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HomeMy WebLinkAbout056666-A2R5 - General - Contract - Spok, Inc.CSC No. 56666-A2R5 SECOND AMENDMENT AND FIFTH RENEWAL TO FORT WORTH CITY SECRETARY CONTRACT NO. 56666 This Second Amendment and Fifth Renewal is entered into by and between the City of Fort Worth ("City,") a Texas home rule municipality, and Spok, Inc. ("Vendor"). City and Vendor are each individually referred to herein as a "party" and collectively referred to as the "parties." WHEREAS, City and Vendor entered into an Agreement identified as City Secretary Contract No. 56666, effective November 15, 2021 (the "Agreement"), utilizing the General Services Administration ("GSA") Schedule GS-35F-0262T (the "Cooperative Agreement"); WHEREAS, the Cooperative Agreement has since expired, but the Parties have continued to perform their respective obligations under the Agreement; WHEREAS, the parties desire to amend the Agreement to incorporate and align its terms with GSA Contract No. 47QTCA26D000D (the "Successor Contract") WHEREAS, the current term of the Agreement expires on February 5, 2026; WHEREAS, the parties desire to clarify the renewal options available and to renew the Agreement for an additional renewal term beginning February 6, 2026 and expiring October 9, 2027 in alignment with the Successor Contract; and WHEREAS, the parties further desire to administratively increase the annual contract amount to an amount not to exceed $100,000.00. NOW, THEREFORE, the parties, acting herein by the through their duly authorized representatives, enter into the following agreement: I. AMENDMENTS 1. The Agreement is hereby amended to incorporate and align its terms with the Successor Contract, GSA Contract No. 47QTCA26D000D, attached hereto to this Second Amendment and Fifth Renewal as Exhibit C-1 of the Agreement. 2. The Agreement is hereby amended to align the renewal terms of the Successor Contract and clarify that, following this Fifth Renewal term, three (3) additional one-year renewal terms remain pursuant to the Successor Contract. 3. The Agreement is hereby amended to increase the annual contract amount to not exceed $100,000.00. OFFICIAL RECORD II. RENEWALS CITY SECRETARY FT. WORTH, TX Second Amendment and Fifth Renewal to Fort Worth City Secretary Contract No. 56666 Page 1 of 4 The Agreement is hereby renewed for an additional Renewal Term beginning February 6, 2026 and set to expire October 9, 2027. III. MISCELLANEOUS All other terms, provisions, conditions, covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. [Signature Page Follows] Second Amendment and Fifth Renewal to Fort Worth City Secretary Contract No. 56666 Page 2 of 4 [Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:] City: Spok, Inc. B y� Dianna Giordano (Feb 5, 2026 13:26:40 CST) B y: Name: Dianna Giordano Name: Title: Assistant City Manager Title: Date: 02/05/2026 Date:�- CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: 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 By: / and reporting requirements. Name: Kevin Gunn Title: Director, IT Solutions 9A'l 2ry By: Approved as to Form and Legality: Name: Jason Lyssy Title: Sr. IT Solutions Manager CA.nd ac, ' 1544 UA ra' By: CzndwPagfaa(Feb3,2026 �831UT) City Secretary: oovoupq uF FORr ao Name: Candace Pagliara o,,° °°10O0 Title: Sr. Assistant City Attorney °O� ° By: Oa�� nEXP?a4 Contract Authorization: Name: Jannette Goodall M&C: N/A Title: City Secretary Approval Date: N/A Form 1295: N/A OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Second Amendment and Fifth Renewal to Fort Worth City Secretary Contract No. 56666 Page 3 of 4 Exhibit C-1 GSA Contract No. 47QTCA26D000D (Attached) Second Amendment and Fifth Renewal to Fort Worth City Secretary Contract No. 56666 Page 4 of 4 �V k spo AUTHORIZED FEDERAL SUPPLY SERVICE INFORMATION TECHNOLOGY SCHEDULE PRICELIST GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY EQUIPMENT, SOFTWARE AND SERVICES Note: All non-professional labor categories must be incidental to and used solely to support hardware, software and/or professional services, and cannot be purchased separately. 33411 --- Purchasing of New Electronic Equipmnt - SUBJECT TO COOPERATIVE PURCHASING FSC/PSC Class 7010 — IT HARDWARE 511210 --- Software Licenses - SUBJECT TO COOPERATIVE PURCHASING FSC/PSC Class 7030 — IT SOFTWARE AND MAINTENANCE 54151 --- Maintenance of a Software as a Service - SUBJECT TO COOPERATIVE PURCHASING 517312 --- Wireless Mobility Solutions - SUBJECT TO COOPERATIVE PURCHASING FSC/PSC Class D304 - TELECOMMUNICATIONS Spok, Inc., 3000 Technology Drive, Suite 400, Plano, Texas 75074 Phone 703.269.6850, Fax 877.351.0872, Email aov.salesCcD_spok.com www.spok.com Contract Number: 470TCA-26-D-000D Period Covered by Contract: 10-Oct-2025 through 09-Oct-2030 Pricelist current through Modification Request # Award, dated 10/10/2025 Mass Modification # A815 dated 29-Oct-2025 "Prices Shown Herein are Net (discount deducted)" Products and ordering information in this Authorized FSS Information Technology Schedule Pricelist are also available on the GSA Advantage! System. Agencies can browse GSA Advantage! by accessing the Federal Supply Service's Home Page via the Internet at httt)://www.fss.Rsa.Rov/ Table of Contents INFORMATION FOR ORDERING ACTIVITIES.................................................................. TERMS AND CONDITIONS SIN 33411.........................................................................................................10 TERMS AND CONDITIONS SIN 511210........................................................................................................ 13 TERMS AND CONDITIONS SIN 54151......................................................................................................... 26 TERMS AND CONDITIONS SIN 517312....................................................................................................... 27 1. INFORMATION FOR ORDERING ACTIVITIES APPLICABLE TO ALL SPECIAL ITEM NUMBERS SPECIAL NOTICE TO AGENCIES: Small Business Participation SBA strongly supports the participation of small business concerns in the Federal Supply Schedules Program. To enhance Small Business Participation SBA policy allows agencies to include in their procurement base and goals, the dollar value of orders expected to be placed against the Federal Supply Schedules, and to report accomplishments against these goals. For orders exceeding the micropurchase threshold, FAR 8.404 requires agencies to consider the catalogs/pricelists of at least three schedule contractors or consider reasonably available information by using the GSA Advantage! TM on-line shopping service (www.fss.gsa.gov). The catalogs/pricelists, GSA Advantage!Tm and the Federal Supply Service Home Page (www.fss.gsa.gov) contain information on a broad array of products and services offered by small business concerns. This information should be used as a tool to assist ordering activities in meeting or exceeding established small business goals. It should also be used as a tool to assist in including small, small disadvantaged, and women -owned small businesses among those considered when selecting pricelists for a best value determination. For orders exceeding the micropurchase threshold, customers are to give preference to small business concerns when two or more items at the same delivered price will satisfy their requirement. Geographic Scope of Contract: Domestic delivery is delivery within the 48 contiguous states, Alaska, Hawaii, Puerto Rico and Washington, DC. Offerors are requested to check one of the following boxes: [X] The Geographic Scope of Contract will be domestic and overseas delivery. [ ] The Geographic Scope of Contract will be overseas delivery only. [ ] The Geographic Scope of Contract will be domestic delivery only. For Special Item Number 33411 Wireless Services ONLY, if awarded, will be for limited domestic service only. SDok. Inc. will Drovide Software, one and two-wav messaaina services and wireless information services throuahout SDok's coveraae area within the United States to include Alaska and Hawaii. These Services are offered on a local. reaional and nationwide basis emDlovina diaital networks. Contractor's Ordering Address and Payment Information: Orderina/Contract Admin Address: Pavment Addresses SDok. Inc. Spok, Inc. 3000 Technoloav Drive. Suite 400 P.O. Box 660324 Plano. Texas 75074 Dallas, TX 75266-0324 Contractors are required to accept credit cards for payments equal to or less than the micro -purchase threshold for oral or written delivery orders. Credit cards will/will not be acceptable for payment above the micro -purchase threshold. The following telephone number(s)can be used by ordering activities to obtain technical and/or ordering assistance: Spok, Inc. H.Q. 800.611.8488 Customer Service Group: 888.957.7243 Michelle Wolfe 512.243.6147, Fax 866.432.8513 Scott Reilly 443.305.6145, Fax 877.351.0872 3 LIABILITY FOR INJURY OR DAMAGE The Contractor shall not be liable for any injury to ordering activity personnel or damage to ordering activity property arising from the use of equipment maintained by the Contractor, unless such injury or damage is due to the fault or negligence of the Contractor. Statistical Data for Government Ordering Office Completion of Standard Form 279: Block 9: G. Order/Modification Under Federal Schedule Block 16: Unique Entity Identifier (UEI) JEARDVYGX7M7 Data Universal Numbering System (DUNS) Number: 139624829 Block 30: Type of Contractor — B = Other Small Business B. Other Small Business Block 31: Woman -Owned Small Business - No Block 36: Contractor's Taxpayer Identification Number (TIN): 91-1199104 4a. CAGE Code: OSC08 4b. Contractor has registered with the Central Contractor Registration Database. 5. FOB Destination, Shipment sent via UPS Ground, expedited/overnight delivery at an additional charge 6. DELIVERY SCHEDULE a. TIME OF DELIVERY: The Contractor shall deliver to destination within the number of calendar days after receipt of order (ARO), as set forth below: SPECIAL ITEM NUMBER DELIVERY TIME (Days ARO) 33411 FSC CLASS 5820 Radio TV EO Excent Airborne 30 Days 33411 FSC CLASS 5830 — Pa2ers 5-7 Days 33411 FSC CLASS 5895 — IRM Communication Eauinment 30 Days 33411 FSC CLASS N070 —Installation of Eauinment 30 Days 511210 FSC CLASS 7030 — Information TechnoloRv Software 90-120 Days b. URGENT REQUIREMENTS: When the Federal Supply Schedule contract delivery period does not meet the bona fide urgent delivery requirements of an ordering activity, ordering activities are encouraged, if time permits, to contact the Contractor for the purpose of obtaining accelerated delivery. The Contractor shall reply to the inquiry within 3 workdays after receipt. (Telephonic replies shall be confirmed by the Contractor in writing.) If the Contractor offers an accelerated delivery time acceptable to the ordering activity, any order(s) placed pursuant to the agreed upon accelerated delivery time frame shall be delivered within this shorter delivery time and in accordance with all other terms and conditions of the contract. Discounts: Prices shown are NET Prices; Basic Discounts have been deducted. a. Prompt Payment: 0 % - 0 days from receipt of invoice or date of acceptance, whichever is later. b. Quantity None C. Dollar Volume None d. Government Educational Institutions are offered the same discounts as all other Government customers. None Other. Volume Discounts Available with Vice President/Executive Approval. 4 Trade Agreements Act of 1979, as amended: All items are U.S. made end products, designated country end products, Caribbean Basin country end products, Canadian end products, or Mexican end products as defined in the Trade Agreements Act of 1979, as amended. 9. Statement Concerning Availability of Export Packing: N/A 10. Small Requirements: The minimum dollar value of orders to be issued is $ 100.00. 11. Maximum Order (All dollar amounts are exclusive of any discount for prompt payment.) a. The Maximum Order value for the following Special Item Numbers (SINS) is $500,000: Special Item Number 33411 - Purchase of Equipment Special Item Number 511210 - Perpetual Software Licenses Special Item Number 54151 - Maintenance of Software as a Service Special Item Number 33411 - Wireless Services 12. ORDERING PROCEEDURES FOR FEDERAL SUPPLY SCHEDULE CONTRACTS Ordering activities shall use the ordering procedures of Federal Acquisition Regulation (FAR) 8.405 when placing an order or establishing a BPA for supplies or services. These procedures apply to all schedules. a. FAR 8.405-1 Ordering procedures for supplies, and services not requiring a statement of work. FAR 8.405-2 Ordering procedures for services requiring a statement of work. 13. FEDERAL INFORMATION TECHNOLOGY/TELECOMMUNICATION STANDARDS REQUIREMENTS: ordering activities acquiring products from this Schedule must comply with the provisions of the Federal Standards Program, as appropriate (reference: NIST Federal Standards Index). Inquiries to determine whether or not specific products listed herein comply with Federal Information Processing Standards (FIPS) or Federal Telecommunication Standards (FED-STDS), which are cited by ordering activities, shall be responded to promptly by the Contractor. 13.1 FEDERAL INFORMATION PROCESSING STANDARDS PUBLICATIONS (FIPS PUBS): Information Technology products under this Schedule that do not conform to Federal Information Processing Standards (FIPS) should not be acquired unless a waiver has been granted in accordance with the applicable "FIPS Publication." Federal Information Processing Standards Publications (FIPS PUBS) are issued by the U.S. Department of Commerce, National Institute of Standards and Technology (MIST), pursuant to National Security Act. Information concerning their availability and applicability should be obtained from the National Technical Information Service (NTIS), 5285 Port Royal Road, Springfield, Virginia 22161. FIPS PUBS include voluntary standards when these are adopted for Federal use. Individual orders for FIPS PUBS should be referred to the NTIS Sales Office, and orders for subscription service should be referred to the NTIS Subscription Officer, both at the above address, or telephone number (703) 487-4650. 13.2 FEDERAL TELECOMMUNICATION STANDARDS (FED-STDS): Telecommunication products under this Schedule that do not conform to Federal Telecommunication Standards (FED-STDS) should not be acquired unless a waiver has been granted in accordance with the applicable "FED -STD." Federal Telecommunication Standards are issued by the U.S. Department of Commerce, National Institute of Standards and Technology (MIST), pursuant to National Security Act. Ordering information and information concerning the availability of FED-STDS should be obtained from the GSA, Federal Supply Service, Specification Section, 470 East L'Enfant Plaza, Suite 8100, SW, Washington, DC 20407, telephone number (202)619-8925. Please include a self-addressed mailing label when requesting information by mail. Information concerning their applicability can be obtained by writing or calling the U.S. Department of Commerce, National Institute of Standards and Technology, Gaithersburg, MD 20899, telephone number (301)975-2833. 5 14. CONTRACTOR TASKS / SPECIAL REQUIREMENTS (C-FSS-370) (NOV 2001) (a) Security Clearances: The Contractor may be required to obtain/possess varying levels of security clearances in the performance of orders issued under this contract. All costs associated with obtaining/possessing such security clearances should be factored into the price offered under the Multiple Award Schedule. (b) Travel: The Contractor may be required to travel in performance of orders issued under this contract. Allowable travel and per diem charges are governed by Pub L. 99-234 and FAR Part 31, and are reimbursable by the ordering agency or can be priced as a fixed price item on orders placed under the Multiple Award Schedule. The Industrial Funding Fee does NOT apply to travel and per diem charges. NOTE: Refer to FAR Part 31.205-46 Travel Costs, for allowable costs that pertain to official company business travel in regards to this contract. (c) Certifications, Licenses and Accreditations: As a commercial practice, the Contractor may be required to obtain/possess any variety of certifications, licenses and accreditations for specific FSC/service code classifications offered. All costs associated with obtaining/ possessing such certifications, licenses and accreditations should be factored into the price offered under the Multiple Award Schedule program. (d) Insurance: As a commercial practice, the Contractor may be required to obtain/possess insurance coverage for specific FSC/service code classifications offered. All costs associated with obtaining/possessing such insurance should be factored into the price offered under the Multiple Award Schedule program. (e) Personnel: The Contractor may be required to provide key personnel, resumes or skill category descriptions in the performance of orders issued under this contract. Ordering activities may require agency approval of additions or replacements to key personnel. (f) Organizational Conflicts of Interest: Where there may be an organizational conflict of interest as determined by the ordering agency, the Contractor's participation in such order may be restricted in accordance with FAR Part 9.5. (g) Documentation/Standards: The Contractor may be requested to provide products or services in accordance with rules, regulations, OMB orders, standards and documentation as specified by the agency's order. (h) Data/Deliverable Requirements: Any required data/deliverables at the ordering level will be as specified or negotiated in the agency's order. (i) Government -Furnished Property: As specified by the agency's order, the Government may provide property, equipment, materials or resources as necessary. 0) Availability of Funds: Many Government agencies' operating funds are appropriated for a specific fiscal year. Funds may not be presently available for any orders placed under the contract or any option year. The Government's obligation on orders placed under this contract is contingent upon the availability of appropriated funds from which payment for ordering purposes can be made. No legal liability on the part of the Government for any payment may arise until funds are available to the ordering Contracting Officer. 15. CONTRACT ADMINISTRATION FOR ORDERING ACTIVITIES: Any ordering activity, with respect to any one or more delivery orders placed by it under this contract, may exercise the same rights of termination as might the GSA Contracting Officer under provisions of FAR 52.212-4, paragraphs (1) Termination for the ordering activity's convenience, and (m) Termination for Cause (See C.1.) 16. GSA Advantage! 6 GSA Advantage! is an on-line, interactive electronic information and ordering system that provides on-line access to vendors' schedule prices with ordering information. GSA Advantage! will allow the user to perform various searches across all contracts including, but not limited to: (1) Manufacturer; (2) Manufacturer's Part Number; and (3) Product categories. Agencies can browse GSA Advantage! by accessing the Internet World Wide Web utilizing a browser (ex.: NetScape). The Internet address is http://www.fss.asa.gov/. 17. PURCHASE OF OPEN MARKET ITEMS NOTE: Open Market Items are also known as incidental items, noncontract items, non -Schedule items, and items not on a Federal Supply Schedule contract. ODCs (Other Direct Costs) are not part of this contract and should be treated as open market purchases. Ordering Activities procuring open market items must follow FAR 8.402(f). For administrative convenience, an ordering activity contracting officer may add items not on the Federal Supply Multiple Award Schedule (MAS) -- referred to as open market items -- to a Federal Supply Schedule blanket purchase agreement (BPA) or an individual task or delivery order, only if- (1) All applicable acquisition regulations pertaining to the purchase of the items not on the Federal Supply Schedule have been followed (e.g., publicizing (Part 5), competition requirements (Part 6), acquisition of commercial items (Part 12), contracting methods (Parts 13, 14, and 15), and small business programs (Part 19)); (2) The ordering activity contracting officer has determined the price for the items not on the Federal Supply Schedule is fair and reasonable; (3) The items are clearly labeled on the order as items not on the Federal Supply Schedule; and (4) All clauses applicable to items not on the Federal Supply Schedule are included in the order. 18. CONTRACTOR COMMITMENTS, WARRANTIES AND REPRESENTATIONS a. For the purpose of this contract, commitments, warranties and representations include, in addition to those agreed to for the entire schedule contract: (1) Time of delivery/installation quotations for individual orders; (2) Technical representations and/or warranties of products concerning performance, total system performance and/or configuration, physical, design and/or functional characteristics and capabilities of a product/equipment/ service/software package submitted in response to requirements which result in orders under this schedule contract. (3) Any representations and/or warranties concerning the products made in any literature, description, drawings and/or specifications furnished by the Contractor. The above is not intended to encompass items not currently covered by the GSA Schedule contract. 19. OVERSEAS ACTIVITIES The terms and conditions of this contract shall apply to all orders for installation, maintenance and repair of equipment in areas listed in the pricelist outside the 48 contiguous states, Alaska, Hawaii, and Washington, DC. Upon request of the Contractor, the ordering activity may provide the Contractor with logistics support, as available, in accordance with all applicable ordering activity regulations. Such ordering activity support will be provided on a reimbursable basis, and will only be provided to the Contractor's technical personnel whose services are exclusively required for the fulfillment of the terms and conditions of this contract. 7 20. BLANKET PURCHASE AGREEMENTS (BPAs) The use of BPAs under any schedule contract to fill repetitive needs for supplies or services is allowable. BPAs may be established with one or more schedule contractors. The number of BPAs to be established is within the discretion of the ordering activity establishing the BPA and should be based on a strategy that is expected to maximize the effectiveness of the BPA(s). Ordering activities shall follow FAR 8.405-3 when creating and implementing BPA(s). 21. CONTRACTOR TEAM ARRANGEMENTS Contractors participating in contractor team arrangements must abide by all terms and conditions of their respective contracts. This includes compliance with Clauses 552.238-74, Industrial Funding Fee and Sales Reporting, i.e., each contractor (team member) must report sales and remit the IFF for all products and services provided under its individual contract. 22. INSTALLATION, DEINSTALLATION, REINSTALLATION The Davis -Bacon Act (40 U.S.C. 276a-276a-7) provides that contracts in excess of $2,000 to which the United States or the District of Columbia is a party for construction, alteration, or repair (including painting and decorating) of public buildings or public works with the United States, shall contain a clause that no laborer or mechanic employed directly upon the site of the work shall received less than the prevailing wage rates as determined by the Secretary of Labor. The requirements of the Davis -Bacon Act do not apply if the construction work is incidental to the furnishing of supplies, equipment, or services. For example, the requirements do not apply to simple installation or alteration of a public building or public work that is incidental to furnishing supplies or equipment under a supply contract. However, if the construction, alteration or repair is segregable and exceeds $2,000, then the requirements of the Davis -Bacon Act applies. The ordering activity issuing the task order against this contract will be responsible for proper administration and enforcement of the Federal labor standards covered by the Davis -Bacon Act. The proper Davis -Bacon wage determination will be issued by the ordering activity at the time a request for quotations is made for applicable construction classified installation, deinstallation, and reinstallation services under SIN 33411. 23. SECTION 508 COMPLIANCE. If applicable, Section 508 compliance information on the supplies and services in this contract are available in Electronic and Information Technology (EIT) at the following: h":Hsook.com/accet)table use policy ap-reements/508comMiance1tml The EIT standard can be found at: www.Section508.Rov/. Spok, Inc. is committed to providing wireless products and services that are accessible to all people, including individuals with disabilities. Spok, Inc. believes that the hardware used for access to our network provides accessibility options to various users by way of these standard features: 1. Vibration and audible alert, with volume settings 3. Adjustable font sizes 2. Operator dispatch 4. Voice mail Although Spok, Inc. does not manufacture the hardware used to access our networks we continue to work with our vendors to develop and offer hardware and solutions that are accessabile to all individuals. Spok, Inc. with work with individual agencies as needed to identify their specific Section 508 requirements. 8 24. PRIME CONTRACTOR ORDERING FROM FEDERAL SUPPLY SCHEDULES. Prime Contractors (on cost reimbursement contracts) placing orders under Federal Supply Schedules, on behalf of an ordering activity, shall follow the terms of the applicable schedule and authorization and include with each order (a) A copy of the authorization from the ordering activity with whom the contractor has the prime contract (unless a copy was previously furnished to the Federal Supply Schedule contractor); and (b) The following statement: This order is placed under written authorization from dated . In the event of any inconsistency between the terms and conditions of this order and those of your Federal Supply Schedule contract, the latter will govern. 25. INSURANCE —WORK ON A GOVERNMENT INSTALLATION (JAN 1997)(FAR 52.228-5) (a) The Contractor shall, at its own expense, provide and maintain during the entire performance of this contract, at least the kinds and minimum amounts of insurance required in the Schedule or elsewhere in the contract. (b) Before commencing work under this contract, the Contractor shall notify the Contracting Officer in writing that the required insurance has been obtained. The policies evidencing required insurance shall contain an endorsement to the effect that any cancellation or any material change adversely affecting the Government's interest shall not be effective— (1) For such period as the laws of the State in which this contract is to be performed prescribe; or (2) Until 30 days after the insurer or the Contractor gives written notice to the Contracting Officer, whichever period is longer. (c) The Contractor shall insert the substance of this clause, including this paragraph (c), in subcontracts under this contract that require work on a Government installation and shall require subcontractors to provide and maintain the insurance required in the Schedule or elsewhere in the contract. The Contractor shall maintain a copy of all subcontractors' proofs of required insurance, and shall make copies available to the Contracting Officer upon request. 26. SOFTWARE INTEROPERABILITY. Offerors are encouraged to identify within their software items any component interfaces that support open standard interoperability. An item's interface may be identified as interoperable on the basis of participation in a Government agency -sponsored program or in an independent organization program. Interfaces may be identified by reference to an interface registered in the component registry located at htto://www.core.gov. 27. ADVANCE PAYMENTS A payment under this contract to provide a service or deliver an article for the United States Government may not be more than the value of the service already provided or the article already delivered. Advance or pre -payment is not authorized or allowed under this contract. (31 U.S.C. 3324) 9 TERMS AND CONDITIONS APPLICABLE TO PURCHASE OF GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY EQUIPMENT (SPECIAL ITEM NUMBER 33411) MATERIAL AND WORKMANSHIP All equipment furnished hereunder must satisfactorily perform the function for which it is intended. ORDER Written orders, EDI orders (GSA Advantage! and FACNET), credit card orders, and orders placed under blanket purchase agreements (BPA) agreements shall be the basis for purchase in accordance with the provisions of this contract. If time of delivery extends beyond the expiration date of the contract, the Contractor will be obligated to meet the delivery and installation date specified in the original order. For credit card orders and BPAs, telephone orders are permissible. TRANSPORTATION OF EQUIPMENT FOB DESTINATION. Prices cover equipment delivery to destination, for any location within the geographic scope of this contract. INSTALLATION AND TECHNICAL SERVICES All handheld caging reception/hardware devices are normally self -installable and readv to use upon delivery with installation of battery. a. INSTALLATION. When the equipment provided under this contract is not normally self -installable, the Contractor's technical personnel shall be available to the ordering activity, at the ordering activity's location, to install the equipment and to train ordering activity personnel in the use and maintenance of the equipment. The charges, if any, for such services are listed below, or in the price schedule: All paging equipment, desk top or rack mount transmitters, interfaces and related products under SIN 33411 are normallv self -installable. b. INSTALLATION, DEINSTALLATION, REINSTALLATION. The Davis -Bacon Act (40 U.S.C. 276a-276a-7) provides that contracts in excess of $2,000 to which the United States or the District of Columbia is a party for construction, alteration, or repair (including painting and decorating) of public buildings or public works with the United States, shall contain a clause that no laborer or mechanic employed directly upon the site of the work shall received less than the prevailing wage rates as determined by the Secretary of Labor. The requirements of the Davis -Bacon Act do not apply if the construction work is incidental to the furnishing of supplies, equipment, or services. For example, the requirements do not apply to simple installation or alteration of a public building or public work that is incidental to furnishing supplies or equipment under a supply contract. However, if the construction, alteration or repair is segregable and exceeds $2,000, then the requirements of the Davis -Bacon Act applies. The ordering activity issuing the task order against this contract will be responsible for proper administration and enforcement of the Federal labor standards covered by the Davis -Bacon Act. The proper Davis -Bacon wage determination will be issued by the ordering activity at the time a request for quotations is made for applicable construction classified installation, deinstallation, and reinstallation services under SIN 33411. 10 C. OPERATING AND MAINTENANCE MANUALS. The Contractor shall furnish the ordering activity with one (1) copy of all operating and maintenance manuals which are normally provided with the equipment being purchased. INSPECTION/ACCEPTANCE The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The ordering activity reserves the right to inspect or test any equipment that has been tendered for acceptance. The ordering activity may require repair or replacement of nonconforming equipment at no increase in contract price. The ordering activity must exercise its postacceptance rights (1) within a reasonable time after the defect was discovered or should have been discovered; and (2) before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item. 6. WARRANTY a. Unless specified otherwise in this contract, the Contractor's standard commercial warranty as stated in the contract's commercial pricelist will apply to this contract. Standard commercial warrantv of 30 days applies to all vaeine products unless stated differently in price list. b. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract. C. Limitation of Liability. Except as otherwise provided by an express or implied warranty, the Contractor will not be liable to the ordering activity for consequential damages resulting from any defect or deficiencies in accepted items. d. If inspection and repair of defective equipment under this warranty will be performed at the Contractor's plant, the address is as follows: Spok, Inc. Repair & Returns 3000 Technology Drive, Suite 400 Plano, TX 75074 PURCHASE PRICE FOR ORDERED EQUIPMENT The purchase price that the ordering activity will be charged will be the ordering activity purchase price in effect at the time of order placement, or the ordering activity purchase price in effect on the installation date (or delivery date when installation is not applicable), whichever is less. 8. RESPONSIBILITIES OF THE CONTRACTOR The Contractor shall comply with all laws, ordinances, and regulations (Federal, State, City or otherwise) covering work of this character, and shall include all costs, if any, of such compliance in the prices quoted in this offer. TRADE-IN OF INFORMATION TECHNOLOGY EQUIPMENT When an ordering activity determines that Information Technology equipment will be replaced, the ordering activity shall follow the contracting policies and procedures in the Federal Acquisition Regulation (FAR), the policies and procedures regarding disposition of information technology excess personal property in the Federal Property Management Regulations (FPMR) (41 CFR 101-43.6), and the policies and procedures on exchange/sale contained in the FPMR (41 CFR part 101-46). 11 10. PRODUCT PRICING Paging Equipment Purchase Rates SIN 33411 GSA Price New Equipment Purchase Prices — Spok, Inc. Does Not Sell Equipment Without Activation of Service Numeric Devices ST800/ST800+ $ 69.16 Alpha Devices (GenA / Alpha Elite) $ 122.36 IT5 Pager Encrypted (ST5) / Unencrypted (T51J) $ 122.36 M90/ST902 2-Way Devices $ 264.22 T52 2-Way Device $ 175.56 For a complete listing of all Spok, Inc. paging devices to include User Guides and product specific Data Sheets please vist our web site at: www.si)ok.com. Prices for service enabling devices offered above are only vaild for equipment activated on Spok, Inc. wide area paging network. ReadyCall Waiting Area Equipment & Accessories SIN 33411 GSA Price ReadyCall Waiting Area Coaster or Text Pager $ 122.36 ReadyCall Charger Base $ 83.93 ReadyCall Charger Adapter $ 11.08 ReadyCall Replacement/Spare Battery $ 4.24 ReadyCall Battery Cover $ 1.67 ReadyCall 4:1 AC Adaptor $ 30.82 12 TERMS AND CONDITIONS APPLICABLE TO PERPETUAL SOFTWARE LICENSES (SPECIAL ITEM NUMBER 511210) AND MAINTENANCE AS A SERVICE (SPECIAL ITEM NUMBER 54151) OF GENERAL PURPOSE COMMERCIAL INFORMATION TECHNOLOGY SOFTWARE 1. INSPECTION/ACCEPTANCE The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The ordering activity reserves the right to inspect or test any software that has been tendered for acceptance. The ordering activity may require repair or replacement of nonconforming software at no increase in contract price. The ordering activity must exercise its postacceptance rights (1) within a reasonable time after the defect was discovered or should have been discovered; and (2) before any substantial change occurs in the condition of the software, unless the change is due to the defect in the software. 2. GUARANTEE/WARRANTY This Customer Agreement Master Terms and Conditions ("Master Terms and Conditions") is entered into by Spok, Inc. ("Spok") and the GSA Customer under GSA Schedule contracts ("hereafter Licensee or Ordering Activity"). These Master Terms and Conditions are effective as of the latest date signed below after all parties have signed. The entire agreement between the parties includes these Master Terms and Conditions, the underlying GSA Schedule Contract, the Schedule Price List and each GSA Customer Purchase Order ("Order") entered into by Customer and Spok at any time and which refers to these Master Terms and Conditions (collectively, the "Agreement"). The following terms supplement and govern each Order entered into by Customer and any Spok at any time: 1. Definitions. 1.1 "Designated Users" means the maximum number of users or other quantity designation identified on an Order who are authorized to use the Software. 1.2 "Documentation" means the then -current electronic or printed material, operating and technical documentation relating to the functions, features or specifications and operations of the applicable Software and made available by Spok. Documentation excludes all marketing materials, proposals, demonstrations and content made available for instructional or informational purposes only. 1.3 "Hardware" means any physical components of a computer or other electronic system which is licensed to the Licensee and described on an Order. 1.4 "Maintenance" means updates to the Software which Spok incorporates into the Software and does not separately price or market, together with using reasonable efforts to provide Licensee with avoidance procedures. 1.5 "GSA Customer Purchase Order" ("Order") means an Order for goods or services placed by the GSA Customer under the GSA Schedule Contract and FAR part 8.4. All Orders entered into by Spok and Customer shall refer to this Agreement. 1.6 "Permitted Users" means the natural persons authorized by Licensee to use the Products within the scope of the License and who each have an ID (profile) and password. 1.7 "Perpetual License" means a license to use the Software that does not have a term limit identified on an applicable Order. 1.8 "Products" means the Software and/or Hardware, together with its applicable Documentation, which have been included in an Order. 1.9 "Release" means the edition of a Product after it has been designated as a release and made generally available by Spok. 1.10 "Services" means training, implementation, consulting, subscription or other services provided by Spok, excluding support. 1.11 "Software" means the software code and media described in an Order and any repairs, replacements, upgrades, updates, enhancements and new Releases provided by Spok under applicable Maintenance or Support, and any copies made available to the Licensee. 1.12 "Subscription License" means a license to use the Software that has a specific term limit identified on an applicable Order. 1.13 Service Level Expectation ("SLE") means Spok's document describing the levels of Support included or available for purchase by Licensee under an Order, and the documents referenced therein. 1.14 "Support" means the level of maintenance and support services described in an Order and in the SLE, and purchased by Licensee for the Spok Products listed in that Order. 1.15 "Support Period" means the period of time designated in an applicable Order. 1.16 "Warranty Period" means the period beginning on the day the Licensee accepts Hardware licensed from Spok and ending ninety (90) days later. 13 2. Software License Grant. Upon execution of an Order by Spok, Spok hereby grants Licensee a non-exclusive and non -transferable license to use and to allow its Permitted Users to use or access the Products described in the Order the License granted is up to the maximum number of Designated Users identified on the Order and is only for internal use by Licensee and Permitted Users for Licensee's operations. In no way does the License grant the Licensee and its Permitted Users the right to grant sub -licenses or authorizations, whether exclusive or non-exclusive, to third parties for access to or use of the Software. 3. Software License Limitations. Licensee and its Permitted Users shall not: (i) adapt the Software or create derivative versions of the Software; transmit, distribute or supply, whether by rental, sale, licensure, loan, or any other mechanism, partially or in full, the Software to any third party; rework the Software (e.g., for the purpose of correcting deficiencies) or make additions or improvements to the Software; (iv) reverse engineer the Software or attempt to derive source code from the Software; (v) alter or modify the Documentation; (vi) use the Software to provide support to or a service to any third party; (vii) copy the Software for any reason (including in a virtual environment, creating a test environment, redundant environment, for disaster recovery purposes, or replication of the Software, except to the extent Spok has given prior written consent to Licensee to copy the Software or the Licensee has licensed additional copies of the Software for the above purposes; (viii) Licensee is prohibited from removing or altering any of the confidential, proprietary or intellectual property rights notice(s) embedded in or that Spok otherwise provides with the Software; and (ix) Licensee may not simultaneously use the same User ID (profile) on more than one computer terminal or access point. Upon request during the Support Period, Spok will provide Licensee additional copies (either by CD/DVD or electronic format) of the Software listed in a Purchase Order pursuant to the GSA Schedule Contract). 4. Delivery and Installation. 4.1 Except as otherwise agreed in an Order, Licensee is responsible for all installation of the Software and Hardware, delivery, training, data conversion, implementation and other services. 5. Services. The applicable Order will state (i) the rates based on the GSA Schedule Price List and the basis for provision of Services to Licensee. In the provision of Services to Licensee, Spok may share information of Licensee with its business partners as may be necessary to provide Services to Licensee. Any business partner engaged by Spok to assist in the provision of Services to Licensee will adhere to the Confidential Information standards contained in Section 23. 6. Suaaort Services. 6.1 TvDes of Support Services. Spok will provide Licensee with the level of Maintenance and Support identified on a Purchase Order at the prices stated therein, based on the GSA Schedule Price List. ("Support Fees"). Subject to the level of Support purchased and Section 6.4(b), Support will include: (a) help desk support, (b) corrections to allow the unmodified Software (when properly installed and configured) to operate materially and substantially as described in the Documentation for that Software (by providing a program patch, update, new Release, or instruction for avoiding the error, as determined by Spok), and (c) updates and new Releases of the Software when made generally available by Spok for installation and use by Licensee. New Software requires execution of a new or modified Order and is not provided as a new Release or as part of Support for other Software. 6.2 Limitations. All Support will be part of the applicable Products and will be performed pursuant to the Spok Support guidelines listed in the SLE and this Agreement. Spok's obligation to provide Licensee with Support for the Products owned by parties other than Spok is limited to providing Licensee with the Support that the applicable third -party owner provides to Spok for that Product. Licensee must provide Spok with such facilities, equipment and support as are reasonably necessary for Spok to perform its obligations under this Agreement, including remote access to the Products. 6.3 Support and Support Renewal. a. During the initial Support Period, Spok (i) will directly or indirectly provide Support to Licensee for the Products pursuant to the Purchase Order and the underlying GSA Schedule Contract. b. Unless otherwise described in an applicable Purchase Order pursuant to the GSA Schedule Contract, Spok does not maintain or support Products modified outside of Support or Services provided by Spok. After the Initial Support Period Renewal shall require execution of a new or modified Purchase Order. 7. Limited Warrantv and Disclaimer of Warrantv 7.1 Limited Warrantv by SOok. a. Software Warrantv. At the time of your acceptance of the Software, Spok warrants that (a) the applicable media for the Software will be free of defects, (b) Spok will have timely used up-to-date, commercially available virus scanning and cleaning, and will not have knowingly (based on the results of that scanning and cleaning) delivered Software containing any viruses, time bombs or other undocumented programs which inhibit the use of the Software, and (c) Software will include the functionality described in the Documentation for the Software. b. Hardware Warrantv. Unless otherwise stated on an applicable Order Form, Spok warrants for a period of ninety (90) days, beginning on the date of acceptance, that the Hardware is free from defects in material and workmanship. Spok's obligation under any Hardware warranty is limited to repairing and replacing, at Spok's option, the Hardware at no charge to Licensee. c. Software and Hardware Warrantv Conditions. The Software and Hardware warranties set forth in Sections 7.1a and 7.1 b are conditioned upon (i) Licensee's proper use, maintenance, management and supervision of the Software and Hardware, (ii) use with supplies or consumable materials supplied by Spok, (iii) use with a suitable operating environment, (iv) the absence of any intentional or negligent act or other cause external to the Software or Hardware affecting their operability or performance, and (v) the conditions set forth in Section 7.3. 14 7.2 Disclaimer of Warrantv. THE LIMITED WARRANTIES IN THIS SECTION 7 ARE MADE TO LICENSEE EXCLUSIVELY AND ARE IN LIEU OF ALL OTHER WARRANTIES. SPOK MAKES NO OTHER WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED, WITH REGARD TO THE SOFTWARE, DOCUMENTATION, HARDWARE, SUPPORT, MAINTENANCE, AND SERVICES, IN WHOLE OR IN PART, OR ANY OTHER MATTER UNDER THIS AGREEMENT. SPOK EXPLICITLY DISCLAIMS ALL WARRANTIES OF NON -INFRINGEMENT, MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE. SPOK EXPRESSLY DOES NOT WARRANT THAT THE SOFTWARE, IN WHOLE OR IN PART, WILL BE ERROR FREE. FURTHER, SPOK EXPRESSLY DOES NOT WARRANT THAT PRODUCTS OR ANY SUPPORT WILL BE USABLE BY LICENSEE, IF THE PRODUCT HAS BEEN MODIFIED BY ANYONE OTHER THAN SPOK, WILL OPERATE WITHOUT INTERRUPTION, OR WILL BE COMPATIBLE WITH ANY HARDWARE OR SOFTWARE OTHER THAN THOSE IDENTIFIED IN THE DOCUMENTATION. SPOK DOES NOT WARRANTY THAT THE SOFTWARE, SUPPORT, HARDWARE ORSERVICES ARE FREE OF NONMATERIAL DEFECTS OR THAT THEY WILL MEET THE SPECIFIC REQUIREMENTS OR NEEDS OF LICENSEE'S ORGANIZATION. 7.3 Abrooation of Limited Warrantv. The limited warranties in this Section 7 will be null and void to the extent that (i) without the prior written approval of Spok, which will not be unreasonably withheld, Support is performed on the Products by any party other than Spok or an Spok-approved party, or (ii) any addition to, removal from or modification of the Products is made without Spok's approval. All parts replaced under warranty will become the property of Spok. All of Spok's Support and Services that are not covered under this limited warranty shall be ordered pursuant to the execution of a new or modified Order. 7.4 Failure of Essential Purpose. THE PARTIES HAVE AGREED THAT THE LIMITATIONS SPECIFIED IN SECTION 16 WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE AND REGARDLESS OF WHETHER LICENSEE HAS ACCEPTED ANY SOFTWARE OR SERVICE UNDER THIS AGREEMENT. 7.5 Secondary Use for Notification. Licensee understands and agrees that any Product used to assist in providing system notification to its users is limited to secondary notification only and that Licensee's own systems provide primary notification. Spok disclaims any warranty or responsibility for providing system notification to Licensee's users. Indemnitv by Spok. Spok will indemnify the GSA Customer at its own expense, against any action brought by a third party to the extent that the action is based upon a claim that the Software directly infringes any patent, copyright or misappropriates any trade secret and Spok will pay those costs and damages finally awarded against Licensee in any such action that are specifically attributable to such claim or those costs and damages agreed to in a monetary settlement of such action. Spok's obligations under this indemnification are expressly conditioned on the following: (i) Licensee must promptly notify Spok of any such claim; (ii) Licensee will afford Spok the right to intervene in any litigation, at its own expense, through counsel of its choosing. (iii) Spok must cooperate with the Government to facilitate the settlement or defense of the claim (including without limitation by making available all documents and information in its possession or control that are relevant to the claim); (iv) the claim must not arise from modifications or (with the express exception of other software and third party hardware and software specified by Spok in writing as necessary for use with the Software) from the use or combination of products provided by Spok with items provided by Licensee. (v) Licensee must not by any act, including without limitation by any admission or acknowledgement, materially prejudice the ability satisfactorily to defend or settle the claim; (vi) the claim does not arise out of Licensee's failure to comply with the terms of this Agreement, including without limitation use of the Software in a manner for which it was not designed (as evidenced by the Documentation) or Spok's instructions. If any Software is, or in Spok's opinion is likely to become, the subject of an intellectual property rights infringement claim, then Spok, at its sole option and expense, and to the extent commercially reasonable, will either: (A)work with the Government to obtain for Licensee the right to continue using the Software under the terms of this Agreement; or (B) replace the Software with products that are substantially equivalent in function, or modify the Software so that it becomes non -infringing and substantially equivalent in function; or (C) refund to Licensee the portion of the license fee paid to Spok for the Software giving rise to the infringement claim, depreciated as provided for in U.S. Department of Treasury regulations. THE FOREGOING SETS FORTH SPOK'S EXCLUSIVE OBLIGATION AND LIABILITY WITH RESPECT TO INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. Nothing contained herein shall be construed in derogation of the U.S. Department of Justice's right to defend any claim or action brought against the U.S., pursuant to its jurisdictional statute 28 U.S.C. §516. 9. Warranty Remedies. 9.1. Licensee's Remedies. a. Licensee's exclusive remedies, and Spok's exclusive obligations, for a breach by Spok of the Software Warranty, Hardware Warranty or Support Warranty are as follows: (i) Spok will provide Support to repair, replace or furnish an upgrade of the non -conforming Products to enable those Products to comply with the applicable Software Warranty or Hardware Warranty; and (ii) if Spok cannot comply with Section 9.1(a)(i) within the applicable cure period, Licensee may terminate this Agreement and Spok will refund the fees paid by Licensee to Spok for the non -conforming Products, subject to the limitations in Section 16. b. Licensee's exclusive remedies for breach of the Services Warranty or Spok's Service obligations are as follows: (i) Spok will re -perform or re -deliver those Services at no additional charge within the cure period; and (ii) if Spok cannot complete that re -performance within the applicable Cure Period, Licensee may terminate the Services and Spok will refund the fees paid by Licensee to Spok for those Services not re -performed and timely cured, subject the limitations in Section 16. 10. Term and Termination. When the end user is an instrumentality of the U.S., recourse against the United States for any alleged breach of this Agreement must be made as a dispute under the contract Disputes Clause (Contract Disputes Act). During any dispute under the Disputes 15 Clause, Spok shall proceed diligently with performance of this contract, pending final resolution of any request for relief, claim, appeal, or action arising under the contract, and comply with any decision of the Contracting Officer. 10.1 Survival of Obliaations. All obligations relating to non-use and non -disclosure of Confidential Information, indemnity, limitation of liability, will survive termination of this Agreement. 11. Notices. All notices and other communications required or permitted under the Agreement must be in writing and will be deemed given when (i) delivered personally, (ii) sent by registered or certified mail, return receipt requested, or (iii) sent by overnight courier. Notices must be sent to a party at its address shown on the signature page of this Agreement, or to such other place as the party may subsequently designate for its receipt of notices in accordance with this Section 11. Any notices of breach and/or termi nation will be provided as stated in the FAR and the underlying GSA Schedule Contract. 12. Force Maieure. Pursuant to FAR 52.212-4(f), neither party will be liable to the other for any failure or delay in performance under this Agreement due to circumstances beyond its reasonable control, and without its fault or negligence including acts of God, or the public enemy, acts of Government in its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather and delays of common carriers. 13. Assianment. Licensee may not assign, transfer, rent or re -license or otherwise transfer any of its rights or obligations under this Agreement, and any attempt at such assignment will be void without the prior written consent of Spok. Assignment by Spok is subject to FAR 52.232-23 "Assignment of Claims" (Jan. 1986) and FAR subpart 42.12 "Novation and Change -of -Name Agreements" (Sep. 2013). 14. No Waiver. A party's failure to enforce its rights with respect to any single or continuing breach of this Agreement will not act as a waiver of the right of that party to later enforce any such rights or to enforce any other or any subsequent breach. 15. Choice of Law: Severabilitv. When the end user is an instrumentality of the U.S. Government, this is a contract with the U.S. Government and is subject to Federal law including, but not limited to the Federal Acquisition Regulation. Venue and jurisdiction of any disputes are determined by the applicable federal statute (Federal Tort Claims Act, Contract Disputes Act, etc.). If any provision of this Agreement is illegal or unenforceable, it will be deemed stricken from the Agreement and the remaining provisions of the Agreement will remain in full force and effect. The United Nations Convention on the International Sale of Goods (CISG) shall not apply to the interpretation or enforcement of this Agreement. 16. LIMITATIONS OF LIABILITY. 16.1 LIMITED LIABILITY OF SPOK. EXCEPT ONLY FOR (i) INDEMNIFICATION BY SPOK FOR THIRD PARTY CLAIMS UNDER SECTION 8 ABOVE, (ii) BODILY INJURY, (iii) DIRECT DAMAGE TO REAL OR TANGIBLE PERSONAL PROPERTY TO THE EXTENT CAUSED BY SPOK'S NEGLIGENCE OR WILLFUL MISCONDUCT, OR (iv) SPOK'S BREACH OF ITS OBLIGATIONS UNDER SECTION 19 BELOW, SPOK'S AGGREGATE AND CUMULATIVE LIABILITY FOR DAMAGES TO LICENSEE WILL BE, WHETHER IN CONTRACT OR TORT, LIMITED TO ACTUAL DIRECT MONEY DAMAGES IN AN AMOUNT NOT TO EXCEED THE AGGREGATE PURCHASE ORDER(S), PRICE PAID, INCLUDING FEES PAID BY LICENSEE TO SPOK ANNUALLY. IF NO DISCRETE FEE IS IDENTIFIED IN THE APPLICABLE ORDER FORM, SPOK'S CUMULATIVE LIABILITY TO LICENSEE WILL AN AMOUNT NOT TO EXCEED THE FEE REASONABLY ASCRIBED BY SPOK FOR THE COMPONENT SYSTEM GIVING RISE TO THE LIABILITY. 16.2 EXCLUSION OF DAMAGES. EXCEPT FOR BREACH OF SECTION 3, IN NO EVENT WILL SPOK OR LICENSEE BE LIABLE FOR ANY SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOST PROFITS, LOSS OF USE, LOSS OF REVENUE OR LOSS OF DATA OR BUSINESS INTERRUPTION WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. NEITHER PARTY WILL SEEK OR APPLY FOR SUCH DAMAGES. THE FOREGOING EXCLUSION/LIMITATION OF LIABILITY SHALL NOT APPLY (1) TO PERSONAL INJURY OR DEATH CAUSED BY SPOK'S NEGLIGENCE; (2) FOR FRAUD; (3) FOR EXPRESS REMEDIES UNDER LAW OR THE CONTRACT; OR (4) FOR ANY OTHER MATTER FOR WHICH LIABILITY CANNOT BE EXCLUDED BY LAW. 17. Compliance with Laws. Licensee will comply with all laws, rules and regulations applicable to the use of the Software, including but not limited to (i) the Federal Food, Drug, and Cosmetic Act (21 U.S.C. § 301 et seq.) and its implementing regulations. Licensee shall comply with the medical device reporting requirements set forth at 21 C.F.R. Part 803, Subpart C, to the extent applicable; (ii) U.S. export controls; (iii) U.S. Foreign Corrupt Practices Act; and any other Federal Laws. Licensee acknowledges that Spok is not providing any electronic communications service and that Licensee is solely responsible for complying with any legal requirements applicable to its provision or use of electronic communications services in connection with the Software. Licensee shall not export the Products from the United States without Spok's prior written authorization and compliance with applicable federal law. Licensee is responsible for compliance with the Agreement by its personnel. 18. Audit Riahts. Subject to government security requirements, Spok may audit the relevant records of Licensee solely at its own expense to ensure compliance with the terms of this Agreement and each applicable Order Form(s). Spok will notify Licensee in writing at least 30 (30) business days prior to any such audit. Any such audit will be conducted during Licensee's regular business hours at 16 Licensee's offices and will not unreasonably interfere with Licensee's activities. Spok may audit Licensee no more than once in any twelve (12) month period. If the Spok's audit reveals any overuse of the software licenses granted to the GSA Customer, Spok will provide immediate notice to the GSA Customer of the alleged deficiency and may invoice the GSA Customer for the number of licenses required to bring it into compliance under this Agreement. 19. HIPAA. To the extent that the regulations implementing the Health Insurance Portability and Accountability Act of 1996 and subsequently the Health Information Technology for Economic and Clinical Health Act (collectively, "the Acts"), apply to any Products, Support, or Services provided under this Agreement, Spok will conduct its activities in such a manner as to facilitate Licensee's compliance with the Acts. If an amendment to this Agreement is necessary to comply with the Acts, Spok and Licensee will negotiate such amendment in good faith prior to the applicable enforcement date. 20. Licensee Responsibilities. Throughout the term of this Agreement, Licensee shall take the following actions, and Licensee acknowledges that Spok's obligation to provide Services and Support is conditioned upon Licensee taking such actions: (a) Follow all Spok installation, operation and maintenance instructions. (b) Provide the Spok-specified environment, electrical and telecommunication connections. (c) Subject to Government security requirements, provide Spok access to the Products to enable Spok to perform maintenance. (d) Have a representative available during any on -site Spok Services or Support activity. (e) Maintain a procedure external to the Software and host computer for reconstruction of lost or altered files, data or programs to the extent Licensee deems necessary. 21. Fees. Pavment Terms and Taxes. Fees shall be in accordance with the negotiated Order base on the pricing under the GSA Schedule Price List. Payment shall be in accordance with FAR 52.212, the underlying GSA Schedule Contract and any applicable Orders. 21.4 Taxes. Taxes are subject to FAR 52.212-4(k) which provides that the contract price shall include all federal, state and local taxes and duties. Spok shall state separately on its invoices, taxes excluded from the fees, and the GSA Customer agrees to either pay the amount of the taxes (based on the current value of the equipment or services) to Spok or provide it evidence necessary to sustain an exemption, in accordance with FAR 52.229-1 and FAR 52.229-3. 22. License Term. 22.1 Perpetual License. The license term for Software identified on a fully executed Order as being perpetual will be for a perpetual period of time, but may be terminated as provided in the FAR, the underlying GSA Schedule Contract and/or any applicable Order. 22.2 Subscription License. The license term for Software identified on a fully executed Order as being a subscription will be for the initial term identified on the Order ("Initial Term"). Renewal shall require execution of a new or modified Purchase Order. 23. Confidential Information. 23.1 Confidential Information means: software code and benchmark tests for the Products, Documentation, Services, and Support; Permitted User ID (profile) and passwords; Licensee financial information; data; and all other information marked as confidential. When the end user is an instrumentality of the U.S. Government, neither this EULA nor the Schedule Price List shall be deemed "confidential information" notwithstanding marking to that effect. Notwithstanding anything in this Agreement to the contrary, the GSA Customer may retain such Confidential Information as required by law, regulation or its bona fide document retention procedures for legal, regulatory or compliance purposes; provided however, that such retained Confidential Information will continue to be subject to the confidentiality obligations of this Agreement. Confidential information does not include: a) information made generally available without restriction by the disclosing party or by an authorized third party; b) information known to the receiving party independent of disclosures by the disclosing party; c) information independently developed without access to or use of the disclosing party's Confidential Information; or d) Information that must be disclosed pursuant to court order. Licensee's Confidential Information also excludes any new features or functionality suggested by Licensee for the Products. 23.2 The parties will use reasonable efforts to keep each other's Confidential Information secret and will use that information only to fulfill the rights and obligations under this Agreement. Spok recognizes that Federal agencies are subject to the Freedom of Information Act, 5 U.S.C. § 552, and that information that does not fall under certain exceptions must be released when requested despite being characterized as "confidential" by vendor. Additionally, Spok recognizes that courts of competent jurisdiction may require certain information to be released. 24. Miscellaneous. 24.1 Effect of Termination. Upon any termination or expiration of this Agreement: (a) Licensee's rights under the License end (the provisions of the Agreement concerning protection of intellectual property rights and Confidential Information survive.) 24.2 No Hire of Certain EmDlovees. Subject to applicable federal law, Licensee agrees that until one (1) year after the later of (a) the termination and non -renewal of the Support Period or (b) the completion of Services, Licensee will not hire, employ or contract for services with any employee of Spok who provides Support or Services to Licensee; provided that solicitations and subsequent hirings initiated through general newspaper or website advertisements and other general circulation materials not directly targeted at such individuals shall not be deemed solicitations in violation of this sentence. 24.3 Intellectual Property Riahts. Spok retains all intellectual Property Rights in the Products, as well as in the Services. Spok may use any and all feedback that Licensee provides to Spok regarding Spok products without any payment, accounting, remuneration, or attribution to Licensee, as long as it does so in an anonymous format. "Feedback" means information provided, in any manner, by or on behalf of Licensee with respect to any Spok product or service or their enhancement, 17 customization, configuration, installation, or Implementation, including but not limited to ideas, concepts, suggestions, materials, functions, methods, processes, and rules. 25. U.S. Government Restricted Riahts. Use, duplication or disclosure by the Government is subject to restrictions set forth herein pursuant to FAR 52.227-14 "Rights in Data" (Dec. 2007), DFARS 252.227.7015 "Technical Data -Commercial Items" (Jun. 2013) and other applicable DFARS provisions. 26. Entire Aareement. This Agreement, the underlying GSA Schedule Contract, the Schedule Price List and any applicable GSA Customer Purchase Orders constitute the entire understanding and agreement of the parties. This Agreement, however shall not take precedence over the terms of the underlying GSA Schedule Contract or any specific, negotiated terms on the GSA Customer's Purchase Order. No modification of this Agreement will be effective unless it is in writing and signed by each party. Spok, Inc. Licensee: (Authorized Signature) (Authorized Signature) (Printed Name) (Printed Name) (Title) (Title) (Date) (Date) Address: City: State/Zip or Province/Po stal Code: Country: 18 Part # Manufacturer Description Price w/I GSA Priri Origin A105-1008 Spok, Inc. Physicians Consult Site License $ 4,471.94 US IA105-1009 Spok, Inc. Physicians Consult Workstation License $ 889.97 US IA105-1011 Spok, Inc. Spok Mobile Gateway -Standalone $ 10,701.76 US IA105-1012 Spok, Inc. Wakeup Base Property License $ 22,374.41 US IA105-1014 Spok, Inc. Wakeup PBX License $ 6,524.03 US IA105-1015 Spok, Inc. Wakeup Port $ 581.06 US IA105-1016 Spok, Inc. Wakeup Multi -Language License $ 5,925.72 US IA105-1017 Spok, Inc. Wakeup Language License $ 4,082.12 US IA105-1018 Spok, Inc. Wakeup Voice Talent License $ 4,082.12 US IA105-1019 Spok, Inc. Wakeup Do Not Disturb PBX License $ 4,118.89 US IA105-1020 Spok, Inc. Wakeup Group Wakeup $ 10,025.09 US IA105-1023_1-25 Spok, Inc. Spok Mobile Device - 1-25 Perpetual Licensing $ 9,929.47 US IA105-1023_26-50 Spok, Inc. Spok Mobile Device - 26-50 Perpetual Licensing $ 13,239.29 US IA105-1023_51-100 Spok, Inc. Spok Mobile Device - 51-100 Perpetual Licensing $ 17,652.39 US IA105-1023_101-250 Spok, Inc. Spok Mobile Device - 101-250 Perpetual Licensing $ 27,581.86 US IA105-1023_251-500 Spok, Inc. Spok Mobile Device - 251-500 Perpetual Licensing $ 49,647.36 US IA105-1023_501-1000 Spok, Inc. Spok Mobile Device - 501-1000 Perpetual Licensing $ 88,261.96 US IA105-1023_1001-3000 Spok, Inc. Spok Mobile Device - 1001-3000 Perpetual Licensing $ 248,236.78 US IA105-1023_3001-5000 Spok, Inc. Spok Mobile Device - 3001-5000 Perpetual Licensing $ 294,206.55 US IA105-1023_5001-10000 Spok, Inc. Spok Mobile Device - 5001-10000 Perpetual Licensing $ 330,982.37 US IA105-1023_10001-20000 Spok, Inc. Spok Mobile Device - 10001-20000 Perpetual Licensing $ 551,637.28 US IA105-1023_20001-40000 Spok, Inc. Spok Mobile Device - 20001-40000 Perpetual Licensing $ 809,068.01 US IA105-1023_40001-60000 Spok, Inc. Spok Mobile Device - 40001-60000 Perpetual Licensing $1,103,274.56 US IA105-1023_60001-80000 Spok, Inc. Spok Mobile Device - 60001-80000 Perpetual Licensing $1,323,929.47 US IA105-1027 Spok, Inc. Spok Mobile Redundant Server License $ 5,354.56 US IA105-1028 Spok, Inc. Wakeup Remote Property License $ 5,295.72 US IA105-1030 Spok, Inc. Voice Assited Transfer Point $ 713.45 US IA110-1201 Spok, Inc. Device Preference Engine System License $ 21,403.53 US IANSVC Spok, Inc. Answering Service Module License $ 4,471.94 US IANSVC-WS Spok, Inc. Answering Service Workstation License $ 970.88 US IAPI Spok, Inc. Data Service/XML API Package $ 16,056.32 US IBEDCOUNT Spok, Inc. Number of Monitored Beds $ 13.24 US ICC_DB_Analytics Spok, Inc. Alerting Dashboards $ 5,290.91 US ICC_SIP_PARK_SERVICEMC Spok, Inc. Care Connect SIP Park Service $ 8,561.41 US ICC_SIP_PARK_SERVICESC Spok, Inc. Care Connect SIP Park Service $ 8,561.41 US ICC_SIP_PARK_SERVICESS Spok, Inc. Care Connect SIP Park Service $ 856.14 US ICC_SPEECH_ADAS_DTMF Add-OnSS Spok, Inc. Care Connect Speech Morale Call DTMF Add On Port $ 581.06 US ICC_SPEECH_ADAS_DTMFSS Spok, Inc. Care Connect Speech Morale Call DTMF Base $ 581.06 US ICC_SPEECH_DIR PORTMC Spok, Inc. Care Connect Speech Directory Add On Port $ 934.11 US ICC_SPEECH_DIR PORTSC Spok, Inc. Care Connect Speech Directory Add On Port $ 934.11 US ICC_SPEECH_DIRMC Spok, Inc. Care Connect Speech Directory Ports $ 934.11 US ICC_SPEECH_DIRSC Spok, Inc. Care Connect Speech Directory Ports $ 934.11 US ICC_SPEECH_DIRSS Spok, Inc. Care Connect Speech Directory Ports $ 934.11 US ICC_SPEECH_DTMF PORTMC Spok, Inc. Care Connect Speech DTMF Add on Port $ 463.38 US ICC_SPEECH_DTMF PORTSC Spok, Inc. Care Connect Speech DTMF Add on Port $ 463.38 US ICC_SPEECH_DTMF PORTSS Spok, Inc. Care Connect Speech DTMF Add on Port $ 463.38 US ICC_SPEECH_DTMFMC Spok, Inc. Care Connect Speech DTMF Add on Port $ 463.38 US ICC_SPEECH_DTMFSC Spok, Inc. Care Connect Speech DTMF Add on Port $ 463.38 US ICC_SPEECH_DTMFSS Spok, Inc. Care Connect Speech DTMF Add on Port $ 463.38 US IC -IF PBX IVR A Spok, Inc. Analog PBX connection $ 3,552.24 US IC -IF PBX IVR D Spok, Inc. Digital PBX connection $ 3,552.24 US IDBSYNCHRO Pager database synchronization for Messenger and Spok Spok, Inc. Console $ 7,686.15 US Part # Manufacturer Description Price w/I GSA Priri Origin EMMP Spok, Inc. Enhanced Park -Meet -Me Software Port $ 809.07 US IENR-BASEPKG Spok, Inc. e.Notify Application Software w/12 Voice Ports $ 15,372.29 US IENR-EMI Spok, Inc. Email Out Interface $ 8,855.62 US IENR-FAXI Spok, Inc. Fax - Outbound Up to 4 ports $ 5,925.72 US IENR-FAXI-PORT Spok, Inc. Fax - Outbound Additional Ports $ 529.57 US IENR-SCH Spok, Inc. On Call Scheduling $ 3,405.44 US IFACILITYSYS_INT Spok, Inc. Facility Management Interface $ 5,354.56 US IFIREALARM_INT Spok, Inc. Fire Alarm Interface $ 2,140.35 US IFS ADM LIC Spok, Inc. ADM Connection License No Cost US IFS ADVNC Spok, Inc. Advanced Nurse Call Interface $ 6,715.26 US IFS EMM VAR UP Spok, Inc. EMM VAR -OEM upgrade $ 1,073.85 US IFS EMM VAR UP-Smartlink Spok, Inc. Fusion EMM VAR -OEM Upgrade for SmartLink $ 1,073.85 US IFS HYTERA Spok, Inc. Hytera Two Way Radio Interface $ 3,530.48 US IFS MTRBO Spok, Inc. Moto Trbo Interface $ 3,214.21 US IFS POCSAG Spok, Inc. POCSAG Interface $ 2,383.07 US IFS TMM R Spok, Inc. Fusion Transmitter Multiplier Module $ 728.16 US IFS USER UP1 Spok, Inc. 1 Additional Concurrent User Client License $ 448.66 US IFS WCTP Spok, Inc. WCTP Interface $ 2,383.07 US IFSALCATEL Spok, Inc. Alcatel Wireless Telephone Interface $ 2,383.07 US IFSCISCO Spok, Inc. Cisco Wireless Telephone Interface $ 2,383.07 US IFSCOMP Spok, Inc. COMP Interface $ 2,383.07 US IFSEMAIL Spok, Inc. SMTP/E-mail Interface $ 2,383.07 US IFSESPA Spok, Inc. ESPA Interface $ 2,383.07 US IFSGEN Spok, Inc. Generic Interface $ 2,383.07 US IFSKIRK Spok, Inc. Kirk Wireless Telephone Interface $ 2,383.07 US IFSNEC Spok, Inc. NEC Wireless Telephone Interface $ 2,383.07 US IFSREC1000P Spok, Inc. 100 Additional Recipient Licenses $ 529.57 US IFSREMOTE Spok, Inc. Remote Display Interface $ 2,383.07 US IFSREPORT Spok, Inc. Reporting Module $ 2,140.35 US IFSSCOPE Spok, Inc. SCOPE Interface $ 2,383.07 US IFSSNPP Spok, Inc. SNPP Interface $ 2,383.07 US IFSSPECTRA Spok, Inc. Spectra Link Wireless Telephone Interface $ 2,383.07 US IFSTAP Spok, Inc. TAP Interface $ 2,383.07 US IFSTEKKSCRIPT Spok, Inc. TEKK Script Interface $ 2,383.07 US IFSUSERUP Spok, Inc. 5 Additional User Client Licenses $ 2,243.32 US IGAME_SLOT_CON Spok, Inc. Gaming Slot Machine Connections -1 per machine $ 110.33 US IGAME_SYS Spok, Inc. Gaming System Interface - 1 per vendor system $ 21,403.53 US IGDBI Spok, Inc. Glenayre Database Interface $ 8,855.62 US IHL7 Spok, Inc. Patient Information Interface (HL7/ADT) $ 16,056.32 US IHOSP_INT Spok, Inc. Hospitality System Interface $ 8,561.41 US IHRI Spok, Inc. Integrate with External Data Feeds $ 16,056.32 US IIF AIM -ADM Spok, Inc. ADM Interface $ 3,552.54 US IIF ALCATEL Spok, Inc. Alcatel Wireless Telephone Interface $ 3,604.03 US IIF AMC Spok, Inc. Spok Mobile Gateway for Messenger No Cost US IIF ASCOMGW Spok, Inc. Ascom OAP Gateway $ 3,604.03 US IIF ASCOMGW TAP Spok, Inc. Ascom TAP Gateway $ 3,604.03 US IIF ASCOMGW UNIFY Spok, Inc. Unify Gateway $ 3,604.03 US IIF BERNOULI Spok, Inc. Patient care interface -Bernoulli $ 4,861.76 US IIF CAPSULEDC Spok, Inc. Patient care interface -Capsule DataCaptor $ 4,861.76 US IIF CISCO Spok, Inc. Cisco Wireless Telephone Interface $ 3,604.03 US IIF COVID VS Spok, Inc. Patient care interface -Medtronic Vital Sync $ 4,861.76 US IIF DERINFGW Spok, Inc. Patient care interface -Draeger Infinity $ 4,861.76 US IIF DEVCONNX Spok, Inc. Patient care interface -Nant Health $ 4,861.76 US Part # Manufacturer Description GSA Pricew/IFF Origin IIF DOSETRAC Spok, Inc. Patient care interface - BBraun DoseTrac $ 4,861.76 US IIF DURESS _SYS_MSGR Spok, Inc. Duress System without RTLS $ 3,552.54 US IIF EMAIL Spok, Inc. E-Mail Interface Input -Output $ 4,280.71 US IIF EMERGIN_MSGR Spok, Inc. Emergin Interface $ 3,604.03 US IIF GECSCAPE Spok, Inc. Patient care interface -GE CareScape $ 4,861.76 US IIF GENERAL INPUT/OUTPUT Spok, Inc. General Messenger Interface $ 3,552.54 US IIF HL7WFA Spok, Inc. HL7 Workflow Interface $ 13,423.17 US IIF IRMS Spok, Inc. IRM Switch $ 3,530.48 US IIF MASIMO Spok, Inc. Patient care interface - Masimo PCD Adapter $ 4,861.76 US IIF MTONE Spok, Inc. Multitone DECT Interface $ 3,604.03 US IIF PAGING -POCSAG Spok, Inc. In house paging -Pocsag $ 3,552.54 US IIF PAGING-IH Spok, Inc. In house paging connection $ 3,552.54 US IIF PAGING-PURC Spok, Inc. In house paging -PURC $ 3,552.54 US IIF PAGING -WA Spok, Inc. Wide area paging connection $ 3,530.48 US IIF PAGING-ZETRON Spok, Inc. In house paging-Zetron $ 3,552.54 US IIF PANARAMA Spok, Inc. Patient care interface-MindRay Panorama $ 4,861.76 US IIF PATIENT DATA Spok, Inc. Secure EMIR patient data integration $ 3,552.54 US IIF PHILIVUE Spok, Inc. Patient care interface -Philips IntelliVue $ 4,861.76 US IIF PRINTER Spok, Inc. Printer Interface $ 3,604.03 US IIF REMOTE Spok, Inc. Remote Display Interface $ 3,604.03 US IIF RTLS_2WAY_INT_MSGR Spok, Inc. RTLS 2 Way Interface $ 7,494.91 US IIF SCRIPT-ADV Spok, Inc. Advanced Scripting $ 17,314.06 US IIF SCRIPT-BAS Spok, Inc. Basic Scripting $ 5,773.80 US IIF SCRIPT-INT Spok, Inc. Intermediate Scripting $ 11,577.03 US IIF SMS Spok, Inc. SMS Interface $ 3,604.03 US IF SPACECEI Spok, Inc. Patient care interface - SpaceLabs $ 4,861.76 US IIF SPECTRALINK Spok, Inc. Avaya Wireless Telephone Interface $ 3,604.03 US IIF SPECTRALINK DECT Spok, Inc. Spectralink Dect Wireless Telephone Interface $ 3,604.03 US IIF SPECTRALINK EPIC Spok, Inc. Epic Wireless Telephone Interface $ 3,604.03 US IIF SPECTRALINK NEC Spok, Inc. NEC Wireless Telephone Interface $ 3,604.03 US I I F SPECTRALINK CAI Spok, Inc. Spectralink OAI Wireless Telephone Interface $ 3,604.03 US IIF SPECTRALINK WEB Spok, Inc. Spectral -ink Web Wireless Telephone Interface $ 3,604.03 US IIF STAFFAS SYN Spok, Inc. Staff Assignment Application - Sync $ 21,403.53 US IIF STAFFAS UNI Spok, Inc. Staff Assignment Application - Universal $ 16,056.32 US IIF STATS Spok, Inc. Reporting license $ 3,795.26 US IIF STDNC Spok, Inc. Nurse Call Interface $ 4,280.71 US IIF VOALTE_MSGR Spok, Inc. Voalte Interface $ 3,604.03 US IIF VOCERA Spok, Inc. Vocera Wireless Telephone Interface $ 3,604.03 US IIF WCTP Spok, Inc. WCTP Interface $ 3,604.03 US I I P CALLPOINT Spok, Inc. IP Call points interface $ 8,561.41 US IIP_CALLPOINT_CL Spok, Inc. IP Call points client $ 110.33 US IKIT-MSGR-CVDN01 Spok, Inc. Complete integration bundle for Medtronics systems. $ 11,385.79 US IMP IF KEYBOARD Spok, Inc. Addl Keyboard Port for MAXPage-Interface only $ 603.12 US IMP -IF -ALARM Spok, Inc. MAXPage Alarm Inputs Interface $ 213.30 US IMP -IF -PBX Spok, Inc. MAXPage PBX Interface for MAXPage $ 647.25 US MAXPage Windows Application -Serial interface to 32 bit OS, MP -IF -WIN Spok, Inc. includes Serial Cable $ 213.30 US IMP -SERIAL Spok, Inc. MAXPage Serial Interface (espa, tap, scope, etc) $ 345.69 US IMS 2000 1 Spok, Inc. Base License - 10 Users/500 Recipients $ 8,561.41 US IMS 2000 1-2 Spok, Inc. Upgrade from Base to Mid $ 8,572.64 US IMS 2000 1-Site Spok, Inc. Upgrade from Base to Site $ 18,196.68 US IMS 2000 2 Spok, Inc. Mid License -100 User/1000 Recipients $ 18,196.68 US IMS 2000 2-Site Spok, Inc. Upgrade from Mid to Site $ 13,033.35 US Part # I Manufacturer MS 2000 REC MS 2000 SITE MS 2000 USR IMS BMGT 1 I MS MSAD 01 IMSGL MSGR_GAME_LIC IMS-WFC-HA IPATSUITELICENSE PBS_INT PDBI IRTLS_EVENT IS105-1001 IS105-1002 IS105-1003 IS105-1004 IS105-1005 IS105-1006 IS105-1007 IS105-1008 IS105-1009 IS105-1010 IS105-1011 IS105-1012 IS105-1015 IS105-1016 IS105-1018 IS105-1019 IS105-1019-PORT IS105-1020 IS105-1021 IS105-1026 IS105-1027 IS105-1029 IS105-1032 IS105-1037 IS105-1038 IS105-1039 IS105-1041 IS110-1201 IS110-1208 IS110-1209 IS115-1421 IS115-1422 IS115-1430 IS115-1431 IS115-1432 ISCH Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Spok, Inc. Description Additional recipient device licenses Site License - 4000 Users/4000 Recipients Additional per user licenses Bed Management Interface Windows Authentication Messaging Application Software Spok Messenger - Enterprise Gaming License - includes: 4000 User Client Licenses 4000 Recipient Licenses Windows failover clustering for Messenger PATSuite Perpetual Software License Public Safety System Interface for Messenger - unlimited connections Paging Terminal Database Interface for Zetron - Customer must have Z-base RTLS Events Interface for Messenger - Incoming location events processing Contact Center Site License Multi -site Common Database Access Operator Workstation with CTI, Off line Mode Operator Workstation with CTI, VWAS, Off line Mode Administrator Workstation License Operator Workstation Non-CTI Messaging Application Software Park and Retrieve Software site license/per PBX Park and Retrieve Software (Avaya DID) Park and Retrieve Software (Norte) CCT) Park and Retrieve Software (Norte) SL/DMS) Integrate with External Data Feeds Patient Information Interface (HL7/ADT) Property Management System Gateway (PMS) Message Delivery for Answering Service - E-MAIL Fax - Outbound Up to 4 ports Fax - Outbound Additional Ports Voice with a Smile Administration Software -Recorder Voice with A Smile Per Workstation Disaster Recovery Workstation License Wakeup Interface On Call Scheduling Site License Spok Mobile Gateway with Console or Messenger Spok Console Basic Package includes: Spok Console Standard Package includes: Uplift Select Package to Full Site License ISF with QGenda Integration Web Site License Web Load Balancer License Web Xpress DTMF VRU Feature License DTMF VRU per port Speech License in 4 port increments Speech License Backup System in 4 port increments Spok Speech Names License - Per Name On Call Scheduling Site License GSA Price w/IFF $ 13.24 $ 42,314.26 $ 48.54 $ 5,935.62 $ 5,935.62 $ 12,165.44 Origin $ 69,550.43 US No Cost US $ 184,040.91 US $ 2,140.35 US $ 5,295.72 US 5,354.56 25,875.47 16,835.97 4,964.74 6,222.47 1,500.45 3,111.23 121,665.44 6,913.85 6,810.88 6,810.88 6,810.88 16,056.32 16,056.32 16,056.32 5,641.41 5,295.72 529.57 1,412.19 1,176.83 2,471.34 16,056.32 8,075.97 10,701.76 58,363.22 74,419.55 56,031.64 16,056.32 34,731.08 17,314.06 8,075.97 2,235.97 558.99 2,302.17 1,154.76 2.02 8,075.97 Part# Manufacturer Description GSA Pricew/IFF Origin ISCON Spok, Inc. Operator Workstation with CTI, Offline Mode $ 4,964.74 US ISCON PRO Spok, Inc. Operator Workstation with CTI, VWAS, Offline Mode $ 6,178.34 US ISCONNON-R Spok, Inc. Operator Workstation Non-CTI, Offline Mode $ 2,471.34 US ISCTR-ENT Spok, Inc. Contact Center Site License $ 29,670.73 US ISCTR-LT Spok, Inc. Lite Site License $ 9,425.44 US ISECSYS_INT Spok, Inc. Security System Interface - 1 per vendor system $ 2,140.35 US ISM-P-UNLTD Spok, Inc. Spok Mobile Device - Perpetual Unlimited Licensing $2,567,981.86 US ISPARK Spok, Inc. Park and Retrieve Site License $ 4,471.94 US ISPARK-WS Spok, Inc. Park and Retrieve Workstation License $ 889.97 US ISPEECHSVCSFEE Spok, Inc. Smart Speech Subscription Licenses $ 0.92 US ISPEECHSVCSPERNAME Spok, Inc. Consultative Services for Spok Speech $ 2.21 US ISPK_BASEPKG Spok, Inc. Spok Speech Base $ 5,163.32 US ISPOK ENC ENGINE Spok, Inc. Spok Encryption Engine for T5 Encrypted Pager $ 5,935.62 US ISPOK-UPGD-ISCTI Spok, Inc. Add CTI to non-CTI workstation $ 1,868.21 US ISPOK-UPGD-MCCTI Spok, Inc. Add CTI to non-CTI workstation $ 1,978.54 US ISPOK-UPGD-SSCTI Spok, Inc. Add CTI to non-CTI workstation $ 4,281.71 US ISREC Spok, Inc. Hind Sight Call Recording $ 801.71 US ISS+-BASEPKG Spok, Inc. Smart Speech Base $ 5,163.32 US ISS-CARDREADER Spok, Inc. Card Reader Interface Access $ 8,075.97 US ISSD Spok, Inc. Speech Directory Application $ 1,860.86 US ISS-DATATOOL Spok, Inc. Data Tool $ 853.20 US ISSDL Spok, Inc. Speech DocLink Application $ 3,067.10 US ISS-Kronos-EZCall Spok, Inc. Data Service - UKG EZ Call Integration $ 16,056.32 US ISSMC Spok, Inc. Speech Morale Call Mgr App $ 5,163.32 US ISSMC- Port Spok, Inc. Speech Morale Call Application - Ports $ 1,860.86 US ISSN -A Spok, Inc. Speech Professionally Recorded Names/Depts/Prompts $ 2.02 US ISSO-IS Spok, Inc. Single Sign On $ 7,002.12 US ISS-OS Spok, Inc. Voice with A Smile Per Workstation $ 1,073.85 US ISSO-WNA Spok, Inc. Single Sign On $ 7,002.12 US ISSP Spok, Inc. Speech Paging Application $ 2,559.60 US ISS-PARKINGGATE Spok, Inc. Parking Gate Access $ 8,075.97 US ISS-AGENDA Spok, Inc. Data Service - QGenda Integration $ 16,056.32 US ISS-REFRESH MASTER Spok, Inc. Master Offline Database Update Service $ 592.57 US ISS-Remote Site Spok, Inc. Multi -site Common Database Access $ 16,835.97 US ISSSPEECH LICENSE Spok, Inc. Smart Speech Names License - Per Name $ 2.02 US ISWEB-ENT Spok, Inc. W b Site License $ 34,731.08 US ISWEB-ENT-LB Spok, Inc. W b Load Balancer License $ 17,314.06 US IVP Spok, Inc. Voice Processing Application Port $ 845.84 US Primary Spok Console PBX License CTI System - includes: - Directory - 1 Administration Software Console - System Administration - Management Tools -Automated Backup Utility X105-1001 Spok, Inc. - Standard Reports $ 25,676.88 US Primary Spok Console PBX License CTI System includes: Directory, 1 Administration Software Console, System Administration, Management Tools, Automated Backup X105-1002 Spok, Inc. Utility and Standard Reports $ 22,477.38 US IX105-1003 Spok, Inc. Multi -site Common Database Access $ 16,835.97 US Part # Manufacturer Description Price w/I GSA Priri Origin Medicall Standard Package includes: 1 Site License, 1 Administrator Workstation License, 2 Workstation Licenses with VWAS, 1 Web Site License, 1 On Call License, 1 Patient X105-1005 Spok, Inc. Information Interface (HL7/ADT), 1 Paging License $ 74,419.55 US IX105-1006 Spok, Inc. Operator Workstation with CTI, Off line Mode $ 5,082.42 US IX105-1007 Spok, Inc. Operator Workstation Non-CTI $ 3,111.23 US IX105-1008 Spok, Inc. Operator Workstation with CTI, VWAS, Offline Mode $ 6,134.21 US IX105-1012 Spok, Inc. Multi -site Common Database Access $ 17,998.09 US IX105-1013 Spok, Inc. Contact Center Site License $ 7,296.32 US IX105-1018 Spok, Inc. Administrator Workstation License $ 1,500.45 US IX105-1019 Spok, Inc. Patient Information Interface (HL7/ADT) $ 16,056.32 US IX105-1020 Spok, Inc. Property Management System Gateway (PMS) $ 16,056.32 US IX105-1021 Spok, Inc. Integrate with External Data Feeds $ 16,056.32 US IX105-1026 Spok, Inc. Messaging Application Software $ 12,165.44 US IX105-1031 Spok, Inc. Redundant Paging Gateway $ 5,589.92 US IX105-1032 Spok, Inc. Load Shared Paging Gateway $ 11,187.20 US IX105-1036 Spok, Inc. On -call Scheduling $ 8,075.97 US IX105-1037 Spok, Inc. Voice With A Smile - Per Workstation $ 1,176.83 US IX105-1038 Spok, Inc. Voice Assisted Transfer (VAT) $ 5,413.40 US IX105-1039 Spok, Inc. Voice Assisted Transfer Voice Port $ 1,044.43 US IX105-1042 Spok, Inc. Physician's Consult Site License $ 4,471.94 US IX105-1043 Spok, Inc. Timed Announcements $ 8,855.62 US IX105-1044 Spok, Inc. Enhanced Park -Meet -Me Software for 6 circuits/12 ports $ 6,009.17 US IX105-1045 Spok, Inc. Software for 6 additional Enhanced PKMM Circuits $ 2,390.43 US IX105-1047 Spok, Inc. Fax - Outbound Up to 4 ports $ 5,295.72 US IX105-1047-PORT Spok, Inc. Fax - Outbound Additional Ports $ 529.57 US IX105-1048 Spok, Inc. Single Sign On $ 7,002.12 US IX105-1050 Spok, Inc. Database Replication Software license for backup server(s) $ 8,075.97 US IX105-1058 Spok, Inc. Wake Up ports $ 889.97 US IX105-1059 Spok, Inc. Guest -Entered Wake Up System $ 10,606.15 US IX105-1060 Spok, Inc. Guest -Entered Wake Up Ports $ 948.82 US IX105-1061 Spok, Inc. Group Wake -Up System $ 10,025.09 US IX105-1062 Spok, Inc. Group Messaging $ 11,672.64 US IX105-1063 Spok, Inc. Wake Xpress Time and Temperature Interface $ 30,156.17 US IX105-1064 Spok, Inc. Guest FAX Module $ 14,695.62 US IX105-1065 Spok, Inc. WakeXpress $ 12,062.47 US IX105-1066 Spok, Inc. Talent Wake -Up $ 5,295.75 US IX105-1067 Spok, Inc. Voice Mail Interface $ 11,187.20 US IX105-1069 Spok, Inc. Wake Xpress Language Interface $ 21,499.14 US IX105-1070 Spok, Inc. Wake Up Multi -Language Interface $ 5,295.72 US IX105-1071 Spok, Inc. Voice Talent Wake Up Recordings -English $ 4,082.12 US IX105-1072 Spok, Inc. Voice Talent Wake Up Recordings -French $ 4,082.12 US IX105-1073 Spok, Inc. Voice Talent Wake Up Recordings -German $ 4,082.12 US IX105-1074 Spok, Inc. Voice Talent Wake Up Recordings -Japanese $ 4,082.12 US IX105-1075 Spok, Inc. Voice Talent Wake Up Recordings -Portuguese $ 4,082.12 US IX105-1076 Spok, Inc. Voice Talent Wake Up Recordings -Spanish $ 4,082.12 US IX105-1077 Spok, Inc. Voice Talent Wake Up Recordings -Korean $ 4,082.12 US IX105-1078 Spok, Inc. Voice Talent Wake Up Recordings -Cantonese $ 4,082.12 US IX10S-1079 Spok, Inc. Voice Talent Wake Up Recordings -Mandarin $ 4,082.12 US IX105-1080 Spok, Inc. Data Service - UKG EZ Call Integration $ 16,056.32 US IX105-1082 Spok, Inc. Background Terminal Interface $ 4,118.89 US IX105-1083 Spok, Inc. Adieu, Manually Initiated $ 2,544.89 US IX105-1084 Spok, Inc. Adieu, Automated $ 5,082.42 US Part # Manufacturer Description Price w/I GSA Priri Origin Medicall Basic Package includes: 1 Site License, 1 Administrator Workstation License, 2 Workstation Licenses, 1 Patient Information Interface (HL7/ADT), X105-1085 Spok, Inc. 1 Paging License $ 57,296.73 US IX105-1094 Spok, Inc. Data Service/XML API Package $ 16,056.32 US IX105-1095 Spok, Inc. Data Service - QGenda Integration $ 16,056.32 US IX105-1098 Spok, Inc. Uplift Select Package to Full Site License $ 54,082.52 US IX105-1099 Spok, Inc. Physicians Answering Service WorkStation License $ 889.97 US IX105-1100 Spok, Inc. IVR DTMF Paging (per port) $ 639.90 US IX110-1201 Spok, Inc. Web Site License $ 34,731.08 US IX110-1202 Spok, Inc. Web Load Balancer License $ 17,314.06 US IX110-1203 Spok, Inc. Web Directory Xpress $ 8,075.97 US IX125-1801 MediaSTAR Base Engine with no Ports with 1 Inspector Spok, Inc. License & Std Reports $ 4,699.95 US IX125-1802 Spok, Inc. MediaSTAR Recording Ports $ 647.25 US IX125-1803 Spok, Inc. MediaSTAR Inspector License $ 1,176.83 US IX125-1804 Single T1/PRI - 24 Digital Recording Ports - Trunk Side Spok, Inc. Recording only $ 14,107.20 US IX125-1805 Dual T1/PRI - 48 Digital Recording Ports - Trunk Side Spok, Inc. Recording only $ 25,390.03 US IX125-1806 Spok, Inc. MediaSTAR Desktop Video Recording Ports $ 389.82 US IX125-1807 Spok, Inc. MediaSTAR Assistant License $ 264.79 US IX125-1808 Spok, Inc. MediaSTAR Advanced Call Scoring Module License $ 647.25 US IX125-1809 Spok, Inc. MediaSTAR Base Engine with no Ports $ 2,353.65 US IX130-2001 Spok, Inc. Enterprise Alert Base Package - CAMA $ 21,403.53 US IX130-2002 Spok, Inc. Enterprise Alert Redundant Systems License - CAMA $ 10,701.76 US IX130-2003 Spok, Inc. Enterprise Alert Base Package - PRI $ 27,817.23 US IX130-2004 Spok, Inc. Enterprise Alert Redundant Systems License - PRI $ 13,915.97 US IX130-2005 Spok, Inc. Enterprise Alert Virtual E-911 Gateway $ 9,635.26 US IX130-2007 Spok, Inc. VoIP Database Integration $ 14,497.03 US IX130-2008 Spok, Inc. Dynamic Wired VoIP Station Locator $ 14,497.03 US IX130-2009 Spok, Inc. ALI Alert - with PS/ALI Interface $ 21,984.58 US ALI Alert Plus (+) - with PS/ALI Interface & Database X130-2010 Spok, Inc. Integration $ 24,617.73 US IX130-2011 Spok, Inc. Database Integration $ 10,701.76 US IX130-2012 Spok, Inc. Voice Recording/Instant Recall (CAMA Only) $ 9,142.47 US IX130-2013 Spok, Inc. PS/ALI Interface $ 10,701.76 US IX130-2014 Spok, Inc. Database Replication $ 4,280.71 US IX130-2015 Spok, Inc. Notification Package - Sentry includes 6 instances/clients $ 11,282.82 US IX130-2016 Spok, Inc. Additional Sentry instances/clients - Per Client Pricing $ 1,610.78 US Pager Notification: I&T Professional Services - initial X130-2017 Spok, Inc. installation No Cost US Remote Modem Printer Notification: I&T Professional X130-2019 Spok, Inc. Services - initial installation No Cost US IX130-2022 Spok, Inc. Passive Monitoring $ 13,423.17 US IX130-2023 Spok, Inc. Cell phone/PDA Text Notification No Cost US Email Notification: I&T Professional Services - initial X130-2024 Spok, Inc. installation No Cost US IX130-2030 Spok, Inc. Dynamic Wireless VoIP Station Locator $ 14,497.03 US VoIP Database Integration add -on to Primary VoIP Tracking X130-2033 Spok, Inc. System $ 7,002.12 US Part # I Manufacturer I Description I GSA Price w/IFF I Origin X135-2201 Spok, Inc. PC/PSAP CTI System $ 14,497.03 US X135-2202 Spok, Inc. Operator Workstation with CTI, Offline Mode $ 7,002.12 US X135-2203 Spok, Inc. Administrator Workstation License $ 2,669.92 US X135-2204 Spok, Inc. Remember Disk, Instant Recall License $ 1,610.78 US X135-2205 Spok, Inc. CAD Integration $ 3,795.26 US X135-2206 Spok, Inc. TDD Advantage Workstation License $ 3,214.21 US X135-2207 Spok, Inc. FailSafe No Cost US X135-2208 Spok, Inc. Public ALI Retrieval License $ 7,391.94 US X135-2210 Spok, Inc. Time Synchronization $ 3,795.26 US X135-2211 Spok, Inc. Local ALI Database License $ 24,617.73 US X135-2212 Spok, Inc. Mapping Integration $ 3,795.26 US *No Cost items are not for individual sale and must be sold or included as part of a Solution Part # Manufacturer Description GSA Price w/IFF Origin Initial 90 Day Warranty Spok, Inc. Ninety (90) Day Standard Software Warranty No Cost US One Year Standard Support Commitment beyond Standard Ninety (90) Day Warranty - 24/7 Coverage (based on software list price) Annual Maintenance Increase (AMI) of 5% Applied for Annual Standard Support Spok, Inc. Each Renewal Period 18% of List Price US One Year Select Support Commitment beyond Standard Ninety (90) Day Warranty - 24/7 Coverage (based on software list price) Annual Maintenance Increase (AMI) of 5% Applied for Annual Select Support Spok, Inc. Each Renewal Period 22% of List Price US One Year Premium Support Commitment beyond Standard Ninety (90) Day Warranty - 24/7 Coverage (based on software list price) Annual Maintenance Increase (AMI) of 5% Applied for Annual Premium Support Spok, Inc. Each Renewal Period 25% of List Price US Non -Professional labor incidental to and used solely to support installation of hardware, Non -Professional Labor software, implementation, Staging & Testing, and (Hours) Spok, Inc. cannot be purchased separately. $ 221.66 US TERMS AND CONDITIONS APPLICABLE TO WIRELESS SERVICES (SPECIAL ITEM NUMBER 517312) Acceptance Testing From time to time wireless devices break therefore Spok, Inc. has established, staffed, and trained the Federal Customer Service Team to handle your service requests. This team is your initial point of contact in order to successfully organize and manage your paging program. Spok, Inc. has also assigned an Account Executive to be the field liaison between your account and our company. This individual will provide in person support and will work locally to assure all of your requests are being handled and resolved. All replacement orders that are processed and keyed into the billing system by 3:00pm will be delivered within the stated delivery times. Any orders processed and keyed after 3:00pm will take an additional 24 hours to receive. Once the replacement order has arrived it will contain a bubble pack and address with instructions on how to return the defective device. All leased devices must be returned to the company via the bubble pack within 30 days so as not to be charged an Equipment Not Returned Charge. Spok, Inc. has developed a four (4) phase strategy in rolling out paging services between GSA and the Government Account Manager or Wireless Sales Executive; however the rollout can be customized to meet the diverse needs of different types of agencies. Phase One: Implementation Process Meeting Phase Two: Implementation Phase Four: Follow-up Phase Three: Product Delivery EQUIPMENT The Contractor shall make available cellular voice and data devices. The cellular devices offered shall be compatible with the cellular access standards employed within the geographical scope of contract. The Contractor shall provide programming of any cellular telephone device, including Contractor -provided and ordering activity -furnished devices, that conforms to the cellular service furnished by the Contractor. WARRANTY The Contractor shall provide a warranty covering each Contractor -provided device. The minimum duration of the warranty shall be the duration of the manufacturer's commercial warranty for the item listed below: Manufacturer Standard warrantv is 30 days. The warranty shall commence upon the later of the following: a. Activation of the user's service b. Installation/delivery of the equipment The Contractor, by repair or replacement of the defective item, shall complete all warranty services within five working days of notification of the defect. Warranty service shall be deemed complete when the user has possession of the repaired or replaced item. If the Contractor renders warranty service by replacement, the user shall return the defective item(s) to the Contractor as soon as possible but not later than ten (10) working days after notification. 27 4. MANAGEMENT AND OPERATIONS PRICING The Offeror shall provide management and operations pricing on a uniform basis. All management and operations requirements for which pricing elements are not specified shall be provided as part of the basis service. 5. TRAINING The Contractor shall provide normal commercial installation, operation, maintenance, and engineering interface training on the system. If there is a separate charge, indicate below: No Additional Charges will be assessed for user training if requested. 6. MONTHLY REPORTS In accordance with commercial practices, the Contractor may furnish the ordering activity/User with a monthly summary ordering activity report. Spot" Inc. has the abilitv to produce the following management reports upon request: REPORT TYPE Units in Service by Billed Customer Units in Service by Department Calls by Billed Customer Calls by Pager Number Overcalls by Billed Customer Overcalls by Pager Number Sales and Disconnects 7. WIRELESS SERVICE PLAN (a) Describe the wireless service plan and eligibility requirements. Include, but not limited to, service area, monthly service charge, minutes included, etc. All local, Regional & Nationwide Numeric & Alunumeric devices are offered with Unlimted Calls. Depending upon the service selected the coverage areas will vary by region. All 2-wav devices are offered by Character plans in addition to an Unlimited 2-Wav Character plan offering. (b) Describe charges, if any, for additional minutes, domestic wireless long distance, roaming, nights and weekends, etc. The onlv devices that would incure additional message or character charges would be the 2-Wav devices as detailed in the price sheet based upon the charater plan chosen. (c) Describe corporate volume discounts and eligibility requirements. Svok, Inc Wireless standard pricing is based upon 1— 3 base units in service. Additional discounts may be offered to agencies ordering devices that exceed this quantity threshold. 28 8 WIRELESS SERVICE PRICING Type of Service/Description GSA Price w/IFF Local Numeric/Group Capcode Leader - Unlimited Calls $ 6.39 Local Alpha/Group Capcode Leader - Unlimited Calls $ 10.95 Extended Coverage Statewide for Multi -zone States, (CA, FL, NY, OH, PA, TX) Upcharge to Local Base Rate $ 1.38 Extended Coverage Statewide or Plus 2 States, Upcharge to Local Base Rate $ 1.38 Extended Coverage Multi -State or Plus 3 States, Upcharge to Local Base Rate $ 2.76 Extended Coverage Multi -State or Plus 4 States, Upcharge to Local Base Rate $ 4.14 One Region Coverage, Upcharge to Local Base Rate $ 8.28 Two Region Coverage, Upcharge to Local Base Rate $ 11.03 Nationwide Coverage, Upcharge to Local Base Rate $ 15.64 Nationwide Numeric - Unlimited Calls $ 22.03 Nationwide Alpha - Unlimited Calls $ 26.58 Nationwide 2-Way 10K Characters (TA) $ 14.42 Nationwide 2-Way 25K Characters (TB) $ 15.80 Nationwide 2-Way 75K Characters (TD) $ 19.24 Nationwide 2-Way 250K Characters (TH) $ 22.69 Nationwide 2-Way Unlimited Characters $ 48.91 Overcalls p/Character in excess of 10K $ 0.0010 Overcalls p/Character in excess of 25K $ 0.0007 Overcalls p/Character in excess of 75K $ 0.0006 Overcalls p/Character in excess of 250K $ 0.0005 Pagelink (VPG/1W) $ 9.20 Pagelink Plus (VPG/2W) $ 13.99 Message Carbon Copy (MCC) $ 3.42 Device Encryption (ENC/ENX) $ 3.45 Message Forward (MFC) $ 1.38 Alias Email Capability (ALI) $ 3.42 Additional Number (ADT) $ 0.69 Toll Free 800 Number (TFN) $ 6.89 Short Message Service (SMS) $ 3.42 Multimessenger Group Leader (Virtual Service) $ 11.00 Numeric Retrieval (NRT) $ 0.69 VPP -Voice Prompt Plus $ 0.69 MP1 (15 msg, 72 hr, 60 sec) $ 6.17 29 Type of Service/Description GSA Price w/IFF MP2 (10 msg, 24 hr, 45 sec) $ 4.10 MP4 (10 msg, 12 hr, 30 sec) $ 2.03 Numeric Device Deductible $20.00 $ 0.69 Alpha Device Deductible $40.00 $ 1.61 Gen A Device Deductible $70.00 $ 1.61 2-Way Other Device Deductible $50.00 $ 2.42 2-Way M90/ST902 Device Deductible $100.00 $ 2.42 ReadyCall-Text $ 11.34 ReadyCall-Coaster $ 10.25 ReadyCall Coaster Charger Base $ 3.05 ReadyCall Maintenance Covers Devices Lost, Stolen and Damage Beyond Repair. $40.00 Deductible P/Device Claim $ 2.07 Pagelink (ALP 1-Way), Virtual Service Add On $ 4.49 Pagelink (ALP 1-Way), Virtual Stand Alone Service $ 10.35 Pagelink (2-Way), Virtual Service Add On $ 5.40 Pagelink (2-Way), Virtual Stand Alone Service $ 15.74 Spok Mobile (AMC) Virtual Service $ 10.35 Spok Mobile w/1-Way Pager (Local Coverage) $ 14.38 Spok Mobile w/2-Way Pager Lease (Nationwide Coverage) $ 23.70 Notify@Once (Send or Receive Only) $ 2.07 Notify@Once (Send & Receive) $ 4.14 Notify@Once Administrator User Level $ 10.35 GenA Alpha (Non -Encrypted) $ 15.42 GenA Encrypted (Bundle-1) New Customer Promotion $ 17.16 GenA Encrypted w/SM (Bundle-2) New Customer Promotion $ 20.14 GenA Equip. Upgrade (Current Customer Recurring Monthly Charge) $ 4.61 Over the Air Programming (Recurring Monthly Charge) $ 4.61 Administrative Fee. This charge will appear each time that standard charges are generated for an invoice $ 1.01 Federal Universal Service Fee Estimated C_ 5% Estimated @ 5% Federal TRS Surcharge estimated C_ 3% Estimated @ 3% Regulatory Administrative Charge $ 0.25 Numeric Spare Devices - P/Device for accounts in excess of 3% limit of Units in Service $ 1.91 30 Type of Service/Description GSA Price w/IFF Alphanumeric Spare Devices - P/Device for accounts in excess of 3% limit of Units in Service 3.83 2-Way/Advanced Messaging Spare Devices - P/Device for accounts in excess of 3% limit of Units in Service $ 9.57 Local - Includes one or more Metropolitan Statistical Areas (MSA). The basic level of coverage is local city coverage. This type of coverage usually includes a major city and some surrounding areas. Local coverage is available for Numeric and Alpha devies only. Regional - Can include several extended areas surrounding the basic local coverage area. Regional Coverage may not be available in all areas Nationwide - Includes coverage across the 50 States but does not provide the same extended coverage areas outside of the Major Metropolitan Markets. 2-Way - This option includes a coverage similar that of the Nationwide coverage plan to include guareenteed reciprt of messges and the ability to reply to messages via the device. Actual coverage may vary due to terrain, weather, building density, interference, and equipment failures. No wireless coverage is 100% accurate all the time. For a complete listing of covered areas by state or service type visit the Metrocall, Inc. website at www.metrocall.com 31 USA COMMITMENT TO PROMOTE AL SMALL BUSINESS PARTICIPATION PROCUREMENT PROGRAMS An'-_ PREAMBLE Spok, Inc. provides commercial products and services to ordering activities. We are committed to promoting participation of small, small disadvantaged and women -owned small businesses in our contracts. We pledge to provide opportunities to the small business community through reselling opportunities, mentor -protege programs, joint ventures, teaming arrangements, and subcontracting. COMMITMENT To actively seek and partner with small businesses. To identify, qualify, mentor and develop small, small disadvantaged and women -owned small businesses by purchasing from these businesses whenever practical. To develop and promote company policy initiatives that demonstrate our support for awarding contracts and subcontracts to small business concerns. To undertake significant efforts to determine the potential of small, small disadvantaged and women -owned small business to supply products and services to our company. To insure procurement opportunities are designed to permit the maximum possible participation of small, small disadvantaged, and women -owned small businesses. To attend business opportunity workshops, minority business enterprise seminars, trade fairs, procurement conferences, etc., to identify and increase small businesses with whom to partner. To publicize in our marketing publications our interest in meeting small businesses that may be interested in subcontracting opportunities. We signify our commitment to work in partnership with small, small disadvantaged and women -owned small businesses to promote and increase their participation in ordering activity contracts. To accelerate potential opportunities please contact: Spok, Inc. Supplier Diversity Manager Plano, Texas Phone 703-269-6850 Fax 877-351-0872 32 BEST VALUE BLANKET PURCHASE AGREEMENT FEDERAL SUPPLY SCHEDULE (Insert Customer Name) In the spirit of the Federal Acquisition Streamlining Act (orderine activity) and (Contractor) enter into a cooperative agreement to further reduce the administrative costs of acquiring commercial items from the General Services Administration (GSA) Federal Supply Schedule Contract(s) Federal Supply Schedule contract BPAs eliminate contracting and open market costs such as: search for sources; the development of technical documents, solicitations and the evaluation of offers. Teaming Arrangements are permitted with Federal Supply Schedule Contractors in accordance with Federal Acquisition Regulation (FAR) 9.6. This BPA will further decrease costs, reduce paperwork, and save time by eliminating the need for repetitive, individual purchases from the schedule contract. The end result is to create a purchasing mechanism for the ordering activity that works better and costs less. Signatures Ordering Activity Date Contractor Date 33 BPA NUMBER (CUSTOMER NAME) BLANKET PURCHASE AGREEMENT Pursuant to GSA Federal Supply Schedule Contract Number(s) , Blanket Purchase Agreements, the Contractor agrees to the following terms of a Blanket Purchase Agreement (BPA) EXCLUSIVELY WITH (ordering activity): (1) The following contract items can be ordered under this BPA. All orders placed against this BPA are subject to the terms and conditions of the contract, except as noted below: MODEL NUMBER/PART NUMBER *SPECIAL BPA DISCOUNT/PRICE (2) Delivery: DESTINATION DELIVERY SCHEDULES / DATES (3) The ordering activity estimates, but does not guarantee, that the volume of purchases through this agreement will be (4) This BPA does not obligate any funds. (5) This BPA expires on or at the end of the contract period, whichever is earlier. (6) The following office(s) is hereby authorized to place orders under this BPA: OFFICE POINT OF CONTACT (7) Orders will be placed against this BPA via Electronic Data Interchange (EDI), FAX, or paper. (8) Unless otherwise agreed to, all deliveries under this BPA must be accompanied by delivery tickets or sales slips that must contain the following information as a minimum: (a) Name of Contractor; (b) Contract Number; (c) BPA Number; (d) Model Number or National Stock Number (NSN); (e) Purchase Order Number; (f) Date of Purchase; (g) Quantity, Unit Price, and Extension of Each Item (unit prices and extensions need not be shown when incompatible with the use of automated systems; provided, that the invoice is itemized to show the information); and (h) Date of Shipment. 34 (9) The requirements of a proper invoice are specified in the Federal Supply Schedule contract. Invoices will be submitted to the address specified within the purchase order transmission issued against this BPA. (10) The terms and conditions included in this BPA apply to all purchases made pursuant to it. In the event of an inconsistency between the provisions of this BPA and the Contractor's invoice, the provisions of this BPA will take precedence. BASIC GUIDELINES FOR USING "CONTRACTOR TEAM ARRANGEMENTS" Federal Supply Schedule Contractors may use "Contractor Team Arrangements" (see FAR 9.6) to provide solutions when responding to a ordering activity requirements. These Team Arrangements can be included under a Blanket Purchase Agreement (BPA). BPAs are permitted under all Federal Supply Schedule contracts. Orders under a Team Arrangement are subject to terms and conditions or the Federal Supply Schedule Contract. Participation in a Team Arrangement is limited to Federal Supply Schedule Contractors. Customers should refer to FAR 9.6 for specific details on Team Arrangements. Here is a general outline on how it works: • The customer identifies their requirements. • Federal Supply Schedule Contractors may individually meet the customers needs, or - • Federal Supply Schedule Contractors may individually submit a Schedules "Team Solution" to meet the customer's requirement. • Customers make a best value selection. 35 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Spok, Inc. Subject of the Agreement: Second Amendment and Fifth Renewal to CSC No. 56666 with Spok, Inc. utilizing GSA Contract No. 47QTCA26D000D M&C Approved by the Council? * Yes ❑ No 8 If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes 8 No ❑ 56666-A2R5 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 8 If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 8 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: 02/06/2026 Expiration Date: 10/9/2027 If different from the approval date. If applicable. Is a 1295 Form required? * Yes ❑ No 8 *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 8 No ❑ Contracts need to be routed for CSO processing in the followin4 order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.