HomeMy WebLinkAboutContract 61075DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
CSC No. 61075
This Cooperative Purchase Agreement ("Agreement") is entered into by and between GTS
Technology Solutions, Inc. ("Vendor") and the City of Fort Worth, ("City"), a Texas home rule
municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1. This Cooperative Purchase Agreement;
2. Exhibit A— Seller's Quote, Scope of Services or Purchase Order;
3. Exhibit B— Cooperative Agency Contract DIR CPO-4754; and
4. Exhibit C— Conflict of Interest Questionnaire.
The Exhibits referenced above, which are attached hereto and incorporated herein, are made a
part of this Agreement for all purposes. Vendor agrees to provide City with the services and goods
included in Exhibit A pursuant to the terms and conditions of this Cooperative Purchase Agreement,
including all exhibits thereto. If any provisions of the attached documents, conflict with the terms herein,
are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance of City, the
terms in this Agreement shall control
City shall pay Vendor in accordance with the fee schedule in Exhibit A and in accordance with
the provisions of this Agreement. Total payment made under this Agreement for the first year by City
shall not exceed One Hundred Thousand Dollars ($100,000.00). 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 shall be for one year beginning on March 13, 2024 and ending on
March 12, 2025. City shall be able to renew this agreement for one (1) one-year renewal option by
written agreement of the parties.
Vendor agrees that City shall, until the expiration of three (3) years after final payment under this
Agreement, or the final conclusion of any audit commenced during the said three years, have access to
and the right to examine at reasonable times any directly pertinent books, documents, papers and records,
including, but not limited to, all electronic records, of Vendor involving transactions relating to this
Agreement at no additional cost to City. Vendor agrees that City shall have access during normal
working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor
reasonable advance notice of intended audits.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or
representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3)
received by the other party by United States Mail, registered, return receipt requested, addressed as
follows:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
To CITY:
To VENDOR:
City of Fort Worth GTS Technology Solutions, Inc.
Attn: Mark McDaniel, Assistant City Manager 9211 Waterford Centre Blvd.
200 Texas Street Suite 275
Fort Worth, TX 76102-6314 Austin, TX 78758
Facsimile: (817) 392-8654 Facsimile: 512-452-0691
With copy to Fort Worth City Attorney's Office
at same address
IP Indemnif'ication. Vendor agrees to indemnify, defend, settle, or pay, at its own cost and
expense, including the payment of attorney's fees, any claim or action against the City for
infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual
property right arising from City's use of the Deliverable(s), or any part thereof, in accordance
with the Agreement, it being understood that the agreement to indemnify, defend, settle or pay
shall not apply if City modifies or misuses the Deliverable(s). So long as Vendor bears the cost and
expense of payment for claims or actions against the City pursuant to this section, Vendor shall
have the right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, City shall have
the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to
protect the City's interest, and City agrees to cooperate with Vendor in doing so. In the event City,
for whatever reason, assumes the responsibility for payment of costs and expenses for any claim
or action brought against the City for infringement arising under the Agreement, the City shall
have the sole right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully
participate and cooperate with the City in defense of such claim or action. City agrees to give
Vendor timely written notice of any such claim or action, with copies of all papers City may receive
relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or
expenses shall not eliminate Vendor's duty to indemnify the City under the Agreement. If the
Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or restrained
or, if as a result of a settlement or compromise, such use is materially adversely restricted,
Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non-infringing,
provided that such modification does not materially adversely affect City's authorized use of the
Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally
equivalent non-infringing Deliverable(s) at no additional charge to City; or (d) if none of the
foregoing alternatives is reasonably available to Vendor, terminate the Agreement, and refund all
amounts paid to Vendor by the City, subsequent to which termination City may seek any and all
remedies available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
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
DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
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.
[Signature Page Follows]
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The undersigned represents and warrants that he or she has the power and authority to execute this
Agreement and bind the respective Vendor.
CITY OF FORT WORTH:
By:
Date:
Mark McDaniel (Mar 9, 202417:27 EST)
Naine: Mark McDaniel Title: Deputy City Manager
Mar 9, 2024
APPROVAL RECOMMENDED:
By: Naine: Kevin Gunn Title: Director, IT Solutions
ATTEST:
By: Naine: Jannette S. Goodall Title: City Secretary
VENDOR:
By:
Date:
:.PJJ��.Si;v.utions, Inc.
j� S.�a.t
Name: racie Simental Title: GTS Technology Solutions
3/5/2024
CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I run the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements.
By: Naine: Jeff Park Title: Sr. IT Solutions Manager
APPROVED AS TO FORM AND LEGALITY:
By: Name: Taylor Paris Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: NIA
DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
GTS
TECHNOLOGY SOLUTIONS
GTS Technology Solutions, Inc.
9211 Waterford Centre Blvd
Suite 275
Austin, TX, 78758
Phone: (512) 452-0651
Removal of Existing Hardware; Image, Asset
Tag and Installation of New Dock and Hardware
as outlined in SOW
2 SERVICES: DEPLOYMENT CLIENT SE:
Installation of Mounts and Docks as outlined in
SOW
3 SERVICES: DEPLOYMENT CLIENT SE: Image
and Asset Tag as outlined in SOW
4 SERVICES: DEPLOYMENT CLIENT SE: Asset
Tag as outlined in SOW
5 FREIGHT CHARGE: Freight Charge
DIR-CPO-4754
DIR-CPO-4754
DIR-CPO-4754
NON CONTRACT
Quote #:
Date:
Delivery Date:
Expire Date:
Customer ID:
Sales Contact:
9.00 EACH
93.00
221.00
1.00
Total Weight (EACH):
Total Volume (EACH):
EACH
EACH
EACH
QT0108422
2/21 /2024
3/22/2024
TXFRTW13004
Jacob Jiongo
$253.92 $2,285.28
$55.15 $5,128.95
$24.24 $5,357.04
$0.00 $0.00
0 Sales Total:
0 Freight & Misc.:
Tax Total:
S Total (USD):
Prices do NOT include taxes, insurance, shipping, delivery, setup fees, or any cables or cabling services or
material unless specifically listed above. If a customer requests expedited or special delivery, causes carrier delay
or requests redelivery, customer will be responsible for any additional charges for these services directly billed by
the carrier. All prices are subject to change without notice. Supply subject to availability.
$60,971.45
$0.00
$0.00
$60,971.45
DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
DIR Contract No. DIR-CPO-4754
STATE OF TEXAS
DEPARTMENT OF INFORMATION RESOURCES
CONTRACT FOR SERVICES
GTS Technology Solutions, Inc.
Introduction
A. Parties
This Contract for End-User IT Outsourcing services is entered into between the State of
Texas, acting by and through the Department of Information Resources (hereinafter "DIR")
with its principal place of business at 300 West 15rh Street, Suite 1300, Austin, Texas 78701,
and GTS Technology Solutions, Inc., (hereinafter "Successful Respondent"), with its
principal place of business at 9211 Waterford Centre Blvd., Suite 275, Austin, Texas, 78758.
B. Compliance with Procurement Laws
This Contract is the result of compliance with applicable procurement laws of the State of
Texas. DIR issued a solicitation on the Comptroller of Public Accounts' Electronic State
Business Daily, Request for Offer (RFO) DIR-CPO-TMP-442, on 10/09/2020, for End-User
IT Outsourcing. Upon execution of this Contract, a notice of award for RFO DIR-CPO-TMP-
442 shall be posted by DIR on the Electronic State Business Daily.
C. Order of Precedence
For purchase transactions under this Contract, the order of precedence shall be as follows:
i. this Contract;
ii. Appendix A, Standard Terms and Conditions;
iii. Appendix B, Successful Respondent's Historically Underutilized Businesses
Subcontracting Plan;
iv. Appendix C, Statement of Work;
v. Appendix D, Master Operating Lease Agreement;
vi. Appendix E, Master Lease Agreement;
vii. E�iibit 1, Successful Respondent's Response to RFO DIR-CPO-TMP-442,
including all Addenda;
viii. and Exhibit 2, RFO DIR-CPO-TMP-442, including all Addenda•,
are incorporated by reference and constitute the entire agreement between DIR and
Successful Respondent governing purchase transactions. In the event of a conflict between
the documents listed in this paragraph, the controlling document shall be this Contract, then
Appendix A, then Appendix B, then Appendix C, then Appendix D, the Appendix E, then
End-User IT Outsourcing Contract Page 1 of 9
DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
DIR Contract No. DIR-CPO-4754
Exhibit 1, and finally Exhibit 2. In the event and to the extent any provisions contained in
multiple documents address the same or substantially the same subject matter but do not
actually conflict, the more recent provisions shall be deemed to have superseded earlier
provisions.
2 Term of Contract
The initial term of this Contract shall be two (2) years commencing the last date of approval by
DIR and Successful Respondent, with one (1) optional two-year renewal and one (1) optional
one-year renewal. Prior to expiration of each term, the contract will renew automatically under
the same terms and conditions unless either party provides notice to the other party sixty (60)
days in advance of the renewal date stating that the party wishes to discuss modification of terms
or not renew.
3 Option to Extend
The Successful Respondent agrees that DIR may require continued performance, not including
termination assistance, beyond the initial or any renewal Contract term, of any of the within
described services at the rates specified in the Contract. This option may be exercised more than
once, but the total extension of performance hereunder shall not exceed four (4) calendar months.
Such extension of services shall be subject to the requirements of the Contract, with the sole and
limited exception that the original date of termination shall be extended pursuant to this
provision. DIR may exercise this option upon thirty (30) calendar days written notice to the
Successful Respondent.
4 Service Offerings
This Contract is for services only. No hardware or software products may be sold under this
Contract. Any products needed to deliver final services must be procured through another
contract vehicle.
Services available under this Contract are limited to the End-User IT Outsourcing Services as
specified in Table 1 below. Successful Respondent may incorporate changes to their services
offering; however, any changes must be within the scope of the RFO and services awarded based
on the posting described in Section 1.B above. Successful Respondent may not add services
which were not included in the Successful Respondent's response to the solicitation described in
Section 1.B above.
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DIR Contract No. DIR-CPO-4754
Tablc 1
Management The management of customer owned equipment or vendor provided
Services e ui ment.
Provisioning of This category includes any information technology equipment that may be
Equipment made commercially available within the current and future technology
marketplace that addresses a business need of a Customer. Equipment
includes, but is not limited to: desktops/workstations, notebooks/portables,
mobility devices, end-user support servers, storage area networks,
networking, software, and peripherals. Services shall include, but not be
limited to: management of equipment procurement, equipment
configuration management, and provisioning of equipment. Successful
Respondent must be capable of provisioning equipment using standard
configurations developed by Customer. Successful Respondent shall be
responsible for bearing the cost of acquisition or lease costs that may be
applicable in the procurement process and for IT equipment that may be
re uired b a Customer.
Desktop This category includes services related to desktop computers (or laptops
Outsourcing acting in the role of desktops), desktop hosting servers, the underlying
Services network infrastructure, the processes and the organization.
Desktop support services include:
• Deskside dispatch
• Hardware break/fix
• Installations, moves, adds and changes (IMAC)
• Remote server
• LAN/WAN (where applicable)
• Shrink-wrapped software (dispatched efforts)
• First-level application (dispatched efforts)
• Enterprise-specific (where required)
• IT asset inventory maintenance and process controls
• Backup and recovery processes
• Patch management
• Output management
• Hardware standards establishment
� Service desk often included
Asset Tracking Maintain a central asset management system to maintain tracking of
Services Successful Respondent owned equipment to include, but not be limited to:
physical location, user, software licenses, maintenance records, and end of
Agreement term dates. Information should be updated as necessary to
account for Installs/Moves/Adds/Changes (IMAC), maintenance, and
deskside support. The system should also be used for tracking any services
that are provided on Customer owned equipment that may be applicable to
a Su lemental A reement.
End-User IT Outsourcing Contract Page 3 of 9
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DIR Contract No. DIR-CPO-4754
Support Services Services provided in the course of providing Management Services.
Service Desk Manage and supply a toll-free telephone number, email address, or
web-based application for a Customer to report maintenance issues,
trouble-tickets, and request other how-to assistance as necessary.
Process must include a timely confirmation of receipt of all Customer
reports and a resolution status of all service requests submitted.
IT service desk is defined as the provision of internal end-user support
for all IT services and includes:
• Labor, facilities, systems, processes, management and connectivity
for service desk support
• First-level and second-level support
• Problem categorization and logging
• Problem tracking and escalation
• Problem resolution
• Remote access and resolution
On Site Support & Provide day-to-day technical on-site support services, to include, but
Moves/Adds/Changes not be limited to: option of Successful Respondent staff residing at a
(MAC) Services Customer location, assisting with complex problem identification,
resolving complex issues which cannot be resolved by assistance of the
help desk, installation of emergency hardware/software fixes,
troubleshooting, physical relocation of equipment, continuing
equipment modifications or upgrades, installation/de-installation,
packing/unpacking of equipment, and swaps/replacement of
equipment. Successful Respondent shall be capable of providing the
services described for volume-based projects that affect several end-
users as may be necessary throughout the term of a Customer's
Su lemental A reement.
Remote Support Manage and provide remote support to "take over" and support a piece
Services of equipment from a centralized location by Successful Respondent
personnel. Successful Respondent shall provide phone support to
assist in resolution of problems from a location that is remote to the
end-user Customer.
Standard and Ad Hoc Produce various types of reports via online or hard copy as may be
Reporting and required by a Customer. These may include, but not be limited to:
Documentation number of problems/calls logged, number of dispatch calls, and
resolution time frames. Successful Respondent shall allow a
Customer's authorized end-user to have electronic access to view and
ue Successful Res ondent's standard re orts.
Break/Fix/Maintenance Manage support services, including bearing any cost, for all equipment
Services owned and provided by the Successful Respondent. This would include,
but not be limited to: time and materials maintenance, troubleshooting,
on-site support function, and upgrading of equipment as needed to
rovide an new technolo features.
Unwind/End of Manage the de-installation and packaging of Successful Respondent
En a ement Services rovided e ui ment, to include but not be limited to: rovidin a lan
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DIR Contract No. DIR-CPO-4754
to manage the unwind of the services, and removal of hard drives to be
left with a Customer for destruction
Technolo Services S ecific a lications or technolo centered rocesses.
Mobility This category defines mobility as the provision of internal end-user
support for all mobile functionality.
The mobile services include:
• Labor, facilities, systems, processes, management and connectivity
• Managing mobile devices, including bring your own device (BYOD)
to securely work with the customer's network and base systems
• Managing mobile device connectivity service
• Problem categorization and logging
• Problem tracking and escalation
• Problem resolution
Hosted Virtual HVD service that can access applications from a centralized server,
Desktop (HVD) combined with a lower-cost desktop solution as the thin client.
Services
Network Management Manage and provide services for network related issues, to include, but
Services not be limited to: connectivity troubleshooting, eliminating bottlenecks,
and monitoring. For DIR eligible telecom Customers,
telecommunications connectivity services will be achieved through the
DIR consolidated telecommunications s stem, TEX-AN.
Software Services Manage services for software to include, but not be limited to: software
configuration management, patches, automated distribution, imaging
creation, and ima in im lementations
Security Services Manage security services as applicable to the equipment as described
within Item 1, Provisioning of Equipment, and, Procurement Services,
that may be provided. To include, but not be limited to: firewalls,
passwords, and data protection, equipment shipped in a default secure
configuration, and option to keep a hard drive is required within the
applicable equipment configuration. DIR reserves the right to
promulgate standards in relation to security services and such standards
will be discussed with Successful Res ondents selected for ne otiation.
Customers shall order the Services by execution of a Statements of Work (SOV�. Successful
Respondent s shall respond by demonstrating qualifications and experience for each engagement.
At a minimum, each SOW will describe the service levels. From responses Customer will
determine best value. The Sample SOW format and service level examples are shown in
Appendix C. Services that can be included to provide End-User IT Outsourcing solutions are set
forth below. Some services may be unavailable as service components, at the discretion of the
Successful Respondent.
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DIR Contract No. DIR-CPO-4754
5 Pricing
Pricing to the DIR Customer shall be as set forth in Appendix A, Standard Contract Terms
and Conditions, Section 8, Pricing, Purchase Orders, Invoices and Payment, and as limited
by Appendix C, Statement of Work, and shall include the DIR Administrative Fee.
6 DIR Administrative Fee
A) The administrative fee to be paid by the Successful Respondent to DIR based on the
dollar value of all sales to Customers pursuant to this Contract three quarters of one
percent (.75%). Payment will be calculated for all sales, net of returns and credits. For
example, the administrative fee for sales totaling $100,000 shall be $750.00.
B) All prices quoted to Customers shall include the administrative fee. DIR reserves the
right to change this fee upwards or downwards during the term of this Contract, upon
written notice to Successful Respondent without further requirement for a formal contract
amendment. Any change in the administrative fee shall be incorporated in the price to the
Customer.
7 Notification
All notices under this Contract shall be sent to a party at the respective address indicated below.
If sent to the State:
Hershel Becker or Successor in Office
Chief Procurement Officer
Department of Information Resources
300 W. 15rh St., Suite 1300
Austin, Texas 78701
Phone: (512) 475-4700
If sent to the Successful Respondent:
Sue Hawk
GTS Technology Solutions, Inc.
9211 Waterford Centre Blvd., Suite 275
Austin, TeXas 78758
Phone: (512) 681-6246
Facsimile: (512) 452-0691
Email: sue.hawk(a(a�,gts-ts.com
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DIR Contract No. DIR-CPO-4754
8 Software License, Statement of Work and Leasing Agreements
A) Shrink/Click-wrap License Agreement
Regardless of any other provision or other license terms which may be issued by Successful
Respondent after the effective date of this Contract, and irrespective of whether any such
provisions have been proposed prior to or after the issuance of a Purchase Order for products
licensed under this Contract, or the fact that such other agreement may be affixed to or
accompany software upon delivery (shrink-wrap), the terms and conditions set forth in this
Contract shall supersede. It is the Customer's responsibility to read the Shrink/Click-wrap
License Agreement and determine if the Customer accepts the license terms as amended by
this Contract. If the Customer does not agree with the license terms, Customer shall be
responsible for negotiating with the reseller to obtain additional changes in the Shrink/Click-
wrap License Agreement language from the software publisher.
B) Master Operating Lease Agreement
DIR and Successful Respondent hereby agree that Successful Respondent is authorized to
utilize the Master Operating Lease Agreement in Appendix D of this Contract for Lessees
that are Texas State Agencies or otherwise authorized to conduct lease transactions through
DIR contracts.
C) Master Lease Agreement
DIR and Successful Respondent hereby agree that Successful Respondent is authorized to
utilize the Master Lease Agreement in Appendix E of this Contract for DIR authorized entities
as Lessees that are not TeXas State Agencies or otherwise required by statute to utilize the
Texas Public Finance Authority for such leasing transactions. Texas State Agencies that have
the requisite capital authority and who are not required to utilize such authority via the Texas
Public Finance Authority may or may not be eligible to utilize the Master Lease Agreement;
each such agency must confer with its own counsel to make this determination.
D) Statement of Work Template
Services provided under this Contract shall be in accordance with the Statement of Work
(SOW) Template as set forth in Appendix C of this Contract. No changes to the SOW terms
and conditions may be made unless previously agreed to by Successful Respondent and
Customer. If utilizing the SOW Template, the Successfu] Respondent and Customer may
agree to terms and conditions that do not diminish or lessen the rights or protections of the
Customer or the responsibilities or liabilities of the Successful Respondent .
E) Conflicting or Additional Terms
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DIR Contract No. DIR-CPO-4754
1) In the event that conflicting or additional terms in SOW or linked or supplemental
documents amend or diminish the rights of DIR Customers or the State, such conflicting
or additional terms shall not take precedence over the terms of this Contract.
2) In the event of a conflict, any linked documents may not take precedence over the
printed or referenced documents comprising this contract; provided further that any
update to such linked documents shall only apply to purchases or leases of the associated
Successful Respondent product or service offering after the effective date of the update;
and, provided further, that, if Successful Respondent has responded to a solicitation or
request for pricing, no update of such linked documents on or after the initial date of
Successful Respondent 's initial response shall apply to that purchase unless Successful
Respondent directly informs Customer of the update before the purchase is
consummated.
3) In the event that different or additional terms or conditions would otherwise result
from accessing a linked document, agreement to said linked document shall not be
effective until reviewed and approved in writing by Customer's authorized signatory.
4) Successful Respondent shall not [without prior written agreement from Customer's
authorized signatory,] require any document that: 1) diminishes the rights, bene�ts, or
protections of the Customer, or that alters the definitions, measurements, or method for
determining any authorized rights, bene�ts, or protections of the Customer; or 2)
imposes additional costs, burdens, or obligations upon Customer, or that alters the
definitions, measurements, or method for determining any authorized costs, burdens, or
obligations upon Customer.
5) If Successful Respondent attempts to do any of the foregoing, the prohibited
documents will be void and inapplicable to the contract between DIR and Successful
Respondent or Successful Respondent and Customer, and Successful Respondent will
nonetheless be obligated to perform the contract without regard to the prohibited
documents, unless Customer elects instead to terminate the contract, which in such case
may be identified as a termination for cause against Successful Respondent .
6) The foregoing requirements apply to all contracts, including, but not limited to,
contracts between Customer and a reseller who attempts to pass through documents and
obligations from its Manufacturer of Publisher.
9 Authorized Exceptions to Appendix A, Standard Terms and Conditions for Product
and Related Services Contracts.
No exceptions have been agreed to by DIR and Successful Respondent.
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DIR Contract No. DIR-CPO-4754
This Contract is executed to be effective as of the date of last signature.
GTS Technology Solutions, Inc.
Authorized By: _Si�nature on File
Name: Britta Butler
Title: Vice President
Date: 03/04/2021
The State of Texas, acting by and through the Department of Information Resources
Authorized By: Si�nature on File
Name: Hershel Becker
Title: Chief Procurement Officer
Date: 03/OS/2021
Office of General Counsel: Si�nature on File 03/04/2021
End-User IT Outsourcing Contract Page 9 of 9
DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICEUSEONLY
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who Date Received
has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local governmental entity not later
than the 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An
offense under this section is a misdemeanor.
� Name of vendor who has a business relationship with local governmental entity.
2
� Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated
completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which
you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information is being disclosed.
Name of Officer
4 Describe each employment or other business relationship with the local government officer, or a family member of the
officer, as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer.
Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form
CIQ as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income, from the vendor?
� Yes � No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
� Yes � No
5 Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director, or holds an
ownership interest of one percent or more.
6
❑ 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).
7
3/5/2024
Signature of vendor doing business with the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021
DocuSign Envelope ID: D2AAF932-FE57-4075-AD95-FEE23BE86F54
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
A complete copy of Chapter 176 of the Local Government Code may be 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 § 176.001(1-a): "Business relationship" means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an
agency of a federal, state, or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by, and reporting to, that agency.
Local Government Code � 176.003(a)(2)(A) and (B):
(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
***
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a
family member of the officer that results in the officer or family member receiving taxable
income, other than investment income, that exceeds $2,500 during the 12-month period
preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed;
or
(ii) the local governmental entity is considering entering into a contract with the
vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than $100 in the 12-month period preceding the date the
officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code � 176.006(a) and (a-1)
(a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship
with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local
governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the
officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any
gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator
not later than the seventh business day after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental
entity; or
(B) submits to the local governmental entity an application, response to a request for proposals
or bids, correspondence, or another writing related to a potential contract with the local
governmental entity; or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a
family member of the officer, described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021