HomeMy WebLinkAboutContract 60027CSC No. 60027
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between ConvergeOne,
Inc., a Minnesota corporation ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule
municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1.
This Cooperative Purchase Agreement;
2.
Exhibit A
— City's Terms and Conditions;
3.
Exhibit B
— Conflict of Interest Questionnaire.
5.
Exhibit C —
Cost Estimate, Vendor's Quote;
6.
Exhibit D
— Department of Information Resources Contract Number
DIR-TSO-4339 with Standard Terms & Conditions; and
7.
Exhibit E —
Network Access Agreement.
Exhibits A, B, C, D and E which are attached hereto and incorporated herein, are made a part of
this Agreement for all purposes. Vendor agrees to provide City with the services and goods included in
Exhibit 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
D — Contract DIR-TSO-4339, then Exhibit A — City's Terms and Conditions shall control, but only to
the extent allowable under Contract DIR-TSO-4339.
City shall pay Vendor in accordance with Exhibit C and in accordance with the provisions of
this Agreement. Total payment made under this Agreement for the first year by City shall be in the
amount of two hundred fifty thousand dollars ($250,000.00). Vendor shall not provide any additional
items or services or bill for expenses incurred for City not specified by this Agreement unless City
requests and approves in writing the additional costs for such services. City shall not be liable for any
additional expenses of Vendor not specified by this Agreement unless City first approves such
expenses in writing.
The term of this Agreement is effective beginning on September 1, 2023 ("Effective Date") and
expires on January 22, 2024 to coincide with the Cooperative Purchase Agreement. City shall be able to
renew this agreement in accordance with the Cooperative, by written agreement of the parties.
The undersigned represents and warrants that he or she has the power and authority to execute
this Agreement and bind the respective Vendor.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
CITY OF FORT WORTH:
Dghg BUs''hdoff
By: Dana Burghdoff (Aug3 , 202311:01 CDT)
Name: Dana Burghdoff
Title: Assistant City Manager
Date: Aug 31, 2023
APPROVAL RECOMMENDED:
Ciu'l�
By: Christopher Har er (Aug 31, 2023 07:03 CDT)
J Name: Christopher Harder
Title: Director, Water Department
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.
By: � /Z v
Name: Jason Lyssy
Title: IT Manager, Water Department
APPROVED AS TO FORM AND LEGALITY:
poovonub
ATTEST: A F Attu By:
oC.o °°9.;o Name: Taylor Paris
Title: Assistant City Attorney
�Bp��X 4ggga
By:
Name: Jannette Goodall
Title: City Secretary
ConvergeOne, Inc.
By:
Name: Kyle Wewe
Title: Vice President
Date: Aug 29, 2023
CONTRACT AUTHORIZATION:
M&C:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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. Attomevs' 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
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 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 Liabilitv 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
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.
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
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. Eight 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 Bovcottin2 Ener2v 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.
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 City, or submits an application or response to a request for proposals or
bids, correspondence, or another writing related to a potential agreement with the City. 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 htty://www.ethics.state.tx.us/forms/CIO.Pdf.
If you have any questions about compliance, please consult your own legal counsel. Compliance
is the individual responsibility of each person or agent of a person who is subject to the filing
requirement. An offense under Chapter 176 is a Class C misdemeanor.
NOTE: If you are not aware of a Conflict of Interest in any business relationship that you
might have with the City, state Vendor name in the # 1, use N/A in each of the areas on the
form. However, a signature is required in the #4 box in all cases.
CONFLICT OF INTEREST QUESTIONNAIRE
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.
jJ Name of vendor who has a business relationship with local governmental entity.
ConvergeOne, Inc.
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.
Not applicable
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
CIO as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income, from the vendor?
Yes F--1 No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
71 Yes F1 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.
J
❑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).
J
Signature vendor doing business with the governmental entity
Form provided by Texas Ethics Commission www.ethics.state.tx.us
June 7 2023
date
Revised 11/30/2015
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/
Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form.
Local Government Code § 176.0010-a): "Business relationship" means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an
agency of a federal, state, or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by, and reporting to, that agency.
Local Government Code § 176.003(a)(2)(A) and (B):
(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a
family member of the officer that results in the officer or family member receiving taxable
income, other than investment income, that exceeds $2,500 during the 12-month period
preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed;
or
(ii) the local governmental entity is considering entering into a contract with the
vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than $100 in the 12-month period preceding the date the
officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code § 176.006(a) and (a-1)
(a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship
with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local
governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the
officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any
gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator
not later than the seventh business day after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental
entity; or
(B) submits to the local governmental entity an application, response to a request for proposals
or bids, correspondence, or another writing related to a potential contract with the local
governmental entity; or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a
family member of the officer, described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 11/30/2015
EXHIBIT C
COST ESTIMATE, DIR PRICING
ConvergeOne Cost Estimate
ConvereeOne Services Proiected Cost Description
Maintenance/Support $ 57,866.69 Support services estimate for all Extreme brand
network gear used in the Water Utility network
Replace Equipment $ 113,350.31 Estimated cost to replace end -of -life network gear
Managed Services $ 22,643.28 Network monitoring -annual subscription service
Related Technical Services $ 56,139.72 Configuration and implementation services for
Extreme network gear
Total Contract Authority $ 250,000.00 Actual spend will be determined during the
purchasing process and will be based upon available
appropriations.
DETAIL (Quote 1)
Qty
Part Number
Description
Srvc Part Number
Serial#
Srvc Description
List Price
Pro -Rated List
Extended List
Start Date
End Date
Discount%
UnitPrice
Extended
Days Covered
Price
Price
3
XIQ-NAC-S-IK-EW
XIQ NAC SWSub for 1K devices EW JXIQ-NAC-S-IK-EW
O110-23BO-61J9-H7D3-G6H7
XI Q NACSWSub for 1K devices EW 1Y
3,500.00
1,946.58
5,839.74
2/11/2024
8/31/2024
44.620%
1,078.02
3,234.06
202
8
XIQ-PIL-S-C-EW
XIQ Pilot SaaS, EWSaaS Support
XIQ-PIL-S-C-EW
0118-234E-1B3D-7H3D-4E7H
XIQPibt5aa5, EWSaaSSupport
150.00
80.96
647.68
2/17/2024
8/31/2024
44.625%
44.83
358.65
196
4
XIQ-PIL-S-C-EW
XIQPilot SaaS, EWSaaSSupport
XIQ-PIL-S-C-EW
0426-232C-3D8l-8l3D-6G9J
XIQPibt SaaS, EWSaaSSupport
150.00
41.10
164.40
5/24/2024
8/31/2024
44.614%
22.76
91.05
99
3
XIQ-PIL-S-C-EW
XIQPilot SaaS, EWSaaSSupport
XIQ-PIL-S-C-EW
0512-230A-2C3D-2C3D-3D8l
XIQPibt SaaS, EWSaaSSupport
150.00
33.70
101.10
6/11/2024
8/31/2024
44.616%
18.66
55.99
81
180
XIQ-PIL-S-C-EW
XIQPilot SaaS, EWSaaSSupport
XIQ-PIL-S-C-EW
0913-22J9-D3C2-l8E4-l8G6
XIQPibt SaaS, EWSaaSSupport
150.00
150.41
27,073.80
9/1/2023
8/31/2024
44.621%
83.29
14,993.07
365
5
XIQ-PIL-S-C-EW
XIQPilot SaaS, EWSaaSSupport
XIQ-PIL-S-C-EW
1220-224E-9J8l-6G7H-9J2C
XIQPibt5aa5, EWSaaSSupport
150.00
92.88
464.40
1/19/2024
8/31/2024
44.622%
51.43
257.17
225
1
16532
X440-G2-24t-IOGE4
97000-16532
EWTAC&0516532
110.00
110.00
110.00
9/2/2023
8/31/2024
8.164%
101.02
101.02
364
1
16795
X590 EXOS Core License
97000-16795
EWTAC& 0516795
163.00
163.00
163.00
9/2/2023
8/31/2024
8.163%
149.70
149.70
364
1
16795
X590 EX0S Core License
97000-16795
EWTAC& 0516795
163.00
163.00
163.00
9/2/2023
8/31/2024
8.163%
149.70
149.70
364
1
16321
Summit X480 Core License
97000-X480C0RE
0506-1513045E4451 8-J960
EWTAC& 0S Summit X480C0RE
413.00
413.00
413.00
9/2/2023
8/31/2024
8.161%
379.30
379.30
364
1
16321
Summit X480 Core License
97000-X4800ORE
0506-15F5-D3D3-H7E4-E4F5
EWTAC& 0S Summit X480C0RE
413.00
413.00
413.00
9/2/2023
8/31/2024
8.161%
379.30
379.30
364
1
16321
Summit X480 Core License
97000-X480C0RE
0506-15I8-F5G6-BOC2-BOE4
EWTAC& 0S Summit X480C0RE
413.00
413.00
413.00
9/2/2023
8/31/2024
8.161%
379.30
379.30
364
1
5000-PRMR-LIC-P
Premier License for 5000 series switc 97000-5000-PRMF
1228-22E4-H7J9-H7J9-l8D3
TACOS5000-PRMR-LIC
150.00
64.52
64.52
3/28/2024
8/31/2024
8.162%
59.25
59.25
156
1
16518
SummitX430-48t
97004-16518
1323G-01681
EWNBDAHR-16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16518
Summit X430-48t
97004-16518
1323G-01682
EWNBDAHR-16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16518
Summit X430-48t
97004-16518
1323G-01683
EWNBDAHR-16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16518
Summit X430-48t
97004-16518
1323G-01684
EWNBDAHR-16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16518
Summit X430-48t
97004-16518
1323G-01686
EWNBDAHR-16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16518
Summit X430-48t
97004-16518
1323G-01687
EWNBDAHR-16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16518
Summit X430-48t
97004-16518
1323G-01688
EWNBDAHR-16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16516
Summit X430-24t
97004-16516
1324G-00206
EWNBDAHR-16516
110.00
8.74
8.74
9/2/2023
9/30/2023
8.205%
8.02
8.02
28
1
16516
Summit X430-24t
97004-16516
1324G-00232
EWNBDAHR-16516
110.00
8.74
8.74
9/2/2023
9/30/2023
8.205%
8.02
8.02
28
1
16516
Summit X430-24t
97004-16516
1324G-00234
EWNBDAHR-16516
110.00
8.74
8.74
9/2/2023
9/30/2023
8.205%
8.02
8.02
28
1
16301
SummitX480-48t
97004-X480-48T
1350N-40687
EWNBDAHRSummit X480-48T
1,294.00
1,294.00
1,294.00
9/2/2023
8/31/2024
8.160%
1,188.41
1,188.41
364
1
16303
Summit X480-24x
97004-X480-24X
1406N-40108
EWNBDAHRSummit X480-24X
1,294.00
1,294.00
1,294.00
9/2/2023
8/31/2024
8.160%
1,188.41
1,188.41
364
1
16516
Summit X430-24t
97004-16516
1413N-40059
EWNBDAHR-16516
110.00
8.74
8.74
9/2/2023
9/30/2023
8.205%
8.02
8.02
28
1
16301
Summit X480-48t
97004-X480-48T
1415N-40772
EWNBDAHRSummit X480-48T
1,294.00
1,294.00
1,294.00
9/2/2023
8/31/2024
8.160%
1,188.41
1,188.41
364
1
16311
MM2-SummitStack
97004-MM2-SS
1438N-40988
EW NBD AHR Summit M M2-SS
135.00
135.00
135.00
9/2/2023
8/31/2024
8.159%
123.99
123.99
364
1
16311
VIM2-SummitStack
97004-MM2-SS
1438N-40989
EW NBD AHR Summit Vl M2-SS
135.00
135.00
135.00
9/2/2023
8/31/2024
8.159%
123.99
123.99
364
1
16311
MM2-SummitStack
97004-MM2-55
1438N-41008
EW NBD AHR Summit M M2-SS
135.00
135.00
135.00
9/2/2023
8/31/2024
8.159%
123.99
123.99
364
1
16303
SummitX480-24x
97004-X480-24X
1516N-42947
EW NBD AH RSummit X480-24X
1,294.00
1,294.00
1,294.00
9/2/2023
8/31/2024
8.160%
1,188.41
1,188.41
364
1
16311
MM2-SummitStack
97004-MM2-55
1521N-41701
EW NBD AHR Summit M M2-SS
135.00
135.00
135.00
9/2/2023
8/31/2024
8.159%
123.99
123.99
364
1
16540
X440-G2-12t8fx-GE4
97004-16540
1551N-40664
EW NBD AH R 16540
284.00
284.00
284.00
9/2/2023
8/31/2024
8.158%
260.83
260.83
364
1
16540
X440-G2-12t8fx-GE4
97004-16540
1551N-40673
EW NBD AH R 16540
284.00
284.00
284.00
9/2/2023
8/31/2024
8.158%
260.83
260.83
364
1
16515
Summit X430-8p
97004-16515
1616N-40976
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16515
SummitX430-8p
97004-16515
1616N-40981
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16515
Summit X430-8p
97004-16515
1616N-40993
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16515
SummitX430-8p
97004-16515
1616N-41001
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16515
Summit X430-8p
97004-16515
1616N-41029
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16515
SummitX430-8p
97004-16515
1616N-41031
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16517
Summit X430-24p
97004-16517
1618N-42029
EW NBD AH R 16517
219.00
17.40
17.40
9/2/2023
9/30/2023
8.167%
15.98
15.98
28
1
16518
Summit X430-48t
97004-16518
1643N-41435
EW NBD AH R- 16518
195.00
15.49
15.49
9/2/2023
9/30/2023
8.156%
14.23
14.23
28
1
16517
Summit X430-24p
97004-16517
1707N-46130
EW NBD AH R 16517
219.00
17.40
17.40
9/2/2023
9/30/2023
8.167%
15.98
15.98
28
1
16517
SummitX430-24p
97004-16517
1707N-46150
EW NBD AH R 16517
219.00
17.40
17.40
9/2/2023
9/30/2023
8.167%
15.98
15.98
28
1
16179
X450-G 2-48p- IOG E4-Base
97004-16179
1718N-42432
EW NBD AH R 16179
531.00
531.00
531.00
9/2/2023
8/31/2024
8.159%
487.68
487.68
364
1
16179
X450-G2-48p-10G E4-Base
97004-16179
1718N-42434
EW NBD AH R 16179
531.00
531.00
531.00
9/2/2023
8/31/2024
8.159%
487.68
487.68
364
1
16535
X440-G2-48p-IOGE4
97004-16535
1724N-42025
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16705
X460-G2-24x-10G E4-Base
97004-16705
1725N-40123
EW NBD AH R 16705
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16705
X460-G 2- 24x - IOG E4-Base
97004-16705
1725N-40128
EW NBD AH R 16705
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16704
X460-G2-48p-10G E4-Base
97004-16704
1729N-44416
EW NBD AH R 16704
608.00
608.00
608.00
9/2/2023
8/31/2024
8.160%
558.39
558.39
364
1
16704
X460-G 2-48p- IOG E4-Base
97004-16704
1729N-44434
EW NBD AH R 16704
608.00
608.00
608.00
9/2/2023
8/31/2024
8.160%
558.39
558.39
364
1
16533
X440-G2-24p-10GE4
97004-16533
1817N-42216
EW NBD AH R 16533
236.00
236.00
236.00
9/2/2023
8/31/2024
8.161%
216.74
216.74
364
1
16533
X440-G2-24p-IOGE4
97004-16533
1817N-42267
EW NBD AH R 16533
236.00
236.00
236.00
9/2/2023
8/31/2024
8.161%
216.74
216.74
364
1
16179
X450-G2-48p-10G E4-Base
97004-16179
1822N-41015
EW NBD AH R 16179
531.00
531.00
531.00
9/2/2023
8/31/2024
8.159%
487.68
487.68
364
DETAIL (Quote 1)
Qty
Part Number
Description
Srvc Part Number Serial#
Srvc Description
List Price
Pro - Rated List Extended List
Start Date
End Date
Discount%
Unit Price
Extended
Days Covered
Price
Price
1
16535
X440-G2-48p-IOGE4
97004-16535
1822N-44498
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535
1822N-44549
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16704
X460-G 2-48p- IOG E4-Base
97004-16704
1822N-47281
EW NBD AH R 16704
608.00
608.00
608.00
9/2/2023
8/31/2024
8.160%
558.39
558.39
364
1
16704
X460-G2-48p-10G E4-Base
97004-16704
1822N-47341
EW NBD AH R 16704
608.00
608.00
608.00
9/2/2023
8/31/2024
8.160%
558.39
558.39
364
1
16711
Summit X460-G2VIM-2x
97004-16711
1823G-03059
EW NBD AH R 16711
75.00
75.00
75.00
9/2/2023
8/31/2024
8.153%
68.89
68.89
364
1
16711
SummRX460-G2VIM-2x
97004-16711
1823G-03067
EW NBD AH R 16711
75.00
75.00
75.00
9/2/2023
8/31/2024
8.153%
68.89
68.89
364
1
16711
Summit X460-G2VIM-2x
97004-16711
1823G-03074
EW NBD AH R 16711
75.00
75.00
75.00
9/2/2023
8/31/2024
8.153%
68.89
68.89
364
1
16711
SummRX460-G2VIM-2x
97004-16711
1823G-03076
EW NBD AH R 16711
75.00
75.00
75.00
9/2/2023
8/31/2024
8.153%
68.89
68.89
364
1
16711
Summit X460-G2VIM-2x
97004-16711
1823G-03077
EW NBD AH R 16711
75.00
75.00
75.00
9/2/2023
8/31/2024
8.153%
68.89
68.89
364
1
16705
X460-G2-24x-10G E4-Base
97004-16705
1827N-40458
EW NBD AH R 16705
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16515
Summit X430-8p
97004-16515
1827N-43012
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16515
SummRX430-8p
97004-16515
1827N-43052
EW NBD AH R 16515
103.00
8.18
8.18
9/2/2023
9/30/2023
8.126%
7.52
7.52
28
1
16535
X440-G2-48p-IOGE4
97004-16535
1830N-40665
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16702
X460-G 2-48t- 1OG E4-Base
97004-16702
1834N-40877
EW NBD AH R 16702
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16702
X460-G 2-48t- IOG E4-Base
97004-16702
1835N-40101
EW NBD AH R 16702
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16702
X460-G 2-48t- 1OG E4-Base
97004-16702
1835N-40102
EW NBD AH R 16702
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16532
X440-G2-24t-IOGE4
97004-16532
1841N-40334
EW NBD AH R 16532
166.00
166.00
166.00
9/2/2023
8/31/2024
8.163%
152.45
152.45
364
1
16532
X440-G2-24t-10GE4
97004-16532
1841N-40338
EW NBD AH R 16532
166.00
166.00
166.00
9/2/2023
8/31/2024
8.163%
152.45
152.45
364
1
16517
SummRX430-24p
97004-16517
1843N-40648
EW NBD AH R 16517
219.00
17.40
17.40
9/2/2023
9/30/2023
8.167%
15.98
15.98
28
1
16534
X440-G2-48t-10GE4
97004-16534
1848N-40983
EW NBD AH R 16534
250.00
250.00
250.00
9/2/2023
8/31/2024
8.160%
229.60
229.60
364
1
16534
X440-G2-48t-IOGE4
97004-16534
1848N-40987
EW NBD AH R 16534
250.00
250.00
250.00
9/2/2023
8/31/2024
8.160%
229.60
229.60
364
1
16534
X440-G2-48t-10GE4
97004-16534
1848N-40994
EW NBD AH R 16534
250.00
250.00
250.00
9/2/2023
8/31/2024
8.160%
229.60
229.60
364
1
16534
X440-G2-48t-IOGE4
97004-16534
1848N-41104
EW NBD AH R 16534
250.00
250.00
250.00
9/2/2023
8/31/2024
8.160%
229.60
229.60
364
1
16534
X440-G2-48t-10GE4
97004-16534
1848N-41160
EW NBD AH R 16534
250.00
250.00
250.00
9/2/2023
8/31/2024
8.160%
229.60
229.60
364
1
16534
X440-G2-48t-IOGE4
97004-16534
1848N-41182
EW NBD AH R 16534
250.00
250.00
250.00
9/2/2023
8/31/2024
8.160%
229.60
229.60
364
1
16534
X440-G2-48t-10GE4
97004-16534
1848N-41183
EW NBD AH R 16534
250.00
250.00
250.00
9/2/2023
8/31/2024
8.160%
229.60
229.60
364
1
16535
X440-G2-48p-IOGE4
97004-16535
1850N-43685
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535
18SON-43815
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-IOGE4
97004-16535
1850N-43832
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16531
X440-G2-12p-10GE4
97004-16531
1903N-42941
EW NBD AH R 16531
166.00
166.00
166.00
9/2/2023
8/31/2024
8.163%
152.45
152.45
364
1
16535
X440-G2-48p-IOGE4
97004-16535
1910N-41060
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535
191ON-46409
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16532
X440-G2-24t-IOGE4
97004-16532
1918G-00178
EW NBD AH R 16532
166.00
166.00
166.00
9/2/2023
8/31/2024
8.163%
152.45
152.45
364
1
16704
X460-G2-48p-10G E4-Base
97004-16704
1922G-01530
EW NBD AH R 16704
608.00
608.00
608.00
9/2/2023
8/31/2024
8.160%
558.39
558.39
364
1
16705
X460-G 2- 24x - IOG E4-Base
97004-16705
1923G-00458
EW NBD AH R 16705
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16702
X460-G 2-48t- 1OG E4-Base
97004-16702
1928G-00281
EW NBD AH R 16702
573.00
573.00
573.00
9/2/2023
8/31/2024
8.160%
526.25
526.25
364
1
16535
X440-G2-48p-IOGE4
97004-16535
1930G-01149
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16704
X460-G2-48p-10G E4-Base
97004-16704
1934G-00562
EW NBD AH R 16704
608.00
608.00
608.00
9/2/2023
8/31/2024
8.160%
558.39
558.39
364
1
16531
X440-G2-12p-IOGE4
97004-16531
1946N-40196
EW NBD AH R 16531
166.00
166.00
166.00
9/2/2023
8/31/2024
8.163%
152.45
152.45
364
1
16540
X440-G2-12t8fx-GE4
97004-16540
2009N-40213
EW NBD AH R 16540
284.00
284.00
284.00
9/2/2023
8/31/2024
8.158%
260.83
260.83
364
1
16540
X440-G2-12t8fx-GE4
97004-16540
20O9N-40226
EW NBD AH R 16540
284.00
284.00
284.00
9/2/2023
8/31/2024
8.158%
260.83
260.83
364
1
16791
X590-24t-1q-2c Base System
97004-16791
2021G-01512
EW NBD AHR 16791
1,532.00
1,532.00
1,532.00
9/2/2023
8/31/2024
8.160%
1,406.99
1,406.99
364
1
16713
SummitX460-G2VIM-2ss
97004-16713
2051G-01514
EW NBD AH R 16713
47.00
47.00
47.00
9/2/2023
8/31/2024
8.160%
43.17
43.17
364
1
16713
SummRX460-G2VIM-2ss
97004-16713
2051G-01521
EW NBD AH R 16713
47.00
47.00
47.00
9/2/2023
8/31/2024
8.160%
43.17
43.17
364
1
16790
X590-24x-1q-2c Base System
97004-16790
2108N-41045
EW NBD AHR 16790
1,189.00
1,189.00
1,189.00
9/2/2023
8/31/2024
8.160%
1,091.98
1,091.98
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount
k 97004-X435-8T-452115G-00519
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount
k 97004-X435-8T-45 2115G -00541
EW NBD AHR X435-8T-45
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount
k 97004-X435-8T-452115G-00545
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount
k 97004-X435-8T-45 2115G -00548
EW NBD AHR X435-8T-45
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S swRc h inc 1. wa 11 mount
k 97004-X435-8T-452115G-00558
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount
k 97004-X435-8T-45 2115G -00559
EW NBD AHR X435-8T-45
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S swRc h inc 1. wa 11 mount
k 97004-X435-8T-45
2115G -00568
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount
k 97004-X435-8T-45 2115G -00575
EW NBD AHR X435-8T-45
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S swRc h inc 1. wa 11 mount
k 97004-X435-8T-452115G-00577
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
DETAIL (Quote 1)
Qty
Part Number
Description
Srvc Part Number Serial#
Srvc Description
List Price
Pro -Rated List Extended List
Start Date
End Date
Discount%
Unit Price
Extended
Days Covered
Price
Price
1
X435-8T-4S
X435-8T-4S switch incl. wall mount k
97004-X435-8T-452115G-00580
EW NBD AHR X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount k
97004-X435-8T-452115G-00595
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount k
97004-X435-8T-45 2115G -00603
EW NBD AHR X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount k
97004-X435-8T-452115G-00619
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount k
97004-X435-8T-45 2115G -00623
EW NBD AHR X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
X435-8T-4S
X435-8T-4S switc h inc 1. wa 11 mount k
97004-X435-8T-452115G-00643
EW NBD AH R X435-8T-4S
72.00
72.00
72.00
9/2/2023
8/31/2024
8.167%
66.12
66.12
364
1
16535
X440-G2-48p-IOGE4
97004-16535 2143N-40020
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535 2143N-40033
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-IOGE4
97004-16535 2143N-40034
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535 2143N-40044
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-IOGE4
97004-16535 2143N-40045
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535 2143N-40058
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-IOGE4
97004-16535 2143N-40131
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535 2143N-40136
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-IOGE4
97004-16535 2143N-40141
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
16535
X440-G2-48p-10GE4
97004-16535 2144N-47964
EW NBD AH R 16535
367.00
367.00
367.00
9/2/2023
8/31/2024
8.159%
337.06
337.06
364
1
X435-24P-4S
X435-24P-4S switc h inc 1. rac k moun
97004-X435-24P-4 2212G -00785
EW NBD AHR X435-24P-4S
180.00
180.00
180.00
9/2/2023
8/31/2024
8.161%
165.31
165.31
364
1
X435-24P-4S
X435-24P-4S swltc h inc 1. rac k moun
97004-X435-24P-4 22 12G -00808
EW NBD AH R X435-24P-4S
180.00
180.00
180.00
9/2/2023
8/31/2024
8.161%
165.31
165.31
364
1
X435-24P-4S
X435-24P-4S switc h inc 1. rac k moun
97004-X435-24P-4 2212G -00809
EW NBD AHR X435-24P-4S
180.00
180.00
180.00
9/2/2023
8/31/2024
8.161%
165.31
165.31
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 22 13G -00883
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -00934
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -00945
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -00949
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S swRc h inc 1. rac k moun
97004-X435-24T-4 2213G -00968
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -00969
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switch incl. rack moun
97004-X435-24T-42213G-00974
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switch incl. rack moun
97004-X435-24T-42213G-00975
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switch incl. rack moun
97004-X435-24T-42213G-00978
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switch incl. rack moun
97004-X435-24T-42213G-00980
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switch incl. rack moun
97004-X435-24T-42213G-00981
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switch incl. rack moun
97004-X435-24T-42213G-00983
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 22 13G -01029
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -01119
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -0112 1
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -01122
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -01132
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -01141
EW NBD AHR X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
X435-24T-4S
X435-24T-4S switc h inc 1. rac k moun
97004-X435-24T-4 2213G -01157
EW NBD AH R X435-24T-4S
99.00
99.00
99.00
9/2/2023
8/31/2024
8.157%
90.93
90.93
364
1
16533
X440-G2-24p-IOGE4
97004-16533 2236N-41615
EW NBD AH R 16533
236.00
206.26
206.26
10/18/2023
8/31/2024
8.159%
189.43
189.43
318
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00302
EWNBD AHR5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00311
EW NBD AH R5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00340
EWNBD AHR5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00344
EW NBD AH R5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00352
EWNBD AHR5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00372
EW NBD AH R5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00421
EWNBD AHR5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042249G-00476
EW NBD AH R5420E-48P-4XE
464.00
250.43
250.43
2/17/2024
8/31/2024
8.159%
230.00
230.00
196
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042309G-00046
EWNBD AHR5420E-48P-4XE
464.00
127.12
127.12
5/24/2024
8/31/2024
8.161%
116.75
116.75
99
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-1A042309G-00164
EW NBD AH R5420E-48P-4XE
464.00
127.12
127.12
5/24/2024
8/31/2024
8.161%
116.75
116.75
99
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-JA042309G-00230
EWNBD AHR5420E-48P-4XE
464.00
127.12
127.12
5/24/2024
8/31/2024
8.161%
116.75
116.75
99
1
5420E-48P-4XE
5420F 48port PoE+Switch
97004-542OF-48P-1A042309G-00268
EW NBD AH R5420E-48P-4XE
464.00
127.12
127.12
5/24/2024
8/31/2024
8.161%
116.75
116.75
99
1
5520-24X
552024port F iber Swltc h
97004-5520-24X SD072239G-00029
EWNBDAHR5520-24X
830.00
468.44
468.44
2/8/2024
8/31/2024
8.160%
430.22
430.22
205
1
5520-24X
552024portFiberSwitch
97004-5520-24X SB072244G-00034
EW NBD AHR 5520-24X
830.00
468.44
468.44
2/8/2024
8/31/2024
8.160%
430.22
430.22
205
1
5520-24X
552024port F iber Switc h
97004-5520-24X SD072244G-00093
EWNBDAHR5520-24X
830.00
468.44
468.44
2/8/2024
8/31/2024
8.160%
430.22
430.22
205
DETAIL (Quote 1)
Qty
Part Number
Description
Srvc Part Number Serial#
Srvc Description
List Price Pro -Rated List Extended List
Start Date
End Date
Discount% Unit Price Extended
Days Covered
Price
Price
1
5520-24X
552024portFiberSwitch
97004-5520-24X
SB072244G-00167
EW NBD AHR 5520-24X
830.00 468.44 468.44
2/8/2024
8/31/2024
8.160% 430.22 430.22
205
1
5520-24X
552024port Fiber Swltc h
97004-5520-24X
SD072244G-00276
EW NBD AHR 5520-24X
830.00 468.44 468.44
2/8/2024
8/31/2024
8.160% 430.22 430.22
205
1
5520-24X
552024port F iber Switc h
97004-5520-24X
SB072312G-00102
EW NBD AHR 5520-24X
830.00 186.47 186.47
6/11/2024
8/31/2024
8.162% 171.25 171.25
81
1
5520-24X
552024port Fiber Swltc h
97004-5520-24X
SD072313G-00017
EW NBD AHR 5520-24X
830.00 186.47 186.47
6/11/2024
8/31/2024
8.162% 171.25 171.25
81
1
5520-24X
552024port F iber Switc h
97004-5520-24X
SB072313G-00018
EW NBD AHR 5520-24X
830.00 186.47 186.47
6/11/2024
8/31/2024
8.162% 171.25 171.25
81
1
5520-VIM-4YE
5520-VI M 4x25G E SF P28 MACsec
97004-5520-VIM-,SB102238G-00401
EW NBD AH R 5520-VIM-4YE
181.00 77.85 77.85
3/28/2024
8/31/2024
8.160% 71.50 71.50
156
1
5520-VIM-4YE
5520-VI M 4x25G E SF P28 MACsec
97004-5520-VI M-, SB102238G-00402
EW NBD AHR 5520-VIM-4YE
181.00 77.85 77.85
3/28/2024
8/31/2024
8.160% 71.50 71.50
156
1
5520-VIM-4YE
5520-M M 4x25G E SF P28 MACsec
97004-5520-VIM-,
SB102238G-00403
EW NBD AH R 5520-VIM-4YE
181.00 77.85 77.85
3/28/2024
8/31/2024
8.160% 71.50 71.50
156
1
5520-VIM-4YE
5520-VI M 4x25G E SF P28 MACsec
97004-5520-VI M-, SB102238G-00404
EW NBD AHR 5520-VIM-4YE
181.00 77.85 77.85
3/28/2024
8/31/2024
8.160% 71.50 71.50
156
1
5520-VIM-4YE
5520-M M 4x25G E SF P28 MACsec
97004-5520-VIM-,
SB102238G-00405
EW NBD AH R 5520-VIM-4YE
181.00 77.85 77.85
3/28/2024
8/31/2024
8.160% 71.50 71.50
156
1
10304
1m SFP+Cable
97004
ExtrWorks NBD AHR
- - -
5/12/2023
8/31/2024
477
1
10304
1m SFP+Cable
97004
ExtrWorks NBD AHR
- - -
5/12/2023
8/31/2024
477
1
10304
1m SFP+Cable
97004
ExtrWorks NBD AHR
- - -
5/12/2023
8/31/2024
477
1
10305
3m SFP+Cable
97004
ExtrWorks NBD AHR
- - -
5/12/2023
8/31/2024
477
1
10916
Sum m K X650/x480 FAN module
97004
1349N-43505
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10916
5 um m it X650/X480 FAN module
97004
1404N-43200
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10917
Summit450WACPSU FB
97004
1412K-80883
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10917
Summit450WACPSU FB
97004
1412K-80884
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10917
Summk450WACPSU FB
97004
1412K-80885
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10917
SUmmit450WACPSU FB
97004
1412K-80894
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10917
Summk450WACPSU FB
97004
1412K-80897
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10916
SUmmitX650/X480FAN module
97004
1414N-42775
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSU XT
97004
1438E-40316
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10917
Summit450WACPSU FB
97004
1438K-81407
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10916
Summit X650/x480FAN module
97004
1516N-40385
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1603A-45449
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1603A45450
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10917
Summit450WACPSU FB
97004
1612K-80062
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10917
Summit450WACPSU FB
97004
1612K-80111
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSU XT
97004
1717E-41187
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10941
1100WACPSU FB
97004
1719A40123
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10941
1100WACPSU FB
97004
1719A-40124
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10941
1100WACPSU FB
97004
1719A40125
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10941
1100WACPSU FB
97004
1719A-40201
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1723N-44347
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1723N-44350
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1723N-44770
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1723N-44772
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1723N-44785
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1723N-44790
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1727A-31549
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1727A-31550
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSU XT
97004
1729E-40804
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSU XT
97004
1729E-40851
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1746A-30095
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1746A-30137
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1819A-31145
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1819A-31147
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1822N-40175
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1822N-40212
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1822N-42437
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSU XT
97004
1823E-41657
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSU XT
97004
1823E-41658
ExtrWorks N BD AH R
- - -
9/2/2023
8/31/2024
364
1
10945
Summit Fanmodule FB
97004
1823N-40671
ExtrWorks NBD AHR
- - -
9/2/2023
8/31/2024
364
DETAIL (Quote 1)
Qty Part Number Description Srvc Part Number Serial# Srvc Description List Price Pro -Rated List Extended List StartDate End Date Discoum% Unit Price Extended Days Covered
Price Price
1
10930A
Summk300WACPSUXT
97004
1832E-40980
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSUXT
97004
1832E-40981
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSUXT
97004
1832E-40982
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSUXT
97004
1832E-40983
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSUXT
97004
1832E-40984
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10941
1100WACPSUFB
97004
1838A731397
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10941
1100WACPSUFB
97004
1838A-31398
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10945
Summit Fan module FB
97004
1903N-44138
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10945
Summit Fan module FB
97004
1903N-44169
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10945
Summit Fan module FB
97004
1903N-44188
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10945
Summit Fan module FB
97004
1919N-42950
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSUXT
97004
1921G-01275
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1925A-34053
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10951
715W PoE AC PS FB
97004
1925A-34054
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10945
Summit Fan module FB
97004
1932N-42775
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10945
Summit Fan module FB
97004
1932N-42786
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSUXT
97004
1934G-02778
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10930A
Summk300WACPSUXT
97004
1934G-02779
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
10413
100Gb, DACQSFP28-QSFP283m
97004
2029A-56773
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10413
300Gb, DACQSFP28-QSFP283m
97004
2029A756808
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10960
PSU,55Wx40.2Tx322Lmm,770W,1
97004
204613-46908
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10960
PSU,55Wx40.2Tx322Lmm,770W,F
97004
20468-46911
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10960
PSU,55Wx40.2Tx322Lmm,770W,1
97004
204613-46913
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
10960
PSU,55Wx40.2Tx322Lmm,770W,F
97004
20468-46914
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
205ON-42662
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
205ON-42748
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
205ON-42751
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
205ON-42754
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
205ON-42755
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
2050N-42766
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
205ON-42771
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
17115
FAN ASSY,1x2,29.2CFM,12,FB
97004
205ON-42775
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, RJ45 MINI GBIC
97004
21060064745H
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, R145 MINI GBIC
97004
21060182745H
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, RJ45 MINI GBIC
97004
21060192745H
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, R145 MINI GBIC
97004
21060205745H
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, RJ45 MINI GBIC
97004
21060277745H
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, R145 MINI GBIC
97004
21060278745H
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, RJ45 MINI GBIC
97004
21060283745H
ExtrWorks N BD AH R -
- - 9/2/2023
8/31/2024
364
1
MGBIC-02
1000BASE-T, R145 MINI GBIC
97004
21060367745H
ExtrWorks NBD AHR -
- - 9/2/2023
8/31/2024
364
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44345
ExtrWorks N BD AH R -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44346
ExtrWorks NBD AHR -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44348
ExtrWorks N BD AH R -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44382
ExtrWorks NBD AHR -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44436
ExtrWorks N BD AH R -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44437
ExtrWorks NBD AHR -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44438
ExtrWorks NBD AHR -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44444
ExtrWorks NBD AHR -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44525
ExtrWorks NBD AHR -
- - 2/8/2024
8/31/2024
205
1
XN-ACPWR-350W-FB
350WACPSU FB
97004
2242E-44530
ExtrWorks NBD AHR -
- - 2/8/2024
8/31/2024
205
EXHIBIT D
STATE OF TEXAS
DEPARTMENT OF INFORMATION RESOURCES
DI R-TSO-4339
EXTREME NETWORKS, INC.
htti)s://dir.texas.Rov/contracts/dir-tso-4339
DIR-TSO-4339 APPENDIX A STANDARD TERMS AND CONDITIONS
(SEE NEXT PAGE)
Appendix A
Standard Terms and Conditions For Product and Related Services Contracts
Table of Contents
1. Contract Scope....................................................................................................................... 1
2. No Quantity Guarantees......................................................................................................... 1
3. Definitions..............................................................................................................................I
4. General Provisions................................................................................................................. 2
A.
Entire Agreement.......................................................................................................... 2
B.
Modification of Contract Terms and/or Amendments .................................................. 2
C.
Invalid Term or Condition............................................................................................ 2
D.
Assignment................................................................................................................... 3
E.
Survival.........................................................................................................................3
F.
Choice of Law............................................................................................................... 3
G.
Limitation of Authority................................................................................................. 3
H.
Proof of Financial Stability........................................................................................... 3
5. Intellectual Property Matters.................................................................................................. 3
A.
Definitions.....................................................................................................................3
B.
Ownership..................................................................................................................... 4
C.
Further Actions............................................................................................................. 5
D.
Waiver of Moral Rights................................................................................................ 5
E.
Confidentiality..............................................................................................................5
F.
Injunctive Relief............................................................................................................ 6
G.
Return of Materials Pertaining to Work Product.......................................................... 6
H.
Vendor License to Use.................................................................................................. 6
I.
Third -Party Underlying and Derivative Works............................................................ 6
J.
Agreement with Subcontracts....................................................................................... 6
K.
License to Customer..................................................................................................... 6
L.
Vendor Development Rights......................................................................................... 7
6. Product Terms and Conditions............................................................................................... 7
A.
Electronic and Information Resources Accessibility Standards, As Required
by 1 TAC Chapters 206 and 213 (Applicable to State Agency and
Institution of Higher Education Purchases Only)......................................................... 7
B.
Purchase of Commodity Items (Applicable to State Agency Purchases
Only)............................................................................................................................. 7
7. Contract
Fulfillment and Promotion...................................................................................... 8
A.
Service, Sales and Support of the Contract................................................................... 8
B.
Use of Order Fulfillers.................................................................................................. 8
09/29/2017 i
Appendix A
Standard Terms and Conditions For Product and Related Services Contracts
1) Designation of Order Fulfillers............................................................................... 8
2) Changes in Order Fulfiller List...............................................................................
8
3) Order Fulfiller Pricing to Customer........................................................................
8
C.
Product Warranty and Return Policies..........................................................................
9
D.
Customer Site Preparation............................................................................................
9
E.
Internet Access to Contract and Pricing Information...................................................
9
1) Vendor Webpage....................................................................................................
9
2) Accurate and Timely Contract Information............................................................
9
3) Webpage Compliance Checks..............................................................................
10
4) Webpage Changes.................................................................................................
10
5) Use of Access Data Prohibited.............................................................................
10
6) Responsibility for Content....................................................................................
10
F.
DIR Logo....................................................................................................................
10
G.
Vendor and Order Fulfiller Logo................................................................................
10
H.
Trade Show Participation............................................................................................
10
I.
Orientation Meeting....................................................................................................
11
J.
Performance Review Meetings...................................................................................
11
K.
DIR Cost Avoidance...................................................................................................
11
8. Pricing, Purchase Orders, Invoices, and Payments.............................................................. 11
A.
Manufacturer's Suggested Retail Price (MSRP) or List Price ....................................
11
B.
Customer Discount......................................................................................................
11
C.
Customer Price............................................................................................................
11
D.
Shipping and Handling Fees.......................................................................................
12
E.
Tax-Exempt.................................................................................................................12
F.
Travel Expense Reimbursement.................................................................................
12
G.
Changes to Prices........................................................................................................
12
H.
Purchase Orders..........................................................................................................
12
I.
Invoices.......................................................................................................................
13
J.
Payments.....................................................................................................................
13
9. Contract Administration....................................................................................................... 13
A. Contract Managers......................................................................................................
13
1) State Contract Manager.........................................................................................
13
2) Vendor Contract Manager.....................................................................................
13
B. Reporting and Administrative Fees............................................................................
14
1) Reporting Responsibility......................................................................................
14
2) Detailed Monthly Report......................................................................................
14
3) Historically Underutilized Businesses Subcontract Reports .................................
14
4) DIR Administrative Fee........................................................................................
14
5) Accurate and Timely Submission of Reports.......................................................
15
C. Records and Audit.......................................................................................................
15
D. Contract Administration Notification.........................................................................
16
10. Vendor Responsibilities....................................................................................................... 16
A. Indemnification........................................................................................................... 16
09/29/2017 11
Appendix A
Standard Terms and Conditions For Product and Related Services Contracts
1) INDEPENDENT CONTRACTOR.......................................................................
16
2) ACTS OR OMISSIONS.......................................................................................
16
3) INFRINGEMENTS..............................................................................................
17
4) PROPERTY DAMAGE........................................................................................
17
B.
Taxes/Worker's Compensation/UNEMPLOYMENT INSURANCE ........................
18
C.
Vendor Certifications..................................................................................................
18
D.
Ability to Conduct Business in Texas.........................................................................
20
E.
Equal Opportunity Compliance..................................................................................
20
F.
Use of Subcontractors.................................................................................................
20
G.
Responsibility for Actions..........................................................................................
21
H.
Confidentiality............................................................................................................
21
I.
Security of Premises, Equipment, Data and Personnel ...............................................
21
J.
Background and/or Criminal History Investigation....................................................
21
K.
Limitation of Liability.................................................................................................
21
L.
Overcharges................................................................................................................
22
M.
Prohibited Conduct.....................................................................................................
22
N.
Required Insurance Coverage.....................................................................................
22
O.
Use of State Property..................................................................................................
23
P.
Immigration.................................................................................................................
23
Q.
Public Disclosure........................................................................................................
24
R.
Product and/or Services Substitutions........................................................................
24
S.
Secure Erasure of Hard Disk Products and/or Services ..............................................
24
T.
Deceptive Trade Practices; Unfair Business Practices ...............................................
24
U.
Drug Free Workplace Policy......................................................................................
24
V.
Accessibility of Public Information............................................................................
24
W.
Vendor Reporting Requirements................................................................................
25
11. Contract Enforcement.......................................................................................................... 25
A. Enforcement of Contract and Dispute Resolution...................................................... 25
B. Termination.................................................................................................................25
1) Termination for Non-Appropriation..................................................................... 25
2) Absolute Right...................................................................................................... 26
3) Termination for Convenience............................................................................... 26
4) Termination for Cause.......................................................................................... 26
5) Immediate Termination or Suspension................................................................. 27
6) Customer Rights Under Termination.................................................................... 27
7) Vendor or Order Fulfiller Rights Under Termination ........................................... 27
C. Force Majeure............................................................................................................. 27
12. Notification.......................................................................................................................... 28
A. Notices........................................................................................................................ 28
B. Handling of Written Complaints................................................................................. 28
13. Captions............................................................................................................................... 28
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The following terms and conditions shall govern the conduct of DIR and Vendor during the term of the
Contract.
1. Contract Scope
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
The Vendor shall provide the products and related services specified in Section 3 of the Contract
for purchase by Customers. In addition, DIR and Vendor may agree to provisions that allow
Vendor and/or Order Fulfiller to lease the products offered under the Contract. Terms used in this
document shall have the meanings set forth below in Section 3.
2. No Quantity Guarantees
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
The Contract is not exclusive to the Vendor. Customers may obtain products and related services
from other sources during the term of the Contract. DIR makes no express or implied warranties
whatsoever that any particular quantity or dollar amount of products and related services will be
procured through the Contract.
3. Definitions
A. Customer - any Texas state agency, unit of local government, institution of higher education
as defined in Section 2054.003, Texas Government Code, the Electric Reliability Council of
Texas, the Lower Colorado River Authority, a private school, as defined by Section 5.001,
Education Code, a private or independent institution of higher education, as defined by
Section 61.003, Education Code, a volunteer fire department, as defined by Section 152.001,
Tax Code, -and those state agencies purchasing from a DIR contract through an Interagency
Agreement, as authorized by Chapter 771, Texas Government Code, any local government
as authorized through the Interlocal Cooperation Act, Chapter 791, Texas Government Code,
and the state agencies and political subdivisions of other states as authorized by Section
2054.0565, Texas Government Code and, except for telecommunications services under
Chapter 2170, Texas Government Code, assistance organizations as defined in Section
2175.001, Texas Government Code to mean:
1) A non-profit organization that provides educational, health or human services or
assistance to homeless individuals;
2) A nonprofit food bank that solicits, warehouses, and redistributes edible but
unmarketable food to an agency that feeds needy families and individuals;
3) Texas Partners of the Americas, a registered agency with the Advisory
Committee on Voluntary Foreign Aid, with the approval of the Partners of the
Alliance Office of the Agency for International Development;
4) A group, including a faith -based group, that enters into a financial or non-
financial agreement with a health or human services agency to provide services
to that agency's clients;
5) A local workforce development board created under Section 2308.253;
6) A nonprofit organization approved by the Supreme Court of Texas that provides
free legal services for low-income households in civil matters;
7) The Texas Boll Weevil Eradication Foundation, hic., or an entity designated by
the commissioner of agriculture as the foundation's successor entity under
Section 74.1011, Texas Agriculture Code;
8) A nonprofit computer bank that solicits, stores, refurbishes and redistributes used
computer equipment to public school students and their families; and
9) A nonprofit organization that provides affordable housing.
B. Compliance Check — an audit of Vendor's compliance with the Contract may be performed
by, but not limited to, a third party auditor, DIR Internal Audit department, or DIR contract
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management staff or their designees.
C. Contract — the document executed between DIR and Vendor into which this Appendix A is
incorporated.
D. CPA — refers to the Texas Comptroller of Public Accounts.
E. Day - shall mean business days, Monday through Friday, except for State and Federal holidays,
unless otherwise specified as calendar days. If the Contract calls for performance on a day that
is not a business day, then performance is intended to occur on the next business day.
F. Order Fulfiller — the party, either Vendor or a party that may be designated by Vendor, who
is fulfilling a Purchase Order pursuant to the Contract.
G. Purchase Order - the Customer's fiscal form or format, which is used when making a purchase
(e.g., formal written Purchase Order, Procurement Card, Electronic Purchase Order, or other
authorized instrument).
H. State — refers to the State of Texas.
4. General Provisions
A. Entire Agreement
The Contract, Appendices, and Exhibits constitute the entire agreement between DIR and the
Vendor. No statement, promise, condition, understanding, inducement or representation, oral or
written, expressed or implied, which is not contained in the Contract, Appendices, or its Exhibits
shall be binding or valid.
B. Modification of Contract Terms and/or Amendments
1) The terms and conditions of the Contract shall govern all transactions by Customers under
the Contract. The Contract may only be modified or amended upon mutual written agreement
of DIR and Vendor.
2) Customers shall not have the authority to modify the terms of the Contract; however,
additional Customer terms and conditions that do not conflict with the Contract and are
acceptable to Order Fulfiller may be added in a Purchase Order and given effect. No additional
term or condition added in a Purchase Order issued by a Customer can conflict with or diminish
a term or condition of the Contract. Pre-printed terms and conditions on any Purchase Order
issued by Customer hereunder will have no force and effect. In the event of a conflict between
a Customer's Purchase Order and the Contract, the Contract term shall control.
3) Customers and Vendor will negotiate and enter into written agreements regarding statements
of work, service level agreements, remedies, acceptance criteria, information confidentiality and
security requirements, and other terms specific to their Purchase Orders under the Contract with
Vendors.
C. Invalid Term or Condition
1) To the extent any term or condition in the Contract conflicts with the applicable State and/or
United States law or regulation, such Contract term or condition is void and unenforceable. By
executing a contract which contains the conflicting term or condition, DIR makes no
representations or warranties regarding the enforceability of such term or condition and DIR
does not waive the applicable State and/or United States law or regulation which conflicts with
the Contract term or condition.
2) If one or more terms or conditions in the Contract, or the application of any term or condition
to any party or circumstance, is held invalid, unenforceable, or illegal in any respect by a final
judgment or order of the State Office of Administrative Hearings or a court of competent
jurisdiction, the remainder of the Contract and the application of the term or condition to other
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parties or circumstances shall remain valid and in full force and effect.
D. Assignment
DIR or Vendor may assign the Contract without prior written approval to: i) a successor in interest
(for DIR, another state agency as designated by the Texas Legislature), or ii) a subsidiary, parent
company or affiliate, or iii) as necessary to satisfy a regulatory requirement imposed upon a party
by a governing body with the appropriate authority. Assignment of the Contract under the above
terms shall require written notification by the assigning party and, for Vendor, a mutually agreed
written Contract amendment. Any other assignment by a party shall require the written consent of
the other party and a mutually agreed written Contract amendment.
E. Survival
All applicable software license agreements, warranties or service agreements that were entered into
between Vendor and a Customer under the terms and conditions of the Contract shall survive the
expiration or termination of the Contract All Purchase Orders issued and accepted by Vendor or
Order Fulfiller shall survive expiration or termination of the Contract for the term of the Purchase
Order, unless the Customer terminates the Purchase Order sooner. However, regardless of the term
of the Purchase Order, no Purchase Order shall survive the expiration or termination of the Contract
for more than five years, unless Customer makes an express finding and justification for the longer
term. The finding and justification must either be included in the Purchase Order, or referenced in
it and maintained in Customer's procurement record. Rights and obligations under this Contract
which by their nature should survive, including, but not limited to the DIR Administrative Fee; and
any and all payment obligations invoiced prior to the termination or expiration hereof; obligations
of confidentiality; and, indemnification, will remain in effect after termination or expiration hereof.
F. Choice of Law
The laws of the State shall govern the construction and interpretation of the Contract. Exclusive
venue for all actions will be in state court, Travis County, Texas. Nothing in the Contract or its
Appendices shall be construed to waive the State's sovereign immunity.
G. Limitation of Authority
Vendor shall have no authority to act for or on behalf of the Texas Department of Information
Resources or the State except as expressly provided for in this Contract; no other authority, power
or use is granted or implied. Vendor may not incur any debts, obligations, expenses, or liabilities of
any kind on behalf of the State or DIR.
H. Proof of Financial Stability
Either DIR or Customer may require Vendor to provide proof of financial stability prior to or at
any time during the contract term.
5. Intellectual Property Matters
A. Definitions
1)" Work Product" means any and all deliverables produced by Vendor for Customer under a
Statement of Work issued pursuant to this Contract, including any and all tangible or intangible
items or things that have been or will be prepared, created, developed, invented or conceived
at any time following the effective date of the Contract, including but not limited to any (i)
works of authorship (such as manuals, instructions, printed material, graphics, artwork, images,
illustrations, photographs, computer programs, computer software, scripts, object code, source
code or other programming code, HTML code, flow charts, notes, outlines, lists, compilations,
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manuscripts, writings, pictorial materials, schematics, formulae, processes, algorithms, data,
information, multimedia files, text web pages or web sites, other written or machine readable
expression of such works fixed in any tangible media, and all other copyrightable works), (ii)
trademarks, service marks, trade dress, trade names, logos, or other indicia of source or origin,
(iii) ideas, designs, concepts, personality rights, methods, processes, techniques, apparatuses,
inventions, formulas, discoveries, or improvements, including any patents, trade secrets and
know-how, (iv) domain names, (v) any copies, and similar or derivative works to any of the
foregoing, (vi) all documentation and materials related to any of the foregoing, (vii) all other
goods, services or deliverables to be provided to Customer under the Contract or a Statement
of Work, and (viii) all Intellectual Property Rights in any of the foregoing, and which are or
were created, prepared, developed, invented or conceived for the use or benefit of Customer in
connection with this Contract or a Statement of Work, or with funds appropriated by or for
Customer or Customer's benefit: (a) by any Vendor personnel or Customer personnel, or
(b) any Customer personnel who then became personnel to Vendor or any of its affiliates or
subcontractors, where, although creation or reduction -to -practice is completed while the person
is affiliated with Vendor or its personnel, any portion of same was created, invented or
conceived by such person while affiliated with Customer.
2) "Intellectual Property Rights" means the worldwide legal rights or interests evidenced by or
embodied in: (i) any idea, design, concept, personality right, method, process, technique,
apparatus, invention, discovery, or improvement, including any patents, trade secrets, and
know-how; (ii) any work of authorship, including any copyrights, moral rights or neighboring
rights; (iii) any trademark, service mark, trade dress, trade name, or other indicia of source or
origin; (iv) domain name registrations; and (v) any other proprietary or similar rights. The
Intellectual Property Rights of a party include all worldwide legal rights or interests that the
party may have acquired by assignment or license with the right to grant sublicenses.
3) "Statement of Work" means a document signed by Customer and Vendor describing a
specific set of activities and/or deliverables, which may include Work Product and Intellectual
Property Rights, that Vendor is to provide Customer, issued pursuant to the Contract.
4) "Third Party IP" means the Intellectual Property Rights of any third party that is not a party
to this Contract, and that is not directly or indirectly providing any goods or services to
Customer under this Contract.
5) "Vendor IP" shall mean all tangible or intangible items or things, including the Intellectual
Property Rights therein, created or developed by Vendor (a) prior to providing any Services or
Work Product to Customer and prior to receiving any documents, materials, information or
funding from or on behalf of Customer relating to the Services or Work Product, or (b) after
the Effective Date of the Contract if such tangible or intangible items or things were
independently developed by Vendor outside Vendor's provision of Services or Work Product
for Customer hereunder and were not created, prepared, developed, invented or conceived by
any Customer personnel who then became personnel to Vendor or any of its affiliates or
subcontractors, where, although creation or reduction -to -practice is completed while the person
is affiliated with Vendor or its personnel, any portion of same was created, invented or
conceived by such person while affiliated with Customer.
B. Ownership.
As between Vendor and Customer, the Work Product and Intellectual Property Rights therein are
and shall be owned exclusively by Customer, and not Vendor. Vendor specifically agrees that the
Work Product shall be considered "works made for hire" and that the Work Product shall, upon
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creation, be owned exclusively by Customer. To the extent that the Work Product, under applicable
law, may not be considered works made for hire, Vendor hereby agrees that the Contract effectively
transfers, grants, conveys, assigns, and relinquishes exclusively to Customer all right, title and
interest in and to all ownership rights in the Work Product, and all Intellectual Property Rights in
the Work Product, without the necessity of any further consideration, and Customer shall be entitled
to obtain and hold in its own name all Intellectual Property Rights in and to the Work Product.
Vendor acknowledges that Vendor and Customer do not intend Vendor to be a joint author of the
Work Product within the meaning of the Copyright Act of 1976. Customer shall have access, during
normal business hours (Monday through Friday, 8AM to 5PM) and upon reasonable prior notice to
Vendor, to all Vendor materials, premises and computer files containing the Work Product. Vendor
and Customer, as appropriate, will cooperate with one another and execute such other documents as
may be reasonably appropriate to achieve the objectives herein. No license or other right is granted
hereunder to any Third Party IP, except as may be incorporated in the Work Product by Vendor.
C. Further Actions.
Vendor, upon request and without further consideration, shall perform any acts that may be deemed
reasonably necessary or desirable by Customer to evidence more fully the transfer of ownership
and/or registration of all Intellectual Property Rights in all Work Product to Customer to the fullest
extent possible, including but not limited to the execution, acknowledgement and delivery of such
further documents in a form determined by Customer. In the event Customer shall be unable to
obtain Vendor's signature due to the dissolution of Vendor or Vendor's unreasonable failure to
respond to Customer's repeated requests for such signature on any document reasonably necessary
for any purpose set forth in the foregoing sentence, Vendor hereby irrevocably designates and
appoints Customer and its duly authorized officers and agents as Vendor's agent and Vendor's
attorney -in -fact to act for and in Vendor's behalf and stead to execute and file any such document
and to do all other lawfully permitted acts to further any such purpose with the same force and effect
as if executed and delivered by Vendor, provided however that no such grant of right to Customer
is applicable if Vendor fails to execute any document due to a good faith dispute by Vendor with
respect to such document. It is understood that such power is coupled with an interest and is therefore
irrevocable. Customer shall have the full and sole power to prosecute such applications and to take
all other action concerning the Work Product, and Vendor shall cooperate, at Customer's sole
expense, in the preparation and prosecution of all such applications and in any legal actions and
proceedings concerning the Work Product.
D. Waiver of Moral Rights.
Vendor hereby irrevocably and forever waives, and agrees never to assert, any Moral Rights in or
to the Work Product which Vendor may now have or which may accrue to Vendor's benefit under
U.S. or foreign copyright or other laws and any and all other residual rights and benefits which arise
under any other applicable law now in force or hereafter enacted. Vendor acknowledges the receipt
of equitable compensation for its assignment and waiver of such Moral Rights. The term "Moral
Rights" shall mean any and all rights of paternity or integrity of the Work Product and the right to
object to any modification, translation or use of the Work Product, and any similar rights existing
under the judicial or statutory law of any country in the world or under any treaty, regardless of
whether or not such right is denominated or referred to as a moral right.
E. Confidentiality.
All documents, information and materials forwarded to Vendor by Customer for use in and
preparation of the Work Product shall be deemed the confidential information of Customer, and
subject to the license granted by Customer to Vendor under sub -paragraph H. hereunder. Vendor
shall not use, disclose, or permit any person to use or obtain the Work Product, or any portion
thereof, in any manner without the prior written approval of Customer.
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F. Injunctive Relief.
The Contract is intended to protect Customer's proprietary rights pertaining to the Work Product,
and the Intellectual Property Rights therein, and any misuse of such rights would cause substantial
and irreparable harm to Customer's business. Therefore, Vendor acknowledges and stipulates that a
court of competent jurisdiction may immediately enjoin any material breach of the intellectual
property, use, and confidentiality provisions of this Contract, upon a request by Customer, without
requiring proof of irreparable injury as same should be presumed.
G. Return of Materials Pertaining to Work Product.
Upon the request of Customer, but in any event upon termination or expiration of this Contract or a
Statement of Work, Vendor shall surrender to Customer all documents and things pertaining to the
Work Product, including but not limited to drafts, memoranda, notes, records, drawings, manuals,
computer software, reports, data, and all other documents or materials (and copies of same)
generated or developed by Vendor or furnished by Customer to Vendor, including all materials
embodying the Work Product, any Customer confidential information, or Intellectual Property
Rights in such Work Product, regardless of whether complete or incomplete. This section is
intended to apply to all Work Product as well as to all documents and things furnished to Vendor by
Customer or by anyone else that pertain to the Work Product.
H. Vendor License to Use.
Customer hereby grants to Vendor a non -transferable, non-exclusive, royalty -free, fully paid -up
license to use any Work Product solely as necessary to provide the Services to Customer. Except as
provided in this Section, neither Vendor nor any Subcontractor shall have the right to use the Work
Product in connection with the provision of services to its other customers without the prior written
consent of Customer, which consent may be withheld in Customer's sole discretion.
I. Third -Party Underlying and Derivative Works.
To the extent that any Vendor IP or Third Party IP are embodied or reflected in the Work Product,
or are necessary to provide the Services, Vendor hereby grants to the Customer, or shall obtain from
the applicable third party for Customer's benefit, the irrevocable, perpetual, non-exclusive,
worldwide, royalty -free right and license, for Customer's internal business purposes only, to (i) use,
execute, reproduce, display, perform, distribute copies of, and prepare derivative works based upon
such Vendor IP or Third Party IP and any derivative works thereof embodied in or delivered to
Customer in conjunction with the Work Product, and (ii) authorize others to do any or all of the
foregoing. Vendor agrees to notify Customer on delivery of the Work Product or Services if such
materials include any Third Party IP. On request, Vendor shall provide Customer with
documentation indicating a third party's written approval for Vendor to use any Third Party IP that
may be embodied or reflected in the Work Product.
J. Agreement with Subcontracts.
Vendor agrees that it shall have written agreement(s) that are consistent with the provisions hereof
related to Work Product and Intellectual Property Rights with any employees, agents, consultants,
contractors or subcontractors providing Services or Work Product pursuant to the Contract, prior to
their providing such Services or Work Product, and that it shall maintain such written agreements at
all times during performance of this Contract, which are sufficient to support all performance and
grants of rights by Vendor. Copies of such agreements shall be provided to the Customer promptly
upon request.
K. License to Customer.
Vendor grants to Customer, a perpetual, irrevocable, royalty free license, solely for the Customer's
internal business purposes, to use, copy, modify, display, perform (by any means), transmit and
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prepare derivative works of any Vendor IP embodied in or delivered to Customer in conjunction
with the Work Product. The foregoing license includes the right to sublicense third parties, solely
for the purpose of engaging such third parties to assist or carryout Customer's internal business use
of the Work Product. Except for the preceding license, all rights in Vendor IP remain in Vendor.
L. Vendor Development Rights.
To the extent not inconsistent with Customer's rights in the Work Product or as set forth herein,
nothing in this Contract shall preclude Vendor from developing for itself, or for others, materials
which are competitive with those produced as a result of the Services provided hereunder, provided
that no Work Product is utilized, and no Intellectual Property Rights of Customer therein are
infringed by such competitive materials. To the extent that Vendor wishes to use the Work Product,
or acquire licensed rights in certain Intellectual Property Rights of Customer therein in order to
offer competitive goods or services to third parties, Vendor and Customer agree to negotiate in
good faith regarding an appropriate license and royalty agreement to allow for such.
6. Product Terms and Conditions
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
A. Electronic and Information Resources Accessibility Standards, As Required by 1 TAC
Chapters 206 and 213 (Applicable to State Agency and Institution of Higher Education
Purchases Only)
1) Effective September 1, 2006 state agencies and institutions of higher education shall procure
products which comply with the State Accessibility requirements for Electronic and Information
Resources specified in 1 TAC Chapters 206 and 213 when such products are available in the
commercial marketplace or when such products are developed in response to a procurement
solicitation.
2) Upon request, but not later than thirty (30) calendar days after request, Vendor shall provide
DIR with a completed Voluntary Product Accessibility Template (VPAT) of the specified
product or a URL to the VPAT for reviewing compliance with the State Accessibility
requirements (based on the federal standards established under Section 508 of the Rehabilitation
Act).
B. Purchase of Commodity Items (Applicable to State Agency Purchases Only)
1) Texas Government Code, §2157.068 requires State agencies to buy commodity items, as
defined in 6.13.2, below, in accordance with contracts developed by DIR, unless the agency
obtains an exemption from DIR or a written certification that a commodity is not on DIR contract
(for the limited purpose of purchasing from a local government purchasing cooperative).
2) Commodity items are commercially available software, hardware and technology services
that are generally available to businesses or the public and for which DIR determines that a
reasonable demand exists in two or more state agencies. Hardware is the physical technology
used to process, manage, store, transmit, receive or deliver information. Software is the
commercially available programs that operate hardware and includes all supporting
documentation, media on which the software may be contained or stored, related materials,
modifications, versions, upgrades, enhancements, updates or replacements. Technology services
are the services, functions and activities that facilitate the design, implementation, creation, or
use of software or hardware. Technology services include seat management, staffing
augmentation, training, maintenance and subscription services. Technology services do not
include telecommunications services. Seat management is services through which a state agency
transfers its responsibilities to a vendor to manage its personal computing needs, including all
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necessary hardware, software and technology services.
3) Vendor agrees to coordinate all State agency commodity item sales through existing DIR
contracts. Institutions of higher education are exempt from this Subsection 6.B.
7. Contract Fulfillment and Promotion
A. Service, Sales and Support of the Contract
Vendor shall provide service, sales and support resources to serve all Customers throughout the
State. It is the responsibility of the Vendor to sell, market, and promote products and services
available under the Contract. Vendor shall use its best efforts to ensure that potential Customers
are made aware of the existence of the Contract. All sales to Customers for products and services
available under the Contract shall be processed through the Contract.
B. Use of Order Fulfillers
DIR agrees to permit Vendor to utilize designated Order Fulfillers to provide service, sales and
support resources to Customers. Such participation is subject to the following conditions:
1) Designation of Order Fulfillers
a) Vendor may designate Order Fulfillers to act as the distributors for products and
services available under the Contract. In designating Order Fulfillers, Vendor must be in
compliance with the State's Policy on Utilization of Historically Underutilized Businesses.
In addition to the required Subcontracting Plan, Vendor shall provide DIR with the
following Order Fulfiller information: Order Fulfiller name, Order Fulfiller business
address, Order Fulfiller CPA Identification Number, Order Fulfiller contact person email
address and phone number.
b) DIR reserves the right to require the Vendor to rescind any such Order Fulfiller
participation or request that Vendor name additional Order Fulfillers should DIR determine
it is in the best interest of the State.
c) Vendor shall be fully liable for its Order Fulfillers' performance under and compliance
with the terms and conditions of the Contract. Vendor shall enter into contracts with Order
Fulfillers and use terms and conditions that are consistent with the terms and conditions of
the Contract.
d) Vendor shall have the right to qualify Order Fulfillers and their participation under the
Contract provided that: i) any criteria is uniformly applied to all potential Order Fulfillers
based upon Vendor's established, neutrally applied criteria, ii) the criteria is not based on
a particular procurement, and iii) all Customers are supported under the different criteria.
e) Vendor shall not prohibit Order Fulfiller from participating in other procurement
opportunities offered through DIR.
2) Changes in Order Fulfiller List
Vendor may add or delete Order Fulfillers throughout the term of the Contract upon written
authorization by DIR. Prior to adding or deleting Order Fulfillers, Vendor must make a good
faith effort in the revision of its Subcontracting Plan in accordance with the State's Policy on
Utilization of Historically Underutilized Businesses. Vendor shall provide DIR with its
updated Subcontracting Plan and the Order Fulfiller information listed in Section 7.B. La
above.
3) Order Fulfiller Pricing to Customer
Order Fulfiller pricing to the Customer shall comply with the Customer price as stated within
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. This pricing shall
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only be offered by Order Fulfillers to Customers for sales that pass through the Contract.
C. Product Warranty and Return Policies
Order Fulfiller will adhere to the Vendor's then -currently published policies concerning product
warranties and returns. Product warranty and return policies for Customers will not be more
restrictive or more costly than warranty and return policies for other similarly situated Customers
for like products.
D. Customer Site Preparation
Customers shall prepare and maintain its site in accordance with written instructions furnished by
Order Fulfiller prior to the scheduled delivery date of any product or service and shall bear the costs
associated with the site preparation.
E. Internet Access to Contract and Pricing Information
1) Vendor Webpage
Within thirty (30) calendar days of the effective date of the Contract, Vendor will establish and
maintain a webpage specific to the products and services awarded under the Contract that are
clearly distinguishable from other, non-DIR Contract offerings on the Vendor's website. The
webpage must include:
a) the products and services awarded;
b) description of product and service awarded
c) a current price list or mechanism (for example, a services calculator or product
builder) to obtain specific contracted pricing;
d) discount percentage (%) off MSRP or List Price;
e) designated Order Fulfillers;
f) contact information (name, telephone number and email address) for Vendor and
designated Order Fulfillers;
g) instructions for obtaining quotes and placing Purchase Orders;
h) warranty policies;
i) return policies;
j) the DIR Contract number with a hyperlink to the Contract's DIR webpage;
k) a link to the DIR "Cooperative Contracts" webpage; and
1) the DIR logo in accordance with the requirements of this Section.
If Vendor does not meet the webpage requirements listed above, DIR may cancel the contract
without penalty.
2) Accurate and Timely Contract Information
Vendor warrants and represents that the website information specified in the above paragraph
will be accurately and completely posted, maintained and displayed in an objective and timely
manner. Vendor, at its own expense, shall correct any non -conforming or inaccurate
information posted at Vendor's website within ten (10) business days after written notification
by DIR.
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3) Webpage Compliance Checks
Periodic compliance checks of the information posted for the Contract on Vendor's webpage
will be conducted by DIR. Upon request by DIR, Vendor shall provide verifiable
documentation that pricing listed upon this webpage is compliant with the pricing as stated in
the Contract.
4) Webpage Changes
Vendor hereby consents to a link from the DIR website to Vendor's webpage in order to
facilitate access to Contract information. The establishment of the link is provided solely for
convenience in carrying out the business operations of the State. DIR reserves the right to
suspend, terminate or remove a link at any time, in its sole discretion, without advance notice,
or to deny a future request for a link. DIR will provide Vendor with subsequent notice of link
suspension, termination or removal. Vendor shall provide DIR with timely written notice of
any change in URL or other information needed to access the site and/or maintain the link.
5) Use of Access Data Prohibited
If Vendor stores, collects or maintains data electronically as a condition of accessing Contract
information, such data shall only be used internally by Vendor for the purpose of implementing
or marketing the Contract and shall not be disseminated to third parties or used for other
marketing purposes. The Contract constitutes a public document under the laws of the State
and Vendor shall not restrict access to Contract terms and conditions including pricing, i.e.,
through use of restrictive technology or passwords.
6) Responsibility for Content
Vendor is solely responsible for administration, content, intellectual property rights, and all
materials at Vendor's website. DIR reserves the right to require a change of listed content if, in
the opinion of DIR, it does not adequately represent the Contract.
F. DIR Logo
Vendor and Order Fulfiller may use the DIR logo in the promotion of the Contract to Customers
with the following stipulations: (i) the logo may not be modified in any way, (ii) when displayed,
the size of the DIR logo must be equal to or smaller than the Order Fulfiller logo, (iii) the DIR logo
is only used to communicate the availability of products and services under the Contract to
Customers, and (iv) any other use of the DIR logo requires prior written permission from DIR.
G. Vendor and Order Fulfiller Logo
If DIR receives Vendor's or Order Fulfiller's prior written approval, DIR may use the Vendor's and
Order's Fulfiller's name and logo in the promotion of the Contract to communicate the availability
of products and services under the Contract to Customers. Use of the logos may be on the DIR
website or on printed materials. Any use of Vendor's and Order Fulfiller's logo by DIR must comply
with and be solely related to the purposes of the Contract and any usage guidelines communicated
to DIR from time to time. Nothing contained in the Contract will give DIR any right, title, or interest
in or to Vendor's or Order Fulfiller' trademarks or the goodwill associated therewith, except for the
limited usage rights expressly provided by Vendor and Order Fulfiller.
H. Trade Show Participation
At DIR's discretion, Vendor and Order Fulfillers may be required to participate in no more than two
DIR sponsored trade shows each calendar year. Vendor understands and agrees that participation, at
the Vendor's and Order Fulfiller's expense, includes providing a manned booth display or similar
presence. DIR will provide four months advance notice of any required participation. Vendor and
Order Fulfillers must display the DIR logo at all trade shows that potential Customers will attend.
DIR reserves the right to approve or disapprove of the location or the use of the DIR logo in or on
the Vendor's or Order Fulfiller's booth.
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I. Orientation Meeting
Within thirty (30) calendar days from execution of the Contract, Vendor and Order Fulfillers will
be required to attend an orientation meeting to discuss the content and procedures of the Contract to
include reporting requirements. DIR, at its discretion, may waive the orientation requirement for
Vendors who have previously held DIR contracts. The meeting will be held in the Austin, Texas
area at a date and time mutually acceptable to DIR and the Vendor or by teleconference, at DIR's
discretion. DIR shall bear no cost for the time and travel of the Vendor or Order Fulfillers for
attendance at the meeting.
J. Performance Review Meetings
DIR may require the Vendor to attend periodic meetings to review the Vendor's performance under
the Contract, at DIR's discretion. The meetings may be held within the Austin, Texas area at a date
and time mutually acceptable to DIR and the Vendor or by teleconference. DIR shall bear no cost
for the time and travel of the Vendor for attendance at the meeting.
K. DIR Cost Avoidance
As part of the performance measures reported to state leadership, DIR must provide the cost
avoidance the State has achieved through the Contract. Upon request by DIR, Vendor shall provide
DIR with a detailed report of a representative sample of products sold under the Contract. The report
shall contain: product part number, product description, list price and price to Customer under the
Contract.
8. Pricing, Purchase Orders, Invoices, and Payments
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
A. Manufacturer's Suggested Retail Price (MSRP) or List Price
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
MSRP is defined as the product sales price list published in some form by the manufacturer or
publisher of a product and available to and recognized by the trade. A price list especially
prepared for a given solicitation is not acceptable.
B. Customer Discount
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
The minimum Customer discount for all products and services will be the percentage off MSRP
as specified in Appendix C, Pricing Index.
C. Customer Price
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED FOR SECTION C1
1) The price to the Customer shall be calculated as follows:
Customer Price = (MSRP or List Price — Customer Discount as set forth in Appendix C,
Pricing Index) x (1 + DIR Administrative Fee, as set forth in the Contract).
2) Customers purchasing products and services under this Contract may negotiate more
advantageous pricing or participate in special promotional offers. In such event, a copy of such
better offerings shall be furnished to DIR upon request.
3) If pricing for products or services available under this Contract is provided by the Vendor at
a lower price to: (i) an eligible Customer who is not purchasing those products or services under
this Contract or (ii) to any other customer under the same terms and conditions provided for
09/29/2017 Page 11 of 28
the State for the same commodities and services under this contract, then the available
Customer Price in this Contract shall be adjusted to that lower price. This requirement applies
to products or services quoted by Vendor or its resellers for a quantity of one (1) under like
terms and conditions, and does not apply to volume or special pricing purchases. Vendor shall
notify DIR within ten (10) days and this Contract shall be amended to reflect the lower price.
D. Shipping and Handling Fees
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
The price to the Customer under this Contract shall include all shipping and handling fees.
Shipments will be Free On Board Customer's Destination. No additional fees shall be charged
to the Customer for standard shipping and handling. If the Customer requests expedited or
special delivery, Customer will be responsible for any charges for expedited or special delivery.
E. Tax -Exempt
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
As per Section 151.309, Texas Tax Code, Customers under this Contract are exempt from the
assessment of State sales, use and excise taxes. Further, Customers under this Contract are
exempt from Federal Excise Taxes, 26 United States Code Sections 4253(i) and 0). Customers
shall provide evidence of tax-exempt status to Vendor upon request.
F. Travel Expense Reimbursement
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Pricing for services provided under this Contract are exclusive of any travel expenses that may
be incurred in the performance of those services. Travel expense reimbursement may include
personal vehicle mileage or commercial coach transportation, hotel accommodations, parking
and meals; provided, however, the amount of reimbursement by Customers shall not exceed
the amounts authorized for state employees as adopted by each Customer; and provided,
further, that all reimbursement rates shall not exceed the maximum rates established for state
employees under the current State Travel Management Program
(httn://www.window.state.tx.us/Drocurement/DroL-/stmn/). Travel time may not be included as
part of the amounts payable by Customer for any services rendered under this Contract. The
DIR administrative fee specified in the Contract is not applicable to travel expense
reimbursement. Anticipated travel expenses must be pre -approved in writing by Customer.
Customer reserves the right not to pay travel expenses which are not pre -approved in writing
by the Customer.
G. Changes to Prices
Subject to the requirements of this section, Vendor may change the price of any product or
service at any time, based upon changes to the MSRP, but discount levels shall remain
consistent with the discount levels specified in this Contract.
Vendor may revise its pricing (but not its discount rate, if any, and not the products or services
on its contract pricing list) by posting a revised pricing list. Such revised pricing lists are
subject to review by DIR. If DIR finds that a product's or service's price has been increased
unreasonably, DIR may request Vendor to reduce its pricing for the product or service to the
level published before the revision. Vendor must reduce its pricing, or remove the product
from its pricing list. Failure to do so will constitute an act of default by Vendor.
H. Purchase Orders
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
All Customer Purchase Orders will be placed directly with the Vendor or Order Fulfiller.
09/29/2017 Page 12 of 28
Accurate Purchase Orders shall be effective and binding upon Vendor or Order Fulfiller when
accepted by Vendor or Order Fulfiller. Customer and Vendor may work together to include
specific requirements as to what constitutes a valid Purchase Order.
Vendors will be required to comply with the disclosure requirements of Section 2252.908,
Texas Government Code, as enacted by House Bill 1295, 84' Regular Session, when
execution of a contract requires an action or vote by the governing body of a governmental
entity before the contract may be signed.
I. Invoices
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
1) Invoices shall be submitted by the Vendor or Order Fulfiller directly to the Customer and
shall be issued in compliance with Chapter 2251, Texas Government Code. All payments for
products and/or services purchased under the Contract and any provision of acceptance of such
products and/or services shall be made by the Customer to the Vendor or Order Fulfiller. For
Customers that are not subject to Chapter 2251, Texas Government Code, Customer and
Vendor will agree to acceptable terms.
2) Invoices must be timely and accurate. Each invoice must match Customer's Purchase Order
and include any written changes that may apply, as it relates to products, prices and quantities.
Invoices must include the Customer's Purchase Order number or other pertinent information
for verification of receipt of the product or services by the Customer.
3) The administrative fee as set forth in the Contract shall not be broken out as a separate line
item when pricing or invoice is provided to Customer.
J. Payments
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Customers shall comply with Chapter 2251, Texas Government Code, in making payments to
Order Fulfiller. The statute states that payments for goods and services are due thirty (30)
calendar days after the goods are provided, the services completed, or a correct invoice is
received, whichever is later. Payment under the Contract shall not foreclose the right to recover
wrongful payments. For Customers that are not subject to Chapter 2251, Texas Government
Code, Customer and Vendor will agree to acceptable terms.
9. Contract Administration
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED FOR A,C-D
A. Contract Managers
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
DIR and the Vendor will each provide a Contract Manager to support the Contract. Information
regarding the Contract Manager will be posted on the Internet website designated for the Contract.
1) State Contract Manager
DIR shall provide a Contract Manager whose duties shall include but not be limited to: i)
advising DIR and Vendor of Vendor's compliance with the terms and conditions of the
Contract, ii) periodic verification of product pricing, and iii) verification of monthly reports
submitted by Vendor.
2) Vendor Contract Manager
Vendor shall identify a specific Contract Manager whose duties shall include but not be limited
to: i) supporting the marketing and management of the Contract, ii) facilitating dispute
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resolution between a Order Fulfiller and a Customer, and iii) advising DIR of Order Fulfillers
performance under the terms and conditions of the Contract. DIR reserves the right to require
a change in Vendor's then -current Contract Manager if the assigned Contract Manager is not,
in the reasonable opinion of DIR, adequately serving the needs of the State.
B. Reporting and Administrative Fees
1) Reporting Responsibility
a) Vendor shall be responsible for reporting all products and services purchased through
Vendor and Order Fulfillers under the Contract. Vendor shall file the monthly reports,
subcontract reports, and pay the administrative fees in accordance with the due dates
specified in this section.
b) DIR shall have the right to verify required reports and to take any actions necessary to
enforce its rights under this section, including but not limited to compliance checks of
Vendor's applicable Contract. Vendor will provide all required documentation at no cost.
2) Detailed Monthly Report
Vendor shall electronically provide DIR with a detailed monthly report in the format
required by DIR showing the dollar volume of any and all sales under the Contract for the
previous calendar month period. Reports are due on the fifteenth (15t'') calendar day of the
month following the month of the sale. If the 15' calendar day falls on a weekend or state
or federal holiday, the report shall be due on the next business day. The monthly report
shall include, per transaction: the detailed sales for the period, Customer name, invoice
date, invoice number, description, quantity, MSRP or List Price, unit price, extended price,
Customer Purchase Order number, contact name, Customer's complete billing address, the
estimated administrative fee for the reporting period, subcontractor name, EPEAT
designation (if applicable), configuration (if applicable), contract discount percentage,
actual discount percentage, negotiated contract price (if fixed price is offered instead of
discount off of MSRP), and other information as required by DIR. Each report must
contain all information listed above per transaction or the report will be rejected and
returned to the Vendor for correction in accordance with this section. Vendor shall report
in a manner required by DIR which is subject to change dependent upon DIR's business
needs. Failure to do so may result in contract termination.
3) Historically Underutilized Businesses Subcontract Reports
a) Vendor shall electronically provide each Customer with Vendor's relevant Historically
Underutilized Business Subcontracting Report, pursuant to the Contract, as required by
Chapter 2161, Texas Government Code. Reports shall also be submitted to DIR.
b) Reports shall be due in accordance with the CPA rules.
4) DIR Administrative Fee
a) The Vendor shall pay an administrative fee to DIR to defray the DIR costs of
negotiating, executing, and administering the Contract. The maximum administrative fee
is set by the Texas Legislature in the biennial General Appropriations Act. DIR will review
Vendor monthly sales reports, close the sales period, and notify the Vendor of the
administrative fee no later than the fourteenth (14t'') day of the second month following the
date of the reported sale. Vendor shall pay the administrative fee by the twenty-fifth (25")
calendar day of the second month following the date of the reported sale. For example,
Vendor reports January sales by February 15'; DIR closes January sales and notifies
Vendor of administrative fee by March 14'; Vendor submits administrative fee for January
sales by March 25t''.
b) DIR may change the amount of the administrative fee upon thirty (30) calendar days
09/29/2017 Page 14 of 28
written notice to Vendor without the need for a formal contract amendment.
c) Vendor shall reference the DIR Contract number, reporting period, and administrative
fee amount on any remittance instruments.
5) Accurate and Timely Submission of Reports
a) The reports and administrative fees shall be accurate and timely and submitted in
accordance with the due dates specified in this section. Vendor shall correct any inaccurate
reports or administrative fee payments within three (3) business days upon written
notification by DIR. Vendor shall deliver any late reports or late administrative fee
payments within three (3) business days upon written notification by DIR. If Vendor is
unable to correct inaccurate reports or administrative fee payments or deliver late reports
and fee payments within three (3) business days, Vendor must contact DIR and provide a
corrective plan of action, including the timeline for completion of correction. The
corrective plan of action shall be subject to DIR approval.
b) Should Vendor fail to correct inaccurate reports or cure the delay in timely delivery of
reports and payments within the corrective plan of action timeline, DIR reserves the right
to require an independent third parry audit of the Vendor's records as specified in C.3 of
this Section, at Vendor's expense. DIR will select the auditor (and all payments to auditor
will require DIR approval).
Failure to timely submit three (3) reports or administrative fee payments within any rolling
twelve (12) month period may, at DIR's discretion, result in the addition of late fees of
$100/day for each day the report or payment is due (up to $1000/month) or suspension or
termination of Vendor's Contract..
C. Records and Audit
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED IN
SUBPARAGRAPH ONE (1)
1) Acceptance of funds under the Contract by Vendor and/or Order Fulfiller acts as
acceptance of the authority of the State Auditor's Office, or any successor agency or designee,
to conduct an audit or investigation in connection with those funds. Vendor further agrees to
cooperate fully with the State Auditor's Office or its successor or designee in the conduct of
the audit or investigation, including providing all records requested. Vendor will ensure that
this clause concerning the authority to audit funds received indirectly by subcontractors through
Vendor or directly by Order Fulfillers and the requirement to cooperate is included in any
subcontract or Order Fulfiller contract it awards pertaining to the Contract. Under the direction
of the Legislative Audit Committee, a Vendor that is the subject of an audit or investigation by
the State Auditor's Office must provide the State Auditor's Office with access to any
information the State Auditor's Office considers relevant to the investigation or audit.
2) Vendor and Order Fulfillers shall maintain adequate records to establish compliance with
the Contract until the later of a period of seven (7) years after termination of the Contract or
until full, final and unappealable resolution of all Compliance Check or litigation issues that
arise under the Contract. Such records shall include per transaction: the Order Fulfiller's
company name if applicable, Customer name, invoice date, invoice number, description, part
number, manufacturer, quantity, MSRP or list price, unit price, extended price, Customer
Purchase Order number, contact name, Customer's complete billing address, the calculations
supporting each administrative fee owed DIR under the Contract, Historically Underutilized
Businesses Subcontracting reports, and such other documentation as DIR may request.
3) Vendor and/or Order Fulfillers shall grant access to all paper and electronic records, books,
09/29/2017 Page 15 of 28
documents, accounting procedures, practices, customer records including but not limited to
contracts, agreements, purchase orders and statements of work, and any other items relevant to
the performance of the Contract to the DIR Internal Audit department or DIR Contract
Management staff, including the compliance checks designated by the DIR Internal Audit
department, DIR Contract Management staff, the State Auditor's Office, and of the United
States, and such other persons or entities designated by DIR for the purposes of inspecting,
Compliance Checking and/or copying such books and records. Vendor and/or Order Fulfillers
shall provide copies and printouts requested by DIR without charge. DIR shall provide Vendor
and/or Order Fulfillers ten (10) business days' notice prior to inspecting, Compliance
Checking, and/or copying Vendor's and/or Order Fulfiller's records. Vendor's and/or Order
Fulfillers records, whether paper or electronic, shall be made available during regular office
hours. Vendor and/or Order Fulfiller personnel familiar with the Vendor's and/or Order
Fulfiller's books and records shall be available to the DIR Internal Audit department, or DIR
Contract Management staff and designees as needed. Vendor and/or Order Fulfiller shall
provide adequate office space to DIR staff during the performance of Compliance Check. If
Vendor is found to be responsible for inaccurate reports, DIR may invoice for the reasonable
costs of the audit, which Vendor must pay within thirty (30) calendar days of receipt.
4) For procuring State Agencies whose payments are processed by the Texas Comptroller of
Public Accounts, the volume of payments made to Order Fulfillers through the Texas
Comptroller of Public Accounts and the administrative fee based thereon shall be presumed
correct unless Vendor can demonstrate to DIR's satisfaction that Vendor's calculation of DIR's
administrative fee is correct.
D. Contract Administration Notification
1) Prior to execution of the Contract, Vendor shall provide DIR with written notification of
the following: i) Vendor Contract Administrator name and contact information, ii) Vendor
sales representative name and contact information, and iii) name and contact information of
Vendor personnel responsible for submitting reports and payment of administrative fees
specified herein.
2) Upon execution of the Contract, DIR shall provide Vendor with written notification of the
following: i) DIR Contract Administrator name and contact information, and ii) DIR
Cooperative Contracts E-Mail Box information.
10. Vendor Responsibilities
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED IN C-M, O-S, V-W
A. Indemnification
1) INDEPENDENT CONTRACTOR
VENDOR AGREES AND ACKNOWLEDGES THAT DURING THE EXISTENCE OF THIS
CONTRACT, IT IS FURNISHING PRODUCTS AND SERVICES IN THE CAPACITY OF
AN INDEPENDENT CONTRACTOR AND THAT VENDOR IS NOT AN EMPLOYEE OF
THE CUSTOMER OR THE STATE OF TEXAS.
2) ACTS OR OMISSIONS
Vendor shall indemnify and hold harmless the State of Texas and Customers, AND/OR THEIR
OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS,
ASSIGNEES, AND/OR DESIGNEES FROM ANY AND ALL LIABILITY, ACTIONS,
CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEY FEES, AND
EXPENSES arising out of, or resulting from any acts or omissions of the Vendor or its agents,
employees, subcontractors, Order Fulfillers, or suppliers of subcontractors in the execution or
09/29/2017 Page 16 of 28
performance of the Contract and any Purchase Orders issued under the Contract. THE
DEFENSE SHALL BE COORDINATED BY VENDOR WITH THE OFFICE OF THE
ATTORNEY GENERAL WHEN TEXAS STATE AGENCIES ARE NAMED
DEFENDANTS IN ANY LAWSUIT AND VENDOR MAY NOT AGREE TO ANY
SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE FROM THE
OFFICE OF THE ATTORNEY GENERAL. VENDOR AND THE CUSTOMER AGREE TO
FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH CLAIM.
3) INFRINGEMENTS
a) Vendor shall indemnify and hold harmless the State of Texas and Customers, AND/OR
THEIR EMPLOYEES, AGENTS, REPRESENTATIVES, CONTRACTORS,
ASSIGNEES, AND/OR DESIGNEES from any and all third party claims involving
infringement of United States patents, copyrights, trade and service marks, and any other
intellectual or intangible property rights in connection with the PERFORMANCES OR
ACTIONS OF VENDOR PURSUANT TO THIS CONTRACT. VENDOR AND THE
CUSTOMER AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER
OF ANY SUCH CLAIM. VENDOR SHALL BE LIABLE TO PAY ALL COSTS OF
DEFENSE INCLUDING ATTORNEYS' FEES. THE DEFENSE SHALL BE
COORDINATED BY VENDOR WITH THE OFFICE OF THE ATTORNEY GENERAL
WHEN TEXAS STATE AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT
AND VENDOR MAY NOT AGREE TO ANY SETTLEMENT WITHOUT FIRST
OBTAINING THE CONCURRENCE FROM THE OFFICE OF THE ATTORNEY
GENERAL.
b) Vendor shall have no liability under this section if the alleged infringement is caused in
whole or in part by: (i) use of the product or service for a purpose or in a manner for which
the product or service was not designed, (ii) any modification made to the product without
Vendor's written approval, (iii) any modifications made to the product by the Vendor
pursuant to Customer's specific instructions, (iv) any intellectual property right owned by
or licensed to Customer, or (v) any use of the product or service by Customer that is not in
conformity with the terms of any applicable license agreement.
c) If Vendor becomes aware of an actual or potential claim, or Customer provides Vendor
with notice of an actual or potential claim, Vendor may (or in the case of an injunction
against Customer, shall), at Vendor's sole option and expense: (i) procure for the Customer
the right to continue to use the affected portion of the product or service, or (ii) modify or
replace the affected portion of the product or service with functionally equivalent or
superior product or service so that Customer's use is non -infringing.
4) PROPERTY DAMAGE
IN THE EVENT OF LOSS, DAMAGE, OR DESTRUCTION OF ANY PROPERTY OF
CUSTOMER OR THE STATE DUE TO THE NEGLIGENCE, MISCONDUCT,
WRONGFUL ACT OR OMISSION ON THE PART OF THE VENDOR, ITS EMPLOYEES,
AGENTS, REPRESENTATIVES, OR SUBCONTRACTORS, THE VENDOR SHALL PAY
THE FULL COST OF EITHER REPAIR, RECONSTRUCTION, OR REPLACEMENT OF
THE PROPERTY, AT THE CUSTOMER'S SOLE ELECTION. SUCH COST SHALL BE
DETERMINED BY THE CUSTOMER AND SHALL BE DUE AND PAYABLE BY THE
VENDOR NINETY (90) CALENDAR DAYS AFTER THE DATE OF THE VENDORS
RECEIPT FROM THE CUSTOMER OF A WRITTEN NOTICE OF THE AMOUNT DUE.
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B. Taxes/Worker's Compensation/UNEMPLOYMENT INSURANCE
1) VENDOR AGREES AND ACKNOWLEDGES THAT DURING THE EXISTENCE OF
THIS CONTRACT, VENDOR SHALL BE ENTIRELY RESPONSIBLE FOR THE
LIABILITY AND PAYMENT OF VENDOR'S AND VENDOR'S EMPLOYEES' TAXES
OF WHATEVER KIND, ARISING OUT OF THE PERFORMANCES IN THIS
CONTRACT. VENDOR AGREES TO COMPLY WITH ALL STATE AND FEDERAL
LAWS APPLICABLE TO ANY SUCH PERSONS, INCLUDING LAWS REGARDING
WAGES, TAXES, INSURANCE, AND WORKERS' COMPENSATION. THE CUSTOMER
AND/OR THE STATE SHALL NOT BE LIABLE TO THE VENDOR, ITS EMPLOYEES,
AGENTS, OR OTHERS FOR THE PAYMENT OF TAXES OR THE PROVISION OF
UNEMPLOYMENT INSURANCE AND/OR WORKERS' COMPENSATION OR ANY
BENEFIT AVAILABLE TO A STATE EMPLOYEE OR EMPLOYEE OF ANOTHER
GOVERNMENTAL ENTITY CUSTOMER.
2) VENDOR AGREES TO INDEMNIFY AND HOLD HARMLESS CUSTOMERS, THE
STATE OF TEXAS AND/OR THEIR EMPLOYEES, AGENTS, REPRESENTATIVES,
CONTRACTORS, AND/OR ASSIGNEES FROM ANY AND ALL LIABILITY, ACTIONS,
CLAIMS, DEMANDS, OR SUITS, AND ALL RELATED COSTS, ATTORNEYS' FEES,
AND EXPENSES, RELATING TO TAX LIABILITY, UNEMPLOYMENT INSURANCE
AND/OR WORKERS' COMPENSATION IN ITS PERFORMANCE UNDER THIS
CONTRACT. VENDOR SHALL BE LIABLE TO PAY ALL COSTS OF DEFENSE
INCLUDING ATTORNEYS' FEES. THE DEFENSE SHALL BE COORDINATED BY
VENDOR WITH THE OFFICE OF THE ATTORNEY GENERAL WHEN TEXAS STATE
AGENCIES ARE NAMED DEFENDANTS IN ANY LAWSUIT AND VENDOR MAY NOT
AGREE TO ANY SETTLEMENT WITHOUT FIRST OBTAINING THE CONCURRENCE
FROM THE OFFICE OF THE ATTORNEY GENERAL. VENDOR AND THE CUSTOMER
AGREE TO FURNISH TIMELY WRITTEN NOTICE TO EACH OTHER OF ANY SUCH
CLAIM.
C. Vendor Certifications
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor certifies on behalf of Vendor and its designated Order Fulfillers that they:
(i) have not given, offered to give, and do not intend to give at any time hereafter any
economic opportunity, future employment, gift, loan, gratuity, special discount,
trip, favor, or service to a public servant in connection with the Contract;
(ii) are not currently delinquent in the payment of any franchise tax owed the State
and are not ineligible to receive payment under §231.006 of the Texas Family Code
and acknowledge the Contract may be terminated and payment withheld if this
certification is inaccurate;
(iii) neither they, nor anyone acting for them, have violated the antitrust laws of the
United States or the State, nor communicated directly or indirectly to any
competitor or any other person engaged in such line of business for the purpose of
obtaining an unfair price advantage;
(iv) have not received payment from DIR or any of its employees for participating in
the preparation of the Contract;
(v) under Section 2155.004, Texas Government Code, the vendor certifies that the
individual or business entity named in this bid or contract is not ineligible to
09/29/2017 Page 18 of 28
receive the specified contract and acknowledges that this contract may be
terminated and payment withheld if this certification is inaccurate;
(vi) to the best of their knowledge and belief, there are no suits or proceedings pending
or threatened against or affecting them, which if determined adversely to them will
have a material adverse effect on the ability to fulfill their obligations under the
Contract;
(vii) Vendor and its principals are not suspended or debarred from doing business with
the federal government as listed in the System for Award Management (SAM)
maintained by the General Services Administration;
(viii) as of the effective date of the Contract, are not listed in the prohibited vendors list
authorized by Executive Order #13224, "Blocking Property and Prohibiting
Transactions with Persons Who Commit, Threaten to Commit, or Support
Terrorism ", published by the United States Department of the Treasury, Office of
Foreign Assets Control;
(ix) Vendor represents and warrants that, for its performance of this contract, it shall
purchase products and materials produced in the State of Texas when available at
the price and time comparable to products and materials produced outside the state,
to the extent that such is required under Texas Government Code, Section
2155.4441;
(x) agrees that all equipment and materials used in fulfilling the requirements of this
contract are of high -quality and consistent with or better than applicable industry
standards, if any. All Works and Services performed pursuant to this Contract
shall be of high professional quality and workmanship and according consistent
with or better than applicable industry standards, if any;
(xi) to the extent applicable to this scope of this Contract, Vendor hereby certifies that
it is in compliance with Subchapter Y, Chapter 361, Health and Safety Code related
to the Computer Equipment Recycling Program and its rules, 30 TAC Chapter 328;
(xii) agree that any payments due under this contract will be applied towards any debt,
including but not limited to delinquent taxes and child support that is owed to the
State of Texas;
(xiii) are in compliance Section 669.003, Texas Government Code, relating to
contracting with executive head of a state agency;
(xiv) represent and warrant that the provision of goods and services or other
performance under the Contract will not constitute an actual or potential conflict
of interest and certify that they will not reasonably create the appearance of
impropriety, and, if these facts change during the course of the Contract, certify
they shall disclose the actual or potential conflict of interest and any circumstances
that create the appearance of impropriety;
(xv) under Section 2155.006, and Section 2261.053, Texas Government Code, are not
ineligible to receive the specified contract and acknowledge that this contract may
be terminated and payment withheld if this certification is inaccurate;
(xvi) have complied with the Section 556.0055, Texas Government Code, restriction on
lobbying expenditures. In addition, they acknowledge the applicability of
§2155.444 and §2155.4441, Texas Government Code, in fulfilling the terms of the
Contract; and
(xvii) represent and warrant that the Customer's payment and their receipt of
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appropriated or other funds under this Agreement are not prohibited by Sections
556.005 or Section 556.008, Texas Government Code; and
(xviii) to the extent applicable to this scope of this contract, Vendor hereby certifies that
it is authorized to sell and provide warranty support for all products and services
listed in Appendix C of this contract; and
(xix) represent and warrant that in accordance with Section 2270.002 of the Texas
Government Code, by signature hereon, Vendor does not boycott Israel and
will not boycott Israel during the term of this Contract.
During the term of the Contract, Vendor shall, for itself and on behalf of its Order Fulfillers,
promptly disclose to DIR all changes that occur to the foregoing certifications,
representations and warranties. Vendor covenants to fully cooperate in the development
and execution of resulting documentation necessary to maintain an accurate record of the
certifications, representations and warranties.
In addition, Vendor understands and agrees that if Vendor responds to certain Customer
pricing requests or Statements of Work, then, in order to contract with the Customer,
Vendor may be required to comply with additional terms and conditions or certifications
that an individual customer may require due to state and federal law (e.g., privacy and
security requirements).
D. Ability to Conduct Business in Texas
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor and its Order Fulfiller shall be authorized and validly existing under the laws of its state of
organization, and shall be authorized to do business in the State of Texas in accordance with Texas
Business Organizations Code, Title 1, Chapter 9.
E. Equal Opportunity Compliance
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor agrees to abide by all applicable laws, regulations, and executive orders pertaining to equal
employment opportunity, including federal laws and the laws of the State in which its primary place
of business is located. In accordance with such laws, regulations, and executive orders, the Vendor
agrees that no person in the United States shall, on the grounds of race, color, religion, national
origin, sex, age, veteran status or handicap, be excluded from employment with or participation in,
be denied the benefits of, or be otherwise subjected to discrimination under any program or activity
performed by Vendor under the Contract. If Vendor is found to be not in compliance with these
requirements during the term of the Contract, Vendor agrees to take appropriate steps to correct
these deficiencies. Upon request, Vendor will furnish information regarding its nondiscriminatory
hiring and promotion policies, as well as specific information on the composition of its principals
and staff, including the identification of minorities and women in management or other positions
with discretionary or decision -making authority.
F. Use of Subcontractors
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
If Vendor uses any subcontractors in the performance of this Contract, Vendor must make a good
faith effort in the submission of its Subcontracting Plan in accordance with the State's Policy on
Utilization of Historically Underutilized Businesses (HUB). A revised Subcontracting Plan
approved by DIR's HUB Office shall be required before Vendor can engage additional
subcontractors in the performance of this Contract. A revised Subcontracting Plan approved by
DIR's HUB Office shall be required before Vendor can remove subcontractors currently engaged
in the performance of this Contract. Vendor shall remain solely responsible for the performance of
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its obligations under the Contract.
G. Responsibility for Actions
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
1) Vendor is solely responsible for its actions and those of its agents, employees, or
subcontractors, and agrees that neither Vendor nor any of the foregoing has any authority to
act or speak on behalf of DIR or the State.
2) Vendor, for itself and on behalf of its subcontractors, shall report to DIR promptly when the
disclosures under Certification Statement of Exhibit A to the RFO and/or Section 10.C. (xiii),
Vendor Certifications of this Appendix A to the Contract change. Vendor covenants to fully
cooperate with DIR to update and amend the Contract to accurately disclose the status of
conflicts of interest.
H. Confidentiality
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
1) Vendor acknowledges that DIR and Customers that are governmental bodies as defined by
Texas Government Code, Section 552.003 are subject to the Texas Public Information Act.
Vendor also acknowledges that DIR and Customers that are governmental bodies will comply
with the Public Information Act, and with all opinions of the Texas Attorney General's office
concerning this Act.
2) Under the terms of the Contract, DIR may provide Vendor with information related to
Customers. Vendor shall not re -sell or otherwise distribute or release Customer information to
any party in any manner.
I. Security of Premises, Equipment, Data and Personnel
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor and/or Order Fulfiller may, from time to time during the performance of the Contract, have
access to the personnel, premises, equipment, and other property, including data, files and /or
materials (collectively referred to as "Data") belonging to the Customer. Vendor and/or Order
Fulfiller shall use their best efforts to preserve the safety, security, and the integrity of the personnel,
premises, equipment, Data and other property of the Customer, in accordance with the instruction
of the Customer. Vendor and/or Order Fulfiller shall be responsible for damage to Customer's
equipment, workplace, and its contents when such damage is caused by its employees or
subcontractors. If a Vendor and/or Order Fulfiller fails to comply with Customer's security
requirements, then Customer may immediately terminate its Purchase Order and related Service
Agreement.
J. Background and/or Criminal History Investigation
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Prior to commencement of any services, background and/or criminal history investigation of the
Vendor and/or Order Fulfiller's employees and subcontractors who will be providing services to
the Customer under the Contract may be performed by the Customer.. Should any employee or
subcontractor of the Vendor and/or Order Fulfiller who will be providing services to the Customer
under the Contract not be acceptable to the Customer as a result of the background and/or criminal
history check, then Customer may immediately terminate its Purchase Order and related Service
Agreement or request replacement of the employee or subcontractor in question.
K. Limitation of Liability
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
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For any claims or cause of action arising under or related to the Contract: i) to the extend permitted
by the Constitution and the laws of the State, none of the parties shall be liable to the other for
punitive, special, or consequential damages, even if it is advised of the possibility of such damages;
and ii) Vendor's liability for damages of any kind to the Customer shall be limited to the total
amount paid to Vendor under the Contract during the twelve months immediately preceding the
accrual of the claim or cause of action. However, this limitation of Vendor's liability shall not
apply to claims of bodily injury; violation of intellectual property rights including but not limited
to patent, trademark, or copyright infringement; indemnification requirements under this Contract;
and violation of State or Federal law including but not limited to disclosures of confidential
information and any penalty of any kind lawfully assessed as a result of such violation.
L. Overcharges
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor hereby assigns to DIR any and all of its claims for overcharges associated with this contract
which arise under the antitrust laws of the United States, 15 U.S.C.A. Section 1, et seq., and which
arise under the antitrust laws of the State of Texas, Tex. Bus. and Comm. Code Section 15.01, et
seq.
M. Prohibited Conduct
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor represents and warrants that, to the best of its knowledge as of the date of this certification,
neither Vendor nor any Order Fulfiller, subcontractor, firm, corporation, partnership, or institution
represented by Vendor, nor anyone acting for such Order Fulfiller, subcontractor, firm, corporation
or institution has: (1) violated the antitrust laws of the State of Texas under Texas Business &
Commerce Code, Chapter 15, or the federal antitrust laws; or (2) communicated its response to the
Request for Offer directly or indirectly to any competitor or any other person engaged in such line
of business during the procurement for the Contract.
N. Required Insurance Coverage
As a condition of this Contract with DIR, Vendor shall provide the listed insurance coverage within
5 business days of execution of the Contract if the Vendor is awarded services which require that
Vendor's employees perform work at any Customer premises and/or use employer vehicles to
conduct work on behalf of Customers. In addition, when engaged by a Customer to provide services
on Customer premises, the Vendor shall, at its own expense, secure and maintain the insurance
coverage specified herein, and shall provide proof of such insurance coverage to the related
Customer within five (5) business days following the execution of the Purchase Order. Vendor may
not begin performance under the Contract and/or a Purchase Order until such proof of insurance
coverage is provided to, and approved by, DIR and the Customer. All required insurance must be
issued by companies that have an A rating and a Financial Size Category Class of VII from A.M.
Best and are licensed in the State of Texas and authorized to provide the corresponding coverage.
The Customer and DIR will be named as Additional Insureds on all required coverage. Required
coverage must remain in effect through the term of the Contract and each Purchase Order issued to
Vendor there under. The minimum acceptable insurance provisions are as follows:
1) Commercial General Liability
Commercial General Liability must include $1,000,000 per occurrence for Bodily Injury and
Property Damage, with a separate aggregate limit of $2,000,000; Medical Expense per person
of $5,000; Personal Injury and Advertising Liability of $1,000,000; Products/Completed
Operations Aggregate Limit of $2,000,000; and Damage to Premises Rented: $50,000.
Agencies may require additional Umbrella/Excess Liability insurance. The policy shall contain
the following provisions:
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a) Blanket contractual liability coverage for liability assumed under the Contract;
b) Independent Contractor coverage;
c) State of Texas, DIR and Customer listed as an additional insured; and
d) Waiver of Subrogation
2) Workers' Compensation Insurance
WORKERS' COMPENSATION INSURANCE AND EMPLOYERS' LIABILITY
COVERAGE MUST INCLUDE LIMITS CONSISTENT WITH STATUTORY
BENEFITS OUTLINED IN THE TEXAS WORKERS' COMPENSATION ACT (ART.
8308-1.01 ET SEQ. TEX. REV. CIV. STAT) AND MINIMUM POLICY LIMITS FOR
EMPLOYERS' LIABILITY OF $1,000,000 BODILY INJURY PER ACCIDENT,
$1,000,000 BODILY INJURY DISEASE PER EMPLOYEE AND $1,000,000 PER
DISEASE POLICY LIMIT.
3) Business Automobile Liability Insurance
Business Automobile Liability Insurance must cover all owned, non -owned and hired vehicles
with a minimum combined single limit of $500,000 per occurrence for bodily injury and
property damage. The policy shall contain the following endorsements in favor of DIR and/or
Customer:
a) Waiver of Subrogation; and
b) Additional Insured.
O. Use of State Property
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor is prohibited from using the Customer's equipment, the customer's location, or any other
resources of the Customer or the State for any purpose other than performing services under this
Agreement. For this purpose, equipment includes, but is not limited to, copy machines, computers
and telephones using State long distance services. Any charges incurred by Vendor using the
Customer's equipment for any purpose other than performing services under this Agreement must
be fully reimbursed by Vendor to the Customer immediately upon demand by the Customer. Such
use shall constitute breach of contract and may result in termination of the contract and other
remedies available to DIR and Customer under the contract and applicable law.
P. Immigration
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
The Vendor shall comply with all requirements related to federal immigration laws and regulations,
to include but not be limited to, the Immigration and Reform Act of 1986, the Illegal Immigration
Reform and Immigrant Responsibility Act of 1996 ("IIRIRA") and the Immigration Act of 1990 (8
U.S.C.I 101, et seq.) regarding employment verification and retention of verification forms for any
individual(s) who will perform any labor or services under this Contract.
Pursuant to Executive Order No. RP-80, issued by the Governor of Texas on December 3, 2014,
and as subsequently clarified, the Vendor shall, as a condition of this Contract, also comply with
the United States Department of Homeland Security's E-Verify system to determine the eligibility
of:
• all persons 1) to whom the E-Verify system applies, and 2) who are hired by the
Vendor during the term of this Contract to perform duties within Texas; and
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• all subcontractors' employees 1) to whom the E-Verify system applies, and 2) who
are hired by the subcontractor during the term of this Contract and assigned by the
subcontractor to perform work pursuant to this Contract.
The Vendor shall require its subcontractors to comply with the requirements of this Section and the
Vendor is responsible for the compliance of its subcontractors. Nothing herein is intended to
exclude compliance by Vendor and its subcontractors with all other relevant federal immigration
statutes and regulations promulgated pursuant thereto.
Q. Public Disclosure
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
No public disclosures or news releases pertaining to this contract shall be made by Vendor
without prior written approval of DIR.
R. Product and/or Services Substitutions
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Substitutions are not permitted without the written permission of DIR or Customer.
S. Secure Erasure of Hard Disk Products and/or Services
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor agrees that all products and/or services equipped with hard disk drives (i.e. computers,
telephones, printers, fax machines, scanners, multifunction devices, etc.) shall have the capability
to securely erase data written to the hard drive prior to final disposition of such products and/or
services, either at the end of the Customer's Managed Services product's useful life or the end of
the related Customer Managed Services Agreement for such products and/ services, in accordance
with 1 TAC 202.
T. Deceptive Trade Practices; Unfair Business Practices
1) Vendor represents and warrants that neither Vendor nor any of its Subcontractors has been
(i) found liable in any administrative hearing, litigation or other proceeding of Deceptive Trade
Practices violations as defined under Chapter 17, Texas Business & Commerce Code, or (ii)
has outstanding allegations of any Deceptive Trade Practice pending in any administrative
hearing, litigation or other proceeding.
2) Vendor certifies that it has no officers who have served as officers of other entities who (i)
have been found liable in any administrative hearing, litigation or other proceeding of
Deceptive Trade Practices violations or (ii) have outstanding allegations of any Deceptive
Trade Practice pending in any administrative hearing, litigation or other proceeding.
U. Drug Free Workplace Policy
Vendor shall comply with the applicable provisions of the Drug -Free Work Place Act of 1988
(41 U.S.C. §§8101-8106) and maintain a drug -free work environment; and the final rule,
government -wide requirements for drug -free work place (Financial Assistance), issued by the
Office of Management and Budget (2 C.F.R. Part 182) to implement the provisions of the Drug -
Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply with
the relevant provisions thereof, including any amendments to the final rule that may hereafter
be issued.
V. Accessibility of Public Information
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
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1) Pursuant to S.B. 1368 of the 83' Texas Legislature, Regular Session, Vendor is required to
make any information created or exchanged with the State pursuant to this Contract, and not
otherwise excepted from disclosure under the Texas Public Information Act, available in a
format that is accessible by the public at no additional charge to the State.
2) Each State government entity should supplement the provision set forth in Subsection 1,
above, with the additional terms agreed upon by the parties regarding the specific format by
which the Vendor is required to make the information accessible by the public.
W. Vendor Reporting Requirements
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
Vendor shall comply with Subtitle C, Title 5, Business & Commerce Code, Chapter 109 as added
by HB 2539 of the 83' Texas Legislature, Regular Session, requiring computer technicians to report
images of child pornography.
11. Contract Enforcement
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED TO A, B2, 5-7
A. Enforcement of Contract and Dispute Resolution
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
1) Vendor and DIR agree to the following: (i) a party's failure to require strict performance
of any provision of the Contract shall not waive or diminish that party's right thereafter to
demand strict compliance with that or any other provision, (ii) for disputes not resolved in the
normal course of business, the dispute resolution process provided for in Chapter 2260, Texas
Government Code, shall be used, and (iii) actions or proceedings arising from the Contract
shall be heard in a state court of competent jurisdiction in Travis County, Texas.
2) Disputes arising between a Customer and the Vendor shall be resolved in accordance with
the dispute resolution process of the Customer that is not inconsistent with subparagraph A.1
above. DIR shall not be a party to any such dispute unless DIR, Customer, and Vendor agree
in writing.
3) State agencies are required by rule (34 TAC §20.115) to report vendor performance through
the Vendor Performance Tracking System (VPTS) on every purchase over $25,000.
B. Termination
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED FOR 2, 5-7
1) Termination for Non -Appropriation
a) Termination for Non -Appropriation by Customer
Customer may terminate Purchase Orders if funds sufficient to pay its obligations under
the Contract are not appropriated: i) by the governing body on behalf of local governments;
ii) by the Texas legislature on behalf of state agencies; or iii) by budget execution authority
provisioned to the Governor or the Legislative Budget Board as provided in Chapter 317,
Texas Government Code. In the event of non -appropriation, Vendor and/or Order Fulfiller
will be provided ten (10) calendar days written notice of intent to terminate.
Notwithstanding the foregoing, if a Customer issues a Purchase Order and has accepted
delivery of the product or services, they are obligated to pay for the product or services or
they may return the product and discontinue using services under any return provisions that
Vendor offers. In the event of such termination, the Customer will not be considered to be
in default or breach under this Contract, nor shall it be liable for any further payments
ordinarily due under this Contract, nor shall it be liable for any damages or any other
amounts which are caused by or associated with such termination.
09/29/2017 Page 25 of 28
b) Termination for Non -Appropriation by DIR
DIR may terminate Contract if funds sufficient to pay its obligations under the Contract
are not appropriated: by the i) Texas legislature or ii) by budget execution authority
provisioned to the Governor or the Legislative Budget Board as provided in Chapter 317,
Texas Government Code. In the event of non -appropriation, Vendor and/or Order Fulfiller
will be provided thirty (30) calendar days written notice of intent to terminate. In the event
of such termination, DIR will not be considered to be in default or breach under this
Contract, nor shall it be liable for any further payments ordinarily due under this Contract,
nor shall it be liable for any damages or any other amounts which are caused by or
associated with such termination.
2) Absolute Right
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
DIR shall have the absolute right to terminate the Contract without recourse in the event that:
i) Vendor becomes listed on the prohibited vendors list authorized by Executive Order # 13224,
"Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to
Commit, or Support Terrorism ", published by the United States Department of the Treasury,
Office of Foreign Assets Control; ii) Vendor becomes suspended or debarred from doing
business with the federal government as listed in the System for Award Management (SAM)
maintained by the General Services Administration; or (iii) Vendor is found by DIR to be
ineligible to hold this Contract under Subsection (b) of Section 2155.006, Texas Government
Code. Vendor shall be provided written notice in accordance with Section 12.A, Notices, of
intent to terminate.
3) Termination for Convenience
DIR may terminate the Contract, in whole or in part, by giving the other party thirty (30)
calendar days written notice. A Customer may terminate a Purchase Order or other contractual
document or relationship by giving the other party thirty (30) calendar days written notice.
4) Termination for Cause
a) Contract
Either DIR or Vendor may issue a written notice of default to the other upon the occurrence
of a material breach of any covenant, warranty or provision of the Contract, upon the
following preconditions: first, the parties must comply with the requirements of Chapter
2260, Texas Government Code in an attempt to resolve a dispute; second, after complying
with Chapter 2260, Texas Government Code, and the dispute remains unresolved, then the
non -defaulting party shall give the defaulting party thirty (30) calendar days from receipt
of notice to cure said default. If the defaulting party fails to cure said default within the
timeframe allowed, the non -defaulting party may, at its option and in addition to any other
remedies it may have available, cancel and terminate the Contract. Customers purchasing
products or services under the Contract have no power to terminate the Contract for default.
b) Purchase Order
Customer or Order Fulfiller may terminate a Purchase Order or other contractual document
or relationship upon the occurrence of a material breach of any term or condition: (i) of the
Contract, or (ii) included in the Purchase Order or other contractual document or
relationship in accordance with Section 4.13.2 above, upon the following preconditions:
first, the parties must comply with the requirements of Chapter 2260, Texas Government
Code, in an attempt to resolve a dispute; second, after complying with Chapter 2260, Texas
09/29/2017 Page 26 of 28
Government Code, and the dispute remains unresolved, then the non -defaulting party shall
give the defaulting party ten (10) calendar days from receipt of notice to cure said default.
If the defaulting party fails to cure said default within the timeframe allowed, the non -
defaulting party may, at its option and in addition to any other remedies it may have
available, cancel and terminate the Purchase Order. Customer may immediately suspend
or terminate a Purchase Order without advance notice in the event Vendor fails to comply
with confidentiality, privacy, security requirements, environmental or safety laws or
regulations, if such non-compliance relates or may relate to vendor provision of goods or
services to the Customer.
5) Immediate Termination or Suspension
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
DIR may immediately suspend or terminate this Contract without advance notice if DIR
receives notice or knowledge of potentially criminal violations by Vendor or Order Fulfiller
(whether or not such potential violations directly impact the provision of goods or services
under this Contract). In such case, the Vendor or Order Fulfiller may be held ineligible to
receive further business or payment but may be responsible for winding down or transition
expenses incurred by Customer. DIR or Customer will use reasonable efforts to provide notice
(to the extent allowed by law) to vendor within five (5) business days after imposing the
suspension or termination. Vendor may provide a response and request an opportunity to
present its position. DIR or Customer will review vendor presentation, but is under no
obligation to provide formal response.
6) Customer Rights Under Termination
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
In the event the Contract expires or is terminated for any reason, a Customer shall retain its
rights under the Contract and the Purchase Order issued prior to the termination or expiration
of the Contract. The Purchase Order survives the expiration or termination of the Contract for
its then effective term.
7) Vendor or Order Fulfiller Rights Under Termination
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
In the event a Purchase Order expires or is terminated, a Customer shall pay: 1) all amounts
due for products or services ordered prior to the effective termination date and ultimately
accepted, and 2) any applicable early termination fees agreed to in such Purchase Order.
C. Force Majeure
DIR, Customer, or Order Fulfiller may be excused from performance under the Contract for any
period when performance is prevented as the result of an act of God, strike, war, civil disturbance,
epidemic, or court order, provided that the party experiencing the event of Force Majeure has
prudently and promptly acted to take any and all steps that are within the party's control to ensure
performance and to shorten the duration of the event of Force Majeure. The party suffering an
event of Force Majeure shall provide notice of the event to the other parties when commercially
reasonable. Subject to this provision, such non-performance shall not be deemed a default or a
ground for termination. However, a Customer may terminate a Purchase Order if it is determined
by the Customer that Order Fulfiller will not be able to deliver product or services in a timely
manner to meet the business needs of the Customer.
09/29/2017 Page 27 of 28
12. Notification
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
A. Notices
All notices, demands, designations, certificates, requests, offers, consents, approvals and other
instruments given pursuant to the Contract shall be in writing and shall be validly given on: (i) the
date of delivery if delivered by email, facsimile transmission, mailed by registered or certified mail,
or hand delivered, or (ii) three business days after being mailed via United States Postal Service.
All notices under the Contract shall be sent to a party at the respective address indicated in Section
6 of the Contract or to such other address as such party shall have notified the other party in writing.
B. Handling of Written Complaints
In addition to other remedies contained in the Contract, a person contracting with DIR may direct
their written complaints to the following office:
Public Information Office
Department of Information Resources
Attn: Public Information Officer
300 W. 15' Street, Suite 1300
Austin, Texas 78701
(512) 475-4759, facsimile
13. Captions
Note: NO EXCEPTIONS OR REVISIONS WILL BE CONSIDERED
The captions contained in the Contract, Appendices, and its Exhibits are intended for convenience
and reference purposes only and shall in no way be deemed to define or limit any provision thereof.
09/29/2017 Page 28 of 28
EXHIBIT E
NETWORK ACCESS AGREEMENT
1. The Network. The City owns and operates a computing environment and network
(collectively the "Network"). Vendor wishes to access the City's network in order to provide hardware,
software, maintenance & support services for the Water Department's Extreme Networks. In order to
provide the necessary support, Vendor needs access to the Water Department's network.
2. Grant of Limited Access. Vendor is hereby granted a limited right of access to the City's
Network for the sole purpose of providing hardware, software, maintenance and support services for the
Water Department's Extreme Networks. Such access is granted subject to the terms and conditions forth
in this Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic
Communications Resource Use Policy), of which such applicable provisions are hereby incorporated by
reference and made a part of this Agreement for all purposes herein and are available upon request.
3. Network Credentials. The City will provide Vendor with Network Credentials consisting
of user IDs and passwords unique to each individual requiring Network access on behalf of the Contractor.
Access rights will automatically expire one (1) year from the date of this Agreement. If this access is being
granted for purposes of completing services for the City pursuant to a separate contract, then this Agreement
will expire at the completion of the contracted services, or upon termination of the contracted services,
whichever occurs first. This Agreement will be associated with the Services designated below.
Services are being provided in accordance with City Secretary Contract No.
Contract No.;
Services are being provided in accordance with City of Fort Worth Purchase Order
No. PO No.;
✓ Services are being provided in accordance with the Agreement to which this
Access Agreement is attached.
No services are being provided pursuant to this Agreement.
4. Renewal. At the end of the first year and each year thereafter, this Agreement may be
renewed annually if the following conditions are met:
4.1. Contracted services have not been completed;
4.2. Contracted services have not been terminated; and
4.3. Within the thirty (30) days prior to the scheduled annual expiration of this
Agreement, the Vendor has provided the City with a current list of its officers, agents, servants,
employees or representatives requiring Network credentials.
Notwithstanding the scheduled contract expiration or the status of completion of services, Vendor shall
provide the City with a current list of officers, agents, servants, employees or representatives that require
Network credentials on an annual basis. Failure to adhere to this requirement may result in denial of access
to the Network and/or termination of this Agreement.
5. Network Restrictions. Contractor officers, agents, servants, employees or representatives
may not share the City -assigned user IDs and passwords. Vendor acknowledges, agrees and hereby gives
its authorization to the City to monitor Contractor's use of the City's Network in order to ensure Contractor's
compliance with this Agreement. A breach by Contractor, its officers, agents, servants, employees or
representatives, of this Agreement and any other written instructions or guidelines that the City provides to
Vendor pursuant to this Agreement shall be grounds for the City immediately to deny Vendor access to the
Network and Contractor's Data, terminate the Agreement, and pursue any other remedies that the City may
have under this Agreement or at law or in equity.
5.1. Notice to Vendor Personnel — For purposes of this section, Vendor Personnel shall
include all officers, agents, servants, employees, or representatives of Contractor. Vendor shall be
responsible for specifically notifying all Vendor Personnel who will provide services to the City
under this agreement of the following City requirements and restrictions regarding access to the
City's Network:
5.1.1. Contractor shall be responsible for any City -owned equipment assigned to
Vendor Personnel, and will immediately report the loss or theft of such equipment to the
City;
5.1.2. Contractor, and/or Vendor Personnel, shall be prohibited from connecting
personally -owned computer equipment to the City's Network;
5.1.3. Contractor Personnel shall protect City -issued passwords and shall not
allow any third party to utilize their password and/or user ID to gain access to the City's
Network;
5.1.4. Contractor Personnel shall not engage in prohibited or inappropriate use
of Electronic Communications Resources as described in the City's Administrative
Regulation D7;
5.1.5. Any document created by Vendor Personnel in accordance with this
Agreement is considered the property of the City and is subject to applicable state
regulations regarding public information;
5.1.6. Contractor Personnel shall not copy or duplicate electronic information for
use on any non -City computer except as necessary to provide services pursuant to this
Agreement;
5.1.7. All network activity may be monitored for any reason deemed necessary
by the City; and
5.1.8. A Network user ID may be deactivated when the responsibilities of the
Vendor Personnel no longer require Network access
6. Termination. In addition to the other rights of termination set forth herein, the City may
terminate this Agreement at any time and for any reason with or without notice, and without penalty to the
City. Upon termination of this Agreement, Vendor agrees to remove entirely any client or communications
software provided by the City from all computing equipment used and owned by the Contractor, its officers,
agents, servants, employees and/or representatives to access the City's Network.
7. Information Securitv. Vendor agrees to make every reasonable effort in accordance with
accepted security practices to protect the Network credentials and access methods provided by the City
from unauthorized disclosure and use. Vendor agrees to notify the City immediately upon discovery of a
breach or threat of breach which could compromise the integrity of the City's Network, including but not
limited to, theft of Contractor -owned equipment that contains City -provided access software, termination
or resignation of officers, agents, servants, employees or representatives with access to City -provided
Network credentials, and unauthorized use or sharing of Network credentials.
(signature page follows)
ACCEPTED AND AGREED:
CITY OF FORT WORTH
Dana BurgHdoff
By: Dana Burghdoff (Aug 3 , 202311:01 CDT)
Name: Dana Burghdoff
Title: Assistant City Manager
Date: Aug 31, 2023
APPROVAL RECOMMENDED:
By: Christopher Harher(Aug 31, 202307:03 CDT)
Name: Christopher Harder
Title: Director, Water Department
ATTEST:
By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
CONVERGEONE, INC.
By: ✓
Name: Kyle Wewe
Title: Vice President
Date: Aug 29, 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.
By: 9✓ C%' v
Name: Jason Lyssy
Title: IT Manager, Water Department
APPROVED AS TO FORM AND
LEGALITY:
By:
Name: Taylor Paris
Title: Assistant City Attorney
8/14/23, 2:20 PM M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 8/8/2023 REFERENCE NO.: **M&C 23-0653 LOG NAME:
CODE: C TYPE: CONSENT PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
FORT WORTH
6000NVERGEONE
NO
SUBJECT: (ALL) Authorize a Cooperative Purchase Agreement with ConvergeOne, Inc. in the Amount
of $250,000.00 for Hardware, Software, Maintenance and Support of the Water
Department's Extreme Networks, Using the Texas Department of Information Resources
Cooperative Contract Number DIR-TSO-4339
RECOMMENDATION:
Authorize a cooperative purchase agreement with ConvergeOne, Inc. in the amount of $250,000.00
for hardware, software, maintenance and support of the Water Department's Extreme Networks, using
the Texas Department of Information Resources Cooperative contract number DIR-TSO-4339.
DISCUSSION:
The purpose of this Mayor & Council Communication (M&C) is to authorize a cooperative purchase
agreement for services and components for the Water Utility's Extreme Network. Water Utility will use
this agreement to continue the purchase of hardware, software, maintenance and support of its
Extreme Networks components, such as network switches and routers, for an annual cost not to
exceed $250,000.00.
Funding is budgeted and will be budgeted after adoption of the Fiscal Year 2024 Budget by City
Council, in the Water and Wastewater Department's within the Water & Sewer Fund.
PRICE ANALYSIS - The prices were obtained using Texas Department of Information Resources
(DIR) contract number DIR-TSO-4339. The DIR contract offers fixed discounts for these
services. Water Information Technology staff has reviewed the pricing and determined it to be fair and
reasonable.
COOPERATIVE PURCHASING - State law provides that a local government purchasing an
item/service under a Cooperative Purchasing Agreement satisfies state laws requiring that the local
government seek competitive bids for purchase of the item/service. DIR contracts have been
competitively bid to increase and simplify the purchasing power of government entities. DIR is
authorized to offer the cooperative purchasing program to state agencies, public institutions of higher
learning, public school districts and local governments.
SUCCESSOR CONTRACTS - To facilitate planning and budgeting, Staff would prefer to have annual
Agreements that align with the Fiscal Year. However, the DIR Agreement is out of alignment with the
City's Fiscal Year and the current term DIR-TSO-4339 will expire on January 22, 2024. In order for the
Agreement to align with the City's Fiscal Year, adoption of this M&C technically authorizes (i) a series
of Purchase Agreements, each of which will align to a term of the DIR, Agreements to ensure legal
authority exists for the contract, and (ii) an annual spend amount, future years of which would be
subject to City Council appropriation. In the event that a Cooperative Agreement is not renewed, Staff
would cease purchasing at the end of the last Purchase Agreement coinciding with the valid
Cooperative Agreements. 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 DIR-TSO-4339 to make purchases
authorized by this M&C. As noted, DIR-TSO-4339 expires January 22, 2024. If DIR-TSO-4339 is
extended this M&C authorizes the City to purchase similar equipment and supplies under the
extended contracts. If DIR-TSO-4339 is not extended but DIR executes new cooperative contracts
with ConvergeOne with substantially similar terms as DIR-TSO-4339, this M&C authorizes the City to
purchase the equipment, supplies, and services under the new DIR contract.
apps. cfwnet.org/counci I_packet/mc_review.asp? I D=31280&cou nciIdate=8/8/2023 1 /2
8/14/23, 2:20 PM
M&C Review
ADMINISTRATIVE CHANGE ORDER -An administrative change order or increase may be made by
the City Manager in the amount up to the maximum allowed under state law and the City Code and
does not require specific City Council approval as long as sufficient funds have been appropriated.
DVIN -A M/WBE goal is not assigned when purchasing from an approved purchasing cooperative or
public entity.
AGREEMENT TERMS — Upon City Council approval, this agreement shall begin on September 1,
2023 and end on August 31, 2024.
RENEWAL OPTIONS - This Agreement may be renewed in accordance with the renewal options in
DIR-TSO-4339. This action does not require specific City Council approval provided that the City
Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
This will serve ALL COUNCIL DISTRICTS.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the recommendation, funds are available in the
current operating budget, as previously appropriated, in the Water & Sewer Fund and upon adoption
of the Fiscal Year 2024 Budget by City Council, funds will be available in the Fiscal Year 2024
operating budget, as appropriated in the Water & Sewer Fund. Prior to an expenditure being incurred,
the Water Department has the responsibility to validate the availability of funds.
TO
Fund Department Account Project Program Activity
ID ID
FROM
Fund Department Account Project
ID ID
Submitted for Citv Manaaer's Office bv:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Program Activity
Budget Reference # Amount
Year (Chartfield 2)
Budget Reference # Amount
Year (Chartfield 2)
Dana Burghdoff (8018)
Chris Harder (5020)
Rick Lisenbee (2515)
60Converaeone.docx (CFW Internal)
ConveraeOne Conflict of Interest Questionnaire sianed.pdf (CFW Internal)
ConveraeOne FID TABLE.xlsx (CFW Internal)
ConveraeOne Form 1295 Certificate.pdf (CFW Internal)
apps. cfwnet.org/counci I_packet/mc_review.asp? I D=31280&counciIdate=8/8/2023 2/2
FoRTWORTH.
Routing and Transmittal Slip
Water
Department
DOCUMENT TITLE: Cooperative Purchase Agreement with ConvergeOne, Inc.
TO: INITIALS
Rick Lisenbee
RL
Corey Wangler &V
C. W
Jason Lyssy
Kyle Wewe, ConvergeOne
Shane Zondor osz
Jan Hale Jb�
Chris Harder
Taylor Paris
Dana Burghdoff
Ron Gonzales o
R,g v
Jannette Goodall
Allison Tidwell
Charmaine Baylor
Needs to be notarized: ❑ YES x NO
Action Required:
❑ As Requested
❑ For Your Information
x Signature/Routing and/or Recording
❑ Comment
❑ File
FOR CMO USE ONLY: Routing to CSO x YES 0 NO
EXPLANATION
Attached is the agreement between the City of Fort Worth Water Department and ConvergeOne, Inc.
utilizing cooperative agreement DIR-TSO-4339. This agreement provides hardware, software,
maintenance & support, and professional services for the Water Department's Extreme brand networks.
The total contract spending authority is $250,000.00. Because DIR-TSO-4339 is in the process of being
renewed, and this agreement is based upon it, the term of the agreement runs from September 1, 2023
through January 22, 2024, which is when DIR-TSO-4339 expires. Successor Contract language was
approved on M&C 23-0653, to allow the contract to be extended in sync with the DIR agreement, or to
move to a new cooperative contract with substantially similar terms, if it is executed by DIR.
If you have any questions or concerns, please call or email me.
Thank you,
Charmaine Baylor
Sr. IT Business Planner, Water IT
Water Department
Phone: (817) 392-6629