HomeMy WebLinkAboutContract 59987CSC No. 59987
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between CyberOne
Security, LLC ("Seller") and the City of Fort Worth, ("Buyer"), a Texas home rule municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1. This Cooperative Purchase Agreement;
2. Exhibit A — City's Terms and Conditions;
3. Exhibit B — Conflict of Interest Questionnaire.
4. Exhibit C — Texas Department of Information Resources DIR-TSO-4288; and
5. Exhibit D — DIR-TSO-4288 Price Index and Quote Q-30993
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 — DIR-TSO-4288, then Exhibit A — City's Terms and Conditions shall control, but only to the extent
allowable under the DIR-TSO-4288.
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 FOUR HUNDRED AND TWO THOUSAND SIX HUNDRED SEVENTY-
NINE AND THRITYSIX CENTS ($402,679.36). 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 February 21, 2025 to coincide with the Cooperative
Purchase Agreement. This Agreement may be amended to reflect the successive DIR Cooperative
Agreement to DIR-TSO-4288 and be renewed annually in accordance with the terms of that DIR
Cooperative Agreement.
[signature page following)
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 1 of 12
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:
By; Valeasainn(Aug 25, 202310:06 CDT)
Name: Valerie Washington
Title: Assistant City Manager
Date: Aug 25, 2023
APPROVAL RECOMMENDED:
By:
Name: Kevin Gunn
Title: Director, IT Solutions Department
d49U4��
ATTEST: p 0
FFO"riy°��oO
�o
OVo g=0
�m�,�,� � eg aabp nEXogo 0
By:
Name: Jannette Goodall
Title: City Secretary
SELLER:
CyberOne Security, LLC
y.
Name: Michael Turner
Title: VP Sales Operations
Date: August 10, 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.
r-oe
By: Jus n Grace (Aug 25, 202309:00 CDT)
Name: Justin Grace
Title: Sr. IT Solutions Manager
/:19 W :1133A 0117:T.yl CI] x1] 457u Miel 110 0Y.3 R ",
By:
Name: Taylor Paris
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 23-0669
Approved: 8/22/23
Form 1295: 2023-1048946
ATTEST:
By:
Name:
Title:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 2 of 12
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. Attornevs' 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.
Cooperative Purchase Page 3 of 12
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
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. Soverei2n Immunitv. 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 Indemnitv. 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
Cooperative Purchase Page 4 of 12
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.
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.
Cooperative Purchase Page 5 of 12
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.
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. Citv 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 Nationalitv Act. 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
Cooperative Purchase Page 6 of 12
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 Bovcott 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.
18. Ri2ht 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 Bovcottina Enerav 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
Cooperative Purchase Page 7 of 12
"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.
Cooperative Purchase Page 8 of 12
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.i)df.
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.
Cooperative Purchase Page 9 of 12
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
FORM CIQ
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received
has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local governmental entity not later
than the 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An
offense under this section is a misdemeanor.
J Name of vendor who has a business relationship with local governmental entity.
Not Applicable
J
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.)
J Name of local government officer about whom the information is being disclosed.
N/A
Name of Officer
J 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
CIQ 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 F7No
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?
F]Yes F-1 No
J Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director, or holds an
ownership interest of one percent or more.
N/A
61
Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
,-DocuSigned by:
71 LM.IcI� ac l I -Mt 'r
8B2D1AED8B8E4C9...
7/31/2023
Signature of vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021
Exhibit C
Texas DIR-TSO-4288
Contract Number
DIR-TSO-4288
Vendor Information
Carahsoft Technology
Corporation
Vendor ID: 1522189693700
HUD Type: Nan HUB (2
RFO: DIR-TSO-TMP-416
Contract Status: Active
Contract Overview
VENDOR CONTACT:
Mariah Edwards el'
Phone: (703) 889-9734
Vendor Website C,'
Contract Term Date: 02/21/25 QQ
Contract Expiration Date: 02/21/25 QQ
DIR CONTACT:
Cheryl Dukes Cr
Carahsoft Technology Corporation offers Software, including Software as a Service, Products and Related Services.
Carahsoft offers muLtipLe brands including DocuSign and SaLesforce. Customers can purchase directly through this DIR
contract. Contracts may be used by state and local government, public education, other public entities in Texas, as well
as public entities outside the state. There are numerous reseLLers Listed for this contract whose brand offerings Vary,
please contact reseLLers for their current selection of aVaiLable brands. DIR has exercised the automatic renewal option
for this Contract. This renewal extends the contract through 2/21/2025.
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
STATE OF TEXAS
DEPARTMENT OF INFORMATION RESOURCES
CONTRACT FOR PRODUCTS AND RELATED SERVICES
Carahsoft Technology Corporation
1. Introduction
A. Parties
This Contract for products and related services is entered into between the State of Texas, acting
by and through the Department of Information Resources (hereinafter "DIR") with its principal
place of business at 300 West 15th Street, Suite 1300, Austin, Texas 78701, and Carahsoft
Technology Corporation (hereinafter "Vendor"), with its principal place of business at 1860
Michael Faraday Drive, Suite 100, Reston, Virginia 20190.
B. Compliance with Procurement Laws
This Contract is the result of compliance with applicable procurement laws of the State of Texas.
DIR issued a solicitation on the Comptroller of Public Accounts' Electronic State Business Daily,
Request for Offer (RFO) DIR-TSO-TMP-416, on 2/26/2018, for Software Prod ucts,Softwa re as a
Service, and Enterprise Resource Planning Software Modules Products and Services. Upon
execution of this Contract, a notice of award for RFO DIR-TSO-TMP-416 shall be posted by DIR on
the Electronic State Business Daily.
C. Order of Precedence
For purchase transactions under this Contract, the order of precedence shall be as follows: this
Contract; Appendix A, Standard Terms and Conditions For Products and Related Services
Contracts; Appendix B, Vendor's Historically Underutilized Businesses Subcontracting Plan;
Appendix C, Pricing Index; Exhibit 1, Vendor's Response to RFO DIR-TSO-TMP-416, including all
addenda; and Exhibit 2, RFO DIR-TSO-TMP-416, including all addenda; are incorporated by
reference and constitute the entire agreement between DIR and Vendor governing purchase
transactions. In the event of a conflict between the documents listed in this paragraph related to
purchases, the controlling document shall be this Contract, then Appendix A, then Appendix B,
then Appendix C, then Exhibit 1, and finally Exhibit 2. In the event and to the extent any provisions
contained in multiple documents address the same or substantially the same subject matter but
do not actually conflict, the more recent provisions shall be deemed to have superseded earlier
provisions.
2. Term of Contract
The initial term of this Contract shall be two (2) years commencing on the last date of approval by
DIR and Vendor, with two (2) optional two-year renewals. Prior to expiration of each term, the
contract will renew automatically under the same terms and conditions unless either party
provides notice to the other party 60 days in advance of the renewal date stating that the party
wishes to discuss modification of terms or not renew. Additionally, the parties by mutual
agreement may extend the term for up to ninety (90) additional calendar days.
Department of Information Resources Page 1 of 5 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
3. Product and Service Offerings
A. Products
Products available under this Contract are limited to Software Products, Software as a Service,
and Enterprise Resources Planning Software Modules Products and Related Service as
specified in Appendix C, Pricing Index. Vendor may incorporate changes to their product
offering; however, any changes must be within the scope of products awarded based on the
posting described in Section 1.6 above. Vendor may not add a manufacturer's product line
which was not included in the Vendor's response to the solicitation described in Section 1.6
above.
B. Services
Services available under this Contract are limited to Services as specified in Appendix C, Pricing
Index. Vendor may incorporate changes to their service offering; however, any changes must
be within the scope of services awarded based on the posting described in Section 1.13 above.
C. Emerging Technologies and Future Acquisitions
DIR recognizes that technology is ever -evolving and advancing. DIR reserves the right to
consider the addition of emerging technology such as next generation, enhancements and
upgrades for products and services that are within the scope the solicitation described in
Section 1.13 above. Vendor may propose such products and services throughout the term of
the contract. Pricing and terms will be negotiated upon DIR acceptance. Any determination
will be at DIR's sole discretion and any decision will be final. In addition, Texas DIR and Vendor
may mutually agree to add future acquisitions of Vendor to the contract. Subsequent terms
of the acquisition(s) and pricing will be mutually agreed upon in writing and amended under
the contract.
4. Pricing
Pricing to the DIR Customer shall be as set forth in Appendix A, Section 8, Pricing, Purchase Orders,
Invoices and Payment, and as set forth in Appendix C, Pricing Index, and shall include the DIR
Administrative Fee.
5. DIR Administrative Fee
A) The administrative fee to be paid by the Vendor to DIR based on the dollar value of all sales to
Customers pursuant to this Contract three quarters percent (.75%). Payment will be calculated
for all sales, net of returns and credits. For example, the administrative fee for sales totaling
$100,000 shall be $750.00.
B) All prices quoted to Customers shall include the administrative fee. DIR reserves the right to
change this fee upwards or downwards during the term of this Contract, upon written notice to
Vendor without further requirement for a formal contract amendment. Any change in the
administrative fee shall be incorporated in the price to the Customer.
6. Notification
All notices under this Contract shall be sent to a party at the respective address indicated below.
Department of Information Resources Page 2 of 5 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
If sent to the State:
Kelly A Parker, CTPM, CTCM
Director, Cooperative Contracts
Department of Information Resources
300 W. 15" St., Suite 1300
Austin, Texas 78701
Phone: (512) 475-1647
Facsimile: (512) 475-4759
Email: kellv.parker@dir.texas.gov
If sent to the Vendor:
Kai Hollenhorst
Carahsoft Technology Corporation
1860 Michael Faraday Drive, Suite 100
Reston, VA 20190
Phone: (703) 230-7536
Facsimile: (703) 871-8505
Email: kai.hollenhorst@carahsoft.com
7. Software License Agreements
A. Shrink/Click-wrap License Agreement
Regardless of any other provision or other license terms which may be issued by Vendor after
the effective date of this Contract, and irrespective of whether any such provisions have been
proposed prior to or after the issuance of a Purchase Order for products licensed under this
Contract, or the fact that such other agreement may be affixed to or accompany software
upon delivery (shrink-wrap), the terms and conditions set forth in this Contract shall
supersede and govern the license terms between Customers and Vendor. It is the
Customer's responsibility to read the Shrink/Click-wrap License Agreement and determine
if the Customer accepts the license terms as amended by this Contract. If the Customer
does not agree with the license terms, Customer shall be responsible for negotiating with
the reseller to obtain additional changes in the Shrink/Click-wrap License Agreement
language from the software publisher.
B. Conflicting or Additional Terms
In the event that conflicting or additional terms in Vendor Software License Agreements,
Shrink/Click Wrap License Agreements, Service Agreements or linked or supplemental
documents amend or diminish the rights of DIR Customers or the State, such conflicting or
additional terms shall not take precedence over the terms of this Contract.
In the event of a conflict, any linked documents may not take precedence over the printed or
referenced documents comprising this contract; provided further that any update to such
linked documents shall only apply to purchases or leases of the associated Vendor product or
service offering after the effective date of the update; and, provided further, that, if Vendor
has responded to a solicitation or request for pricing, no update of such linked documents on
Department of Information Resources Page 3 of 5 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
or after the initial date of Vendor's initial response shall apply to that purchase unless Vendor
directly informs Customer of the update before the purchase is consummated.
In the event that different or additional terms or conditions would otherwise result from
accessing a linked document, agreement to said linked document shall not be effective until
reviewed and approved in writing by Customer's authorized signatory.
Vendor shall not [without prior written agreement from Customer's authorized signatory,]
require any document that: 1) diminishes the rights, benefits, or protections of the
Customer, or that alters the definitions, measurements, or method for determining any
authorized rights, benefits, or protections of the Customer; or 2) imposes additional costs,
burdens, or obligations upon Customer, or that alters the definitions, measurements, or
method for determining any authorized costs, burdens, or obligations upon Customer.
If Vendor attempts to do any of the foregoing, the prohibited documents will be void and
inapplicable to the contract between DIR and Vendor or Vendor and Customer, and Vendor
will nonetheless be obligated to perform the contract without regard to the prohibited
documents, unless Customer elects instead to terminate the contract, which in such case may
be identified as a termination for cause against Vendor.
The foregoing requirements apply to all contracts, including, but not limited to, contracts
between Customer and a reseller who attempts to pass through documents and obligations
from its Manufacturer of Publisher.
8. Authorized Exceptions to Appendix A, Standard Terms and Conditions for Product and
Related Services Contracts.
No exceptions have been agreed to by DIR and Vendor.
Department of Information Resources Page 4 of 5 (DIR rev 03/2018)
DIR Contract No. DIR-TSO-4288
Vendor Contract No.
This Contract is executed to be effective as of the date of last signature.
Carahsoft Technology Corporation
Authorized By: Signature on File
Name: Kai Hollenhorst
Title: Contract Specialist
Date: 2/12/19
The State of Texas, acting by and through the Department of Information Resources
Authorized By: Signature on File
Name: Hershel Becker
Title: Chief Procurement Officer
Date: 2/21/19
Office of General Counsel: mh 2/21/19
Department of Information Resources Page 5 of 5 (DIR rev 03/2018)
D I R-TSO-4288
Exhibit D
APPENDIX C PRICING INDEX
(PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
IAccela
2.00%
IAccelion
3.00%
IAccessData Group, LLC (now Access Data -Exterro)
2.50%
IAcquia
5.00%
IAdaptus
2.00%
IADF
1.00%
IAdvoLogix
1.00%
IAeroDefense
5.00%
IAkamai
26.00%
IAlteryx
2.00%
(Amazon Web Services
2.00%
IAnaplan
1.00%
(Application Perfect
3.00%
IAppsian
2.00%
IApttus
2.00%
(Aqua Security Software Ltd
2.27%
I Arcu sys
3.00%
IArmis
4.00%
I ASG
5.00%
(Assured Data
2.00%
IAtlassian
0.25%
IAurea
16.66%
IAuthentic8
3.00%
IAvatier
2.00%
IAvePoint
2.50%
Binti Tier five
10.00%
Binti Tier four
8.00%
Binti Tier one
2.00%
Binti Tier two
4.00%
BintiTier three
6.00%
Blackberry
4.00%
I Blancco
2.00%
I Bomgar
5.25%
IBomgarAppliances
5.25%
Bomgar Licenses
9.50%
(Box, Inc.
18.39%
(Bracket Labs
2.00%
IBravium
2.00%
IBroadCom
2.00%
Buurst
2.00%
ICA Technologies - On Demand or SaaS delivery
0.00%
ICA Technologies - Perpetual License
20.00%
Page 1
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
ICarahsoft CPP
I Cel lebrite
ICentrify Corporation
IChainalysis
ICityBase
ICitylnnovate
IClariti (formerly BasicGov)
IClear Story Data
ICloudbyz
Icloudera
I Cofense
ICollabNet
IComplianceSeal
I Confluent
ICopado
ICribl
(Critical Start
(Cutting Edge
ICyber-Ark
ICybeReady
I DarkOwl, LLC
I DataDog
I Decision Lens
I Delphix
IDigital Guardian
I Discover Technologies
I DocuSign
I DOMA
I Dronedeploy
IDruva
IeCivis Other Offerings
IeCivis Software
IeCivis Training
I Elasticsearch
IEntco DBA Micro Focus
IEntco DBA Micro Focus SaaS
IEntco DBA Micro Focus Software
I Experian
I FICO
I Fico
I Fidelis
FireEye Software/Hardware bundled, as part of a Software
complete solution system
FireEye Management Software
(FireEye Software
Five9
1.00%
0.00 %
8.00 %
9.09%
2.00%
1.00%
3.53 %
2.00%
2.00%
4.95 %
2.00%
2.97%
2.00%
1.00%
2.00%
2.00%
5.00%
2.00%
12.50%
30.00%
2.62 %
2.00%
5.00%
9.72%
10.00%
2.00%
4.00 %
2.00%
2.00%
1.00%
3.00 %
15.00%
3.00 %
1.50%
7.00 %
7.00 %
20.00%
15.00%
2.00%
2.00%
2.00%
5.00%
35.00%
3.00 %
1.33%
Page 2
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
IFlashpoint
I Flexera
IFlosum
I ForeScout Technologies
ForgeRock
I Formstack
I Fortinet - Tier one Software
I Fortinet - Tier Three Bundles
I Fortinet - Tier Two
IF -Secure
IGenesys
IGimmal
IGitLab
IGlobalflyte
IGNT
IGranicus
(Groundwork
I GTY
I Hashicorp
I Haystax
IHootsuite Media Inc.
I HyTrust
I iboss
IID.me
I imprivata
Ilncode
Infocyte Security Software
Infocyte Volume Node Discount
IInformatica
I Interos
IlronNEt
Ilvanti, Inc.
IJama - Tier one
IJama - Tier Three
IJama - Tier two
I Kapalya
I KnowWho
IKofax
I Leaptree
I Life ray
ILinkedln Corporation
ILiquidware Labs
(Lookout Inc.
I MapAnything
IMarketResearch.com, Inc
I MarkLogic
2.00%
3.00%
2.00%
2.00%
5.75 %
2.62 %
0.50%
20.00 %
15.00%
3.00%
5.00%
0.75 %
1.49 %
1.00%
20.00 %
4.25%
2.00%
1.00%
1.00%
2.00%
1.27%
6.00 %
26.00%
1.33%
3.12%
2.00%
10.00%
20.00 %
15.00%
2.00%
2.00%
3.50%
10.00%
20.00%
15.00%
2.00%
3.00%
10.00%
2.00%
3.00%
1.00%
6.00 %
2.27%
2.00%
1.26%
10.40%
Page 3
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
M B&A
I McAfee
I Metalogix
I Microsoft Azure
I MongDB
I M u I eSoft
I NetAbstraction
I NetFoundry PaaS
INetFoundry PaaS (Volume Discounts)
I Netskope
INew Relic, Inc.
INintex Drawloop
I NowSecure
I Ntrepid
(Nuance
I Nutanix
I Nuvolo
IOkta, Inc.
IOpenCounter
IOutSystems
IPaxera Health
IPagerDuty
I PlatCore
I Pondera
I Precision Hawk
IProcore
(Puppet
I Qualtrics
IQuestica
IRangeForce
I Rapid7
IReadSpeaker
IRecorded Future
IRed Hat Ansible
IRed Hat CEPH Storage
IRed Hat Cloud Solutions
IRed Hat Enterprise Linux Middleware
IRed Hat Enterprise Linux Platform
IRed Hat Enterprise Virtualization
IRed Hat Gluster Storage
IRed Hat Mobile Application Platform
IRed Hat Network Satellite and Related Network
IRed Hat Technical Account Managers
I REI Systems
I Remediant
IReSTNSX
2.00%
5.00%
5.40 %
2.50%
5.00%
0.50%
1.00%
16%
40%
6.00%
3.00%
4.28%
2.00%
10.67 %
3.00%
8.75%
5.00%
1.50%
5.00%
2.00%
10.00%
1.00%
1.00%
2.00%
0.50%
1.00%
6.00%
1.74%
5.00%
0.50%
3.00%
5.00%
1.00%
1.00%
16.00%
16.00%
20.48%
20.48%
20.48%
16.00%
1.00%
20.48%
1.00%
2.00%
15.00%
2.00%
Page 4
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
Revenue Grid
2.00%
ReversingLabs
1.26%
RSA
10.00%
ISailpoint
2.00%
ISalesforce.com
5.30%
SAP
10.68 %
ISaviynt
1.19%
ISayari
10.00%
ISDL Government
7.51%
ISecureworks, Inc.
1.39%
ISentinelOne
2.00%
ISerentityEHS
10.00%
I ServiceNow
4.50%
ISiren.io
0.50%
ISkuid
2.00%
Slack
1.00%
ISmartsheet
2.00%
ISnowFlake
1.00%
ISocrata, Inc.
5.09%
ISocure
2.00%
ISoftwareAG
15.00%
ISolarwinds
10.00%
ISplunk
1.50%
IStaveApps
1.00%
I Stealthbits
6.00%
ISymantec
9.50%
I Syncscort
3.00%
ITableau
0.75%
(Team Northwoods
2.00%
(Tech Soft 3D, Inc.
4.28%
ITelemessage
6.00%
ITeradici
3.75%
IThentia
2.00%
IThoughtspot
2.00%
ITimeLinePI
2.00%
ITimeTrade
2.00%
ITransUnion
15.00%
(Trend Micro
5.00%
ITrifacta
1.00%
(Trimble
10.00%
ITrustwave
10.08%
ITufin
3.00%
IUiPath
2.00%
IUnifi
2.00%
I Ungork
5.00%
I Userlst
3.00%
Page 5
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
IVALIMAIL
IVERITAS
I Veritone
IVlocity
IVMware Academic Solutions
IVMware Government Solutions
IVmware Velocloud
(Voyager Analytics Inc
IWasabi
I WhiteCanyon
IWickr
I Worksoft
IXcential
Izoom
2.00%
15.64 %
2.00%
3.00%
43.50%
3.50%
3.50%
1.00%
1.00%
1.00%
1.26%
2.00%
2.00%
2.00%
IAccela
4.25%
IAccelion
2.00%
IAccessData Group, LLC (now Access Data -Exterro)
2.50%
IAcquia
4.24%
IAdaptus
2.00%
IADF
1.00%
IAdvoLogix
1.00%
IAeroDefense
5.00%
IAkamai
5.00%
IAlteryx
2.00%
(Amazon Web Services
1.00%
IAnaplan
1.00%
(Application Perfect
3.00%
IApttus
2.00%
(Aqua Security Software Ltd
2.27%
IArcusys
3.00%
IArmis
3.00%
I ASG
5.00%
(Assured Data
2.00%
IAtlassian
0.25%
IAurea
16.66%
IAuthentic8
3.00%
IAvatier
2.00%
IAvePoint
2.50%
I Binti
2.00%
I Blackberry
4.00%
I Blancco
2.00%
I Bomgar
5.25%
Page 6
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
IBomgarAppliances
5.25%
Bomgar Licenses
9.50%
(Box, Inc.
5.00%
(Bracket Labs
2.00%
I Bravium
2.00%
I BroadCom
1.00%
I Buurst
2.00%
ICA Technologies
3.00%
ICarahsoft
1.00%
I Cel lebrite
0.00%
ICentrify Corporation
2.00%
IChainalysis
9.09%
ICityBase
2.00%
ICitylnnovate
1.00%
IClariti (formerly BasicGov)
3.53%
Clear Story Data
2.00%
ICloudbyz
2.00%
Icloudera
4.95%
ICofense
2.00%
ICollabNet
2.97%
IComplianceSeal
2.00%
I Confluent
1.00%
ICopado
2.00%
ICribl
2.00%
Critical Start
5.00%
Cutting Edge
2.00%
ICyber-Ark
12.50%
ICybeReady
24.00%
ICylance
1.75%
I DarkOwl, LLC
2.62%
I DataDog
2.00%
I Decision Lens
1.00%
I Delphix
4.69%
IDigital Guardian
1.30%
Discover Technologies
2.00%
DocuSign
3.00%
I DOMA
2.00%
I Drawloop
4.28%
I Dronedeploy
2.00%
I Druva
4.28%
IeCivis
3.00%
Elasticsearch
1.50%
IEntco DBA Micro Focus
5.00%
I Experian
15.00%
I FICO
2.00%
I Fidelis
2.00%
Page 7
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
FireEye
2.00%
I Five9
1.33%
IFlashpoint
2.00%
I Flexera
1.00%
IFlosum
2.00%
ForeScout Technologies
2.00%
ForgeRock
5.75%
Formstack
2.62%
Fortinet
2.00%
IF -secure
3.00%
I Genesys
5.00%
IGimmal
0.75%
IGitLab
1.49%
IGlobalflyte
1.00%
IGNT
20.00%
IGranicus
4.25%
I Groundwork
2.00%
I GTY
1.00%
I Hashicorp
1.00%
I Haystax
2.00%
IHootsuite Media Inc.
1.27%
I HyTrust
5.65%
I iboss
10.00%
IID.me
1.33%
I imprivata
3.12%
I Incode
2.00%
I Infoblox
3.00%
I Infocyte
10.00%
I Informatica
15.00%
I I nteros
2.00%
I IronNEt
2.00%
Ilvanti, Inc.
2.50%
IJama
8.00%
I Kapalya
2.00%
I KnowWho
3.00%
I Kofax
5.00%
Leaptree
2.00%
Life ray
3.00%
ILinkedln Corporation
2.00%
ILiquidware Labs
6.00%
(Lookout Inc.
2.27%
I MapAnything
2.00%
IMarketResearch.com, Inc
1.26%
I MarkLogic
10.45%
I M B&A
2.00%
I McAfee
5.00%
Page 8
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
I Metalogix
I Microsoft Azure
I MongDB
IMuleSoft
I NetAbstraction
I NetFoundry
I Netskope
INew Relic, Inc.
INintex Drawloop
I NowSecure
I Ntrepid
(Nuance
I Nutanix
I Nuvolo
IOkta, Inc.
IOpenCounter
IOutSystems
IPaxera Health
IPagerDuty
Palo Alto Networks
PlatCore
I Pondera
I Precision Hawk
IProcore
(Puppet
IQualtrics
IQuestica
IRangeForce
I Rapid7
IReadSpeaker
IRecorded Future
IRed Hat Ansible Software
IRed Hat CEPH Storage
IRed Hat Cloud Solutions
IRed Hat Enterprise Linux Middleware
IRed Hat Enterprise Linux Platform
IRed Hat Enterprise Virtualization
IRed Hat Gluster Storage
IRed Hat Mobile Application Platform
IRed Hat Network Satellite and Related Network
IRed Hat Technical Account Managers
I REI Systems
I Remediant
IReSTNSX
IRevenue Grid
I ReversingLabs
5.40 %
2.50%
5.00%
0.50%
1.00%
10.00 %
5.00%
3.00%
4.28%
2.00%
10.67 %
1.00%
5.00%
5.00%
1.50%
5.00%
2.00%
10.00%
1.00%
5.00%
1.00%
2.00%
0.50%
1.00%
6.00 %
1.00%
5.00%
0.50%
2.00%
4.90%
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
1.00%
2.00%
15.00%
2.00%
2.00%
1.26%
Page 9
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
I RSA
10.00%
ISailpoint
2.00%
ISalesforce.com
5.30%
(SAP
10.68%
ISaviynt
1.19%
ISayari
10.00%
ISDL Government
0.00%
ISecureworks, Inc.
1.39%
ISentinelOne
2.00%
ISerentityEHS
10.00%
I ServiceNow
1.50%
ISiren.io
0.50%
I Skuid
2.00%
ISlack
1.00%
ISmartsheet
2.00%
ISnowFlake
1.00%
ISocrata, Inc.
1.00%
ISocure
2.00%
ISoftwareAG
15.00%
ISolarwinds
1.39%
ISplunk
1.50%
IStaveApps
1.00%
I Stealthbits
5.00%
ISymantec
9.50%
I Syncscort
3.00%
(Tableau
0.75%
(Team Northwoods
2.00%
(Tech Soft 3D, Inc.
4.28%
ITelemessage
6.00%
(Tenable
4.00%
ITeradici
5.75%
IThentia
2.00%
IThoughtspot
2.00%
ITimeLinePI
2.00%
ITimeTrade
2.00%
ITransUnion
15.00%
(Trend Micro
5.00%
ITrifacta
1.00%
(Trimble
8.00%
ITrustwave
10.08%
ITufin
1.00%
I UiPath
2.00%
IUnifi
2.00%
IUngork
5.00%
I Userlst
3.00%
IVALIMAIL
2.00%
Page 10
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 7) CARAHSOFT TECHNOLOGY CORP.
IVERITAS
I Veritone
I Vlocity
IVMware Academic
IVMware Government
IVoyager Analytics Inc
IWasabi
IWhiteCanyon
IWickr
I Worksoft
IXcential
IZoom
IZscaler, Inc.
BlackBerry Enterprise Mobility Suite - Collaboration Edition
Subscription User - Advantage Support
BlackBerry Enterprise Mobility Suite - Collaboration Edition
ISubscription User - Premium Support
BlackBerry Enterprise Mobility Suite - Content Edition
Subscription User - Advantage Support
t
ackBerry Enterprise Mobility Suite - Content Edition
bscription User - Premium Support
BlackBerry Enterprise Mobility Suite - Enterprise Edition
Subscription User - Advantage Support
BlackBerry Enterprise Mobility Suite - Enterprise Edition
Subscription User - Premium Support
BlackBerry Enterprise Mobility Suite - Management Edition
Subscription User - Advantage Support
BlackBerry Enterprise Mobility Suite - Management Edition
Subscription User - Premium Support
4.50%
2.00%
3.00%
3.50%
3.50%
1.00%
1.00%
1.00%
1.26%
2.00%
2.00%
2.00%
5.00%
12.00%
12.00%
12.00%
12.00
12.00%
12.00%
12.00%
12.00%
Page 11
Cr.11 CyberOne
Prepared For
City of Fort Worth
Will Birchett
IT Solutions - ERP
275 W 13th Street
Fort Worth,TX 76102
Account Manager:
CyberOne
Justin Bacon
6851 Communications Parkway
Plano, TX 75024
Prepared By:
CyberOne
Kim Kendrick
6851 Communications Parkway
Plano, TX 75024
P: (469) 909-7686 P: (713) 837-8694
P: (817) 392-8105 E: E:
E: william.birchett@fortworthtexas.gov justin.bacon@cyberonesecurity.com kim.kendrick@cyberonesecurity.com
Payment Terms:
Net 30 Days
Date:
6/16/2023
Expires:
8/22/2023
L'r
1 G055 Okta IT Products - Universal Directory 8,800 8/23/2023 8/22/2024 $24.00 $3.60 $31,680.00
2 G020
Okta IT Products - Adaptive MFA
3 G009
Okta Sandbox - Preview Sandbox.
4 G052
Okta IT Products - Single Sign -On
5 G1046
Okta Support - Premier Success Plan -
Gold
D I R-TSO-4288
8,800 8/23/2023
8/22/2024
$72.00
$21.70
$190,960.00
1 8/23/2023
8/22/2024
$190,080.00
$42,856.54
$42,856.54
8,800 8/23/2023
8/22/2024
$24.00
$7.18
$63,184.00
1 8/23/2023
8/22/2024
$316,800.00
$71,427.59
$71,427.59
GRAND TOTAL I $402,679.361
This quote ("Quotation") is contingent upon credit approval and shall be deemed accepted by: (i) Customer signing the Quotation, indicating its acceptance
("Accepted Quotation"), and returning the signed copy to CyberOne; or (ii) Customer issuing a valid purchase order referencing this Quotation for the products or
services ("Purchase Order"). Complete Quotation terms and conditions may be found at https://cyberonesecurity.com/terms/. Unless a separate applicable executed
service agreement between the parties exists, then Professional Services purchased by Customer pursuant to this Quotation shall be governed by the CyberOne
Professional Services Agreement ("PSA") in effect as of the date of this Quotation. The CyberOne PSA may be found at https://cyberonesecurity.com/psa/.
Professional Services must be used within twelve (12) months from Customer's purchase order date. Customer acknowledges its use of third -party products and
services shall be in accordance with the third party's terms and conditions. Payment terms are as set forth above and are calculated from the date of CyberOne's
invoice. A late payment penalty of 1.5% per month may be assessed on late payments. Credit card payments will have a 3.5% convenience fee added if allowed by
local law; if a convenience fee is disallowed under local law, acceptable forms of payment shall be by check or ACH. The pricing set forth in this Quotation may not
include sales and use taxes, which will be included, if applicable, on the invoice. If not charged for sales and use tax, Customer is responsible for sales and use tax
reporting.
Cr.11 CyberOne
CyberOne
Justin Bacon
Signature / Name
6/16/2023
Date
City of Fort Worth
VJ
Valerie Was�hinn (Aug 25, 2023 10:06 CDT)
Signature / Name
Aug 25, 2023
Date
Official site of the City of Fort Worth, Texas
CITY COUNCIL AGENDA FORT�WORTH�
Create New From This M&C
DATE: 8/22/2023 REFERENCE **M&C 23- LOG NAME: 04CYBERONE SECURITY
NO.: 0669 OKTAAGREEMENT
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT. (ALL) Authorize Agreement with CyberOne Security for Okta Cyber Security, Software as a
Service, for the Information Technology Solutions Department Using Cooperative Contract
Texas Department of Information Resources DIR-TSO-4288 in an Annual Amount Up to
$402,679.36 and Up to a 5%Annual Increase
RECOMMENDATION:
It is recommended that the City Council authorize an agreement with CyberOne Security for Okta
cyber security, software as a service, for the Information Technology Solutions Department using
Cooperative Contract Texas Department of Information Resources DIR-TSO-4288 in an annual
amount up to $402,679.36 and up to a 5\% annual increase.
DISCUSSION:
The purpose of the Mayor and Council Communication (M&C) is to authorize an agreement with
CyberOne Security for Okta cyber security for the Information Technology Solutions Department using
Cooperative Contract Texas Department of Information Resources DIR-TSO-4288 in an annual
amount up to $402,679.36 and options to renew with an annual increase of up to 5\% each year.
The Information Solution Technology Department will use this agreement as a Software
for Service. Okta provides multifactor authentication across all external services and network entry
points for the City of Fort Worth. A critical tool which helps protect our IT services from compromised
accounts and ensures computer accounts and services are only accessed by their authorized users.
Deployed in 2021, Okta successfully reduced our compromised accounts from 9/per month to zero
within a 2 year period.
COOPERATIVE PURCHASE: State law provides that a local government purchasing an item under a
cooperative purchasing agreement satisfies State laws requiring that the local government seek
competitive bids for purchase of the item. Cooperative contracts have been competitively bid to
increase and simplify the purchasing power of local government entities across the State of Texas.
AGREEMENT TERM: Upon City Council approval, the Agreement will become effective and expire
February 21, 2025 in accordance with the DIR contract. The agreement may be renewed on an annual
basis thereafter.
RENEWAL OPTIONS: This agreement may be renewed up to three one-year renewal terms at the
City's option. This action does not require specific City Council approval provided that the City Council
has appropriated sufficient funds to satisfy the City's obligations during the renewal terms.
SUCCESSOR CONTRACTS: In the event the Texas Department of Information Resources (DIR)
agreement is not renewed, staff would cease purchasing at the end of the last purchase agreement
coinciding with a valid DIR agreement. If the City Council were to not appropriate funds for a future
year, staff would stop making purchases when the last appropriation expires, regardless of whether
the then -current purchase agreement has expired.
The City will initially use the DIR contract to make purchases authorized by this M&C. The Cooperative
Contract is set to expire February 21, 2025. If DIR-TSO-4288 is extended, this M&C authorizes the
City to purchase similar equipment and supplies under the extended contract. If DIR-TSO-4288 is not
extended but DIR executes a new cooperative contract with CyberOne Security, and with substantially
similar terms, this M&C authorizes the City to purchase the services under the new DIR contract. If this
occurs, in no event will the City continue to purchase services under the new agreement for more than
three (3) years without seeking Council approval.
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.
BUSINESS EQUITY: A goal is not assigned when purchasing from an approved purchasing
cooperative or public entity.
Funding is budgeted in Other Contractual Services of the Information Technology Solutions
Department's Info Technology Systems Fund, as appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation, funds are available
in the current operating budget, as previously appropriated, in the Info Technology Systems Fund.
Prior to an expenditure being incurred, the Information Technology Solutions Department has the
responsibility to validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund I Department Account Project Program Activity Budget Reference # Amount
ID ID I I Year (Chartfield 2)
Submitted for City Manager's Office by_ Valerie Washington (6192)
Originating Denartment Head: Kevin Gunn (2015)
Additional Information Contact: Donlen Ruffin (2017)
ATTACHMENTS
04CYBERONE SECURITY OKTA AGREEMENT funds availabilitv.odf (CFW Internal)
FID Table CvberOne Okta.XLSX (CFW Internal)
Form 1295 Certificate 101079688 (1) CvberOne Citv of Fort Worth Okta Renewal 07.20.2023.odf (CFW Internal)