has access under the Agreement, as between
Vendor and City, will remain the property of City. City hereby consents to the use, processing
and/or disclosure of Personal Data only for the purposes described herein and to the extent such
use or processing is necessary for Vendor to carry out its duties and responsibilities under the
Agreement, any applicable Statement(s) of Work, or as required by law. Vendor will not transfer
Personal Data to third parties other than through its underlying network provider to perform its
obligations under the Agreement, unless authorized in writing by City. Vendor's obligation to
defend, hold harmless and indemnify City shall remain in full effect if the Data Breach is the result
of the actions of a third party. All Personal Data delivered to Vendor shall be stored in the United
States or other jurisdictions approved by City in writing and shall not be transferred to any other
countries or jurisdictions without the prior written consent of City.
10. No Mandatory Arbitration. To the extent the Agreement requires mandatory arbitration
to resolve conflicts, City objects to these terms and any such terms are hereby deleted from the
Agreement and shall have no force or effect.
11. Insurance. Vendor agrees that insurance coverage provided to City by Vendor is sufficient
for purposes of the Agreement only.
12. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood
and agreed that all obligations of City hereunder are subject to the availability of funds. If such funds are
not appropriated or become unavailable, City shall have the right to terminate the Agreement except for
those portions of funds which have been appropriated prior to termination.
13. Public Information. City is a government entity under the laws of the State of Texas and
all documents held or maintained by City are subject to disclosure under the Texas Public Information
Act. To the extent the Agreement requires that City maintain records in violation of the Act, City hereby
objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no
force or effect. In the event there is a request for information marked Confidential or Proprietary, City
shall promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to
disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by
the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction.
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
14. Addendum Controlling. If any provisions of the attached Agreement, conflict with the
terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance
of City, the terms in this Addendum shall control.
15. Network Access.
a. City Network Access. If Vendor, and/or any of its employees, officers, agents,
servants or subcontractors (for purposes of this section "Vendor Personnel"), requires access to
the City's computer network in order to provide the services herein, Vendor shall execute and
comply with the Network Access Agreement which is attached hereto as Exhibit "A" and
incorporated herein for all purposes.
b. Federal Law Enforcement Database Access. If Vendor, or any Vendor Personnel,
requires access to any federal law enforcement database or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System
("FIRS"), Interstate Identification Index System ("III System"), National Crime Information
Center ("NCIC") or National Fingerprint File ("NFF"), or Texas Law Enforcement
Telecommunications Systems ("TLETS"), that is governed by and/or defined in Title 28, Code
of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the
administration of criminal justice as defined therein on behalf of the City or the Fort Worth Police
Department, under the Agreement, Vendor shall comply with the Criminal Justice Information
Services Security Policy and CFR Part 20, as amended, and shall separately execute the Federal
Bureau of Investigation Criminal Justice Information Services Security Addendum. No changes,
modifications, alterations, or amendments shall be made to the Security Addendum. The
document must be executed as is, and as approved by the Texas Department of Public Safety and
the United States Attorney General.
16. Immigration Nationality. Vendor shall verify the identity and employment eligibility
of its employees who perform work under the Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all
I-9 forms and supporting eligibility documentation for each employee who performs work under the
Agreement. Vendor 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 Vendor employee who is not legally eligible
to perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate the
Agreement for violations of this provision by Vendor.
17. 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.
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
18. Right to Audit. Vendor agrees that City shall, until the expiration of three (3) years after
final payment under the Agreement, have access to and the right to examine any directly pertinent books,
documents, papers and records of Vendor involving transactions relating to the Agreement. Vendor
agrees that City shall have access during normal working hours to all necessary Vendor facilities and
shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the
provisions of this section. City shall give Vendor reasonable advance notice of intended audits.
19. Prohibition on BoycottingEnergy nergy 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.
20. 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 signature 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.
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
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 httD://www.ethics.state.tx.us/forms/CIO.DdE
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.
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
CONFLICT OF INTEREST QUESTtONNAtRE FORM CIO
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 21 84th Leg- Regular Session.
CFFICEUSE ONLY
This questiflnnaire is being filed in accordance with Chapter 176, Loca] GovemmentCDde,
Date ReceMed
by a van dorwho has abus iness relationship as defined by Section 176A01(1-a)with a local
governmental entity and the vendor meets requirements under Section 176.00G(a).
By law this questionnaire must be filedwith the records administrator of the local governmental
entity not later than the 7th business day after the data 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.
t Name of vendorwho has a business felatfonshipwith local governmental entity.
21 H Check this box Ifyou 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 Tocal government offfeer aboutwhom the Information In tilts section Is being disclosed.
Nance of Officer
This section (item 3 including subparts A, B, C, 8 D) must be completed for each officer with whom the vendor has an
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?
Yes F-1 No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local
government officer named in this section AND the taxable income is not received from the locid governmental entity?
F7 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?
Yes F-] No
D. Desc€ibe each employment or business and family relationship with the local govemment officer named in this section.
4
Signature of vendor doing business with ffte governmental ettlity Date
Adapted 8.M2015
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
Contract Number
DIR-CPO-4754
Vendor Information
GTS Technology
Solutions, Inc.
Vendor ID: 1742339797900
HUB Type: Woman Owned Ferrate QB
RFO: DIR-CPO-TMP-442
Contract Status: Active
Contract Overview
EXHIBIT C
Contract Term Date: 03/05/25 O
Contract Expiration Date: 03/05/26 Q
VENDOR CONTACT: DIR CONTACT:
Sue Hawk G?' Suzanne Carson Es"
Phone: (512) 681-6246 Phone: (512) 475-4948
Fax: (512) 452-0691
Vendor Website C,"
GTS Technology Solutions, inc.offers End -User IT Outsourcing (managed services) for information technology assets
through this contract. Managed services include: Provisioning of Equipment; Desktop Outsourcing;and Asset Tracking.
Support Services include: Service Desk: On -Site MAC; Remote Support; Standard and Ad Hoc Reporting
Documentation; Brea klFixlMaintenance; and Unwind/End of Engagement services. Technology Services include:
Mobility; HVD; Network Management; Software and Security Services. Contracts may be used by state and local
government, public education, other public entities in Texas, as well as public entities outside the state. ReseLLers are
not availabLe for this contract. DIR has exercised the renewal option for this contract. This renewal extends the contract
through 31512025.
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
DIR Contract No. DIR-CP0 4754
STATE OF TEXAS
DEPARTMENT OF INFORMATION RESOURCES
CONTRACT FOR SERVICES
GTS Technology Solutions, Inc.
1 Introduction
A. Parties
This Contract for End -User IT Outsourcing 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 15a` Street, Suite 1300, Austin, Texas 78701,
and GTS Technology Solutions, Inc., (hereinafter "Successful Respondent"), with its
principal place of business at 9211 Waterford Centre Blvd., Suite 275, Austin, Texas, 78758.
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-CPO-TMP-442, on 10/09/2020, for End -User
IT Outsourcing. Upon execution of this Contract, a notice of award for RFO DIR-CP0-TMP-
442 shall be posted by DIR on the Electronic State Business Daily.
Order of Precedence
For purchase transactions under this Contract, the order of precedence shall be as follows:
i. this Contract;
ii. Appendix A, Standard Terms and Conditions;
iii. Appendix B, Successful Respondent's Historically Underutilized Businesses
Subcontracting Plan;
iv. Appendix C, Statement of Work;
V. Appendix D, Master Operating Lease Agreement;
vi. Appendix E, Master Lease Agreement;
vii. Exhibit 1, Successful Respondent's Response to RFO DIR-CPO-TMP-442,
including all Addenda;
viii. and Exhibit 2, RFO DIR-CPO-TMP-442, including all Addenda;
are incorporated by reference and constitute the entire agreement between DIR and
Successful Respondent governing purchase transactions. In the event of a conflict between
the documents listed in this paragraph, the controlling document shall be this Contract, then
Appendix A, then Appendix B, then Appendix C, then Appendix D, the Appendix E, then
End -User IT Outsourcing Contract Page 100 9
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
DIR Contract No. DIR-CP0 4754
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 the last date of approval by
DIR and Successful Respondent, with one (1) optional two-year renewal and one (1) optional
one-year renewal. 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 sixty (60)
days in advance of the renewal date stating that the party wishes to discuss modification of terms
or not renew.
3 Option to Extend
The Successful Respondent agrees that DIR may require continued performance, not including
termination assistance, beyond the initial or any renewal Contract term, of any of the within
described services at the rates specified in the Contract. This option may be exercised more than
once, but the total extension of performance hereunder shall not exceed four (4) calendar months.
Such extension of services shall be subject to the requirements of the Contract, with the sole and
limited exception that the original date of termination shall be extended pursuant to this
provision. DIR may exercise this option upon thirty (30) calendar days written notice to the
Successful Respondent.
Service Offerings
This Contract is for services only. No hardware or software products may be sold under this
Contract. Any products needed to deliver final services must be procured through another
contract vehicle.
Services available under this Contract are limited to the End -User IT Outsourcing Services as
specified in Table 1 below. Successful Respondent may incorporate changes to their services
offering; however, any changes must be within the scope of the RFO and services awarded based
on the posting described in Section 1.13 above. Successful Respondent may not add services
which were not included in the Successful Respondent's response to the solicitation described in
Section 1.13 above.
End -User IT Outsourcing Contract Page 2 of 9
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DIR Contract No. DIR-CP0 4754
Table 1
Management
The management of customer owned equipment or vendor provided
Services
equipment.
Provisioning of
This category includes any information technology equipment that may be
Equipment
made commercially available within the current and future technology
marketplace that addresses a business need of a Customer. Equipment
includes, but is not limited to: desktops/workstations, notebooks/portables,
mobility devices, end -user support servers, storage area networks,
networking, software, and peripherals. Services shall include, but not be
limited to: management of equipment procurement, equipment
configuration management, and provisioning of equipment. Successful
Respondent must be capable of provisioning equipment using standard
configurations developed by Customer. Successful Respondent shall be
responsible for bearing the cost of acquisition or lease costs that may be
applicable in the procurement process and for IT equipment that may be
required by a Customer.
Desktop
This category includes services related to desktop computers (or laptops
Outsourcing
acting in the role of desktops), desktop hosting servers, the underlying
Services
network infrastructure, the processes and the organization.
Desktop support services include:
• Deskside dispatch
• Hardware break/fix
• Installations, moves, adds and changes (IMAC)
• Remote server
• LAN/WAN (where applicable)
• Shrink-wrapped software (dispatched efforts)
• First -level application (dispatched efforts)
• Enterprise -specific (where required)
• IT asset inventory maintenance and process controls
• Backup and recovery processes
• Patch management
• Output management
• Hardware standards establishment
• Service desk often included
Asset Tracking
Maintain a central asset management system to maintain tracking of
Services
Successful Respondent owned equipment to include, but not be limited to:
physical location, user, software licenses, maintenance records, and end of
Agreement term dates. Information should be updated as necessary to
account for Installs/Moves/Adds/Changes (IMAC), maintenance, and
deskside support. The system should also be used for tracking any services
that are provided on Customer owned equipment that may be applicable to
a Supplemental Agreement.
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DIR Contract No. DIR-CP0 4754
Support Services
Services provided in the course of providing Management Services.
Service Desk
Manage and supply a toll -free telephone number, email address, or
web -based application for a Customer to report maintenance issues,
trouble -tickets, and request other how-to assistance as necessary.
Process must include a timely confirmation of receipt of all Customer
reports and a resolution status of all service requests submitted.
IT service desk is defined as the provision of internal end -user support
for all IT services and includes:
• Labor, facilities, systems, processes, management and connectivity
for service desk support
• First -level and second -level support
• Problem categorization and logging
• Problem tracking and escalation
• Problem resolution
• Remote access and resolution
On Site Support &
Provide day-to-day technical on -site support services, to include, but
Moves/Adds/Changes
not be limited to: option of Successful Respondent staff residing at a
(MAC) Services
Customer location, assisting with complex problem identification,
resolving complex issues which cannot be resolved by assistance of the
help desk, installation of emergency hardware/software fixes,
troubleshooting, physical relocation of equipment, continuing
equipment modifications or upgrades, installation/de-installation,
packing/unpacking of equipment, and swaps/replacement of
equipment. Successful Respondent shall be capable of providing the
services described for volume -based projects that affect several end -
users as may be necessary throughout the term of a Customer's
Supplemental Agreement.
Remote Support
Manage and provide remote support to "take over" and support a piece
Services
of equipment from a centralized location by Successful Respondent
personnel. Successful Respondent shall provide phone support to
assist in resolution of problems from a location that is remote to the
end -user Customer.
Standard and Ad Hoc
Produce various types of reports via online or hard copy as may be
Reporting and
required by a Customer. These may include, but not be limited to:
Documentation
number of problems/calls logged, number of dispatch calls, and
resolution time frames. Successful Respondent shall allow a
Customer's authorized end -user to have electronic access to view and
query Successful Respondent's standard reports.
Break/Fix/Maintenance
Manage support services, including bearing any cost, for all equipment
Services
owned and provided by the Successful Respondent. This would include,
but not be limited to: time and materials maintenance, troubleshooting,
on -site support function, and upgrading of equipment as needed to
provide any new technology features.
Unwind/End of
Manage the de -installation and packaging of Successful Respondent
Engagement Servicesprovided
equipment, to include but not be limited to: providing a plan
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DIR Contract No. DIR-CP0 4754
to manage the unwind of the services, and removal of hard drives to be
left with a Customer for destruction
Technology Services
Specific applications or technology centered processes.
Mobility
This category defines mobility as the provision of internal end -user
support for all mobile functionality.
The mobile services include:
• Labor, facilities, systems, processes, management and connectivity
• Managing mobile devices, including bring your own device (BYOD)
to securely work with the customer's network and base systems
• Managing mobile device connectivity service
• Problem categorization and logging
• Problem tracking and escalation
• Problem resolution
Hosted Virtual
HVD service that can access applications from a centralized server,
Desktop (HVD)
combined with a lower -cost desktop solution as the thin client.
Services
Network Management
Manage and provide services for network related issues, to include, but
Services
not be limited to: connectivity troubleshooting, eliminating bottlenecks,
and monitoring. For DIR eligible telecom Customers,
telecommunications connectivity services will be achieved through the
DIR consolidated telecommunications system, TEX-AN.
Software Services
Manage services for software to include, but not be limited to. software
configuration management, patches, automated distribution, imaging
creation,and imaging implementations
Security Services
Manage security services as applicable to the equipment as described
within Item 1, Provisioning of Equipment, and, Procurement Services,
that may be provided. To include, but not be limited to: firewalls,
passwords, and data protection, equipment shipped in a default secure
configuration, and option to keep a hard drive is required within the
applicable equipment configuration. DIR reserves the right to
promulgate standards in relation to security services and such standards
will be discussed with Successful Respondents selected for negotiation.
Customers shall order the Services by execution of a Statements of Work (SOW). Successful
Respondent s shall respond by demonstrating qualifications and experience for each engagement.
At a minimum, each SOW will describe the service levels. From responses Customer will
determine best value. The Sample SOW format and service level examples are shown in
Appendix C. Services that can be included to provide End -User IT Outsourcing solutions are set
forth below. Some services may be unavailable as service components, at the discretion of the
Successful Respondent.
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DIR Contract No. DIR-CP0 4754
Pricing
Pricing to the DIR Customer shall be as set forth in Appendix A, Standard Contract Terms
and Conditions, Section 8, Pricing, Purchase Orders, Invoices and Payment, and as limited
by Appendix C, Statement of Work, and shall include the DIR Administrative Fee.
6 DIR Administrative Fee
A) The administrative fee to be paid by the Successful Respondent to DIR based on the
dollar value of all sales to Customers pursuant to this Contract three quarters of one
percent (.75%). Payment will be calculated for all sales, net of returns and credits. For
example, the administrative fee for sales totaling $100,000 shall be $750.00.
B) All prices quoted to Customers shall include the administrative fee. DIR reserves the
right to change this fee upwards or downwards during the term of this Contract, upon
written notice to Successful Respondent without further requirement for a formal contract
amendment. Any change in the administrative fee shall be incorporated in the price to the
Customer.
Notification
All notices under this Contract shall be sent to a party at the respective address indicated below.
If sent to the State:
Hershel Becker or Successor in Office
Chief Procurement Officer
Department of Information Resources
300 W. 15'h St., Suite 1300
Austin, Texas 78701
Phone: (512) 475-4700
If sent to the Successful Respondent:
Sue Hawk
GTS Technology Solutions, Inc.
9211 Waterford Centre Blvd., Suite 275
Austin, Texas 78758
Phone: (512) 681-6246
Facsimile: (512) 452-0691
Email: sue.hawk(&g s-ts.com
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DIR Contract No. DIR-CP0 4754
S Software License, Statement of Work and Leasing Agreements
A) Shrink/Click-wrap License Agreement
Regardless of any other provision or other license terms which may be issued by Successful
Respondent 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 terns and conditions set forth in this
Contract shall supersede. It is the Customer's responsibility to read the Shrink/Click-wrap
License Agreement and determine if the Customer accepts the license terms as amended by
this Contract. If the Customer does not agree with the license terms, Customer shall be
responsible for negotiating with the reseller to obtain additional changes in the Shrink/Click-
wrap License Agreement language from the software publisher.
B) Master Operating Lease Agreement
DIR and Successful Respondent hereby agree that Successful Respondent is authorized to
utilize the Master Operating Lease Agreement in Appendix D of this Contract for Lessees
that are Texas State Agencies or otherwise authorized to conduct lease transactions through
DIR contracts.
C) Master Lease Agreement
DIR and Successful Respondent hereby agree that Successful Respondent is authorized to
utilize the Master Lease Agreement in Appendix E of this Contract for DIR authorized entities
as Lessees that are not Texas State Agencies or otherwise required by statute to utilize the
Texas Public Finance Authority for such leasing transactions. Texas State Agencies that have
the requisite capital authority and who are not required to utilize such authority via the Texas
Public Finance Authority may or may not be eligible to utilize the Master Lease Agreement;
each such agency must confer with its own counsel to make this determination.
D) Statement of Work Template
Services provided under this Contract shall be in accordance with the Statement of Work
(SOW) Template as set forth in Appendix C of this Contract. No changes to the SOW terms
and conditions may be made unless previously agreed to by Successful Respondent and
Customer. If utilizing the SOW Template, the Successful Respondent and Customer may
agree to terms and conditions that do not diminish or lessen the rights or protections of the
Customer or the responsibilities or liabilities of the Successful Respondent .
E) Conflicting or Additional Terms
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DIR Contract No. DIR-CP0 4754
1) In the event that conflicting or additional terms in SOW 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.
2) 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
Successful Respondent product or service offering after the effective date of the update;
and, provided further, that, if Successful Respondent has responded to a solicitation or
request for pricing, no update of such linked documents on or after the initial date of
Successful Respondent 's initial response shall apply to that purchase unless Successful
Respondent directly informs Customer of the update before the purchase is
consummated.
3) 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.
4) Successful Respondent 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.
5) If Successful Respondent attempts to do any of the foregoing, the prohibited
documents will be void and inapplicable to the contract between DIR and Successful
Respondent or Successful Respondent and Customer, and Successful Respondent 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 Successful Respondent.
6) The foregoing requirements apply to all contracts, including, but not limited to,
contracts between Customer and a reseller who attempts to pass through documents and
obligations from its Manufacturer of Publisher.
9 Authorized Exceptions to Appendix A, Standard Terms and Conditions for Product
and Related Services Contracts.
No exceptions have been agreed to by DIR and Successful Respondent.
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DIR Contract No. DIR-CP0 4754
This Contract is executed to be effective as of the date of last signature.
GTS Technology Solutions, Inc.
Authorized By: Signature on File
Name: Britta Butler
Title: Vice President
Date: 03/04/2021
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: 03/05/2021
Office of General Counsel: Signature on File 03/04/2021
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EXHIBIT D
GTS Statement of Work
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GTS
TECHNOLOGY SOLUTIONS
MDC Services
Statement of Work
By and Between
GTS Technology Solutions
9211 Waterford Centre Blvd. Ste. 275
Austin, TX 78758
And
City of Fort Worth
Submission Date: 03/22/2023
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WarrantyRequests..................................................................................................................................................12
WarrantyReports ....................................................................................................................................................12
Termsand COnditions.................................................................................................................................................13
Authorization and Acceptance....................................................................................................................................13
Appendix —change request form..............................................................................................................................14
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PURPOSE
GTS has been requested to provide imaging, and asset tagging of 1,100 Rugged Laptops and removal of
legacy equipment with installation of new docks, mounts, and routers in 1,100 vehicles for the City of Fort
Worth.
SCOPE
This section articulates the activities and services that will be considered in scope for the GTS team during
this project.
IN SCaPE
The following items are in -scope during this Contract:
WAREHOUSING AND REDELIVERY OF NEW EQUIPMENT
Service Scope
• Provide warehouse local facility for receiving and storing systems in same State as Customer.
• Pricing will be based on a 30 day billing cycle on a per system basis.
• Confirm delivery locations, contacts, and schedule with customer Project Coordinator
• Sign out of equipment to be delivered.
• Deliver equipment to correct location —deliver inside to storage location, or desk side as
applicable.
• Truck with lift gate will be required.
• Secure acceptance documentation.
• Accept/cover risk of loss for systems while in Service Provider's possession.
• Install services will be performed in conjunction with delivery services.
Service Specific Assumptions
• Additional charges apply per unit for any portion of 30 days and for each 30 days.
• Logistics reporting will be on apiece count basis.
• Boxes will be clearly labeled with appropriate customer delivery address.
• Order consolidation is part of this service.
ASSET TAGGING
Service Scope
• Apply GTS provided asset tags in Provider warehouse.
Service Specific Assumptions
0 Asset tags will be non -serialized
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• Asset tags will be applied to new devices
• Asset tagging occurs in conjunction with warehouse service.
• Price does include the procurement of the asset tag.
IMAGING IN PROVIDER WAREHOUSE
Service Scope
• Image Customer -provided image via Provider Network
• Conduct basic functionality test to ensure image load success.
• If the application software does not load to completion (or does not function properly in the
Customer's environment), the Customer will contact the proper help resources for that
application to complete the installation.
• Provider is not responsible for any issues arising from the functionality of the Customer's
software or network in the Customer's environment.
Service Specific Assumptions
• Assumes System being imaged is new Client System being installed under this SOW.
• Assumes image is < 15 GIB
ON -SITE
INSTALLATION SERVICE
• Unpacking new Client System from shipping boxes and inspecting components for any damage
• Supply all proper installation tools and installation parts such as, tie straps, tape, connectors,
wire loom etc.) used for installation
• Fill out Pre -Install portion of GTS Quality Check form
• Remove current PC and secure it
• Disconnect cables and remove legacy dock and mount
• Remove legacy router
• Connect new power leads for new dock (ensure proper inline fuse)
• Install new Dock and connect cables (antenna, ethernet, and power)
• Install new router
• Connect power and perform a visual inspection of the status 'lights' on the router
• Reinstall all compartments that were removed such as console & headliner
• Install new rugged laptop/tablet and confirm charging and connectivity is established
• Complete validation & function test as agreed to by both parties
• Removal of any installation related trash from vehicle and place in designated disposal container
• Fill out Post -Install portion of GTS Quality Check form and receive customer sign -off
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OUT OF SCOPE
The following items are out of scope during this Contract:
• Removal or installation of Antennas
• Installing any additional software once the devices have been imaged
• Providing anti -virus scans
• Any services not included in the In Scope section of this document
ROLES AND RESPONSIBILITIES
GTS WILL PERFORM THE FOLLOWING
• GTS will appoint a project manager (PM) as the primary contact for the CUSTOMER
• GTS will be responsible for accomplishing assigned activities within project scope and schedule
for the negotiated price.
• GTS will lead/develop requirements gathering sessions specific to document management and
workflow as needed with active participation from relevant staff.
• GTS will manage risks to ensure project quality and schedule adherence.
• GTS will provide a weekly status report to the CUSTOMER project manager.
• GTS will appoint a point of contact to communicate with CUSTOMER.
• GTS point of contact will escalate issues and needed changes to CUSTOMER project manager
as appropriate.
• GTS will review and acknowledge in writing CUSTOMER Computer usage, confidentiality and
non -disclosure policies.
• GTS will invoice CUSTOMER upon completion and CUSTOMER acceptance of each deliverable.
CUSTOMER WILL PERFORM THE FOLLOWING
• CUSTOMER will appoint a project manager (PM) as the primary contact for the GTS
• CUSTOMER will be responsible for final acceptance of deliverables
• CUSTOMER will be available in a timely fashion to inspect completed installations and sign
associated Quality Control (QC) documentation
• CUSTOMER will identify and assemble necessary CUSTOMER resources
• The PM will assist the GTS with business related activities and decisions, as necessary.
• The PM will baseline all deliverables provided by the GTS.
• The PM will assist the GTS with the coordination of technical resources
• The PM will review and make comments on GTS's progress and ensure that the deadlines,
work items, reporting, and invoicing are being met and accomplished as described in the SOW
• The PM will assist with budget and procurement issues, as needed.
APPROACH
GTS will take the following approach to deliver this project:
• Discover
• Confirm delivery locations
• Determine onsite contacts
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• Design
• Create Project Plan for services
• Assign team leads and technicians for each location
• Schedule Resources and Order Equipment
• Deliver
• Receive equipment at GTS Integration Facility
• Image, asset tag and record units for delivery
• Deliver to designated location
• Perform installation of Docking Stations, Mounts, and Routers
DELIVERABLES
• The following deliverables will be developed during the term of the Contract.
No.
Deliverable
Description
Completion Criteria
Deployment Report
Report containing a list of all CPU
Once units are
1
serial numbers and the associated
deployed and
location/vehicle number
signoffs received
2
QC Checklist Signoff
Signoff sheet by onsite contact
Onsite contact signs
confirming installation and QC of
document
units has been completed
ASSUMPTIONS
• Removal and Installation of Routers and Dock Swaps must occur in conjunction with one
another.
• Vehicles will be made available to GTS installers in a regular and timely fashion as
established in mutually agreed upon schedule.
• In the event that vehicles are not made available within [1] hour of install time, any time
spent beyond the projected project hours will be billed to the customer at the project staff
standard Time and Material (T&M) hourly rate.
• GTS reserves the right to refuse vehicle installation based on onsite inspection.
• If imaging is required, customer will be given a first article unit for testing and approval
before remaining units are completed. Any changes to this image will incur additional fees.
• Customer is responsible for all software licenses.
• The Customer Project Manager shall obtain and provide project requirements, information,
data, decisions and approvals according to the project plan unless both parties agree to a
different response time and provided the information is available from the customer
• The Customer shall provide GTS Project personnel with reasonable and safe access to the
project site and adequate installation space, as required.
• Scope of this project is based on information gathered to -date and is subject to re-scoping
in the event additional tasks or technical issues arise. Any time spent beyond the projected
project hours will be billed to the customer at the project staff standard Time and Material
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(T&M) hourly rate. Hourly work will not be performed without written approval from the
customer.
• Warehousing of customer's hardware is for a period not to exceed 30 days
• Additional charges apply per unit for any portion over 30 days and for each 30 days
• GTS project team assumes no responsibility for any application configurations malfunctions.
• An elevator shall be available to transport equipment between floors
• Services will be completed for a minimum of 1,100 devices and vehicles
If final deployment falls below 95%of expected devices GTSwill require a Change Order
and pricing may be subject to change.
• Service Hours:
• Business Hours — Monday through Friday 8:00am to 5:00 pm local time (excluding State of
Texas and nationally -observed holidays).
• Outside Business Hours —(Monday —Friday) —(may incur an additional charge)
• Weekends — (may incur an additional charge)
• Holidays — (may incur an additional charge)
REPORTS AND MEETINGS
The GTS assigned Project Manager will work with CUSTOMER's assigned personnel to create the
deliverables for this project.
• GTS will document milestone completion status, issues, risks and open action items in
weekly status reports to CUSTOMER
• Weekly status reports and associated information will be considered accepted by
CUSTOMER if not objected to in writing within 3 business days
• GTS will conduct weekly project meetings with CUSTOMER
• Additional meetingsmay be requested by CUSTOMER or GTS
• GTS will conduct any meetings required to determine the best solution forward for an issue
or risk
PERIOD OF PERFORMANCE
The term of this contract begins upon full execution of this document and continues until project
completion.
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IN
BJLLING
The price for the Services to be performed by the GTS, applicable cancellation and rescheduling fees for
the Services are listed below. GTS will bill monthly for installation services:
Price (ea.)
Extended
No.
Services
Qty
Price
1
MDCServices— Laptop Image,
1,100
$374.97
$412,467.00
Asset Tag, Dock Swap
2
MDCServices— Router
1,100
$125.67
$138,237.00
Notes:
1. Travel: Based on the discussion during the scoping of this project, travel outside of the City of Fort
Worth area will not be required for project completion. Travel expenses are not included in the pricing
for this project
2. Delay of project: If the GTS deliverables are delayed by prerequisites owned or assigned to CUSTOMER
personnel a delay of project fee of $400.00 per day will be assessed.
3. Rescheduling: A rescheduling fee of $400.00 will be applied if customer requests a schedule change
under 4 days prior to original deployment date.
4. Managed Services: Milestones are considered completed at the end of the current month of service
and are billed monthly.
PAYMENT AIDDRESS
GTS Technology Solutions
DEPT. 6877
P.O. Box 4264
Dallas, TX 75266
PROJECT ACCEPTANCE
CHANGE MANAGEMENT
When the GTS or CUSTOMER determines that a change is necessary to refine a process, procedure, or
specific responsibility identified in this SOW, the party proposing the change will document the request
using the change request form provided in Appendix A. The request will be presented in a change
management meeting where both parties will mutually agree to accept or reject the change request.
This change management meeting will be within 5 business days of the request. A conference call
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between both parties that addresses the change request will be considered a change management
meeting as long as both parties are present.
The receiving party will review the proposed Change Request and determine whether the change is
acceptable or requires modifications. Both parties will review the proposed Change Request and will (i)
approve it, (ii) agree to further investigation, or (iii) reject it ("Change Management Process"). When the
parties agree to the change, they will sign the Change Request, which upon signing by.both parties will
constitute authorization to implement the change.
ACCEPTANCE
CUSTOMER shall either accept or reject the GTS's Services or Work Product within a reasonable number
of days from performance. For this Project SOW, Services or Work Product shall be accepted or rejected
within 25 days from performance. Services or Work Product will be deemed acceptable to CUSTOMER
If it conforms in all material respects with Services described in this SOW.
• The GTS will have full responsibility for the deliverables and the tasks listed in this SOW.
• All work products will be submitted to the CUSTOMER PM for acceptance and approval.
The CUSTOMER PM may request that a deliverable outline be submitted for approval prior
to work commencing on the deliverable. All correspondence and documentation will be
delivered in both paper and electronic format unless otherwise agreed to by the GTS and
the CUSTOMER PM.
• CUSTOMER will complete a review of each submitted deliverable within five work days
from the date of receipt. CUSTOMER feedback which indicates revisions to a deliverable
are required will be addressed and re -submitted by the GTS within ten work days unless
approval (in writing) for a different length of time is obtained from the CUSTOMER PM or
designate.
• CUSTOMER will either accept or reject the GTS's Services or Work Product within a
reasonable number of days from performance. For this Project SOW, Services or Work
Product will be accepted or rejected within 5 days from performance completion date.
Failure to provide acceptance or rejection within 5 days will be considered acceptance of
the deliverable.
• If CUSTOMER gives notice of rejection, then the GTS will have an additional ten (10) days,
within which to cure any deficiencies identified in writing by CUSTOMER.
PROJECT COMPLETION CRITERIA
The project will be considered complete when all deliverables described in the SOW have been
accepted and approved by the CUSTOMER PM.
PAYMENT TERMS
CUSTOMER agrees to be invoiced based on completion and acceptance of each deliverable. CUSTOMER
upon receipt of the invoice(s) agrees to a net payment term of (30) days.
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WARRANTY COVERAGE
• Warranty will be 3 months from the date of the installation.
o All hardware outside of 3 month warranty period will be handled between customer and OEM
according to manufacturer policy.
INSTALLATION ITEMS COVERED UNDER WARRANTY
• Electrical.
o Any electrical devices installed by GTS upfitters (computers, mobile routers, docking stations,
etc.)
o All physical electrical wiring from the equipment to the source of power.
■ Accredited Public Safety Equipment Up -fitter (PSEU) Power Breakout. This is an electrical
breakout that has been installed by the PSEU at the time of the vehicles up -fitting. This will
be inspected to ensure it meets "Best Industry Practices' prior to using. Additionally, the
customer will have to provide written permission to use this power breakout to ensure it
does not void any PSEU warranties.
■ Customer Installed Power Breakout. This is an "End User" provisioned power breakout. It
can be used if it meets "Best Industry Practices" for automotive electrical wiring.
■ Grounding connections.
■ Power connections.
■ Ignition Sense Voltage connections.
o Consumable Items Used.
■ Wire Splices. Includes any dual walled heat shrunk or soldered wire connections; including
the crimped connection.
■ Terminal Rings. Includes any dual walled heat shrunk terminal rings used; including the
crimped connection.
■ High Heat, UV Protected Split Loom. Includes loom used for the protection of wiring runs.
■ Dual Walled Heat Shrink. Includes any sections of wiring protected by the heat shrink.
■ "Add -A -Circuit." Includes this item as used in the vehicle fuse box or in vehicle auxiliary
panels for any "Ignition Sense" voltage provisioned.
■ Fusing and Fuses. Includes all inline waterproof fuse holders and fuses. The client will be
responsible for replacing any fuses that "blow" during normal operation.
• Fasteners Used for The Installation of Equipment.
o Stainless Steel Modified Truss Screws.
o Stainless Steel Hex Slotted Drive Washered Self Drilling Screw.
o Stainless Steel Button Head Socket Cap Screw.
o Stainless Steel Nylon Insert Jam Lock Nut ("Nylok").
o Plastic UV Protected Electrical Ties.
o Industrial "Hook & Loop" (Velcro).
o Other Fasteners as used in the installation not covered by the above items.
INSTALLATION ITEMS NOT COVERED UNDER WARRANTY
• Alteration of the Original Installation by Customer or Third Parties. Any alteration of the existing
installation, causing a failure or malfunction, by the customer or by third parties will not be covered by
the warranty. This includes., but is not limited to:
o Alteration or modification of:
■ Physical Electrical Wiring. Moving wiring to a different path in the vehicle.
■ Any Electrical Connections/Connectors for Power/Ground/Ignition Sense. This includes
"tapping" any connection originally provisioned in the initial installation.
■ Splices.
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
■ Fusing.
■ Fasteners used in the securing of equipment, components or wiring
o Vehicle Accidents.
o "Force Majeure" incidents.
o Any "Waste Recycling Fees."
o Removal and reinstallation of equipment do to a vehicle accident in which the vehicle is "written
off' as a total loss by an insurance adjuster.
o Installation or maintenance of any additional equipment not in the original installation "Scope of
Work" (SOW). Any requests for the installation or maintenance of any additional equipment will
be treated as outside of the original SOW and quoted as a separate line item.
o Any service calls deemed to be out of warranty will be charged per site visit of $175 in addition to
$40/hour T&M charge.
WARRANTY SCHEDULING
• All routine warranty trouble tickets will be addressed during the hours of 8 AM through 5 PM CST,
Monday through Friday.
WARRANTY REQUESTS
• Requests can be made via Telephone.
• Requests can be made via e-mail.
• All request will be followed up with a confirmation e-mail.
WARRANTY REPORTS
• Awritten maintenance report will be provided via e-mail within 24 hours of the maintenance performed;
It will describe the issue and its resolution.
• Any issues not resolved in a site visit will be documented, the ticket will remain open and follow on
scheduling made. This generally will only occur if parts must be ordered.
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
The Terms and Conditions of this SOW will be in accordance with those of DIR-CPO-4754.
By signing below, both GTS and the Customer agree to the Terms and Conditions of this SOW.
GTS Technology Solutions
DocuSigned by:
Signature:
Tracie Simental
Name:
City of Fort Worth
Signature:
Name: Valerie Washington
Title: GTS Technology Solutions
Date:
4/11/2023
Title: Assistant City Manager
Date:
Upon execution, please submit signed document to Julf.Primeaux@gts-ts.com
DocuSign Envelope ID: 98C58921-F531-4288-B3C8-C30C9D334C1F
REQUESTAPPENDIX A — CHANGE •-
Change# 001 Between: GTS- CUSTOMER Priority (select one) Low, Medium, High
Client Name
Date
Change Manager
Related Issue #
CONTACT INFORMATION
Prepared by
Phone Email
Change Owner
Phone Email
Client/Contractor
Contact
Phone Email
DESCRIPTION OF EXISTING STATE b
Details:
REQUESTED
CHANGE b
I PACTS
Cost
Schedule
Quality or
Quantity
Related SOW Section
Details:
IMPACT b
Details:
Total Cost of this
Change
Paid By
(keep all that
apply)
CUSTOMER
GTS
GTS
CUSTOMER
Signature
Signature
Name
Name
M&C Review Page 1 of 2
Official site of the City of Fort Worth, Texas
ACITY COUNCIL AGEND FoRT0�T11
Create New From This M&C
REFERENCE **M&C 23- 04AUTHORIZE EXECUTION
DATE: 4/25/2023 NO.: 0293 LOG NAME: OF PURCHASE AGREEMENT
GTS TECHNOLOGY
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of a Purchase Agreement for Mobile Data Computers with GTS
Technology Solutions, Inc. for a Five -Year Cost Up to $8,672,625.00 and Authorize
Execution of a Purchase Agreement for Mobile Data Computers Implementation Services
with GTS Technology Solutions, Inc. for a Cost of $550,704.00, Using Cooperative
Contracts for the Information Technology Solutions Department
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize execution of a purchase agreement for Mobile Data Computers with GTS Technology Solutions, Inc. for a five-year
cost up to $8,672,625.00 using cooperative contract Texas Department of Information Resources DIR-TSO-3763; and
2. Authorize execution of a purchase agreement for implementation services of Mobile Data Computers with GTS Technology
Solutions, Inc. for a cost of $550,704.00 using cooperative contract Texas Department of Information Resources DIR-CPO-
4754.
DISCUSSION:
On October 10, 2017, City Council approved Mayor and Council Communication (M&C) P-12110 for execution of a five-year lease
contract for mobile data computers and a five-year managed services contract for implementation services, maintenance and support
services, using cooperative agreements. The lease and managed services contracts expired in 2022.
This M&C request is for authorization to execute a cooperative purchase agreement to purchase up to 1,770 new mobile data computers
to replace existing, aging mobile data computers (MDC) with GTS Technology Solutions, Inc. using Texas Department of Information
Resources DIR-TSO-3763. The cost of the MDCs will not exceed $8,672,625.00 over five years. This M&C also requests authorization
to execute a cooperative purchase agreement with GTS Technology Solutions, Inc. (GTS) for MDC implementation services to include
warehousing, imaging, asset tagging, configuration of cellular routers, and installation using DIR-CPO-4754. The cost for implementation
services will be $550,704.00.
The first -year MDC purchase and implementation costs will be funded from Information Technology Solutions Capital Program and
Information Technology Solutions Department Fiscal Year 2023 operating budget. Subsequent yearly payments have planned funding
under the Information Technology Solutions Capital Program and Information Technology Solutions Department operating budget.
FID FY 2023 FY 2024 FY 2025 FY2026 FY 2027
30112-0040419-5330201-104658-CAPEXP-
9999* $ 1,500,000.00 $ 1,800,000.00 $ 1,800,000.00 $ 1,800,000.00 $ 1,800,000.00
60105-0048003-5330201 $ 344,665.63 $ 44,665.63 $ 44,665.63 $ 44,665.63 $ 44,665.63
TOTAL $ 1,844,665.63 $ 1,844,665.63 $ 1,844,665.63 $ 1,844,665.63 $ 1,844,665.63
*New Capital Project Number each Fiscal Year
TOTAL PROJECT COST $9,223,328.15
Dell Financial Services, LLC is providing a lease purchase agreement for a five-year period. GTS will purchase the MDCs for the City and
process payments to Dell Financial Services, LLC for the lease purchase.
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. Texas Department of
Information Resources contracts are competitively bid to increase and simplify the purchasing power of government entities.
SUCCESSOR CONTRACTS: In the event the DIR agreements are not renewed, staff would cease purchasing at the end of the last
purchase agreement coinciding with a valid DIR agreement. If the City Council were to not appropriate funds for a future year, staff would
stop making purchases when the last appropriation expires, regardless of whether the then -current purchase agreement has expired.
The City will initially use the DIR contract to make purchases authorized by this M&C. DIR-TSO-3763 is set to expire January 10, 2024.
DIR-CPO-4754 expires March 5, 2026. If DIR-TSO-3763 is extended, this M&C authorizes the City to purchase similar equipment and
supplies under the extended contract. If DIR-TSO-3763 is not extended but DIR executes a new cooperative contract with Dell
Marketing LP and with substantially similar terms, this M&C authorizes the City to purchase the equipment and supplies under the new
DIR contract. If this occurs, in no event will the City continue to purchase goods and services under the new agreement for more than
three (3) years without seeking Council approval.
BUSINESS EQUITY: A goal is not assigned when purchasing from an approved purchasing cooperative or public entity.
AGREEMENT TERM: Upon City Council's approval, this agreement shall begin upon execution and expire in accordance with the terms
and conditions of the Texas Department of Information Resources contracts.
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.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30920&councildate=4/25/2023 4/25/2023
M&C Review
Page 2 of 2
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current capital budget, as previously appropriated, in the ITS Capital Fund
for Fiscal Year 2023 PD MDC and in the current operating budget, as previously appropriated, in the Info Technology Systems Fund to
support the approval of the above recommendations and execution of purchase agreements. Prior to any expenditure being incurred,
the Information Technology Solutions Department has the responsibility to validate the availability of funds.
Fund I Department I Account
Submitted for City Manager's Office by:
Originating Department Head:
Additional Information Contact:
Program I Activity I Budget I Reference
Valerie Washington (6192)
Kevin Gunn (2015)
Sallie Trotter (8442)
Amount
ATTACHMENTS
04AUTHORIZE EXECUTION OF PURCHASE AGREEMENT WITH GTS TECHNOLOG funds availability.pdf
(CFW Internal)
FID Table GTS MDC purchase 4-17.XLSX (CFW Internal)
GTS Form 1295 Certificate 101019858-COFW.pdf (CFW Internal)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30920&councildate=4/25/2023 4/25/2023