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R24-076 RESOLUTION NO. R24-076 2 3 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, 4 APPROVING THE PIGGYBACK AGREEMENT WITH CARAHSOFT 5 TECHNOLOGY CORPORATION FOR CYBER SECURITY PROTECTION 6 SOFTWARE AND SUPPORT SERVICES; PROVIDING AN EFFECTIVE DATE; 7 AND FOR ALL OTHER PURPOSES. 8 9 WHEREAS, on October 2, 2019, the Region 4 Education Service Center (ESC) issued a 10 "Request for Proposals" (RFP), as the Principal Procurement Agency which partnered with II OMNIA Partners to establish a national cooperative contract for Educational Software 12 Solutions and Services for which it received a total of nine (9) proposals; and 13 WHEREAS, the Board of Directors of Region 4 Education Service Center found 14 Carahsoft Technology Corporation ("Vendor"), to be the lowest responsive, responsible bidder, 15 and awarded it a three-year (3) contract, Contract No. R191902 (the "Master Agreement"), 16 commencing May 1, 2020, with two (2) additional one-year renewal options; and 17 WHEREAS, Vendor utilizes authorized resellers, and Computers at Work, Inc., dba is vTECHio ("Reseller") is listed as value added partner for Vendor under the Master Agreement; 19 and 20 WHEREAS, the City desires to obtain cyber security protection software and support 21 services; and 22 WHEREAS, the City's Purchasing Policy Section X- Alternatives to Formal Sealed Bids, 23 provides authority for the City to acquire or contract for services without utilizing a sealed 24 competitive method or the written quotations methods where the desired services are the 25 subject of an agreement that utilizes another government entity's contract, provided that the 26 contract was awarded based strictly on competitive bidding; and 63 PASSED AND ADOPTED this 2nd day of April 2024. 64 CITY OF BOYNTON BEACH, FLORIDA 65 YES NO 66 67 Mayor—Ty Penserga 68 / 69 Vice Mayor—Aimee Kelley ✓ 70 / 71 Commissioner—Angela Cruz ✓ 721. / 73 Commissioner—Woodrow L. Hay 74 / 75 Commissioner—Thomas Turkin 76 77 VOTE (5-19 78 ATTEST: 7• 81 � /0 11 82 Mayle: D• esus, MPA, M_yNT ...... Ty 'e • 83 City Cl-r• ;Q,O. .•.. ., q Ma'en, 84 p 85 : � of i A PROVED AS TO FORM: 86 (Corporate Seal) C. �NccO°RO 87 Iti • � •?.•' y'' ',, 88 F (lam `Z bigri 89 Shawna G. Lamb 90 City Attorney 91 ?..'''NJ) qtr.. t PIGGYBACK AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND CARAHSOFT TECHNOLOGY CORPORATION This Piggyback Agreement is made as of this'day of April, 2024 by and between Carahsoft Technology Corporation,with a principal address of 11493 Sunset Hills Road Suite 100, Reston, VA 20190, hereinafter referred to as "Vendor," and the City of Boynton Beach, a municipal corporation organized and existing under the laws of Florida, with a business address of 100 East Ocean Avenue, Boynton Beach, Florida 33435, hereinafter referred to as "City." RECITALS WHEREAS, on October 2, 2019, the Region 4 Education Service Center (ESC) issued a "Request for Proposals" (RFP), as the Principal Procurement Agency which partnered with OMNIA Partners to establish a national cooperative contract for Educational Software Solutions and Services for which it received a total of nine (9)proposals; and WHEREAS,the Board of Directors of Region 4 Education Service Center found Carahsoft Technology Corporation, to be the lowest responsive, responsible bidder, and awarded it a three- year (3) contract, Contract No. RI91902 (the "Master Agreement"), commencing May 1, 2020, with two(2) additional one-year renewal options; and WHEREAS, Carahsoft Technology Corporation utilizes authorized resellers. Computers at Work, Inc.,dba vTECHio("Reseller") is listed as value added partner for Carahsoft Technology Corporation under the Master Agreement. WHEREAS, the City desires to obtain cyber security protection software and support services; and WHEREAS,the City's Purchasing Policy Section X—Alternatives to Formal Sealed Bids, provides authority for the City to acquire or contract for services without utilizing a sealed competitive method or the written quotations methods where the desired services are the subject of an agreement that utilizes another government entity's contract, provided that the contract was awarded based strictly on competitive bidding; and WHEREAS, in order to maintain and protect the City's online usage, the City's ITS Division is requesting the City enter into a Piggyback Agreement with Vendor to provide cyber security protection software and support services ("Services"); and WHEREAS, the Reseller has provided the City with a proposal for Services, attached as Exhibit "A;" and Piggyback Contract—Carahsoft Technology Corporation I WHEREAS, the City desires issue a purchase order and payment directly to the Reseller for Services under the terns and conditions of the Master Agreement; and WHEREAS, the City and Vendor have agreed to allow the City to piggyback the Master Agreement, a copy of which is attached as Exhibit "B," and have further agreed to allow City to issue purchase orders and payment for Services directly to Reseller. NOW,THEREFORE, in consideration of the mutual covenants contained herein, and for other valuable consideration received, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: AGREEMENT 1. The foregoing recitals are true and correct and are hereby incorporated into this Agreement. 2. TERM: The term of this Agreement commences on full execution by the parties, and will remain in effect until April 30, 2025, completing the fifth year of a five-year term contract ("Term"). The initial term and any subsequent renewals of this Agreement are subject to the renewal or extension of the Master Agreement. If the Master Agreement expires or is terminated during the Term, this Agreement shall terminate no later than six months after such expiration or termination of the Master Agreement. 3. CONTRACT TERMS: Vendor agrees to allow the City to direct purchase the Services from Reseller.The Reseller shall complete the Services,as provided in Reseller's Proposal attached as Exhibit"A"on the same terms and in the same manner as set forth in the Master Agreement, except as otherwise provided herein. All recitals, representations, and warranties of Vendor made by Vendor in the Master Agreement are restated as if set forth fully herein, made for the benefit of the City, and incorporated herein, except that all references to the "Region 4 Education Service Center"are hereby replaced with the "City of Boynton Beach." The City shall compensate the Reseller pursuant to the rates set forth in the Master Agreement for the Services in an amount not to exceed $166,437.72. 4. NOTICES: All Notices to the City shall be in writing by certified mail return receipt requested, or customarily used overnight transmission with proof of delivery, sent to: City: Daniel Dugger, City Manager City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/Facsimile: (561) 742-6090 Copy: Shawna G. Lamb, City Attorney City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/ Facsimile: (561) 742-6090 Piggyback Contract—Carahsoft Technology Corporation 2 5. INVOICES AND PAYMENT: Invoices must identify the PO number and should be mailed to: Boynton Beach Finance Department Attn: Accounts Payable P.O. Box 310 Boynton Beach, FL 33425. Invoices shall show the nature of the service and dates(s) of service. Invoices based on hourly rates shall show the actual hours worked, person performing services, nature of the service,hourly rate,and dates(s)of service. Invoices may be submitted no more frequently than monthly. However, all services rendered prior to September 30th of any given year are required to be invoiced by September 30th of that year. Vendor shall provide W-9 with first invoice. The fee shall be paid based on receipt of a proper invoice in accordance with the invoice schedule indicated above. Payment will be made within 45 days of receipt of a proper invoice in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Vendor, either wholly or in part, and no payment shall be construed to be an acceptance of or to relieve Vendor of liability for the defective, faulty or incomplete rendition of the Services. 6. TAX EXEMPT: Prices applicable to City do not include applicable state and local sales, use,and related taxes. The City is exempt from state and local sales and use taxes and shall not be invoiced for the same. Upon request, City will provide Vendor with proof of tax- exempt status. 7. SOVEREIGN IMMUNITY: Nothing contained in this Agreement nor contained herein shall be considered nor construed to waive City's rights and immunities under the common law or section 768.28, Florida Statutes, as may be amended. 8. ATTORNEY'S FEES: In the event that either Party brings suit for enforcement of the Agreement, each Party shall bear its own attorney's fees and court costs. 9. PUBLIC RECORDS: Sealed documents received by the City in response to an invitation are exempt from public records disclosure until thirty (30) days after the opening of the Bid unless the City announces intent to award sooner, in accordance with Florida Statutes 119.07. The City is a public agency subject to Chapter 119, Florida Statutes. The Vendor shall comply with Florida's Public Records Law. Specifically, the Vendor shall: A. Keep and maintain public records required by the City to perform the service; B. Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a Piggyback Contract-Carahsoft Technology Corporation 3 reasonable time at a cost that does not exceed the cost provided in chapter 119, Fla. Stat. or as otherwise provided by law; C. Ensure that public records that arc exempt or that are confidential and exempt from public record disclosure requirements arc not disclosed except as authorized by law for the duration of the contract term and, following completion of the contract, Vendor shall destroy all copies of such confidential and exempt records remaining in its possession once the Vendor transfers the records in its possession to the City; and D. Upon completion of the contract, Vendor shall transfer to the City, at no cost to the City, all public records in Vendor's possession All records stored electronically by Vendor must be provided to the City,upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. E. IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK OFFICE 100 E. OCEAN AVENUE BOYNTON BEACH, FLORIDA, 33435 561-742-6060 CityClerk(a)bbfl.us 10. SCRUTINIZED COMPANIES - 287.135 AND 215.473: By execution of this Agreement, Vendor certifies that Vendor is not participating in a boycott of Israel. The Vendor further certifies that Vendor is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Vendor been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to the Vendor of the City's determination concerning the false certification. The Vendor shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, the Vendor shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If the Vendor docs not demonstrate that the City's determination of false certification was made in error, then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 11. E-VERIFY: Vendor shall comply with Section 448.095, Fla. Stat., "Employment Eligibility," including the registration and use of the E-Verify system to verify the work authorization status of employees. Failure to comply with Section 448.095, Fla. Stat. shall Piggyback Contract—Carahsoll Technology Corporation 4 result in termination of this Agreement. Any challenge to termination under this provision must be filed in the Circuit Court no later than 20 calendar days after the date of termination. If this Agreement is terminated for a violation of the statute by Vendor, Vendor may not be awarded a public contract for a period of one (1) year after the date of termination. 12. DISPUTES: Any disputes that arise between the parties with respect to the performance of this Agreement, which cannot be resolved through negotiations, shall be submitted to a court of competent jurisdiction exclusively in Palm Beach County, Florida. This Agreement shall be construed under Florida Law. 13. EXECUTION OF'THE AGREEMENT: This Agreement will take effect once signed by both parties. This Agreement may be signed by the parties in counterparts, which together shall constitute one and the same agreement among the parties. A facsimile signature shall constitute an original signature for all purposes. Each person signing this Agreement on behalf of either Party individually warrants that he or she has full legal power to execute the Addendum on behalf of the Party for whom he or she is signing and to bind and obligate such Party with respect to all provisions contained in this Agreement 14. TERMINATION FOR CONVENIENCE: This Agreement may be terminated by the City for convenience upon fourteen(14)calendar days of written notice by the terminating party to the other party for such termination in which event the Vendor shall be paid its compensation for services performed to the termination date,including services reasonably related to termination. In the event that the Vendor abandons the Agreement or causes it to be terminated, the Vendor shall indemnify the City against loss pertaining to this termination. 15. TERMINATION FOR CAUSE: In addition to all other remedies available to City, this Agreement shall be subject to cancellation by City for cause, should Vendor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty(30)calendar days' after receipt by Vendor of written notice of such neglect or failure. 16. INDEMNIFICATION: Vendor shall indemnify and hold harmless the City, its elected and appointed officers, agents, assigns and employees, consultants, separate Vendors, any of their subcontractors,or sub-subcontractors,from and against claims,demands,or causes of action whatsoever,and the resulting losses,damages,costs, and expenses, including but not limited to attorneys' fees, including paralegal expenses, liabilities, damages, orders, judgments, or decrees, sustained by the City arising out of or resulting from (A) Vendor's performance or breach of Agreement, (B) acts or omissions, negligence, recklessness, or intentional wrongful conduct by Vendor's, its agents, employees, subcontractors, participants, and volunteers, and (C) Vendor's failure to take out and maintain insurance as required under this Agreement. Vendor's shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits,or actions of any kind or nature in the name of the City, where applicable, including appellate proceedings, and shall pay all costs,judgments, and attorneys' fees which may issue thereon. The obligations of this section shall survive indefinitely regardless of termination of the Agreement. 17. INSURANCE: At the time of execution of this Agreement, Vendor shall provide the City with a copy of its Certificate of Insurance reflecting the insurance coverage required by the Piggyback Contract—Carahsoft Technology Corporation 5 Master Agreement. The Certificate of Insurance shall name the City of Boynton Beach, and its officers, employees and agents as an additional insured. 18. LIMITATION OF LIABILITY: Notwithstanding any provision of the Agreement to which it is applicable, City shall not be liable or responsible to Vendor beyond the amount remaining due to Vendor under the Agreement,regardless of whether said liability be based in tort, contract, indemnity or otherwise; and in no event shall City be liable to Vendor for punitive or exemplary damages or for lost profits or consequential damages. 19. INDEPENDENT CONTRACTOR: The Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that Vendor is an independent contractor pursuant to the Agreement and shall not be considered the City's employee for any purpose. 20. COMPLIANCE WITH LAWS: Vendor hereby warrants and agrees that at all times material to the Agreement, Vendor shall perform its obligations in compliance with all applicable federal, state, and local laws, rules, and regulations, including section 501.171, Florida Statutes. Non-compliance may constitute a material breach of the Agreement. 21. ASSIGNMENT: In the event this Agreement and any interests granted herein shall be assigned, transferred, or otherwise encumbered, under any circumstances by Vendor, Vendor must gain prior written consent from City thirty (30) business days before such transfer. For purposes of this Agreement, any change of ownership of Company shall constitute an assignment that requires City's approval. Notwithstanding the foregoing, Vendor may, without City's consent, assign this Agreement in whole or in part as part of a corporate reorganization, consolidation, merger, or sale of substantially all of its assets related to this Agreement. Vendor shall provide City written notice of any such corporate reorganization,consolidation,merger,or sale of substantially all of its assets related to this Agreement within thirty(30)calendar days of such event. 22. AGREEMENT SUBJECT TO FUNDING: The Agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Boynton Beach in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. Early termination by City due to loss of funding shall not obligate Vendor to refund any prepaid fees. 23. ENTIRE AGREEMENT.The Agreement,including the Master Agreement,sets forth the entire Agreement between the City and the Vendor with respect to the subject matter of this Agreement. This Agreement supersedes all prior and contemporaneous negotiations, understandings,and agreements, written or oral, between the parties. This Agreement may not be modified except by the parties' mutual agreement set forth in writing and signed by the parties. 24. SEVERABILITY. If any provision of this Agreement or application thereof to any person or situation shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable, shall not be affected thereby, and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. Piggyback Contract—Carahsoft Technology Corporation 6 IN WITNESS OF THE FOREGOING,the parties have set their hands and seals the day and year first written above. CITY OF BOYNTON BE• H, FLORIDA CARJ/AHSOFT TECHNOLOGY' CORP. fila) /t .42 2—•2;2/17 Dani P ugger,City Maria! . NIP, (Signature), Company Natalie LeMay Print Name of Authorized Official State and Local Contracts Manager Title Approved as to Form: A01,4046 d. Wainh --:,,,,,(1i..'''''''''''''''''''' ....17,..1,,:o. p.,,t,.,,„. -i-o,.. Shawna G. Lamb, City Attorney a ; 9. - ( . . (Corporate Seal) 'OoTON • i k �QORATF••.TO it •�.��oI�� 'S t',Attest/Authenticated: l-- S RPtO�'RP-EO 2 Attested/Authenticated: I v \N00 g2O : ; �G�;GqW 1 I J �'l� ••........0% Q, (Signa e), Witness �`�� FLO�\O r �,. Priya Singh l ill Y 9 Maylec DeJ s ity Clerk Print Name Acknowledged by COMPUTE ' S AT •RK, INC., d/b/a VTECHIO Cord kis ,+w.4,,'.,c • v /Celt 110 ('gnature), Company IC etAn 1(ad fouit o1 Print Name of Authorized Official Velio.t \ Pccc,,nd lieC,01:0e- Titl Piggyback Contract—('arahsoft Technology Corporation 7 EXHIBIT A RESELLER'S PROPOSAL Piggyback Contract—Carahaot Technology Corporation 8 Computers At Work!, Inc. 2338 Immokalee Rd.#151 PROPOSAL Naples,FL 34110 1 DBA Phone:(239)514-2888 CAWQ30409-01 vTECH io Fax:(239)236-2232 Quoted: Feb 6,2024 www.vTECHio.com Expires: Mar 7,2024 EIN:31-1758837 Prepared For: Ship To: Presented By: City of Boynton Beach City of Boynton Beach Kevin Kaufman Charles Stevens Charles Stevens Kevin.Kaufman@vtechio.com 100 E.Boynton Beach Blvd. 100 E.Boynton Beach Blvd. (407)784-9561 Boynton Beach,FL 33435 Boynton Beach,FL 33435 To accept this proposal,sign here and return: United States United States Phone (561)742-6079 Date: Email stevensc@bbfl.us Customer Purchase Order Number: Please review quote for shipping address and accuracy of each item BEFORE placing order. Terms: Net 30 Days Line# Description Product# List Price Unit Price Qty Ext.Price Year 1 ZIA Essentials Edition ZIA-ESS-EDITION $72.00 $65.54 525 $34,408.50 Zscaler,Inc-ZIA-ESS-EDITION Start Date:03/20/2024 End Date:03/19/2025 Omnia NTE:$70.56 Data Protection:In-line Web ZS-DP-INLINE-WEB $30.00 $26.35 525 $13,833.75 Zsca ler,Inc-ZS-DP-INLINE-WEB Start Date:03/20/2024 End Date:03/19/2025 Omnia NTE:$29.40 Annual Premium Support Services(No Onsite ZCES-SUP-PREM $8,032.50 $7,236.99 1 $7,236.99 Support Included).Per Year.The published$0.01 price is not the Customer's final price.The purchase price of the software maintenance is based on a Commercial List Price that is 15.0%of the price you paid fo Zscaler,Inc-ZCES-SUP-PREM Start Date:03/20/2024 End Date:03/19/2025 Omnia NTE:$8,032.50 Year 2 ZIA Essentials Edition ZIA-ESS-EDITION $72.00 $65.54 525 $34,408.50 Zscaler,Inc-ZIA-ESS-EDITION Start Date:03/20/2025 End Date:03/19/2026 Omnia NTE:$70.56 1 of 3 Line# Description Product# List Price Unit Price Qty Ext.Price Data Protection:In-line Web ZS-DP-INLINE-WEB $30.00 $26.35 525 $13,833.75 Zscaler,Inc-ZS-DP-INLINE-WEB Start Date:03/20/2025 End Date:03/19/2026 Omnia NTE:$29.40 Annual Premium Support Services(No Onsite ZCES-SUP-PREM $8,032.50 $7,236.99 1 $7,236.99 Support Included).Per Year.The published$0.01 price is not the Customer's final price.The purchase price of the software maintenance is based on a Commercial List Price that is 15.0%of the price you paid fo Zscaler,Inc-ZCES-SUP-PREM Start Date:03/20/2025 End Date:03/19/2026 Omnia NTE: $8,032.50 Year 3 ZIA Essentials Edition ZIA-ESS-EDITION $72.00 $65.54 525 $34,408.50 Zscaler,Inc-ZIA-ESS-EDITION Start Date:03/20/2026 End Date:03/19/2027 Omnia NTE: $70.56 Data Protection:In-line Web ZS-DP-INLINE-WEB $30.00 $26.35 525 $13,833.75 Zscaler,Inc-ZS-DP-INLINE-WEB Start Date:03/20/2026 End Date:03/19/2027 Omnia NTE:$29.40 Annual Premium Support Services(No Onsite ZCES-SUP-PREM $8,032.50 $7,236.99 1 $7,236.99 Support Included). Per Year.The published$0.01 price is not the Customer's final price.The purchase price of the software maintenance is based on a Commercial List Price that is 15.0%of the price you paid fo Zscaler,Inc-ZCES-SUP-PREM Start Date:03/20/2026 End Date:03/19/2027 Omnia NTE: $8,032.50 Omnia Partner EDU Contract Number: #R191902 OMNIA-R191902 2 of 3 Line# Description Product# List Price Unit Price Qty Ext.Price Recurring: Totals: Your investment in addition to the Grand Total: Subtotal $166,437.72 $0.00 Billed Monthly 0 vTECH io Tax $0.00 $0.00 Billed Quarterly / Shipping $0.00 $0.00 Billed Annually www.vTECHio.com Grand Total $166,437.72 Pricing,Taxes,and Additional Information All product,pricing,and other information is valid for U.S.customers and U.S.addresses only,and is based on the latest information available and may be subject to change.vTechio reserves the right to cancel quotes and orders arising from pricing or other errors. Sales tax on products shipped is based on your"Ship To"address. Please indicate any tax-exempt status on your P0,and email your exemption certificate to DJ.peterson@vtechio.com.Note: All tax quoted above is an estimate;final taxes will be listed on the invoice. If you have any questions regarding tax please send an e-mail to DJ.peterson@vtechio.com For certain products shipped to end-users in California,a State Environmental Fee will be applied to your invoice.***A 3.5%convenience fee will be charge for credit card purchases*** By signing this quote you acknowledge having read and agree to be bound by such terms. 3 of 3 EXHIBIT B CONTRACT BETWEEN REGION 4 EDUCATION SERVICE CENTER AND CARAHSOFT TECHNOLOGY CORPORATION Piggyback Contract—Carahsoft Technology Corporation 9 Region 4 Education Service Center (ESC) Contract # R191902 for Educational Software Solutions and Services with Carahsoft Technologies Effective: May 1 , 2020 The following documents comprise the executed contract between the Region 4 Education Service Center and Carahsoft Technologies effective May 1 , 2020: I. Appendix A; Vendor Contract II. Offer & Contract Signature Form Ill. Supplier's Response to the RFP, incorporated by reference SOLICITATION# 19-19 TAB 1 — DRAFT CONTRACT AND OFFER AND CONTRACT SIGNATURE FORM (APPENDIX A) Please see the following page for the Offer and contract Signature Form (Appendix A). carahsoft 1 APPENDIX A CONTRACT This Contract ("Contract') is made as of February 25, 2020 by and between Carahsoft Technologies ("Contractor") and Region 4 Education Service Center("Region 4 ESC") for the purchase of Educational Software Solutions and Services ("the products and services"). RECITALS WHEREAS, Region 4 ESC issued Request for Proposals ("RFP") Number 19-19 for Educational Software Solutions and Services, to which Contractor provided a response ("Proposal"); and WHEREAS, Region 4 ESC selected Contractor's Proposal and wishes to engage Contractor in providing the services/materials described in the RFP and Proposal; WHEREAS, both parties agree and understand the following pages will constitute the Contract between the Contractor and Region 4 ESC, having its principal place of business at 7145 West Tidwell Road, Houston, TX 77092. WHEREAS, Contractor included, in writing, any required exceptions or deviations from these terms, conditions, and specifications; and it is further understood that, if agreed to by Region 4 ESC, said exceptions or deviations are incorporated into the Contract. WHEREAS, this Contract consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth below shall control. WHEREAS, the Contract will provide that any state and local governmental entities, public and private primary, secondary and higher education entities, non-profit entities, and agencies for the public benefit ("Public Agencies") may purchase products and services at prices indicated in the Contract upon the Public Agency's registration with OMNIA Partners. 1) Term of agreement. The Contract is for a period of three (3) years. Region 4 ESC shall have the right to renew the Contract for two (2) additional one-year periods or portions thereof. Region 4 ESC shall review the Contract prior to the renewal date and notify the Contractor of Region 4 ESC's intent renew the Contract. Contractor may elect not to renew by providing three hundred sixty-five days' notice to Region 4 ESC. 2) Scope: Contractor shall perform all duties, responsibilities and obligations, set forth in this agreement, and described in the RFP, incorporated herein by reference as though fully set forth herein. 3) Form of Contract. The form of Contract shall be the RFP, the Offeror's proposal and Best and Final Offer(s). 4) Order of Precedence. In the event of a conflict in the provisions of the Contract as accepted by Region 4 ESC, the following order of precedence shall prevail: i. This Contract ii. Offeror's Best and Final Offer iii. Offeror's proposal iv. RFP and any addenda 5) Commencement of Work. The Contractor is cautioned not to commence any billable work or provide any material or service under this Contract until Contractor receives a purchase order for such work or is otherwise directed to do so in writing by Region 4 ESC. 6) Entire Agreement (Parol evidence). The Contract, as specified above, represents the final written expression of agreement. All agreements are contained herein and no other agreements or representations that materially alter it are acceptable. 7) Assignment of Contract. No assignment of Contract may be made without the prior written approval of Region 4 ESC. Contractor is required to notify Region 4 ESC when any material change in operations is made (i.e. bankruptcy, change of ownership, merger, etc.). 8) Novation. If Contractor sells or transfers all assets or the entire portion of the assets used to perform this Contract, a successor in interest must guarantee to perform all obligations under this Contract. Region 4 ESC reserves the right to accept or reject any new party. A change of name agreement will not change the contractual obligations of Contractor. 9) Contract Alterations. No alterations to the terms of this Contract shall be valid or binding unless authorized and signed by Region 4 ESC. 10)Adding Authorized Distributors/Dealers. Contractor is prohibited from authorizing additional distributors or dealers, other than those identified at the time of submitting their proposal, to sell under the Contract without notification and prior written approval from Region 4 ESC. Contractor must notify Region 4 ESC each time it wishes to add an authorized distributor or dealer. Purchase orders and payment can only be made to the Contractor unless otherwise approved by Region 4 ESC. Pricing provided to members by added distributors or dealers must also be less than or equal to the Contractor's pricing. 11)TERMINATION OF CONTRACT a) Cancellation for Non-Performance or Contractor Deficiency. Region 4 ESC may terminate the Contract if purchase volume is determined to be low volume in any 12-month period. Region 4 ESC reserves the right to cancel the whole or any part of this Contract due to failure by Contractor to carry out any obligation, term or condition of the contract. Region 4 ESC may issue a written deficiency notice to Contractor for acting or failing to act in any of the following: i. Providing material that does not meet the specifications of the Contract; ii. Providing work or material was not awarded under the Contract; iii. Failing to adequately perform the services set forth in the scope of work and specifications; iv. Failing to complete required work or furnish required materials within a reasonable amount of time; v. Failing to make progress in performance of the Contract or giving Region 4 ESC reason to believe Contractor will not or cannot perform the requirements of the Contract; or vi. Performing work or providing services under the Contract prior to receiving an authorized purchase order. Upon receipt of a written deficiency notice, Contractor shall have ten (10) days to provide a satisfactory response to Region 4 ESC. Failure to adequately address all issues of concern may result in Contract cancellation. Upon cancellation under this paragraph, all goods, materials, work, documents, data and reports prepared by Contractor under the Contract shall immediately become the property of Region 4 ESC. b) Termination for Cause. If, for any reason, Contractor fails to fulfill its obligation in a timely manner, or Contractor violates any of the covenants, agreements, or stipulations of this Contract Region 4 ESC reserves the right to terminate the Contract immediately and pursue all other applicable remedies afforded by law. Such termination shall be effective by delivery of notice, to the Contractor, specifying the effective date of termination. In such event, all documents, data, studies, surveys, drawings, maps, models and reports prepared by Contractor will become the property of the Region 4 ESC. If such event does occur, Contractor will be entitled to receive just and equitable compensation for the satisfactory work completed on such documents. c) ilur: - - , : • - •••. e . • ••• • ' • - -,: • • .•. •• . •..- a- ••. •. . -• • • : • . •.. •- . • . •• -• - ••- • • . .e• _ • -. ■ - . . • : • • -• - :e • •. • • .. • •- • . • •- •••• _ -• • •- - • - -.•.. . •. . • •. . •.- •• •• • • • •.. • ! -.•.. . . • •• - : '•• : e - - • _ _ • Refer to Appendix B d) Force Majeure. If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, act of public enemy, orders of any kind of government of the United States or the State of Texas or any civil or military authority; insurrections; riots; epidemics; landslides; lighting; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty. e) Standard Cancellation. Region 4 ESC may cancel this Contract in whole or in part by providing written notice. The cancellation will take effect 30 business days after the other party receives the notice of cancellation. After the 30th business day all work will cease following completion of final purchase order. 12)Licenses. Contractor shall maintain in current status all federal, state and local licenses, bonds and permits required for the operation of the business conducted by Contractor. Contractor shall remain fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of services under the Contract. Region 4 ESC reserves the right to stop work and/or cancel the Contract if Contractor's license(s) expire, lapse, are suspended or terminated. 13)Survival Clause. All applicable software license agreements, warranties or service agreements that are entered into between Contractor and Region 4 ESC under the terms and conditions of the Contract shall survive the expiration or termination of the Contract. All Purchase Orders issued and accepted by Contractor shall survive expiration or termination of the Contract. 14) Delivery. Conforming product shall be shipped within 7 days of receipt of Purchase Order. If delivery is not or cannot be made within this time period, the Contractor must receive authorization for the delayed delivery. The order may be canceled if the estimated shipping time is not acceptable. All deliveries shall be freight prepaid, F.O.B. Destination and shall be included in all pricing offered unless otherwise clearly stated in writing. 15) Inspection & Acceptance. If defective or incorrect material is delivered, Region 4 ESC may make the determination to return the material to the Contractor at no cost to Region 4 ESC. The Contractor agrees to pay all shipping costs for the return shipment. Contractor shall be responsible for arranging the return of the defective or incorrect material. 16) Payments. Payment shall be made after satisfactory performance, in accordance with all provisions thereof, and upon receipt of a properly completed invoice. 17) Price Adjustments. Should it become necessary or proper during the term of this Contract to make any change in design or any alterations that will increase price, Region 4 ESC must be notified immediately. Price increases must be approved by Region 4 ESC and no payment for additional materials or services, beyond the amount stipulated in the Contract shall be paid without prior approval. All price increases must be supported by manufacturer documentation, or a formal cost justification letter. Contractor must honor previous prices for thirty (30) days after approval and written notification from Region 4 ESC. It is the Contractor's responsibility to keep all pricing up to date and on file with Region 4 ESC. All price changes must be provided to Region 4 ESC, using the same format as was provided and accepted in the Contractor's proposal. Refer to Appendix B Price reductions may be offered at any time during Contract. Special, time-limited reductions are permissible under the following conditions: 1) reduction is available to all users equally; 2) reduction is for a specific period, normally not less than thirty (30) days; and 3) original price is not exceeded after the time-limit. Contractor shall offer Region 4 ESC any published price reduction during the Contract term. 18) Audit Rights. Contractor shall, at its sole expense, maintain appropriate due diligence of all purchases made by Region 4 ESC and any entity that utilizes this Contract. Region 4 ESC reserves the right to audit the accounting for a period of three (3) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. Region 4 ESC shall have the authority to conduct random audits,of Contractor's pricing at Region 4 ESC's sole cost and expense. Notwithstanding the foregoing, in the event that Region 4 ESC is made aware of any pricing being offered that is materially inconsistent with the pricing under this agreement, Region 4 ESC shall have the ability to conduct an extensive audit of Contractor's pricing at Contractor's sole cost and expense. Region 4 ESC may conduct the audit internally or may engage a third- party auditing firm. In the event of an audit, the requested materials shall be provided in the format and at the location designated by Region 4 ESC. Refer to Appendix B 18) Discontinued Products. If a product or model is discontinued by the manufacturer, Contractor may substitute a new product or model if the replacement product meets or exceeds the specifications and performance of the discontinued model and if the discount is the same or greater than the discontinued model. Refer to Appendix B 19) New Products/Services. New products and/or services that meet the scope of work may be added to the Contract. Pricing shall be equivalent to the percentage discount for other products. Contractor may replace or add product lines if the line is replacing or supplementing products, is equal or superior to the original products, is discounted similarly or greater than the original discount, and if the products meet the requirements of the Contract. No products and/or services may be added to avoid competitive procurement requirements. Region 4 ESC may require additions to be submitted with documentation from Members demonstrating an interest in, or a potential requirement for, the new product or service. Region 4 ESC may reject any additions without cause. Refer to Appendix 20) Options. Optional equipment for products under Contract may be added to the Contract at the time they become available under the following conditions: 1) the option is priced at a discount similar to other options; 2) the option is an enhancement to the unit that improves performance or reliability. 21) Warranty Conditions. All supplies, equipment and services shall include manufacturer's minimum standard warranty and one (1) year labor warranty unless otherwise agreed to in writing. Refer to Appendix 22) Site Cleanup. Contractor shall clean up and remove all debris and rubbish resulting from their work as required or directed. Upon completion of the work, the premises shall be left in good repair and an orderly, neat, clean, safe and unobstructed condition. 23) Site Preparation. Contractor shall not begin a project for which the site has not been prepared, unless Contractor does the preparation work at no cost, or until Region 4 ESC includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and similar pre-installation requirements. Refer to Appendix t 24) Registered Sex Offender Restrictions. For work to be performed at schools, Contractor agrees no employee or employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are or are reasonably expected to be present. Contractor agrees a violation of this condition shall be considered a material breach and may result in the cancellation of the purchase order at Region 4 ESC's discretion. Contractor must identify any additional costs associated with compliance of this term. If no costs are specified, compliance with this term will be provided at no additional charge. 25) Safety measures. Contractor shall take all reasonable precautions for the safety of employees on the worksite and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Contractor shall post warning signs against all hazards created by its operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers, general public and existing structures from injury or damage. Refer to Appendix 26) Smoking. Persons working under the Contract shall adhere to local smoking policies. Smoking will only be permitted in posted areas or off premises. Refer to Appendix B 27) - e . - - - _. _ ee• - • : • e: . : : • - - • - .. • • - - •- - • - - •- • - - - - - • - -••. . - _ • •• - •- • - • • _•-• • - - •- - •• - - e: • . :e - - - - - . _ •. .- •e . .. • •-• -. .• - .. . . . • • - - . _ . _ - • _ . _ _ • ? -a .. • - - • - . _ •- . - _ e• _ _ . 28) Funding Out Clause. A Contract for the acquisition, including lease, of real or personal property is a commitment of Region 4 ESC's current revenue only. Region 4 ESC retains the right to terminate the Contract at the expiration of each budget period during the term of the Contract and is conditioned on a best effort attempt by Region 4 ESC to obtain appropriate funds for payment of the contract. 29) Indemnity. Contractor shall protect, indemnify, and hold harmless both Region 4 ESC and its administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the Contractor, Contractor employees or subcontractors in the preparation of the solicitation and the later execution of the Contract. Any litigation involving either Region 4 ESC, its administrators and employees and agents will be in Harris County, Texas. 30) Marketing. Contractor agrees to allow Region 4 ESC to use their name and logo within website, marketing materials and advertisement. Any use of Region 4 ESC name and logo or any form of publicity, inclusive of press releases, regarding this Contract by Contractor must have prior approval from Region 4 ESC. 31) Certificates of Insurance. Certificates of insurance shall be delivered to the Region 4 ESC prior to commencement of work. The Contractor shall give Region 4 ESC a minimum of ten (10) 15 days' notice prior to any modifications or cancellation of policies. The Contractor shall require all subcontractors performing any work to maintain coverage as specified. 32) Legal Obligations. It is Contractor's responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services and shall comply with all laws while fulfilling the Contract. Applicable laws and regulation must be followed even if not specifically identified herein. OFFER AND CONTRACT SIGNATURE FORM The undersigned hereby offers and, if awarded, agrees to furnish goods and/or services in strict compliance with the terms, specifications and conditions at the prices proposed within response unless noted in writing. Company Name Carahsoft Technology Corporation Address 11493 Sunset Hills Road, Suite 100 City/State/Zip Reston, VA 20190 Telephone No. 703.871.8500 Email Address sales@Carahsoft.com Printed Name Jennifer Kanach Title Proposals Director Authorized signature Accepted by Region 4 ESC: Contract No. R\c-i 1cj U 'I-- Initial Contract Term ryko., k 2020 to A ev; 50 i 201.3 to Re ono" -C A o ze oard M ber Date )274/ 71- -5. )3�i� Print NOme Region 4 ESC Authorized Board Member Date u//nG'/J )2)N->o Print Name SOLICITATION#19-19 a. Terms and Conditions Acceptance Form (Appendix B) Please find our Appendix B on the following pages. We have also separately included a redlined version of the document at the end of our submission, and as a separate file in our electronic copy. carahsoft 3 Appendix B TERMS & CONDITIONS ACCEPTANCE FORM Signature on the Offer and Contract Signature form certifies complete acceptance of the terms and conditions in this solicitation and draft Contract except as noted below with proposed substitute language (additional pages may be attached, if necessary). The provisions of the RFP cannot be modified without the express written approval of Region 4 ESC. If a proposal is returned with modifications to the draft Contract provisions that are not expressly approved in writing by Region 4 ESC, the Contract provisions contained in the RFP shall prevail. Check one of the following responses: Offeror takes no exceptions to the terms and conditions of the RFP and draft Contract. (Note: If none are listed below, it is understood that no exceptions/deviations are taken.) ® Offeror takes the following exceptions to the RFP and draft Contract. All exceptions must be clearly explained, reference the corresponding term to which Offeror is taking exception and clearly state any proposed modified language, proposed additional terms to the RFP and draft Contract must be included: (Note: Unacceptable exceptions may remove Offeror's proposal from consideration for award. Region 4 ESC shall be the sole judge on the acceptance of exceptions and modifications and the decision shall be final. If an offer is made with modifications to the contract provisions that are not expressly approved in writing, the contract provisions contained in the RFP shall prevail.) Section/Page Term, Condition, or Exception/Proposed Modification Accepted Specification (For Region 4 ESC's use) Remove current language.Contractor's provided Service Level or 111.22. /pg 11 22. Samples End User License Agreement for manufacturers will govern the Accepted terms of this section IV. 2. a. ll./ 12Add the two bullets:"Manufacturer part#"and"Offeror's Pg 2.a.Products/Pricing II. Part#(if different from manufacturer part#)" Accepted 2.a.Products/Pricing: Remove current language and replace with:Best and Final Offer:Region 4 IV.2.a / pg 13 ESC,in its sole discretion,may request Offerors reasonably susceptible for Accepted Not to Exceed Pricing award to submit a Best and Final Offer.Offerors must submit their Best and Final Offers in writing.If an Offeror does not respond to the request for a Best and Final Offer,that Offeror's most recent prior submission will be considered Accepted its Best and Final Offer. IV.5/pg 14 5. Additional Investigations Remove entirely Accepted Draft Contract,Recitals,11.Termination of Remove item a.Cancellation for Non-Performance or Contractor Deficiency Appendix A/pg 16 Contract a.Cancellation for Non Performance entirely.Contractor's provided Service Level or End User License Agreement Rejected or Contractor Deficiency. for manufacturers will govern the terms of this section. Draft Contract,Recitals,11. Remove item c.Delivery/Service Failure entirely.Contractor's provided Appendix A/pg 17 Termination of Contract c.Delivery/ Service Level or End User License Agreement for manufacturers will govern Accepted Service Failure the terms of this section. Appendix A/pg 17 Draft Contract, Recitals, Add"(in adherence of section Ile)" Accepted 12. Licenses p Draft Contract, Recitals, Appendix A/pg 18 Remove entirely.Contractor's provided Service Level or End User License Agreement for manufacturers will govern the terms of this Rejected 15. Inspection &Acceptance section. Appendix A/pg 18 Draft Contract, Recitals, Add'when contractor receives notice'to the end of the first sentence.Change'thirty 30)'days to'fifteen(15)'days.Add'Contractors provided Service Level or End User Accepted 17. Price Adjustments License Agreement for manufacturers will additionally govem the terms of this section.' Draft Contract, Recitals, 18. Remove"random"from"random audits,"and add"with no less than(1) Appendix A/pg 18 business days'notice"immediately following.Carahsoft requests a Accepted Audit Rights reasonable amount of time to prepare for an audit.Change"Contractor's sole cost and expense to"Region 4 ESC's sole cost and expense".Carahsoft will give you the ability to conduct an extensive audit,but we will not pay for it. PAGE 2 Appendix B TERMS & CONDITIONS ACCEPTANCE FORM Signature on the Offer and Contract Signature form certifies complete acceptance of the terms and conditions in this solicitation and draft Contract except as noted below with proposed substitute language (additional pages may be attached, if necessary). The provisions of the RFP cannot be modified without the express written approval of Region 4 ESC. If a proposal is returned with modifications to the draft Contract provisions that are not expressly approved in writing by Region 4 ESC, the Contract provisions contained in the RFP shall prevail. Check one of the following responses: Offeror takes no exceptions to the terms and conditions of the RFP and draft Contract. (Note: If none are listed below, it is understood that no exceptions/deviations are taken.) x Offeror takes the following exceptions to the RFP and draft Contract. All exceptions must be clearly explained, reference the corresponding term to which Offeror is taking exception and clearly state any proposed modified language, proposed additional terms to the RFP and draft Contract must be included: (Note: Unacceptable exceptions may remove Offeror's proposal from consideration for award. Region 4 ESC shall be the sole judge on the acceptance of exceptions and modifications and the decision shall be final. If an offer is made with modifications to the contract provisions that are not expressly approved in writing, the contract provisions contained in the RFP shall prevail.) Section/Page Term, Condition, or Exception/Proposed Modification Accepted Specification (For Region 4 ESC's use) Appendix A/pg Draft Contract, Recitals, 18. Add "(unless manufacturer justification is provided 18-19 Discontinued Products and approved by Region 4 ESC)". Accepted Draft Contract, Recitals, Add"(unless manufacturer justification is provided and approved Appendix A/pg 19 19. New Products/Services by Region 4 ESC)"after"...the original discount". Accepted Draft Contract, Recitals, 21. Add"In accordance with Contractors provided Service Level or End User Appendix A/pg 19 License Agreement for manufacturers".Manufacturers terms would have Accepted Warranty Options greater applicability on a transactional basis Draft Contract, Recitals, 23. Add"(unless the exception of preparation is specified by the service Appendix A/pg 19 Site Preparation level agreement)"after"...the site has not been prepared..." Accepted Draft Contract, Recitals, 25. Add"Contractor's provided Service Level or End User License Appendix A/pg 19 Agreement for manufacturers will govern the terms of this section. Accepted Safety measures p Appendix A/pg 20 Draft Contract, Recitals, 27. Remove CryUser Licenseentirely Agreementandreplace for manufacturerswith willontractor's governprovided theSeto micesLevel of thisor End Accepted Stored Materials section."Carahsoft requests these is a transactional applicability Appendix A/pg 20 Draft Contract, Recitals, 31. ChanCarge"ft...minimumuests5 ofext ten(10)days"to to consider"...minimumour of fifteen(15)brokersdays"turn . ahsoreqa days insurance Certificates of Insurance around time Accepted Appendix D, Exhibit A Response for National We have included a redlined version of all terms with our Exhibit A/pg 28-38 Cooperative Contract response,per the Q&A SOLICITATION # 19-19 TAB 2 - PRODUCTS/PRICING i. Offerors shall provide pricing based on a discount from a manufacturer's price list or catalog, or fixed 1 price, or a combination of both with indefinite quantities. Prices listed will be used to establish the extent of a manufacturer's product lines, services, warranties, etc. that are available from Offeror and the pricing per item. Multiple percentage discounts are acceptable if, where different percentage discounts apply, they different percentages are specified. Additional pricing and/or discounts may be included. Products and services proposed are to be priced separately with all ineligible items identified. Offerors may elect to limit their proposals to any category or categories. Carahsoft has read, understands, and will comply with this requirement. Our pricing has been included at the end of our submission, and as a separate file in our electronic copies. Printing all the SKUs was not feasible but are included in the Electronic Copy. Lii. Include an electronic copy of the catalog from which discount, or fixed price, is calculated. Electronic price lists must contain the following: (if applicable) • Description • Manufacturers Suggested List Price and Net Price • Net price to Region 4 ESC (including freight) Media submitted for price list must include the Offerors'company name, name of the solicitation, and date on a Flash Drive (i.e. Pin or Jump Drives). Carahsoft has read, understands, and will comply with this requirement. We will be also including the Manufacturer part number and Offeror's part number(if different from Manufacturer part number). iii. Is pricing available for all products and services? Yes, pricing is available for all our offerings. iv. Provide pricing for warranties on all products and services. 1 All products and services come with an initial warranty included in the price. Additional warranties are available upon request. v. Describe any additional discounts or rebates available. Additional discounts or rebates may be offered for large quantity orders, single ship to location, growth, annual spend, guaranteed quantity, etc. Additional discounts can be provided on a deal-by-deal basis. vi. Describe how customers verify they are receiving Contract pricing. We have worked to provide the most competitive pricing possible for this contract. carahsoft SOLICITATION# 19-19 vii. Describe payment methods offered. Carahsoft will work with Region 4 ESC to find the most efficient method of payment for them. f viii. Propose the frequency of updates to the Offeror's pricing structure. Describe any proposed indices to guide price adjustments. If offering a catalog contract with discounts by category, while changes in individual pricing may change, the category discounts should not change over the term of the Contract. This information varies by manufacturer. ix. Describe how future product introductions will be priced and align with Contract pricing proposed. Carahsoft will add products and services that are in scope of the contract per the terms and conditions and discounts proposed. x. Provide any additional information relevant to this section. Carahsoft has no additional relevant information for this section. carahsoft 7 SOLICITATION # 19-19 TAB 3 - PERFORMANCE CAPABILITY i. Include a detailed response to APPENDIX D, Exhibit A, OMNIA Partners Response for National Cooperative Contract. Responses should highlight experience, demonstrate a strong national presence, describe how Offeror will educate its national sales force about the Contract, describe how I products and services will be distributed nationwide, include a plan for marketing the products and I services nationwide, and describe how volume will be tracked and reported to OMNIA Partners. See our below subheading "a. OMNIA Partners documents." ii. The successful Offeror will be required to sign APPENDIX D, Exhibit B, OMNIA Partners Administration Agreement prior to Contract award. Offerors should have any reviews required to sign the document prior to submitting a response. Offeror's response should include any proposed exceptions to OMNIA Partners Administration Agreement on Appendix B, Terms and Conditions Acceptance Form. See our below subheading "a. OMNIA Partners documents." iii. Include completed APPENDIX D, Exhibits F. Federal Funds Certifications and G. New Jersey Business Compliance. See our below subheading "a. OMNIA Partners documents." iv. Describe how Offeror responds to emergency orders. Once Carahsoft has received an order it places the order with the manufacturer to send to the customer directly. Many of Carahsoft's orders are software, so there is an instant delivery per the agreed upon schedule, which can be escalated in the case of an emergency. ; v. What is Offeror's average Fill Rate? We are able to fill all orders for the solutions provided in this proposal 100% of the time, due to inventory and restocking not being a factory for software and services. vi. What is Offeror's average on time delivery rate?Describe Offeror's history of meeting the shipping and L delivery timelines. Carahsoft delivers all of its orders on time. Once Carahsoft has received an order it places the order with the manufacturer to send to the customer directly. Many of Carahsoft's orders are software, so there is an instant delivery per the agreed upon schedule. vii. Describe Offeror's return and restocking policy. carahsoft 8 SOLICITATION # 19-19 We do not offer a return policy on software and services, and by the nature of software licenses and services there are no restocking concerns. viii. Describe Offeror's ability to meet service and warranty needs. All products and services come with an initial warranty included in the price. Additional warranties are available upon request. ix. Describe Offeror's customer service/problem resolution process. Include hours of operation, number of services, etc. Carahsoft's hours are from 8:30am - 5:30pm EST, but our vendors offer a variety of customer service hours, often providing avenues for 24/7 care. x. Describe Offeror's invoicing process. Include payment terms and acceptable methods of payments. Offerors shall describe any associated fees pertaining to credit cards/p-cards. Carahsoft's preferred payment terms are Net30 and will work with Region 4 ESC to reach an agreement on preferred forms of payment. xi. Describe Offeror's contract implementation/customer transition plan. During the first ten days following contract award, the Carahsoft team will conduct additional discovery activities. We have identified the keys to establishing a successful project are open discussion, careful planning and proactive risk identification and mitigation. The Carahsoft team will immediately work with the Region 4 ESC representatives, our staff and partners in a series of meetings and workshops from the executive level to the staff level to ensure the compliance of product delivery and contract requirements. This process is the first step in the Carahsoft Team's successful contract performance On Day One of contract award, Carahsoft will launch our Region 4 ESC ten day marketing blitz. We will also begin to convert quotes in our CRM system to Region 4 ESC quotes. This transition will help provide Carahsoft with additional opportunities throughout the United States and will motivate customers to utilize different Region 4 ESC contracts in the process. xii. Describe the financial condition of Offeror. As a privately owned company, Carahsoft does not publicly release financial information. We are a stable, conservative, and profitable company which has grown, since founding in 2004, from $4M in bookings to more than $5.3B in 2018. The company has received numerous accolades for our business performance from our manufacturing partners and the industry, including annual recognition (detailed further on our website) in the CRN Solution Provider 500 (2006-2018), Washington Technology's Top 100 Government Contractors (2010-2018), and the Washington Business Journal's Largest Government Contractors (2011- 2018). carahsoft SOLICITATION #19-19 We currently maintain a $25M line of credit available (currently 100% available) with Union Bank. Should you require our audited financial statements or have further financial inquiries, we would be happy to provide additional information under separate cover to the specific individual that would be reviewing them. Specific questions may be referred to Craig P. Abod, President of Carahsoft Technology Corp. xiii. Provide a website link in order to review website ease of use, availability, and capabilities related to ordering, returns and reporting. Describe the website's capabilities and functionality. Carahsoft will develop and maintain a microsite that will be arahsoft .,,vE ,E,., ." dedicated to this Contract. This will be a supplement to the Vendor support site and will include materials such as: lanket Purchase Agreement(BPA)NO0104-09-A-2F 31 • Contract Information • Contract FAQ Document Gwen.� • • Product Information • Catalog! Pricelist Information , ...._, �,<., .�.„.,�,�. �..w•.- Ana • Additional Contractual Information ` The following are examples of Dedicated Websites for current Carahsoft contracts: • Department of Defense ESI BPA Contract# N00104-12-A-ZF31 (http://www.carahsoft.com/buy/esi-bpa-contracts/department-defense-esi-desktop-bpa-contract- n00104-12-zf31) • Department of the Navy ESI BPA Contract# N00104-09-A-ZF31 (http://www.carahsoft.com/buy/esi-bpa-contracts/don) • NASA SEWP V Contract# NNG15SCO3B/NNG15SC27B (http://www.carahsoft.com/buy/sewp) xiv. Describe the Offeror's safety record. j Due to there being no inventory to risk employee's safety, Carahsoft has a clean safety record. xv. Provide any additional information relevant to this section. Carahsoft does not have anything else we need to provide at this time. a. OMNIA Partners documents We have completed all the required OMNIA Partners documents. We have included but not executed Exhibits A— E since they were marked "Example” or"Template". We will execute these documents upon completion of negotiations. carahsoft EXHIBIT F FEDERAL FUNDS CERTIFICATIONS FEDERAL CERTIFICATIONS ADDENDUM FOR AGREEMENT FUNDED BY U.S. FEDERAL GRANT TO WHOM IT MAY CONCERN: Participating Agencies may elect to use federal funds to purchase under the Master Agreement. This form should be completed and returned. DEFINITIONS Contract means a legal instrument by which a non—Federal entity purchases property or services needed to carry out the project or program under a Federal award.The term as used in this part does not include a legal instrument,even if the non—Federal entity considers it a contract,when the substance of the transaction meets the definition of a Federal award or subaward Contractor means an entity that receives a contract as defined in Contract. Cooperative agreement means a legal instrument of financial assistance between a Federal awarding agency or pass-through entity and a non—Federal entity that,consistent with 31 U.S.C.6302-6305: (a) Is used to enter into a relationship the principal purpose of which is to transfer anything of value from the Federal awarding agency or pass-through entity to the non—Federal entity to carry out a public purpose authorized by a law of the United States(see 31 U.S.C.6101(3));and not to acquire property or services for the Federal government or pass-through entity's direct benefit or use; (b) Is distinguished from a grant in that it provides for substantial involvement between the Federal awarding agency or pass-through entity and the non—Federal entity in carrying out the activity contemplated by the Federal award. (c)The term does not include: (1)A cooperative research and development agreement as defined in 15 U.S.C.3710a; or (2)An agreement that provides only: (i) Direct United States Government cash assistance to an individual; (ii)A subsidy; (iii)A loan; (iv)A loan guarantee;or (v) Insurance. Federal awarding agency means the Federal agency that provides a Federal award directly to a non—Federal entity Federal award has the meaning, depending on the context, in either paragraph (a)or(b)of this section: (a)(1) The Federal financial assistance that a non—Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity, as described in§200.101 Applicability; or (2) The cost-reimbursement contract under the Federal Acquisition Regulations that a non—Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity, as described in § 200.101 Applicability. (b)The instrument setting forth the terms and conditions.The instrument is the grant agreement,cooperative agreement, other agreement for assistance covered in paragraph (b) of § 200.40 Federal financial assistance, or the cost- reimbursement contract awarded under the Federal Acquisition Regulations. (c)Federal award does not include other contracts that a Federal agency uses to buy goods or services from a contractor or a contract to operate Federal government owned, contractor operated facilities(GOCOs). (d)See also definitions of Federal financial assistance, grant agreement, and cooperative agreement. Non—Federal entity means a state, local government, Indian tribe, institution of higher education (IHE), or nonprofit organization that carries out a Federal award as a recipient or subrecipient. Nonprofit organization means any corporation, trust, association, cooperative,or other organization, not including IHEs, that: (a) Is operated primarily for scientific,educational, service, charitable, or similar purposes in the public interest; Requirements for National Cooperative Contract Page 23 of 45 (b) Is not organized primarily for profit;and (c) Uses net proceeds to maintain, improve, or expand the operations of the organization. Obligations means,when used in connection with a non—Federal entity's utilization of funds under a Federal award,orders placed for property and services, contracts and subawards made, and similar transactions during a given period that require payment by the non—Federal entity during the same or a future period. Pass-through entity means a non—Federal entity that provides a subaward to a subrecipient to carry out part of a Federal program. Recipient means a non—Federal entity that receives a Federal award directly from a Federal awarding agency to carry out an activity under a Federal program.The term recipient does not include subrecipients. Simplified acquisition threshold means the dollar amount below which a non—Federal entity may purchase property or services using small purchase methods. Non—Federal entities adopt small purchase procedures in order to expedite the purchase of items costing less than the simplified acquisition threshold.The simplified acquisition threshold is set by the Federal Acquisition Regulation at 48 CFR Subpart 2.1 (Definitions) and in accordance with 41 U.S.C. 1908. As of the publication of this part, the simplified acquisition threshold is $150,000, but this threshold is periodically adjusted for inflation. (Also see definition of § 200.67 Micro- purchase.) Subaward means an award provided by a pass-through entity to a subrecipient for the subrecipient to carry out part of a Federal award received by the pass-through entity. It does not include payments to a contractor or payments to an individual that is a beneficiary of a Federal program.A subaward may be provided through any form of legal agreement, including an agreement that the pass-through entity considers a contract. Subrecipient means a non—Federal entity that receives a subaward from a pass-through entity to carry out part of a Federal program; but does not include an individual that is a beneficiary of such program. A subrecipient may also be a recipient of other Federal awards directly from a Federal awarding agency. Termination means the ending of a Federal award,in whole or in part at any time prior to the planned end of period of performance. The following certifications and provisions may be required and apply when Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R.§200.326,all contracts, including small purchases,awarded by the Participating Agency and the Participating Agency's subcontractors shall contain the procurement provisions of Appendix II to Part 200,as applicable. APPENDIX II TO 2 CFR PART 200 (A) Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council(Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms,and provide for such sanctions and penalties as appropriate. Pursuant to Federal Rule(A)above,when a Participating Agency expends federal funds,the Participating Agency reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party. Does offeror agree?YES C(;) Initials of Authorized Representative of offeror (B) Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement.(All contracts in excess of$10,000) Pursuant to Federal Rule(B)above,when a Participating Agency expends federal funds,the Participating Agency reserves the right to immediately terminate any agreement in excess of$10,000 resulting from this procurement process in the event of a breach or default of the agreement by Offeror as detailed51A- in the terms of the contract. Does offeror agree? YES __ Initials of Authorized Representative of offeror (C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 CFR 12319, 12935, 3 CFR Part, 1964.1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order Requirements for National Cooperative Contract Page 24 of 54 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs,Equal Employment Opportunity,Department of Labor." Pursuant to Federal Rule (C) above, when a Participating Agency expends federal funds on any federally assisted construction contract.the equal opportunity clause is incorporated by reference herein. Does offeror agree to abide by the above? YES9/< Initials of Authorized Representative of offeror (D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141.3144, and 3146-3148) as supplemented by Department of Labor regulations(29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition,contractors must be required to pay wages not less than once a week.The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation.The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback" Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing,by any means,any person employed in the construction, completion,or repair of public work,to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. Pursuant to Federal Rule (D) above, when a Participating Agency expends federal funds during the term of an award for all contracts and subgrants for construction or repair,offeror will be in compliance with all applicable Davis-Bacon Act provisions. Does offeror agree?YES Initials of Authorized Representative of offeror (E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations(29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary,hazardous or dangerous.These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market,or contracts for transportation or transmission of intelligence. Pursuant to Federal Rule (E) above, when a Participating Agency expends federal funds, offeror certifies that offeror will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act during the term of an award for all contracts by Participating Agency resulting from this procurement process. Does offeror agree? YES Initials of Authorized Representative of offeror (F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of "funding agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Pursuant to Federal Rule (F) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process,the offeror agrees to comply with all applicable requirements as referenced in Federal Rule(F)above. Does offeror agree? YES9A- Initials of Authorized Representative of offeror (G) Clean Air Act(42 U.S.C. 7401-7671q.)and the Federal Water Pollution Control Act(33 U.S.C. 1251.1387),as amended— Requirements for National Cooperative Contract Page 25 of 54 Contracts and subgrants of amounts in excess of$150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards,orders or regulations issued pursuant to the Clean Air Act(42 U.S.C.7401- 7671q)and the Federal Water Pollution Control Act as amended(33 U.S.C. 1251- 1387).Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA) Pursuant to Federal Rule (G) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency member resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule(G)above. Does offeror agree? YES9/- Initials of Authorized Representative of offeror (H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management(SAM),in accordance with the Executive Office of the President Office of Management and Budget(OMB) guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension."SAM Exclusions contains the names of parties debarred,suspended,or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Pursuant to Federal Rule (H) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. If at any time during the term of an award the offeror or its principals becomes debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency,the offeror will notify the Participating Agency. Does offeror agree? YES5)/ Initials of Authorized Representative of offeror (I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification.Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency,a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. Pursuant to Federal Rule (I) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term and after the awarded term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that it is in compliance with all applicable provisions of the Byrd Anti-Lobbying Amendment(31 U.S.C. 1352). The undersigned further certifies that: (1) No Federal appropriated funds have been paid or will be paid for on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract,the making of a Federal grant,the making of a Federal loan, the entering into a cooperative agreement, and the extension,continuation, renewal, amendment,or modification of a Federal contract,grant,loan,or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL,"Disclosure Form to Report Lobbying",in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all covered sub- awards exceeding$100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly. Does offeror agree? YES 97< Initials of Authorized Representative of offeror RECORD RETENTION REQUIREMENTS FOR CONTRACTS INVOLVING FEDERAL FUNDS When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR § 200.333. The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.333 for a period of three years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports,as applicable,and all other pending matters are closed. Does offeror agree? YES Initials of Authorized Representative of offeror Requirements for National Cooperative Contract Page 26 of 54 CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY AND CONSERVATION ACT When Participating Agency expends federal funds for any contract resulting from this procurement process, offeror certifies that it will comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act(42 U.S.C.6321 et seq.;49 C.F.R.Part 18). Does offeror agree? YES2/< Initials of Authorized Representative of offeror CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration,or Federal Transit Administration funds,offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition. Does offeror agree? YES Initials of Authorized Representative of offeror CERTIFICATION OF ACCESS TO RECORDS—2 C.F.R.§200.336 Offeror agrees that the Inspector General of the Agency or any of their duly authorized representatives shall have access to any documents, papers, or other records of offeror that are pertinent to offeror's discharge of its obligations under the Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to offeror's personnel for the purpose of interview and discussion relating to such documents. Does offeror agree? YES Initials of Authorized Representative of offeror CERTIFICATION OF APPLICABILITY TO SUBCONTRACTORS Offeror agrees that all contracts it awards pursuant to the Contract shall be bound by the foregoing terms and conditions. Does offeror agree? YES Initials of Authorized Representative of offeror Offeror agrees to comply with all federal,state,and local laws,rules, regulations and ordinances,as applicable.It is further acknowledged that offeror certifies compliance with all provisions,laws,acts,regulations,etc.as specifically noted above. Offeror's Name: Carahsoft Technology Corporation Address,City,State,and Zip Code: 11493 Sunset Hills Road, Suite 100, Reston, VA 20190 Phone Number: 703.871.8500 Fax Number: 703.871.8505 Printed Name and Title of Authorized Representative: Jennifer Kanach,Proposals Director Email Address: sales@Carahsoft.com Signature of Authorized Representative: /4. /e�.4e%_ Date: 11/22/19 Requirements for National Cooperative Contract Page 27 of 54 EXHIBIT G NEW JERSEY BUSINESS COMPLIANCE NEW JERSEY BUSINESS COMPLIANCE Suppliers intending to do business in the State of New Jersey must comply with policies and procedures required under New Jersey statues. All offerors submitting proposals must complete the following forms specific to the State of New Jersey. Completed forms should be submitted with the offeror's response to the RFP. Failure to complete the New Jersey packet will impact OMNIA Partners, Public Sector's ability to promote the Master Agreement in the State of New Jersey. DOC #1 Ownership Disclosure Form DOC #2 Non-Collusion Affidavit DOC #3 Affirmative Action Affidavit DOC #4 Political Contribution Disclosure Form DOC #5 Stockholder Disclosure Certification DOC #6 Certification of Non-Involvement in Prohibited Activities in Iran DOC #7 New Jersey Business Registration Certificate New Jersey suppliers are required to comply with the following New Jersey statutes when applicable: • all anti-discrimination laws, including those contained in N.J.S.A. 10:2-1 through N.J.S.A. 10:2-14, N.J.S.A. 10:5-1, and N.J.S.A. 10:5-31 through 10:5-38; • Prevailing Wage Act, N.J.S.A. 34:11-56.26, for all contracts within the contemplation of the Act; • Public Works Contractor Registration Act, N.J.S.A. 34:11-56.26; and • Bid and Performance Security, as required by the applicable municipal or state statutes. Requirements for National Cooperative Contract Page 28 of 54 DOC #1 OWNERSHIP DISCLOSURE FORM (N.J.S. 52:25-24.2) Pursuant to the requirements of P.L. 1999,Chapter 440 effective April 17,2000(Local Public Contracts Law), the offeror shall complete the form attached to these specifications listing the persons owning 10 percent(10%) or more of the firm presenting the proposal. Company Name: Carahsoft Technology Corporation Street: 11493 Sunset Hills Road, Suite 100, Reston, VA 20190 City, State,Zip Code: Reston, VA 20190 Complete as appropriate: I , certify that I am the sole owner of , that there are no partners and the business is not incorporated, and the provisions of N.J.S. 52:25-24.2 do not apply. OR: 1 , a partner in , do hereby cert that the following is a list of all individual partners who own a 10%or greater interest therein. I further certify that if one(1) or more of the partners is itself a corporation or partnership, there is also set forth the names and addresses of the stockholders holding 10%or more of that corporation's stock or the individual partners owning 10%or greater interest in that partnership. OR: I Jennifer Kanach , an authorized representative of Carahsoft Technology Corporation, a corporation, do hereby certify that the following is a list of the names and addresses of all stockholders in the corporation who own 10%or more of its stock of any class. I further certify that if one(1)or more of such stockholders is itself a corporation or partnership, that there is also set forth the names and addresses of the stockholders holding 10%or more of the corporation's stock or the individual partners owning a 10%or greater interest in that partnership. (Note: If there are no partners or stockholders owning 10% or more interest,indicate none.) Name Address Interest None. Craig P. Abod is the sole owner of Carahsoft Technology Corporation. I further certifi,that the statements and information contained herein, are complete and correct to the best of my knowledge and belief. 11/22/19 1,4X l Proposals Director Date Authorized Signature and Title Requirements for National Cooperative Contract Page 29 of 54 DOC #2 NON-COLLUSION AFFIDAVIT Company Name: Carahsoft I cchnology Corporation Street: 11493 Sunset Hills Road, Suite 100 City, State, Zip Code: Reston, VA 20190 State of VA County of Fairfax J, Jennifer Kanach of the Reston Name City in the County of Fairfax , State of Virginia offull age, being duly sworn according to law on my oath depose and say that: I am the Proposals Director of the firm of Carahsoft Technology Corporation. Title Company Name the Offeror making the Proposal for the goods, services or public work specified under the attached proposal, and that I executed the said proposal with full authority to do so; that said Offeror has not directly or indirectly entered into any agreement, participated in any collusion, or otherwise taken any action in restrain! of free, competitive bidding in connection with the above proposal, and that all statements contained in said proposal and in this affidavit are true and correct, and made with full knowledge that relies upon the truth of the statements contained in said proposal and in the statements contained in this affidavit in awarding the contract for the said goods, services or public work. I further warrant that no person or selling agency has been employed or retained to solicit or secure such contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by Carahsoft Technology Corporation ��^ roposals Director Company Name rthee d Signature & Title Subscribed and sworn before me this 22 day of November , 20 19 NOTARY PPUBLIC 77.----/S__ /L^`� REGISTRATION N 7831646 COMMOr,,WEALTh OFIRGINIA CUNMl55i0N EXPIRES Ntitary Public of V R _ MAY 27, 2023 My commission expire°___, 2� 20 . 3 SEAL Requirements for National Cooperative Contract Page 30 of 45 DOC #3 AFFIRMATIVE ACTION AFFIDAVIT (P.L. 1975, C.127) Company Name: Carahsoft Technology Corporation Street: 11493 Sunset Hills Road, Suite 100 City, State, Zip Code: Reston, VA 20190 Proposal Certification: Indicate below company's compliance with New Jersey Affirmative Action regulations. Company's proposal will be accepted even if company is not in compliance at this time. No contract and/or purchase order may be issued, however, until all Affirmative Action requirements are met. Required Affirmative Action Evidence: Procurement, Professional & Service Contracts (Exhibit A) Vendors must submit with proposal: 1. A photo copy of their Federal Letter of Affirmative Action Plan Approval OR 2. A photo copy of their Certificate of Employee Information Report OR 3. A complete Affirmative Action Employee Information Report (AA302) Public Work—Over $50,000 Total Project Cost: A. No approved Federal or New Jersey Affirmative Action Plan. We will complete Report Form AA201-A upon receipt from the B. Approved Federal or New Jersey Plan—certificate enclosed I further certify that the statements and information contained herein, are complete and correct to the best of my knowledge and belief 11/22/19 ii-X. / - Proposals Director Date Authorized Signature and Title Requirements for National Cooperative Contract Page 31 of 54 11_1cl'r0 • tate of ,aebn Yer5ep PHILIP D.MURPIIY DEPARTMENT OF THE TREASURY ELIZABETH MAHER MUOIo Governor DIVISION OF PURCHASE AND PROPERTY Slate Treasurer CONTRACT COMPLIANCE&AUDIT UNIT EEO MONITORING PROGRAM SHEILA Y.OLIVER 33 WEsT STATE STREET MAURICE A.GRIFFIN Li. Governor P.O.Box 236 Acting Director TRENTON,NEW JERSEY 08625-0236 Telephone(609)292-5400/Telefax(609)292-5899 CCAU.Alailbox@treas.nj.gov June 21, 2019 Ms. Kristina Smith, Contracts Manager Carahsoft Technology Corporation 1860 Michael Faraday Drive Suite 100 Reston, VA 20190 RE: EEO/AA Vendor Evaluation Dear Ms. Smith, As you are aware, no public monies shall be paid to any contractor, subcontractor or business firm that has not agreed and guaranteed to afford equal employment opportunity in performance of a contract in accordance with an affirmative action program approved by the State Treasurer. This evaluation is being sent to determine your company's compliance with Equal Employment Opportunity/Affirmative Action ("EEO/AA") statutes and regulations, and if required your corrective action to remedy the deficiencies. Please indicate your current status as it relates to the following requirements of N.J.S.A. 10:5-31 et seq. 1. Does the company's solicitations and advertisements for employment contain the language "We are an Equal Opportunity Employer" which means that all applicants will receive consideration for employment without regard to age, race, creed, color, national origin, ancestry, marital status,affectional or sexual orientation or sex? Yes No 2. Does the company maintain an Employment Applicant Log for new hires demonstrating good faith efforts to hire/employ minorities and women? Yes No 3. Are the anti-discrimination posters that are required by law, posted in conspicuous places easily visible to both applicants and employees? Yes No 4. Has your company been required to submit an Affirmative Action Plan? Yes No 5. Does the company have policies and procedures regarding recruitment. hiring. promotions and terminations? Yes No 6. Does the company utilize employment applications and testing procedures? Yes No 7. Does your company appoint a Compliance Officer responsible for insuring adherence to the Affirmative Action laws and regulations? Yes No 8. Has the company adopted and posted an EEO policy and disseminated it to its employees through various means (employee handbook, Intranet site, training, etc)? Yes No 9. Has the company made a good faith effort to promote and maintain equal employment opportunities in the workforce? Yes No 10. Do you wish to attend a training session on the requirements of the EEO/AA laws and regulations? Yes _ No If yes, please provide an email address below. For any"No"answer in questions one through nine, you must submit,to the undersigned, a corrective action plan. This corrective action must detail how you will correct the deficiency, who will be responsible for making the corrective action and the date the actions will be completed by. An example corrective action plan is attached. The Division will also continue to audit vendors' compliance with the statutes and may levy fines up to $1,000 for each violation for each day during which the violation continues in accordance with N.J.A.C. 17:27-10.6. Therefore, it is imperative that your corrective action plans be completed for all deficiencies. Please sign the certification below and return this completed evaluation, and the corrective action plan, if necessary, within 30 days of the above date. Your anticipated cooperation in this matter is appreciated. If you have any questions, or wish to discuss this matter further, do not hesitate to contact me at (609) 292-5477 or email me at bruce.cooke@treas.nj.gov Sincerely, Bruce C. Cooke Affirmative Action Specialist 2 I certify that the above answers and corrective action plan, if required, are accurate and in compliance with all applicable EEO/AA laws and regulations. Print Name: Title: Signature: Email: Phone: n�1111 \j1,` r" .` ti"(n.tVr� t. 1T 1 R w: ii�f' 1 Tar T1 ...‘,.-72''' • 'fafB of Nrfu ers ev DEPARTMENT OF THE TREASURY PHILIP D.MURPHY DIVISION OF PURCHASE&I'ROPERTY ELIZABETH MAHER MUOIO Governor CONTRACT COMPLIANCE AUDIT UNIT State Treasurer EEO MONITORING PROGRAM SHEILA V.OLIVER P.O.BOX 206 Li. Governor TRENTON.NJ 08625-0206 MAURICE A.GRIFFIN Acting Director ISSUANCE CERTIFICATE OF EMPLOYEE INFORMATION REPORT Enclosed is your Certificate of Employee information Report(hereinafter referred to as the "Certificate"and issued based on the Employee Information Report (AA-302) form completed by a representative of your company or firm. Immediately upon receipt, this certificate should be forwarded to the person in your company or firm responsible for ensuring equal employment opportunity and/or overseeing the company or firm's contracts with public agencies. Typically, this person may be your company or firm's Human Resources Manager, Equal Employment Opportunity Officer or Contract Administrator. If you do not know to whom the certificate should be forward, kindly forward it to the head of your company or firm. Copies of the certificate should also be distributed to all facilities of your company or firm who engage in bidding on public contracts in New Jersey and who use the same federal identification number and company name. The certificate should be retained in your records until the date it expires. This is very important since a request for a duplicate/replacement certificate will result in a $75.00 fee. On future successful bids on public contracts, your company or firm must present a photocopy of the certificate to the public agency awarding the contract after notification of the award but prior to execution of a goods and services or professional services contract. Failure to present the certificate within the time limits prescribed may result in the awarded contract being rescinded in accordance with N.J.A.C. l 7:27-4.3b. Please be advised that this certificate has been approved only for the time periods stated on the certificate. As early as ninety (90) days prior to its expiration, the Division will forward a renewal notification. Upon the Division's receipt of a properly completed renewal application and $150.00 application fee, it will issue a renewal certificate. In addition, representatives from the Division may conduct periodic visits and/or request additional information to monitor and evaluate the continued equal employment opportunity compliance of your company or firm. Moreover, the Division may provide your company or firm with technical assistance, as required. Please be sure to notify the Division immediately if your company's federal identification number, name or address changes. If you have any questions, please call (609) 292-5473 and a representative will be available to assist you. Enclosure(s) (AA-0l Rev. 1/18) New Jersey Is an Equal Opportunity Employer•Printed on Recycled and Recyclable Paper EEO/AA INVESTIGATION CORRECTIVE ACTION PLAN NAME OF ORGANIZATION CONTACT PERSON E-MAIL TELEPHONE NUMBER CERTIFICATE NUMBER CORRECTIVE PERSON PROJECTED DEFICIENCY ACTION PROPOSED METHOD OF RESPONSIBLE FOR DATE OF BY ORGANIZATION IMPLEMENTATION IMPLEMENTATION IMPLEMENTATION SIGNATURE NAME DATE Certification 40 CERTIFIrt APF EMPLOYEE INFORMATION REPORT This is to certify that the contractor listed below has submitted an Employee Information Report pursuant to N.J.A.C. 17:27-1.1 et. seq. and the State Treasurer has approved said report. This approval will remain in effect for the period of 15-MAY-2019 to 15-MAY--2022 ram'' T t► 'I / .. CARAHSOFT TECHNOLOGY CORPORATION 1860 MICHAEL FARADAY DR . , STE 100 RESTON VA 20190 ELIZABETH MAHER MUOIO State Treasurer DOC#3, continued P.L. 1995,c. 127(N.J.A.C. 17:27) MANDATORY AFFIRMATIVE ACTION LANGUAGE PROCUREMENT,PROFESSIONAL AND SERVICE CONTRACTS During the performance of this contract,the contractor agrees as follows: The contractor or subcontractor, where applicable, will not discriminate against any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation. The contractor will take affirmative action to ensure that such applicants are recruited and employed, and that employees are treated during employment,without regard to their age, race,creed, color,national origin, ancestry, marital status, sex, affectional or sexual orientation. Such action shall include, but not be limited to the following: employment,upgrading,demotion,or transfer;recruitment or recruitment advertising;layoff or termination;rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places,available to employees and applicants for employment,notices to be provided by the Public Agency Compliance Officer setting forth provisions of this non-discrimination clause. The contractor or subcontractor,where applicable will, in all solicitations or advertisement for employees placed by or on behalf of the contractor,state that all qualified applicants will receive consideration for employment without regard to age,race,creed,color,national origin,ancestry,marital status,sex,affectional or sexual orientation. The contractor or subcontractor,where applicable,will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer advising the labor union or workers'representative of the contractor's commitments under this act and shall post copies of the notice in conspicuous places available to employees and applicants for employment. The contractor or subcontractor,where applicable,agrees to comply with any regulations promulgated by the Treasurer pursuant to P.L. 1975,c. 127,as amended and supplemented from time to time and the Americans with Disabilities Act. The contractor or subcontractor agrees to attempt in good faith to employ minority and female workers trade consistent with the applicable county employment goal prescribed by N.J.A.C. 17:27-5.2 promulgated by the Treasurer pursuant to P.L. 1975,C.127,as amended and supplemented from time to time or in accordance with a binding determination of the applicable county employment goals determined by the Affirmative Action Office pursuant to N.J.A.C. 17:27-5.2 promulgated by the Treasurer pursuant to P.L. 1975,C.127,as amended and supplemented from time to time. The contractor or subcontractor agrees to inform in writing appropriate recruitment agencies in the area, including employment agencies,placement bureaus,colleges,universities, labor unions,that it does not discriminate on the basis of age, creed, color, national origin, ancestry, marital status, sex, affectional or sexual orientation, and that it will discontinue the use of any recruitment agency which engages in direct or indirect discriminatory practices. The contractor or subcontractor agrees to revise any of it testing procedures, if necessary, to assure that all personnel testing conforms with the principles of job-related testing,as established by the statutes and court decisions of the state of New Jersey and as established by applicable Federal law and applicable Federal court decisions. The contractor or subcontractor agrees to review all procedures relating to transfer,upgrading,downgrading and lay-off to ensure that all such actions are taken without regard to age,creed,color,national origin,ancestry,marital status,sex, affectional or sexual orientation,and conform with the applicable employment goals,consistent with the statutes and court decisions of the State of New Jersey,and applicable Federal law and applicable Federal court decisions. The contractor and its subcontractors shall furnish such reports or other documents to the Affirmative Action Office as may be requested by the office from time to time in order to carry out the purposes of these regulations, and public agencies shall furnish such information as may be requested by the Affirmative Action Office for conducting a compliance investigation pursuant to Subchapter 10 of the Administrative Code(NJAC 17:27). Signature of Procurement Agent Requirements for National Cooperative Contract Page 32 of 54 DOC #4 C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM Public Agency Instructions This page provides guidance to public agencies entering into contracts with business entities that are required to file Political Contribution Disclosure forms with the agency. It is not intended to be provided to contractors.What follows are instructions on the use of form local units can provide to contractors that are required to disclose political contributions pursuant to N.J.S.A. 19:44A-20.26(P.L. 2005,c. 271, s.2). Additional information on the process is available in Local Finance Notice 2006-1 (http://www.nj.gov/dca/divisions/digs/resources/lfns 2006.html). Please refer back to these instructions for the appropriate links,as the Local Finance Notices include links that are no longer operational. 1. The disclosure is required for all contracts in excess of$17,500 that are not awarded pursuant to a"fair and open" process(N.J.S.A. 19:44A-20.7). 2. Due to the potential length of some contractor submissions, the public agency should consider allowing data to be submitted in electronic form(i.e.,spreadsheet,pdf file,etc.). Submissions must be kept with the contract documents or in an appropriate computer file and be available for public access. The form is worded to accept this alternate submission. The text should be amended if electronic submission will not be allowed. 3. The submission must be received from the contractor and on file at least 10 days prior to award of the contract. Resolutions of award should reflect that the disclosure has been received and is on file. 4. The contractor must disclose contributions made to candidate and party committees covering a wide range of public agencies,including all public agencies that have elected officials in the county of the public agency,state legislative positions, and various state entities. The Division of Local Government Services recommends that contractors be provided a list of the affected agencies. This will assist contractors in determining the campaign and political committees of the officials and candidates affected by the disclosure. a. The Division has prepared model disclosure forms for each county. They can be downloaded from the"County PCD Forms" link on the Pay-to-Play web site at http://www.nj.gov/dca/divisions/digs/programs/lpcl.html#12. They will be updated from time-to-time as necessary. b. A public agency using these forms should edit them to properly reflect the correct legislative district(s). As the forms are county-based, they list all legislative districts in each county. Districts that do not represent the public agency should be removed from the lists. c. Some contractors may find it easier to provide a single list that covers all contributions,regardless of the county. These submissions are appropriate and should be accepted. d. The form may be used"as-is",subject to edits as described herein. e. The "Contractor Instructions" sheet is intended to be provided with the form. It is recommended that the Instructions and the form be printed on the same piece of paper. The form notes that the Instructions are printed on the back of the form;where that is not the case,the text should be edited accordingly. f. The form is a Word document and can be edited to meet local needs,and posted for download on web sites,used as an e-mail attachment,or provided as a printed document. 5. It is recommended that the contractor also complete a"Stockholder Disclosure Certification." This will assist the local unit in its obligation to ensure that contractor did not make any prohibited contributions to the committees listed on the Business Entity Disclosure Certification in the 12 months prior to the contract (See Local Finance Notice 2006-7 for additional information on this obligation at http://www.nj.gov/dca/divisions/digs/resources/lfns 2006.html). A sample Certification form is part of this package and the instruction to complete it is included in the Contractor Instructions. NOTE: This section is not applicable to Boards of Education. Requirements for National Cooperative Contract Page 33 of 54 DOC #4, continued C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM Contractor Instructions Business entities (contractors) receiving contracts from a public agency that are NOT awarded pursuant to a "fair and open"process(defined at N.J.S.A. 19:44A-20.7)are subject to the provisions of P.L. 2005,c. 271,s.2(N.J.S.A. 19:44A- 20.26). This law provides that 10 days prior to the award of such a contract,the contractor shall disclose contributions to: • any State,county,or municipal committee of a political party • any legislative leadership committee* • any continuing political committee(a.k.a.,political action committee) • any candidate committee of a candidate for,or holder of,an elective office: o of the public entity awarding the contract o of that county in which that public entity is located o of another public entity within that county o or of a legislative district in which that public entity is located or,when the public entity is a county,of any legislative district which includes all or part of the county The disclosure must list reportable contributions to any of the committees that exceed$300 per election cycle that were made during the 12 months prior to award of the contract. See N.J.S.A. 19:44A-8 and 19:44A-16 for more details on reportable contributions. N.J.S.A. 19:44A-20.26 itemizes the parties from whom contributions must be disclosed when a business entity is not a natural person. This includes the following: • individuals with an"interest"ownership or control of more than 10%of the profits or assets of a business entity or 10%of the stock in the case of a business entity that is a corporation for profit • all principals,partners,officers,or directors of the business entity or their spouses • any subsidiaries directly or indirectly controlled by the business entity • IRS Code Section 527 New Jersey based organizations, directly or indirectly controlled by the business entity and filing as continuing political committees,(PACs). When the business entity is a natural person,"a contribution by that person's spouse or child,residing therewith,shall be deemed to be a contribution by the business entity." [N.J.S.A. 19:44A-20.26(b)] The contributor must be listed on the disclosure. Any business entity that fails to comply with the disclosure provisions shall be subject to a fine imposed by ELEC in an amount to be determined by the Commission which may be based upon the amount that the business entity failed to report. The enclosed list of agencies is provided to assist the contractor in identifying those public agencies whose elected official and/or candidate campaign committees are affected by the disclosure requirement. It is the contractor's responsibility to identify the specific committees to which contributions may have been made and need to be disclosed. The disclosed information may exceed the minimum requirement. The enclosed form, a content-consistent facsimile,or an electronic data file containing the required details(along with a signed cover sheet)may be used as the contractor's submission and is disclosable to the public under the Open Public Records Act. The contractor must also complete the attached Stockholder Disclosure Certification. This will assist the agency in meeting its obligations under the law. NOTE: This section does not apply to Board of Education contracts. * N.J.S.A. 19:44A-3(s): "The term "legislative leadership committee" means a committee established, authorized to be established, or designated by the President of the Senate,the Minority Leader of the Senate, the Speaker of the General Assembly or the Minority Leader of the General Assembly pursuant to section 16 of P.L.1993,c.65(C.19:44A-10.1)for the purpose of receiving contributions and making expenditures." Requirements for National Cooperative Contract Page 34 of 54 DOC #4, continued C. 271 POLITICAL CONTRIBUTION DISCLOSURE FORM Required Pursuant to N.J.S.A. 19:44A-20.26 This form or its permitted facsimile must be submitted to the local unit no later than 10 days prior to the award of the contract. Part I —Vendor Information Vendor Name: Carahsoft Technology Corporation Address: 11493 Sunset Hills Road City: Reston State: VA Zip: 20190 The undersigned being authorized to certify,hereby certifies that the submission provided herein represents compliance with the provisions of N.J.S.A. 19:44A-20.26 and as represented by the Instructions accompanying this form. /044144-4.- Jennifer Kanach Proposals Director Signature Printed Name Title Part II — Contribution Disclosure Disclosure requirement: Pursuant to N.J.S.A. 19:44A-20.26 this disclosure must include all reportable political contributions (more than $300 per election cycle) over the 12 months prior to submission to the committees of the government entities listed on the form provided by the local unit. ❑ Check here if disclosure is provided in electronic form Contributor Name Recipient Name Date Dollar Amount Not applicable $ ❑ Check here if the information is continued on subsequent page(s) Requirements for National Cooperative Contract Page 35 of 54 DOC #4, continued List of Agencies with Elected Officials Required for Political Contribution Disclosure N.J.S.A. 19:44A-20.26 County Name: State: Governor, and Legislative Leadership Committees Legislative District#s: State Senator and two members of the General Assembly per district. County: Freeholders County Clerk Sheriff {County Executive} Surrogate Municipalities(Mayor and members of governing body, regardless of title): USERS SHOULD CREATE THEIR OWN FORM, OR DOWNLOAD FROM THE PAY TO PLAY SECTION OF THE DLGS WEBSITE A COUNTY-BASED, CUSTOMIZABLE FORM. Requirements for National Cooperative Contract Page 36 of 54 DOC #5 STOCKHOLDER DISCLOSURE CERTIFICATION Name of Business: 0 I certify that the list below contains the names and home addresses of all stockholders holding 10%or more of the issued and outstanding stock of the undersigned. OR ❑ 1 certify that no one stockholder owns 10%or more of the issued and outstanding stock of the undersigned. Check the box that represents the type of business organization: ❑Partnership ®Corporation 0 Sole Proprietorship El Limited Partnership ['Limited Liability Corporation 0 Limited Liability Partnership 0 Subchapter S Corporation Sign and notarize the form below, and, if necessary, complete the stockholder list below. Stockholders: Name: Craig P. Abod is the sole owner of Name: Carahsoft Technology Corporation Home Address: Home Address: 11493 Sunset Hills Road, Suite 100 Reston, VA 20190 Name: Name: I lome Address: Home Address: Name: Name: Home Address: Home Address: Subscribed and sworn bel re me this=day p�fd , 2019 i4, 4 tRY P11;i (Allium) REGtS1.4At 783 t846 CO AMC`! 'E.ALIJF VIRGINIA Jennifer Kanach Proposals Director (Notary Public) MY CO4mISSION EXPIRES MAY 27.2023 (Print name&title of alliant) My Commission expires: (Corporate Seal) ?( 4r� PAHRtt(J fLAK R uirements for National Cooperative Contract NOTARY PUBLIC p q`ctlSTf1ATION r 783164e Page 37 of 54 C00041ONVvEALTit OF VIRGINIA MAlf 27, 023 EXPIRES DOC#6 Certification of Non-Involvement in Prohibited Activities in Iran Pursuant to N.J.S.A. 52:32-58, Offerors must certify that neither the Offeror, nor any of its parents, subsidiaries, and/or affiliates (as defined in N.J.S.A. 52:32 —56(e) (3)), is listed on the Department of the Treasury's List of Persons or Entities Engaging in Prohibited Investment Activities in Iran and that neither is involved in any of the investment activities set forth in N.J.S.A. 52:32—56(f). Offerors wishing to do business in New Jersey through this contract must fill out the Certification of Non-Involvement in Prohibited Activities in Iran here: http://www.state.nj.us/humanservices/dfd/info/standard/fdc/disclosure investmentact.pdf. Offerors should submit the above form completed with their proposal. Requirements for National Cooperative Contract Page 38 of 54 STATE OF NEW JERSEY-- DIVISION OF PURCHASE AND PROPERTY DISCLOSURE OF INVESTMENT ACTIVITIES IN IRAN Quote Number: 19_19 Bidder/Offeror: Carahsoft Technology Corporation PART 1: CERTIFICATION BIDDERS MUST COMPLETE PART 1 BY CHECKING EITHER BOX. FAILURE TO CHECK ONE OF THE BOXES WILL RENny THE PROPOSAL NON-RESPONSIVE. Pursuant to Public Law 2012, c. 25, any person or entity that submits a bid or proposal or otherwise proposes to enter into or renew a contract must complete the certification below to attest, under penalty of perjury, that neither the person or entity, nor any of its parents, subsidiaries, or affiliates, is identified on the Department of Treasury's Chapter 25 list as a person or entity engaging in investment activities in Iran. The Chapter 25 list is found on the Division's website at iii( .',.vwv.state.nj.us/treasury/purchase/p_df/Cha t�er25List.pdf. Bidders must review this list prior to completing the below certification. Failure to complete the certification will render a bidder's proposal non-responsive. If the Director finds a person or entity to be in violation of law, s/he shall take action as may be appropriate and provided by law, rule or contract, including but not limited to, imposing sanctions, seeking compliance, recovering damages, declaring the party in default and seeking debarment or suspension of the party PLEASE.CHECK THE APPROPRIATE BOX: I certify, pursuant to Public Law 2012, c. 25, that neither the bidder listed above nor any of the bidder's parents, subsidiaries, or affiliates is listed on the N.J. Department of the Treasury"s list of entities determined to be engaged in prohibited 7I r l activities in Iran pursuant to P.L. 2012, c. 25 ("Chapter 25 List"). I further certify that I am the person listed above, or I am an officer - I or representative of the entity listed above and am authorized to make this certification on its behalf. I will skip Part 2 and sign and complete the Certification below. I am unable to certify as above because the bidder and/or one or more of its parents, subsidiaries, or affiliates is listed on the Department's Chapter 25 list. I will provide a detailed,accurate and precise description of the activities in Part 2 below and sign and complete the Certification below Failure to provide such will result in the proposal being rendered as non- responsive and appropriate penalties, fines and/or sanctions will be assessed as provided by law. PART 2: PLEASE PROVIDE FURTHER INFORMATION RELATED TO INVESTMENT ACTIVITIES IN IRAN You must provide a detailed, accurate and precise description of the activities of the bidding person/entity, or one of its parents, subsidiaries or affiliates, engaging in the investment activities in Iran outlined above by completing the boxes below. EACH BOX WILL PROMPT YOU TO PROVIDE INFORMATION RELATIVE TO THE ABOVE QUESTIONS. PLEASE PROVIDE THOROUGH ANSWERS TO EACH QUESTION. IF YOU NEED TO MAKE ADDITIONAL ENTRIES, CLICK THE "ADD AN ADDITIONAL ACTIVITIES ENTRY"BUTTON. Name Relationship to Bidder/Offeror Description of Activities Duration of Engagement Anticipated Cessation Date Bidder/Offeror Contact Name Contact Phone Number ADD AN ADDITIONAL ACTIVITIES ENTRY Certification: I, being duly sworn upon my oath, hereby represent and state that the foregoing information and any attachments thereto to the best of my knowledge are true and complete. I attest that I am authorized to execute this certification on behalf of the above-referenced person or entity. acknowledge that the State of New Jersey is relying on the information contained herein and thereby acknowledge that I am under a continuing obligation from the date of this certification through the completion of any contracts with the State to notify the State in writing of any changes to the answers of information contained herein. I acknowledge that I am aware that it is a criminal offense to make a false statement or misrepresentation in this certification,and if I do so, I recognize that I am subject to criminal prosecution under the law and that it will also constitute a material breach of my agreement(s) with the State of New Jersey and that the State at its option may declare any contract(s) resulting from this certification void and unenforceable. ���/J4464— Full Name(Print): Jennifer Kanach Signature: !/ ` Title: Proposals Director Date: 11/22/19 DPP Standard Forms Packet 11/2013 DOC #7 NEW JERSEY BUSINESS REGISTRATION CERTIFICATE (N.J.S.A. 52:32-44) Offerors wishing to do business in New Jersey must submit their State Division of Revenue issued Business Registration Certificate with their proposal here. Failure to do so will disqualify the Offeror from offering products or services in New Jersey through any resulting contract. http://www.state.nj.us/treasury/revenue/forms/njreg.pdf Requirements for National Cooperative Contract Page 39 of 54 2/4/2019 N.J.Department of Treasury-Division of Revenue,On-Line Inquiry 1 s STATE OF NEW JERSEY • BUSINESS REGISTRATION CERTIFICATE key se- Taxpayer Name: CARAHSOFT TECHNOLOGY CORP Trade Name: Address: 1860 MICHAEL FARADAY DR STE. 100 RESTON, VA 20190 Certificate Number: 1511213 Effective Date: September 09, 2009 Date of Issuance: February 04, 2019 For Office Use Only: 20190204164113764 https://wwwl.state.nj.us/TYTR_BRC/servlet/common/BRCLogin 1/1 EXHIBIT H ADVERTISING COMPLIANCE REQUIREMENT Pursuant to certain state notice provisions,including but not limited to Oregon Revised Statutes Chapter 279A.220,the following public agencies and political subdivisions of the referenced public agencies are eligible to register with OMNIA Partners,Public Sector and access the Master Agreement contract award made pursuant to this solicitation,and are hereby given notice of the foregoing request for proposals for purposes of complying with the procedural requirements of said statutes: Nationwide: State of Alabama State of Hawaii State of Massachusetts State of New Mexico State of South Dakota State of Alaska State of Idaho State of Michigan State of New York State of Tennessee State of Arizona State of Illinois State of Minnesota State of North Carolina State of Texas State of Arkansas State of Indiana State of Mississippi State of North Dakota State of Utah State of California State of Iowa State of Missouri State of Ohio State of Vermont State of Colorado State of Kansas State of Montana State of Oklahoma State of Virginia State of Connecticut State of Kentucky State of Nebraska State of Oregon State of Washington State of Delaware State of Louisiana State of Nevada State of Pennsylvania State of West Virginia State of Florida State of Maine State of New Hampshire State of Rhode Island State of Wisconsin State of Georgia State of Maryland State of New Jersey State of South Carolina State of Wyoming District of Columbia Lists of political subdivisions and local governments in the above referenced states/districts may be found at http://www.usa.gov/Agencies/State_and Territories.shtml and https://www.usa.gov/local-governments. Certain Public Agencies and Political Subdivisions: CITIES,TOWNS,VILLAGES AND BOROUGHS CITY OF KENNER,LA INCLUDING BUT NOT LIMITED TO: CITY OF LA GRANDE,OR BAKER CITY GOLF COURSE,OR CITY OF LAFAYETTE,LA CITY OF ADAIR VILLAGE,OR CITY OF LAKE CHARLES,OR CITY OF ASHLAND,OR CITY OF LEBANON,OR CITY OF AUMSVILLE,OR CITY OF MCMINNVILLE,OR CITY OF AURORA,OR CITY OF MEDFORD,OR CITY OF BAKER,OR CITY OF METAIRIE,LA CITY OF BATON ROUGE,LA CITY OF MILL CITY,OR CITY OF BEAVERTON,OR CITY OF MILWAUKIE,OR CITY OF BEND,OR CITY OF MONROE,LA CITY OF BOARDMAN,OR CITY OF MOSIER,OR CITY OF BONANAZA,OR CITY OF NEW ORLEANS,LA CITY OF BOSSIER CITY,LA CITY OF NORTH PLAINS,OR CITY OF BROOKINGS,OR CITY OF OREGON CITY,OR CITY OF BURNS,OR CITY OF PILOT ROCK,OR CITY OF CANBY,OR CITY OF PORTLAND,OR CITY OF CANYONVILLE,OR CITY OF POWERS,OR CITY OF CLATSKANIE,OR CITY OF PRINEVILLE,OR CITY OF COBURG,OR CITY OF REDMOND,OR CITY OF CONDON,OR CITY OF REEDSPORT,OR CITY OF COQUILLE,OR CITY OF RIDDLE,OR CITY OF CORVALLI,OR CITY OF ROGUE RIVER,OR CITY OF CORVALLIS PARKS AND RECREATION CITY OF ROSEBURG,OR DEPARTMENT,OR CITY OF SALEM,OR CITY OF COTTAGE GROVE,OR CITY OF SANDY,OR CITY OF DONALD,OR CITY OF SCAPPOOSE,OR CITY OF EUGENE,OR CITY OF SHADY COVE,OR CITY OF FOREST GROVE,OR CITY OF SHERWOOD,OR CITY OF GOLD HILL,OR CITY OF SHREVEPORT,LA CITY OF GRANTS PASS,OR CITY OF SILVERTON,OR CITY OF GRESHAM,OR CITY OF SPRINGFIELD,OR CITY OF HILLSBORO,OR CITY OF ST.HELENS,OR CITY OF INDEPENDENCE,OR CITY OF ST.PAUL,OR CITY AND COUNTY OF HONOLULU,HI CITY OF SULPHUR,LA Requirements for National Cooperative Contract Page 40 of 45 CITY OF TIGARD,OR ENOCH,UT CITY OF TROUTDALE,OR ENTERPRISE,UT CITY OF TUALATIN,OR EPHRAIM,UT CITY OF WALKER,LA ESCALANTE,UT CITY OF WARRENTON,OR EUREKA,UT CITY OF WEST LINN,OR FAIRFIELD,UT CITY OF WILSONVILLE,OR FAIRVIEW,UT CITY OF WINSTON,OR FARMINGTON,UT CITY OF WOODBURN,OR FARR WEST,UT LEAGUE OF OREGON CITES FAYETTE,UT THE CITY OF HAPPY VALLEY OREGON FERRON,UT ALPINE,UT FIELDING,UT ALTA,UT FILLMORE,UT ALTAMONT,UT FOUNTAIN GREEN,UT ALTON,UT FRANCIS,UT AMALGA,UT FRUIT HEIGHTS,UT AMERICAN FORK CITY,UT GARDEN CITY,UT ANNABELLA,UT GARLAND,UT ANTIMONY,UT GENOLA,UT APPLE VALLEY,UT GLENDALE,UT AURORA,UT GLENWOOD,UT BALLARD,UT GOSHEN,UT BEAR RIVER CITY,UT GRANTSVILLE,UT BEAVER,UT GREEN RIVER,UT BICKNELL,UT GUNNISON,UT BIG WATER,UT HANKSVILLE,UT BLANDING,UT HARRISVILLE,UT BLUFFDALE,UT HATCH,UT BOULDER,UT HEBER CITY CORPORATION,UT CITY OF BOUNTIFUL,UT HELPER,UT BRIAN HEAD,UT HENEFER,UT BRIGHAM CITY CORPORATION,UT HENRIEVILLE,UT BRYCE CANYON CITY,UT HERRIMAN,UT CANNONVILLE,UT HIDEOUT,UT CASTLE DALE,UT HIGHLAND,UT CASTLE VALLEY,UT HILDALE,UT CITY OF CEDAR CITY,UT SEI NCKLEY,UT CEDAR FORT,UT x HOLDEN,UT CITY OF CEDAR HILLS,UT HOLLADAY,UT CENTERFIELD,UT HONEYVILLE,UT CENTERVILLE CITY CORPORATION,UT HOOPER,UT CENTRAL VALLEY,UT HOWELL,UT CHARLESTON,UT HUNTINGTON,UT CIRCLEVILLE,UT HUNTSVILLE,UT CLARKSTON,UT CITY OF HURRICANE,UT CLAWSON,UT HYDE PARK,UT CLEARFIELD,UT HYRUM,UT CLEVELAND,UT INDEPENDENCE,UT CLINTON CITY CORPORATION,UT WINS,UT COALVILLE,UT JOSEPH,UT CORINNE,UT JUNCTION,UT CORNISH,UT KAMAS,UT COTTONWOOD HEIGHTS,UT KANAB,UT DANIEL,UT KANARRAVILLE,UT DELTA,UT KANOSH,UT DEWEYVILLE,UT KAYSVILLE,UT DRAPER CITY,UT KINGSTON,UT DUCHESNE,ITT KOOSHAREM,UT EAGLE MOUNTAIN,UT LAKETOWN,UT EAST CARBON,UT LA VERKIN,UT ELK RIDGE,UT LAYTON,UT ELMO,UT LEAMINGTON,UT ELSINORE,UT LEEDS,UT ELWOOD,UT LEHI CITY CORPORATION,UT EMERY,UT LEVAN,UT Requirements for National Cooperative Contract Page 41 of 54 LEWISTON,UT RIVERTON CITY,UT LINDON,UT ROCKVILLE,UT LOA,UT ROCKY RIDGE,UT LOGAN CITY,UT ROOSEVELT CITY CORPORATION,UT LYMAN,UT ROY,UT LYNNDYL,UT RUSH VALLEY,UT MANILA,UT CITY OF ST.GEORGE,UT MANTI,UT SALEM,UT MANTUA,UT SALINA,UT MAPLETON,UT SALT LAKE CITY CORPORATION,UT MARRIOTT-SLATERVILLE,UT SANDY,UT MARYSVALE,UT SANTA CLARA,UT MAYFIELD,UT SANTAQUIN,UT MEADOW,UT SARATOGA SPRINGS,UT MENDON,UT SCIPIO,UT MIDVALE CITY INC.,UT SCOFIELD,UT MIDWAY,UT SIGURD,UT MILFORD,UT SMITHFIELD,UT MILLVILLE,UT SNOWVILLE,UT MINERSVILLE,UT CITY OF SOUTH JORDAN,UT MOAB,UT SOUTH OGDEN,UT MONA,UT CITY OF SOUTH SALT LAKE,UT MONROE,UT SOUTH WEBER,UT CITY OF MONTICELLO,UT SPANISH FORK,UT MORGAN,UT SPRING CITY,UT MORONI,UT SPRINGDALE,UT MOUNT PLEASANT,UT SPRINGVILLE,UT MURRAY CITY CORPORATION,UT STERLING,UT MYTON,UT STOCKTON,UT NAPLES,UT SUNNYSIDE,UT NEPHI,UT SUNSET CITY CORP,UT NEW HARMONY,UT SYRACUSE,UT NEWTON,UT TABIONA,UT NIBLEY,UT CITY OF TAYLORSVILLE,UT NORTH LOGAN,UT TOOELE CITY CORPORATION,UT NORTH OGDEN,UT TOQUERVILLE,UT NORTH SALT LAKE CITY,UT TORREY,UT OAK CITY,UT TREMONTON CITY,UT OAKLEY,UT TRENTON,UT OGDEN CITY CORPORATION,UT TROPIC,UT OPHIR,UT UINTAH,UT ORANGEVILLE,UT VERNAL CITY,UT ORDERVILLE,UT VERNON,UT OREM,UT VINEYARD,UT PANGUITCH,UT VIRGIN,UT PARADISE,UT WALES,UT PARAGONAH,UT WALLSBURG,UT PARK CITY,UT WASHINGTON CITY,UT PAROWAN,UT WASHINGTON TERRACE,UT PAYSON,UT WELLINGTON,UT PERRY,UT WELLSVILLE,UT PLAIN CITY,UT WENDOVER,UT PLEASANT GROVE CITY,UT WEST BOUNTIFUL,UT PLEASANT VIEW,UT WEST HAVEN,UT PLYMOUTH,UT WEST JORDAN,UT PORTAGE,UT WEST POINT,UT PRICE,UT WEST VALLEY CITY,UT PROVIDENCE,UT WILLARD,UT PROVO,UT WOODLAND HILLS,UT RANDOLPH,UT WOODRUFF,UT REDMOND,UT WOODS CROSS,UT RICHFIELD,UT RICHMOND,UT COUNTIES AND PARISHES INCLUDING BUT NOT RIVERDALE,UT LIMITED TO: RIVER HEIGHTS,UT ASCENSION PARISH,LA Requirements for National Cooperative Contract Page 42 of 54 ASCENSION PARISH,LA,CLEAR OF COURT WALLOWA COUNTY,OR CADDO PARISH,LA WASCO COUNTY,OR CALCASIEU PARISH,LA WASHINGTON COUNTY,OR CALCASIEU PARISH SHERIFF'S OFFICE,LA WEST BATON ROUGE PARISH,LA CITY AND COUNTY OF HONOLULU,HI WHEELER COUNTY,OR CLACKAMAS COUNTY,OR YAMHILL COUNTY,OR CLACKAMAS COUNTY DEPT OF TRANSPORTATION, COUNTY OF BOX ELDER,UT OR COUNTY OF CACHE,UT CLATSOP COUNTY,OR COUNTY OF RICH,UT COLUMBIA COUNTY,OR COUNTY OF WEBER,UT COOS COUNTY,OR COUNTY OF MORGAN,UT COOS COUNTY HIGHWAY DEPARTMENT,OR COUNTY OF DAVIS,UT COUNTY OF HAWAII,OR COUNTY OF SUMMIT,UT CROOK COUNTY,OR COUNTY OF DAGGETT,UT CROOK COUNTY ROAD DEPARTMENT,OR COUNTY OF SALT LAKE,UT CURRY COUNTY,OR COUNTY OF TOOELE,UT DESCHUTES COUNTY,OR COUNTY OF UTAH,UT DOUGLAS COUNTY,OR COUNTY OF WASATCH,UT EAST BATON ROUGE PARISH,LA COUNTY OF DUCHESNE,UT GILLIAM COUNTY,OR COUNTY OF UINTAH,UT GRANT COUNTY,OR COUNTY OF CARBON,UT HARNEY COUNTY,OR COUNTY OF SANPETE,UT HARNEY COUNTY SHERIFFS OFFICE,OR COUNTY OF JUAB,UT HAWAII COUNTY,HI COUNTY OF MILLARD,UT HOOD RIVER COUNTY,OR COUNTY OF SEVIER,UT JACKSON COUNTY,OR COUNTY OF EMERY,UT JEFFERSON COUNTY,OR COUNTY OF GRAND,UT JEFFERSON PARISH,LA COUNTY OF BEVER,UT JOSEPHINE COUNTY GOVERNMENT,OR COUNTY OF PIUTE,UT LAFAYETTE CONSOLIDATED GOVERNMENT,LA COUNTY OF WAYNE,UT LAFAYETTE PARISH,LA COUNTY OF SAN JUAN,UT LAFAYETTE PARISH CONVENTION&VISITORS COUNTY OF GARFIELD,UT COMMISSION COUNTY OF KANE,UT LAFOURCHE PARISH,LA COUNTY OF IRON,UT KAUAI COUNTY,HI COUNTY OF WASHINGTON,UT KLAMATH COUNTY,OR LAKE COUNTY,OR OTHER AGENCIES INCLUDING ASSOCIATIONS, LANE COUNTY,OR BOARDS,DISTRICTS,COMMISSIONS,COUNCILS, LINCOLN COUNTY,OR PUBLIC CORPORATIONS,PUBLIC DEVELOPMENT LINN COUNTY,OR AUTHORITIES.RESERVATIONS AND UTILITIES LIVINGSTON PARISH,LA INCLUDING BUT NOT LIMITED TO: MALHEUR COUNTY,OR ADAIR R.F.P.D.,OR MAUI COUNTY,HI ADEL WATER IMPROVEMENT DISTRICT,OR MARION COUNTY,SALEM,OR ADRIAN R.F.P.D.,OR MORROW COUNTY,OR AGNESS COMMUNITY LIBRARY,OR MULTNOMAH COUNTY,OR AGNESS-ILLAHE R.F.P.D.,OR MULTNOMAH COUNTY BUSINESS AND AGRICULTURE EDUCATION SERVICE EXTENSION COMMUNITY SERVICES,OR DISTRICT,OR MULTNOMAH COUNTY SHERIFFS OFFICE,OR ALDER CREEK-BARLOW WATER DISTRICT NO.29, MULTNOMAH LAW LIBRARY,OR OR ORLEANS PARISH,LA ALFALFA FIRE DISTRICT,OR PLAQUEMINES PARISH,LA ALSEA R.F.P.D.,OR POLK COUNTY,OR ALSEA RIVIERA WATER IMPROVEMENT DISTRICT, RAPIDES PARISH,LA OR SAINT CHARLES PARISH,LA AMITY FIRE DISTRICT,OR SAINT CHARLES PARISH PUBLIC SCHOOLS,LA ANTELOPE MEADOWS SPECIAL ROAD DISTRICT,OR SAINT LANDRY PARISH,LA APPLE ROGUE DISTRICT IMPROVEMENT COMPANY, SAINT TAMMANY PARISH,LA OR SHERMAN COUNTY,OR APPLEGATE VALLEY R.F.P.D.#9,OR TERREBONNE PARISH,LA ARCH CAPE DOMESTIC WATER SUPPLY DISTRICT, TILLAMOOK COUNTY,OR OR TILLAMOOK COUNTY SHERIFF'S OFFICE,OR ARCH CAPE SANITARY DISTRICT,OR TILLAMOOK COUNTY GENERAL HOSPITAL,OR ARNOLD IRRIGATION DISTRICT,OR UMATILLA COUNTY,OR ASH CREEK WATER CONTROL DISTRICT,OR UNION COUNTY,OR ATHENA CEMETERY MAINTENANCE DISTRICT,OR Requirements for National Cooperative Contract Page 43 of 54 AUMSVILLE R.F.P.D.,OR BORING WATER DISTRICT#24,OR AURORA R.F.P.D.,OR BOULDER CREEK RETREAT SPECIAL ROAD AZALEA R.F.P.D.,OR DISTRICT,OR BADGER IMPROVEMENT DISTRICT,OR BRIDGE R.F.P.D.,OR BAILEY-SPENCER R.F.P.D.,OR BROOKS COMMUNITY SERVICE DISTRICT,OR BAKER COUNTY LIBRARY DISTRICT,OR BROWNSVILLE R.F.P.D.,OR BAKER R.F.P.D.,OR BUELL-RED PRAIRIE WATER DISTRICT,OR BAKER RIVERTON ROAD DISTRICT,OR BUNKER HILL R.F.P.D.#1,OR BAKER VALLEY IRRIGATION DISTRICT,OR BUNKER HILL SANITARY DISTRICT,OR BAKER VALLEY S.W.C.D.,OR BURLINGTON WATER DISTRICT,OR BAKER VALLEY VECTOR CONTROL DISTRICT,OR BURNT RIVER IRRIGATION DISTRICT,OR BANDON CRANBERRY WATER CONTROL DISTRICT, BURNT RIVER S.W.C.D.,OR OR CALAPOOIA R.F.P.D.,OR BANDON R.F.P.D.,OR CAMAS VALLEY R.F.P.D.,OR BANKS FIRE DISTRICT,OR CAMELLIA PARK SANITARY DISTRICT,OR BANKS FIRE DISTRICT#13,OR CAMMANN ROAD DISTRICT,OR BAR L RANCH ROAD DISTRICT,OR CAMP SHERMAN ROAD DISTRICT,OR BARLOW WATER IMPROVEMENT DISTRICT,OR CANBY AREA TRANSIT,OR BASIN AMBULANCE SERVICE DISTRICT,OR CANBY R.F.P.D.#62,OR BASIN TRANSIT SERVICE TRANSPORTATION CANBY UTILITY BOARD,OR DISTRICT,OR CANNON BEACH R.F.P.D.,OR BATON ROUGE WATER COMPANY CANYONVILLE SOUTH UMPQUA FIRE DISTRICT,OR BAY AREA HEALTH DISTRICT,OR CAPE FERRELO R.F.P.D.,OR BAYSHORE SPECIAL ROAD DISTRICT,OR CAPE FOULWEATHER SANITARY DISTRICT,OR BEAR VALLEY SPECIAL ROAD DISTRICT,OR CARLSON PRIMROSE SPECIAL ROAD DISTRICT,OR BEAVER CREEK WATER CONTROL DISTRICT,OR CARMEL BEACH WATER DISTRICT,OR BEAVER DRAINAGE IMPROVEMENT COMPANY, CASCADE VIEW ESTATES TRACT 2,OR INC.,OR CEDAR CREST SPECIAL ROAD DISTRICT,OR BEAVER SLOUGH DRAINAGE DISTRICT,OR CEDAR TRAILS SPECIAL ROAD DISTRICT,OR BEAVER SPECIAL ROAD DISTRICT,OR CEDAR VALLEY-NORTH BANK R.F.P.D.,OR BEAVER WATER DISTRICT,OR CENTRAL CASCADES FIRE AND EMS,OR BELLE MER S.I.G.L.TRACTS SPECIAL ROAD CENTRAL CITY ECONOMIC OPPORTUNITY CORP,LA DISTRICT,OR CENTRAL LINCOLN P.U.D.,OR BEND METRO PARK AND RECREATION DISTRICT CENTRAL OREGON COAST FIRE&RESCUE BENTON S.W.C.D.,OR DISTRICT,OR BERNDT SUBDIVISION WATER IMPROVEMENT CENTRAL OREGON INTERGOVERNMENTAL DISTRICT,OR COUNCIL BEVERLY BEACH WATER DISTRICT,OR CENTRAL OREGON IRRIGATION DISTRICT,OR BIENVILLE PARISH FIRE PROTECTION DISTRICT 6, CHAPARRAL WATER CONTROL DISTRICT,OR LA CHARLESTON FIRE DISTRICT,OR BIG BEND IRRIGATION DISTRICT,OR CHARLESTON SANITARY DISTRICT,OR BIGGS SERVICE DISTRICT,OR CHARLOTTE ANN WATER DISTRICT,OR BLACK BUTTE RANCH DEPARTMENT OF POLICE CHEHALEM PARK&RECREATION DISTRICT,OR SERVICES,OR CHEHALEM PARK AND RECREATION DISTRICT BLACK BUTTE RANCH R.F.P.D.,OR CHEMULT R.F.P.D.,OR BLACK MOUNTAIN WATER DISTRICT,OR CHENOWITH WATER P.U.D.,OR BLODGETT-SUMMIT R.F.P.D.,OR CHERRIOTS,OR BLUE MOUNTAIN HOSPITAL DISTRICT,OR CHETCO COMMUNITY PUBLIC LIBRARY DISTRICT, BLUE MOUNTAIN TRANSLATOR DISTRICT,OR OR BLUE RIVER PARK&RECREATION DISTRICT,OR CHILOQUIN VECTOR CONTROL DISTRICT,OR BLUE RIVER WATER DISTRICT,OR CHILOQUIN-AGENCY LAKE R.F.P.D.,OR BLY R.F.P.D.,OR CHINOOK DRIVE SPECIAL ROAD DISTRICT,OR BLY VECTOR CONTROL DISTRICT,OR CHR DISTRICT IMPROVEMENT COMPANY,OR BLY WATER AND SANITARY DISTRICT,OR CHRISTMAS VALLEY DOMESTIC WATER DISTRICT, BOARDMAN CEMETERY MAINTENANCE DISTRICT, OR OR CHRISTMAS VALLEY PARK&RECREATION BOARDMAN PARK AND RECREATION DISTRICT DISTRICT,OR BOARDMAN R.F.P.D.,OR CHRISTMAS VALLEY R.F.P.D.,OR BONANZA BIG SPRINGS PARK&RECREATION CITY OF BOGALUSA SCHOOL BOARD,LA DISTRICT,OR CLACKAMAS COUNTY FIRE DISTRICT#1,OR BONANZA MEMORIAL PARK CEMETERY DISTRICT, CLACKAMAS COUNTY SERVICE DISTRICT#1,OR OR CLACKAMAS COUNTY VECTOR CONTROL BONANZA R.F.P.D.,OR DISTRICT,OR BONANZA-LANGELL VALLEY VECTOR CONTROL CLACKAMAS RIVER WATER DISTRICT,OR CLACKAMAS RIVER WATER,OR Requirements for National Cooperative Contract Page 44 of 54 CLACKAMAS S.W.C.D.,OR CROOK COUNTY S.W.C.D.,OR CLATSKANIE DRAINAGE IMPROVEMENT CROOK COUNTY VECTOR CONTROL DISTRICT,OR COMPANY,OR CROOKED RIVER RANCH R.F.P.D.,OR CLATSKANIE LIBRARY DISTRICT,OR CROOKED RIVER RANCH SPECIAL ROAD DISTRICT, CLATSKANIE P.U.D.,OR OR CLATSKANIE PARK&RECREATION DISTRICT,OR CRYSTAL SPRINGS WATER DISTRICT,OR CLATSKANIE PEOPLE'S UTILITY DISTRICT CURRY COUNTY 4-H&EXTENSION SERVICE CLATSKANIE R.F.P.D.,OR DISTRICT,OR CLATSOP CARE CENTER HEALTH DISTRICT,OR CURRY COUNTY PUBLIC TRANSIT SERVICE CLATSOP COUNTY S.W.C.D.,OR DISTRICT,OR CLATSOP DRAINAGE IMPROVEMENT COMPANY#15, CURRY COUNTY S.W.C.D.,OR INC.,OR CURRY HEALTH DISTRICT,OR CLEAN WATER SERVICES CURRY PUBLIC LIBRARY DISTRICT,OR CLEAN WATER SERVICES,OR DALLAS CEMETERY DISTRICT#4,OR CLOVERDALE R.F.P.D.,OR DARLEY DRIVE SPECIAL ROAD DISTRICT,OR CLOVERDALE SANITARY DISTRICT,OR DAVID CROCKETT STEAM FIRE COMPANY#1,LA CLOVERDALE WATER DISTRICT,OR DAYS CREEK R.F.P.D.,OR COALEDO DRAINAGE DISTRICT,OR DAYTON FIRE DISTRICT,OR COBURG FIRE DISTRICT,OR DEAN MINARD WATER DISTRICT,OR COLESTIN RURAL FIRE DISTRICT,OR DEE IRRIGATION DISTRICT,OR COLTON R.F.P.D.,OR DEER ISLAND DRAINAGE IMPROVEMENT COLTON WATER DISTRICT#11,OR COMPANY,OR COLUMBIA 911 COMMUNICATIONS DISTRICT,OR DELL BROGAN CEMETERY MAINTENANCE COLUMBIA COUNTY 4-H&EXTENSION SERVICE DISTRICT,OR DISTRICT,OR DEPOE BAY R.F.P.D.,OR COLUMBIA DRAINAGE VECTOR CONTROL,OR DESCHUTES COUNTY 911 SERVICE DISTRICT,OR COLUMBIA IMPROVEMENT DISTRICT,OR DESCHUTES COUNTY R.F.P.D.#2,OR COLUMBIA R.F.P.D.,OR DESCHUTES PUBLIC LIBRARY DISTRICT,OR COLUMBIA RIVER FIRE&RESCUE,OR DESCHUTES S.W.C.D.,OR COLUMBIA RIVER PUD,OR DESCHUTES VALLEY WATER DISTRICT,OR COLUMBIA S.W.C.D.,OR DEVILS LAKE WATER IMPROVEMENT DISTRICT,OR COLUMBIA S.W.C.D.,OR DEXTER R.F.P.D.,OR CONFEDERATED TRIBES OF THE UMATILLA INDIAN DEXTER SANITARY DISTRICT,OR RESERVATION DORA-SITKUM R.F.P.D.,OR COOS COUNTY AIRPORT DISTRICT,OR DOUGLAS COUNTY FIRE DISTRICT#2,OR COOS COUNTY AIRPORT DISTRICT,OR DOUGLAS S.W.C.D.,OR COOS COUNTY AREA TRANSIT SERVICE DISTRICT, DRAKES CROSSING R.F.P.D.,OR OR DRRH SPECIAL ROAD DISTRICT#6,OR COOS COUNTY AREA TRANSIT SERVICE DISTRICT, DRY GULCH DITCH DISTRICT IMPROVEMENT OR COMPANY,OR COOS FOREST PROTECTIVE ASSOCIATION DUFUR RECREATION DISTRICT,OR COOS S.W.C.D.,OR DUMBECK LANE DOMESTIC WATER SUPPLY,OR COQUILLE R.F.P.D.,OR DUNDEE R.F.P.D.,OR COQUILLE VALLEY HOSPITAL DISTRICT,OR DURKEE COMMUNITY BUILDING PRESERVATION CORBETT WATER DISTRICT,OR DISTRICT,OR CORNELIUS R.F.P.D.,OR EAGLE POINT IRRIGATION DISTRICT,OR CORP RANCH ROAD WATER IMPROVEMENT,OR EAGLE VALLEY CEMETERY MAINTENANCE CORVALLIS R.F.P.D.,OR DISTRICT,OR COUNTRY CLUB ESTATES SPECIAL WATER EAGLE VALLEY R.F.P.D.,OR DISTRICT,OR EAGLE VALLEY S.W.C.D.,OR COUNTRY CLUB WATER DISTRICT,OR EAST FORK IRRIGATION DISTRICT,OR COUNTRY ESTATES ROAD DISTRICT,OR EAST MULTNOMAH S.W.C.D.,OR COVE CEMETERY MAINTENANCE DISTRICT,OR EAST SALEM SERVICE DISTRICT,OR COVE ORCHARD SEWER SERVICE DISTRICT,OR EAST UMATILLA CHEMICAL CONTROL DISTRICT, COVE R.F.P.D.,OR OR CRESCENT R.F.P.D.,OR EAST UMATILLA COUNTY AMBULANCE AREA CRESCENT SANITARY DISTRICT,OR HEALTH DISTRICT,OR CRESCENT WATER SUPPLY AND IMPROVEMENT EAST UMATILLA COUNTY R.F.P.D.,OR DISTRICT,OR EAST VALLEY WATER DISTRICT,OR CROOK COUNTY AGRICULTURE EXTENSION ELGIN COMMUNITY PARKS&RECREATION SERVICE DISTRICT,OR DISTRICT,OR CROOK COUNTY CEMETERY DISTRICT,OR ELGIN HEALTH DISTRICT,OR CROOK COUNTY FIRE AND RESCUE,OR ELGIN R.F.P.D.,OR CROOK COUNTY PARKS&RECREATION DISTRICT, ELKTON ESTATES PHASE II SPECIAL ROAD OR DISTRICT,OR Requirements for National Cooperative Contract Page 45 of 54 ELKTON R.F.P.D.,OR HALSEY-SHEDD R.F.P.D.,OR EMERALD P.U.D.,OR HAMLET R.F.P.D.,OR ENTERPRISE IRRIGATION DISTRICT,OR HARBOR R.F.P.D.,OR ESTACADA CEMETERY MAINTENANCE DISTRICT, HARBOR SANITARY DISTRICT,OR OR HARBOR WATER P.U.D.,OR ESTACADA R.F.P.D.#69,OR HARNEY COUNTY HEALTH DISTRICT,OR EUGENE R.F.P.D.#1,OR HARNEY S.W.C.D.,OR EUGENE WATER AND ELECTRIC BOARD HARPER SOUTH SIDE IRRIGATION DISTRICT,OR EVANS VALLEY FIRE DISTRICT#6,OR HARRISBURG FIRE AND RESCUE,OR FAIR OAKS R.F.P.D.,OR HAUSER R.F.P.D.,OR FAIRVIEW R.F.P.D.,OR HAZELDELL RURAL FIRE DISTRICT,OR FAIRVIEW WATER DISTRICT,OR HEBO JOINT WATER-SANITARY AUTHORITY,OR FALCON HEIGHTS WATER AND SEWER,OR HECETA WATER P.U.D.,OR FALCON-COVE BEACH WATER DISTRICT,OR HELIX CEMETERY MAINTENANCE DISTRICT#4,OR FALL RIVER ESTATES SPECIAL ROAD DISTRICT,OR HELIX PARK&RECREATION DISTRICT,OR FARGO INTERCHANGE SERVICE DISTRICT,OR HELIX R.F.P.D.#7-411,OR FARMERS IRRIGATION DISTRICT,OR HEPPNER CEMETERY MAINTENANCE DISTRICT,OR FAT ELK DRAINAGE DISTRICT,OR HEPPNER R.F.P.D.,OR FERN RIDGE PUBLIC LIBRARY DISTRICT,OR HEPPNER WATER CONTROL DISTRICT,OR FERN VALLEY ESTATES IMPROVEMENT DISTRICT, HEREFORD COMMUNITY HALL RECREATION OR DISTRICT,OR FOR FAR ROAD DISTRICT,OR HERMISTON CEMETERY DISTRICT,OR FOREST GROVE R.F.P.D.,OR HERMISTON IRRIGATION DISTRICT,OR FOREST VIEW SPECIAL ROAD DISTRICT,OR HIDDEN VALLEY MOBILE ESTATES IMPROVEMENT FORT ROCK-SILVER LAKE S.W.C.D.,OR DISTRICT,OR FOUR RIVERS VECTOR CONTROL DISTRICT,OR HIGH DESERT PARK&RECREATION DISTRICT,OR FOX CEMETERY MAINTENANCE DISTRICT,OR HIGHLAND SUBDIVISION WATER DISTRICT,OR GARDINER R.F.P.D.,OR HONOLULU INTERNATIONAL AIRPORT GARDINER SANITARY DISTRICT,OR HOOD RIVER COUNTY LIBRARY DISTRICT,OR GARIBALDI R.F.P.D.,OR HOOD RIVER COUNTY TRANSPORTATION DISTRICT, GASTON R.F.P.D.,OR OR GATES R.F.P.D.,OR HOOD RIVER S.W.C.D.,OR GEARHART R.F.P.D.,OR HOOD RIVER VALLEY PARKS&RECREATION GILLIAM S.W.C.D.,OR DISTRICT,OR GLENDALE AMBULANCE DISTRICT,OR HOODLAND FIRE DISTRICT#74 GLENDALE R.F.P.D.,OR HOODLAND FIRE DISTRICT#74,OR GLENEDEN BEACH SPECIAL ROAD DISTRICT,OR HORSEFLY IRRIGATION DISTRICT,OR GLENEDEN SANITARY DISTRICT,OR HOSKINS-KINGS VALLEY R.F.P.D.,OR GLENWOOD WATER DISTRICT,OR HOUSING AUTHORITY OF PORTLAND GLIDE-IDLEYLD SANITARY DISTRICT,OR HUBBARD R.F.P.D.,OR GLIDE R.F.P.D.,OR HUDSON BAY DISTRICT IMPROVEMENT COMPANY, GOLD BEACH-WEDDERBURN R.F.P.D.,OR OR GOLD HILL IRRIGATION DISTRICT,OR I N(KAY)YOUNG DITCH DISTRICT IMPROVEMENT GOLDFINCH ROAD DISTRICT,OR COMPANY,OR GOSHEN R.F.P.D.,OR ICE FOUNTAIN WATER DISTRICT,OR GOVERNMENT CAMP ROAD DISTRICT,OR IDAHO POINT SPECIAL ROAD DISTRICT,OR GOVERNMENT CAMP SANITARY DISTRICT,OR IDANHA-DETROIT RURAL FIRE PROTECTION GRAND PRAIRIE WATER CONTROL DISTRICT,OR DISTRICT,OR GRAND RONDE SANITARY DISTRICT,OR ILLINOIS VALLEY FIRE DISTRICT GRANT COUNTY TRANSPORTATION DISTRICT,OR ILLINOIS VALLEY R.F.P.D.,OR GRANT S.W.C.D.,OR ILLINOIS VALLEY S.W.C.D.,OR GRANTS PASS IRRIGATION DISTRICT,OR IMBLER R.F.P.D.,OR GREATER BOWEN VALLEY R.F.P.D.,OR INTERLACHEN WATER P.U.D.,OR GREATER ST.HELENS PARK&RECREATION IONE LIBRARY DISTRICT,OR DISTRICT,OR IONE R.F.P.D.#6-604,OR GREATER TOLEDO POOL RECREATION DISTRICT, IRONSIDE CEMETERY MAINTENANCE DISTRICT,OR OR IRONSIDE RURAL ROAD DISTRICT#5,OR GREEN KNOLLS SPECIAL ROAD DISTRICT,OR IRRIGON PARK&RECREATION DISTRICT,OR GREEN SANITARY DISTRICT,OR IRRIGON R.F.P.D.,OR GREENACRES R.F.P.D.,OR ISLAND CITY AREA SANITATION DISTRICT,OR GREENBERRY IRRIGATION DISTRICT,OR ISLAND CITY CEMETERY MAINTENANCE DISTRICT, GREENSPRINGS RURAL FIRE DISTRICT,OR OR HAHLEN ROAD SPECIAL DISTRICT,OR JACK PINE VILLAGE SPECIAL ROAD DISTRICT,OR HAINES CEMETERY MAINTENANCE DISTRICT,OR JACKSON COUNTY FIRE DISTRICT#3,OR HAINES FIRE PROTECTION DISTRICT,OR JACKSON COUNTY FIRE DISTRICT#4,OR Requirements for National Cooperative Contract Page 46 of 54 JACKSON COUNTY FIRE DISTRICT#5,OR KLAMATH VECTOR CONTROL DISTRICT,OR JACKSON COUNTY LIBRARY DISTRICT,OR KNAPPA-SVENSEN-BURNSIDE R.F.P.D.,OR JACKSON COUNTY VECTOR CONTROL DISTRICT,OR LA GRANDE CEMETERY MAINTENANCE DISTRICT, JACKSON S.W.C.D.,OR OR JASPER KNOLLS WATER DISTRICT,OR LA GRANDE R.F.P.D.,OR JEFFERSON COUNTY EMERGENCY MEDICAL LA PINE PARK&RECREATION DISTRICT,OR SERVICE DISTRICT,OR LA PINE R.F.P.D.,OR JEFFERSON COUNTY FIRE DISTRICT#1,OR LABISH VILLAGE SEWAGE&DRAINAGE,OR JEFFERSON COUNTY LIBRARY DISTRICT,OR LACOMB IRRIGATION DISTRICT,OR JEFFERSON COUNTY S.W.C.D.,OR LAFAYETTE AIRPORT COMMISSION,LA JEFFERSON PARK&RECREATION DISTRICT,OR LAFOURCHE PARISH HEALTH UNIT-DHH-OPH JEFFERSON R.F.P.D.,OR REGION 3 JOB'S DRAINAGE DISTRICT,OR LAIDLAW WATER DISTRICT,OR JOHN DAY WATER DISTRICT,OR LAKE CHINOOK FIRE&RESCUE,OR JOHN DAY-CANYON CITY PARKS&RECREATION LAKE COUNTY 4-H&EXTENSION SERVICE DISTRICT,OR DISTRICT,OR JOHN DAY-FERNHILL R.F.P.D.#5-108,OR LAKE COUNTY LIBRARY DISTRICT,OR JORDAN VALLEY CEMETERY DISTRICT,OR LAKE CREEK R.F.P.D.-JACKSON,OR JORDAN VALLEY IRRIGATION DISTRICT,OR LAKE CREEK R.F.P.D.-LANE COUNTY,OR JOSEPHINE COMMUNITY LIBRARY DISTRICT,OR LAKE DISTRICT HOSPITAL,OR JOSEPHINE COUNTY 4-H&EXTENSION SERVICE LAKE GROVE R.F.P.D.NO.57,OR DISTRICT,OR LAKE GROVE WATER DISTRICT,OR JOSEPHINE COUNTY 911 AGENCY,OR LAKE LABISH WATER CONTROL DISTRICT,OR JUNCTION CITY R.F.P.D.,OR LAKE POINT SPECIAL ROAD DISTRICT,OR JUNCTION CITY WATER CONTROL DISTRICT,OR LAKESIDE R.F.P.D.#4,OR JUNIPER BUTTE ROAD DISTRICT,OR LAKESIDE WATER DISTRICT,OR JUNIPER CANYON WATER CONTROL DISTRICT,OR LAKEVIEW R.F.P.D.,OR JUNIPER FLAT DISTRICT IMPROVEMENT COMPANY, LAKEVIEW S.W.C.D.,OR OR LAMONTAI IMPROVEMENT DISTRICT,OR JUNIPER FLAT R.F.P.D.,OR LANE FIRE AUTHORITY,OR JUNO NONPROFIT WATER IMPROVEMENT LANE LIBRARY DISTRICT,OR DISTRICT,OR LANE TRANSIT DISTRICT,OR KEATING R.F.P.D.,OR LANGELL VALLEY IRRIGATION DISTRICT,OR KEATING S.W.C.D.,OR LANGLOIS PUBLIC LIBRARY,OR KEIZER R.F.P.D.,OR LANGLOIS R.F.P.D.,OR KELLOGG RURAL FIRE DISTRICT,OR LANGLOIS WATER DISTRICT,OR KENO IRRIGATION DISTRICT,OR LAZY RIVER SPECIAL ROAD DISTRICT,OR KENO PINES ROAD DISTRICT,OR LEBANON AQUATIC DISTRICT,OR KENO R.F.P.D.,OR LEBANON R.F.P.D.,OR KENT WATER DISTRICT,OR LEWIS&CLARK R.F.P.D.,OR KERBY WATER DISTRICT,OR LINCOLN COUNTY LIBRARY DISTRICT,OR K-GB-LB WATER DISTRICT,OR LINCOLN S.W.C.D.,OR KILCHIS WATER DISTRICT,OR LINN COUNTY EMERGENCY TELEPHONE AGENCY, KLAMATH 9-1-1 COMMUNICATIONS DISTRICT,OR OR KLAMATH BASIN IMPROVEMENT DISTRICT,OR LINN S.W.C.D.,OR KLAMATH COUNTY DRAINAGE SERVICE DISTRICT, LITTLE MUDDY CREEK WATER CONTROL,OR OR LITTLE NESTUCCA DRAINAGE DISTRICT,OR KLAMATH COUNTY EXTENSION SERVICE DISTRICT, LITTLE SWITZERLAND SPECIAL ROAD DISTRICT,OR OR LONE PINE IRRIGATION DISTRICT,OR KLAMATH COUNTY FIRE DISTRICT#1,OR LONG PRAIRIE WATER DISTRICT,OR KLAMATH COUNTY FIRE DISTRICT#3,OR LOOKINGGLASS OLALLA WATER CONTROL KLAMATH COUNTY FIRE DISTRICT#4,OR DISTRICT,OR KLAMATH COUNTY FIRE DISTRICT#5,OR LOOKINGGLASS RURAL FIRE DISTRICT,OR KLAMATH COUNTY LIBRARY SERVICE DISTRICT, LORANE R.F.P.D.,OR OR LOST&BOULDER DITCH IMPROVEMENT DISTRICT, KLAMATH COUNTY PREDATORY ANIMAL OR CONTROL DISTRICT,OR LOST CREEK PARK SPECIAL ROAD DISTRICT,OR KLAMATH DRAINAGE DISTRICT,OR LOUISIANA PUBLIC SERVICE COMMISSION,LA KLAMATH FALLS FOREST ESTATES SPECIAL ROAD LOUISIANA WATER WORKS DISTRICT UNIT#2,OR LOWELL R.F.P.D.,OR KLAMATH INTEROPERABILITY RADIO GROUP,OR LOWER MCKAY CREEK R.F.P.D.,OR KLAMATH IRRIGATION DISTRICT,OR LOWER MCKAY CREEK WATER CONTROL KLAMATH RIVER ACRES SPECIAL ROAD DISTRICT, DISTRICT,OR OR LOWER POWDER RIVER IRRIGATION DISTRICT,OR KLAMATH S.W.C.D.,OR LOWER SILETZ WATER DISTRICT,OR Requirements for National Cooperative Contract Page 47 of 54 LOWER UMPQUA HOSPITAL DISTRICT,OR MILL FOUR DRAINAGE DISTRICT,OR LOWER UMPQUA PARK&RECREATION DISTRICT, MILLICOMA RIVER PARK&RECREATION DISTRICT, OR OR LOWER VALLEY WATER IMPROVEMENT DISTRICT, MILLINGTON R.F.P.D.#5,OR OR MILO VOLUNTEER FIRE DEPARTMENT,OR LUCE LONG DITCH DISTRICT IMPROVEMENT CO., MILTON-FREEWATER AMBULANCE SERVICE AREA OR HEALTH DISTRICT,OR LUSTED WATER DISTRICT,OR MILTON-FREEWATER WATER CONTROL DISTRICT, LYONS R.F.P.D.,OR OR LYONS-MEHAMA WATER DISTRICT,OR MIROCO SPECIAL ROAD DISTRICT,OR MADRAS AQUATIC CENTER DISTRICT,OR MIST-BIRKENFELD RF.P.D.,OR MAKAI SPECIAL ROAD DISTRICT,OR MODOC POINT IRRIGATION DISTRICT,OR MALHEUR COUNTY S.W.C.D.,OR MODOC POINT SANITARY DISTRICT,OR MALHEUR COUNTY VECTOR CONTROL DISTRICT, MOHAWK VALLEY R.F.P.D.,OR OR MOLALLA AQUATIC DISTRICT,OR MALHEUR DISTRICT IMPROVEMENT COMPANY,OR MOLALLA R.F.P.D.#73,OR MALHEUR DRAINAGE DISTRICT,OR MONITOR R.F.P.D.,OR MALHEUR MEMORIAL HEALTH DISTRICT,OR MONROE R.F.P.D.,OR MALIN COMMUNITY CEMETERY MAINTENANCE MONUMENT CEMETERY MAINTENANCE DISTRICT, DISTRICT,OR OR MALIN COMMUNITY PARK&RECREATION MONUMENT S.W.C.D.,OR DISTRICT,OR MOOREA DRIVE SPECIAL ROAD DISTRICT,OR MALIN IRRIGATION DISTRICT,OR MORO R.F.P.D.,OR MALIN R.F.P.D.,OR MORROW COUNTY HEALTH DISTRICT,OR MAPLETON FIRE DEPARTMENT,OR MORROW COUNTY UNIFIED RECREATION MAPLETON WATER DISTRICT,OR DISTRICT,OR MARCOLA WATER DISTRICT,OR MORROW S.W.C.D.,OR MARION COUNTY EXTENSION&4H SERVICE MOSIER FIRE DISTRICT,OR DISTRICT,OR MOUNTAIN DRIVE SPECIAL ROAD DISTRICT,OR MARION COUNTY FIRE DISTRICT#1,OR MT.ANGEL R.F.P.D.,OR MARION JACK IMPROVEMENT DISTRICT,OR MT.HOOD IRRIGATION DISTRICT,OR MARION S.W.C.D.,OR MT.LAM CEMETERY DISTRICT,OR MARY'S RIVER ESTATES ROAD DISTRICT,OR MT.VERNON R.F.P.D.,OR MCDONALD FOREST ESTATES SPECIAL ROAD MULINO WATER DISTRICT#1,OR DISTRICT,OR MULTNOMAH COUNTY DRAINAGE DISTRICT#1,OR MCKAY ACRES IMPROVEMENT DISTRICT,OR MULTNOMAH COUNTY R.F.P.D.#10,OR MCKAY DAM R.F.P.D.#7-410,OR MULTNOMAH COUNTY R.F.P.D.#14,OR MCKENZIE FIRE&RESCUE,OR MULTNOMAH EDUCATION SERVICE DISTRICT MCKENZIE PALISADES WATER SUPPLY MYRTLE CREEK R.F.P.D.,OR CORPORATION,OR NEAH-KAH-NIE WATER DISTRICT,OR MCMINNVILLE R.F.P.D.,OR NEDONNA R.F.P.D.,OR MCNULTY WATER P.U.D.,OR NEHALEM BAY FIRE AND RESCUE,OR MEADOWS DRAINAGE DISTRICT,OR NEHALEM BAY HEALTH DISTRICT,OR MEDFORD IRRIGATION DISTRICT,OR NEHALEM BAY WASTEWATER AGENCY,OR MEDFORD R.F.P.D.#2,OR NESIKA BEACH-OPHIR WATER DISTRICT,OR MEDFORD WATER COMMISSION NESKOWIN REGIONAL SANITARY AUTHORITY,OR MEDICAL SPRINGS R.F.P.D.,OR NESKOWIN REGIONAL WATER DISTRICT,OR MELHEUR COUNTY JAIL,OR NESTUCCA R.F.P.D.,OR MERLIN COMMUNITY PARK DISTRICT,OR NETARTS WATER DISTRICT,OR MERRILL CEMETERY MAINTENANCE DISTRICT,OR NETARTS-OCEANSIDE R.F.P.D.,OR MERRILL PARK DISTRICT,OR NETARTS-OCEANSIDE SANITARY DISTRICT,OR MERRILL R.F.P.D.,OR NEW BRIDGE WATER SUPPLY DISTRICT,OR METRO REGIONAL GOVERNMENT NEW CARLTON FIRE DISTRICT,OR METRO REGIONAL PARKS NEW ORLEANS REDEVELOPMENT AUTHORITY,LA METROPOLITAN EXPOSITION RECREATION NEW PINE CREEK RF.P.D.,OR COMMISSION NEWBERG R.F.P.D.,OR METROPOLITAN SERVICE DISTRICT(METRO) NEWBERRY ESTATES SPECIAL ROAD DISTRICT,OR MID COUNTY CEMETERY MAINTENANCE DISTRICT, NEWPORT R.F.P.D.,OR OR NEWT YOUNG DITCH DISTRICT IMPROVEMENT MID-COLUMBIA FIRE AND RESCUE,OR COMPANY,OR MIDDLE FORK IRRIGATION DISTRICT,OR NORTH ALBANY R.F.P.D.,OR MIDLAND COMMUNITY PARK,OR NORTH BAY R.F.P.D.#9,OR MIDLAND DRAINAGE IMPROVEMENT DISTRICT,OR NORTH CLACKAMAS PARKS&RECREATION MILES CROSSING SANITARY SEWER DISTRICT,OR DISTRICT,OR MILL CITY R.F.P.D.#2-303,OR NORTH COUNTY RECREATION DISTRICT,OR Requirements for National Cooperative Contract Page 48 of 54 NORTH DOUGLAS COUNTY FIRE&EMS,OR PINE EAGLE HEALTH DISTRICT,OR NORTH DOUGLAS PARK&RECREATION DISTRICT, PINE FLAT DISTRICT IMPROVEMENT COMPANY,OR OR PINE GROVE IRRIGATION DISTRICT,OR NORTH GILLIAM COUNTY HEALTH DISTRICT,OR PINE GROVE WATER DISTRICT-KLAMATH FALLS, NORTH GILLIAM COUNTY R.F.P.D.,OR OR NORTH LAKE HEALTH DISTRICT,OR PINE GROVE WATER DISTRICT-MAUPIN,OR NORTH LEBANON WATER CONTROL DISTRICT,OR PINE VALLEY CEMETERY DISTRICT,OR NORTH LINCOLN FIRE&RESCUE DISTRICT#l,OR PINE VALLEY R.F.P.D.,OR NORTH LINCOLN HEALTH DISTRICT,OR PINEWOOD COUNTRY ESTATES SPECIAL ROAD NORTH MORROW VECTOR CONTROL DISTRICT,OR DISTRICT,OR NORTH SHERMAN COUNTY R.F.P.D,OR PIONEER DISTRICT IMPROVEMENT COMPANY,OR NORTH UNIT IRRIGATION DISTRICT,OR PISTOL RIVER CEMETERY MAINTENANCE NORTHEAST OREGON HOUSING AUTHORITY,OR DISTRICT,OR NORTHEAST WHEELER COUNTY HEALTH DISTRICT, PISTOL RIVER FIRE DISTRICT,OR OR PLEASANT HILL R.F.P.D.,OR NORTHERN WASCO COUNTY P.U.D.,OR PLEASANT HOME WATER DISTRICT,OR NORTHERN WASCO COUNTY PARK&RECREATION POCAHONTAS MINING AND IRRIGATION DISTRICT, DISTRICT,OR OR NYE DITCH USERS DISTRICT IMPROVEMENT,OR POE VALLEY IMPROVEMENT DISTRICT,OR NYSSA ROAD ASSESSMENT DISTRICT#2,OR POE VALLEY PARK&RECREATION DISTRICT,OR NYSSA RURAL FIRE DISTRICT,OR POE VALLEY VECTOR CONTROL DISTRICT,OR NYSSA-ARCADIA DRAINAGE DISTRICT,OR POLK COUNTY FIRE DISTRICT#1,OR OAK LODGE WATER SERVICES,OR POLK S.W.C.D.,OR OAKLAND R.F.P.D.,OR POMPADOUR WATER IMPROVEMENT DISTRICT,OR OAKVILLE COMMUNITY CENTER,OR PONDEROSA PINES EAST SPECIAL ROAD DISTRICT, OCEANSIDE WATER DISTRICT,OR OR OCHOCO IRRIGATION DISTRICT,OR PORT OF ALSEA,OR OCHOCO WEST WATER AND SANITARY PORT OF ARLINGTON,OR AUTHORITY,OR PORT OF ASTORIA,OR ODELL SANITARY DISTRICT,OR PORT OF BANDON,OR OLD OWYHEE DITCH IMPROVEMENT DISTRICT,OR PORT OF BRANDON,OR OLNEY-WALLUSKI FIRE&RESCUE DISTRICT,OR PORT OF BROOKINGS HARBOR,OR ONTARIO LIBRARY DISTRICT,OR PORT OF CASCADE LOCKS,OR ONTARIO R.F.P.D.,OR PORT OF COQUILLE RIVER,OR OPHIR R.F.P.D.,OR PORT OF GARIBALDI,OR OREGON COAST COMMUNITY ACTION PORT OF GOLD BEACH,OR OREGON HOUSING AND COMMUNITY SERVICES PORT OF HOOD RIVER,OR OREGON INTERNATIONAL PORT OF COOS BAY,OR PORT OF MORGAN CITY,LA OREGON LEGISLATIVE ADMINISTRATION PORT OF MORROW,OR OREGON OUTBACK R.F.P.D.,OR PORT OF NEHALEM,OR OREGON POINT,OR PORT OF NEWPORT,OR OREGON TRAIL LIBRARY DISTRICT,OR PORT OF PORT ORFORD,OR OTTER ROCK WATER DISTRICT,OR PORT OF PORTLAND,OR OWW UNIT#2 SANITARY DISTRICT,OR PORT OF SIUSLAW,OR OWYHEE CEMETERY MAINTENANCE DISTRICT,OR PORT OF ST.HELENS,OR OWYHEE IRRIGATION DISTRICT,OR PORT OF THE DALLES,OR PACIFIC CITY JOINT WATER-SANITARY PORT OF TILLAMOOK BAY,OR AUTHORITY,OR PORT OF TOLEDO,OR PACIFIC COMMUNITIES HEALTH DISTRICT,OR PORT OF UMATILLA,OR PACIFIC RIVIERA#3 SPECIAL ROAD DISTRICT,OR PORT OF UMPQUA,OR PALATINE HILL WATER DISTRICT,OR PORT ORFORD CEMETERY MAINTENANCE PALMER CREEK WATER DISTRICT IMPROVEMENT DISTRICT,OR COMPANY,OR PORT ORFORD PUBLIC LIBRARY DISTRICT,OR PANORAMIC ACCESS SPECIAL ROAD DISTRICT,OR PORT ORFORD R.F.P.D.,OR PANTHER CREEK ROAD DISTRICT,OR PORTLAND DEVELOPMENT COMMISSION,OR PANTHER CREEK WATER DISTRICT,OR PORTLAND FIRE AND RESCUE PARKDALE R.F.P.D.,OR PORTLAND HOUSING CENTER,OR PARKDALE SANITARY DISTRICT,OR POWDER R.F.P.D.,OR PENINSULA DRAINAGE DISTRICT#1,OR POWDER RIVER R.F.P.D.,OR PENINSULA DRAINAGE DISTRICT#2,OR POWDER VALLEY WATER CONTROL DISTRICT,OR PHILOMATH FIRE AND RESCUE,OR POWERS HEALTH DISTRICT,OR PILOT ROCK CEMETERY MAINTENANCE DISTRICT PRAIRIE CEMETERY MAINTENANCE DISTRICT,OR #5,OR PRINEVILLE LAKE ACRES SPECIAL ROAD DISTRICT PILOT ROCK PARK&RECREATION DISTRICT,OR #1,OR PILOT ROCK R.F.P.D.,OR PROSPECT R.F.P.D.,OR Requirements for National Cooperative Contract Page 49 of 54 QUAIL VALLEY PARK IMPROVEMENT DISTRICT,OR SANTIAM WATER CONTROL DISTRICT,OR QUEENER IRRIGATION IMPROVEMENT DISTRICT, SAUVIE ISLAND DRAINAGE IMPROVEMENT OR COMPANY,OR RAINBOW WATER DISTRICT,OR SAUVIE ISLAND VOLUNTEER FIRE DISTRICT#30J, RAINIER CEMETERY DISTRICT,OR OR RAINIER DRAINAGE IMPROVEMENT COMPANY,OR SCAPPOOSE DRAINAGE IMPROVEMENT COMPANY, RALEIGH WATER DISTRICT,OR OR REDMOND AREA PARK&RECREATION DISTRICT, SCAPPOOSE PUBLIC LIBRARY DISTRICT,OR OR SCAPPOOSE R.F.P.D.,OR REDMOND FIRE AND RESCUE,OR SCIO R.F.P.D.,OR RIDDLE FIRE PROTECTION DISTRICT,OR SCOTTSBURG R.F.P.D.,OR RIDGEWOOD DISTRICT IMPROVEMENT COMPANY, SEAL ROCK R.F.P.D.,OR OR SEAL ROCK WATER DISTRICT,OR RIDGEWOOD ROAD DISTRICT,OR SEWERAGE AND WATER BOARD OF NEW ORLEANS, RIETH SANITARY DISTRICT,OR LA RIETH WATER DISTRICT,OR SHANGRI-LA WATER DISTRICT,OR RIMROCK WEST IMPROVEMENT DISTRICT,OR SHASTA VIEW IRRIGATION DISTRICT,OR RINK CREEK WATER DISTRICT,OR SHELLEY ROAD CREST ACRES WATER DISTRICT, RIVER BEND ESTATES SPECIAL ROAD DISTRICT,OR OR RIVER FOREST ACRES SPECIAL ROAD DISTRICT,OR SHERIDAN FIRE DISTRICT,OR RIVER MEADOWS IMPROVEMENT DISTRICT,OR SHERMAN COUNTY HEALTH DISTRICT,OR RIVER PINES ESTATES SPECIAL ROAD DISTRICT,OR SHERMAN COUNTY S.W.C.D.,OR RIVER ROAD PARK&RECREATION DISTRICT,OR SHORELINE SANITARY DISTRICT,OR RIVER ROAD WATER DISTRICT,OR SILETZ KEYS SANITARY DISTRICT,OR RIVERBEND RIVERBANK WATER IMPROVEMENT SILETZ R.F.P.D.,OR DISTRICT,OR SILVER FALLS LIBRARY DISTRICT,OR RIVERDALE R.F.P.D. II-JT,OR SILVER LAKE IRRIGATION DISTRICT,OR RIVERGROVE WATER DISTRICT,OR SILVER LAKE R.F.P.D.,OR RIVERSIDE MISSION WATER CONTROL DISTRICT, SILVER SANDS SPECIAL ROAD DISTRICT,OR OR SILVERTON R.F.P.D.NO.2,OR RIVERSIDE R.F.P.D.#7-406,OR SISTERS PARKS&RECREATION DISTRICT,OR RIVERSIDE WATER DISTRICT,OR SISTERS-CAMP SHERMAN R.F.P.D.,OR ROBERTS CREEK WATER DISTRICT,OR SIUSLAW PUBLIC LIBRARY DISTRICT,OR ROCK CREEK DISTRICT IMPROVEMENT,OR SIUSLAW S.W.C.D.,OR ROCK CREEK WATER DISTRICT,OR SIUSLAW VALLEY FIRE AND RESCUE,OR ROCKWOOD WATER P.U.D.,OR SIXES R.F.P.D.,OR ROCKY POINT FIRE&EMS,OR SKIPANON WATER CONTROL DISTRICT,OR ROGUE RIVER R.F.P.D.,OR SKYLINE VIEW DISTRICT IMPROVEMENT ROGUE RIVER VALLEY IRRIGATION DISTRICT,OR COMPANY,OR ROGUE VALLEY SEWER SERVICES,OR SLEEPY HOLLOW WATER DISTRICT,OR ROGUE VALLEY SEWER,OR SMITH DITCH DISTRICT IMPROVEMENT COMPANY, ROGUE VALLEY TRANSPORTATION DISTRICT,OR OR ROSEBURG URBAN SANITARY AUTHORITY,OR SOUTH CLACKAMAS TRANSPORTATION DISTRICT, ROSEWOOD ESTATES ROAD DISTRICT,OR OR ROW RIVER VALLEY WATER DISTRICT,OR SOUTH COUNTY HEALTH DISTRICT,OR RURAL ROAD ASSESSMENT DISTRICT#3,OR SOUTH FORK WATER BOARD,OR RURAL ROAD ASSESSMENT DISTRICT#4,OR SOUTH GILLIAM COUNTY CEMETERY DISTRICT,OR SAINT LANDRY PARISH TOURIST COMMISSION SOUTH GILLIAM COUNTY HEALTH DISTRICT,OR SAINT MARY PARISH REC DISTRICT 2 SOUTH GILLIAM COUNTY R.F.P.D.VI-301,OR SAINT MARY PARISH REC DISTRICT 3 SOUTH LAFOURCHE LEVEE DISTRICT,LA SAINT TAMMANY FIRE DISTRICT 4,LA SOUTH LANE COUNTY FIRE&RESCUE,OR SALEM AREA MASS TRANSIT DISTRICT,OR SOUTH SANTIAM RIVER WATER CONTROL SALEM MASS TRANSIT DISTRICT DISTRICT,OR SALEM SUBURBAN R.F.P.D.,OR SOUTH SHERMAN FIRE DISTRICT,OR SALISHAN SANITARY DISTRICT,OR SOUTH SUBURBAN SANITARY DISTRICT,OR SALMON RIVER PARK SPECIAL ROAD DISTRICT,OR SOUTH WASCO PARK&RECREATION DISTRICT,OR SALMON RIVER PARK WATER IMPROVEMENT SOUTHERN COOS HEALTH DISTRICT,OR DISTRICT,OR SOUTHERN CURRY CEMETERY MAINTENANCE SALMONBERRY TRAIL INTERGOVERNMENTAL DISTRICT,OR AGENCY,OR SOUTHVIEW IMPROVEMENT DISTRICT,OR SANDPIPER VILLAGE SPECIAL ROAD DISTRICT,OR SOUTHWEST LINCOLN COUNTY WATER DISTRICT, SANDY DRAINAGE IMPROVEMENT COMPANY,OR OR SANDY R.F.P.D.#72,OR SOUTHWESTERN POLK COUNTY R.F.P.D.,OR SANTA CLARA R.F.P.D.,OR SOUTHWOOD PARK WATER DISTRICT,OR SANTA CLARA WATER DISTRICT,OR SPECIAL ROAD DISTRICT#1,OR Requirements for National Cooperative Contract Page 50 of 54 SPECIAL ROAD DISTRICT#8,OR TRI-COUNTY METROPOLITAN TRANSPORTATION SPRING RIVER SPECIAL ROAD DISTRICT,OR DISTRICT OF OREGON SPRINGFIELD UTILITY BOARD,OR TRIMET,OR ST.PAUL R.F.P.D.,OR TUALATIN HILLS PARK&RECREATION DISTRICT STANFIELD CEMETERY DISTRICT#6,OR TUALATIN HILLS PARK&RECREATION DISTRICT, STANFIELD IRRIGATION DISTRICT,OR OR STARR CREEK ROAD DISTRICT,OR TUALATIN S.W.C.D.,OR STARWOOD SANITARY DISTRICT,OR TUALATIN VALLEY FIRE&RESCUE STAYTON FIRE DISTRICT,OR TUALATIN VALLEY FIRE&RESCUE,OR SUBLIMITY FIRE DISTRICT,OR TUALATIN VALLEY IRRIGATION DISTRICT,OR SUBURBAN EAST SALEM WATER DISTRICT,OR TUALATIN VALLEY WATER DISTRICT SUBURBAN LIGHTING DISTRICT,OR TUALATIN VALLEY WATER DISTRICT,OR SUCCOR CREEK DISTRICT IMPROVEMENT TUMALO IRRIGATION DISTRICT,OR COMPANY,OR TURNER FIRE DISTRICT,OR SUMMER LAKE IRRIGATION DISTRICT,OR TWIN ROCKS SANITARY DISTRICT,OR SUMMERVILLE CEMETERY MAINTENANCE TWO RIVERS NORTH SPECIAL ROAD DISTRICT,OR DISTRICT,OR TWO RIVERS S.W.C.D.,OR SUMNER R.F.P.D.,OR TWO RIVERS SPECIAL ROAD DISTRICT,OR SUN MOUNTAIN SPECIAL ROAD DISTRICT,OR TYGH VALLEY R.F.P.D.,OR SUNDOWN SANITATION DISTRICT,OR TYGH VALLEY WATER DISTRICT,OR SUNFOREST ESTATES SPECIAL ROAD DISTRICT,OR UMATILLA COUNTY FIRE DISTRICT#1,OR SUNNYSIDE IRRIGATION DISTRICT,OR UMATILLA COUNTY S.W.C.D.,OR SUNRISE WATER AUTHORITY,OR UMATILLA COUNTY SPECIAL LIBRARY DISTRICT, SUNRIVER SERVICE DISTRICT,OR OR SUNSET EMPIRE PARK&RECREATION DISTRICT, UMATILLA HOSPITAL DISTRICT,OR OR UMATILLA R.F.P.D.#7-405,OR SUNSET EMPIRE TRANSPORTATION DISTRICT,OR UMATILLA-MORROW RADIO AND DATA DISTRICT, SURFLAND ROAD DISTRICT,OR OR SUTHERLIN VALLEY RECREATION DISTRICT,OR UMPQUA S.W.C.D.,OR SUTHERLIN WATER CONTROL DISTRICT,OR UNION CEMETERY MAINTENANCE DISTRICT,OR SWALLEY IRRIGATION DISTRICT,OR UNION COUNTY SOLID WASTE DISPOSAL DISTRICT, SWEET HOME CEMETERY MAINTENANCE DISTRICT, OR OR UNION COUNTY VECTOR CONTROL DISTRICT,OR SWEET HOME FIRE&AMBULANCE DISTRICT,OR UNION GAP SANITARY DISTRICT,OR SWISSHOME-DEADWOOD R.F.P.D.,OR UNION GAP WATER DISTRICT,OR TABLE ROCK DISTRICT IMPROVEMENT COMPANY, UNION HEALTH DISTRICT,OR OR UNION R.F.P.D.,OR TALENT IRRIGATION DISTRICT,OR UNION S.W.C.D.,OR TANGENT R.F.P.D.,OR UNITY COMMUNITY PARK&RECREATION TENMILE R.F.P.D.,OR DISTRICT,OR TERREBONNE DOMESTIC WATER DISTRICT,OR UPPER CLEVELAND RAPIDS ROAD DISTRICT,OR THE DALLES IRRIGATION DISTRICT,OR UPPER MCKENZIE R.F.P.D.,OR THOMAS CREEK-WESTSIDE R.F.P.D.,OR UPPER WILLAMETTE S.W.C.D.,OR THREE RIVERS RANCH ROAD DISTRICT,OR VALE OREGON IRRIGATION DISTRICT,OR THREE SISTERS IRRIGATION DISTRICT,OR VALE RURAL FIRE PROTECTION DISTRICT,OR TIGARD TUALATIN AQUATIC DISTRICT,OR VALLEY ACRES SPECIAL ROAD DISTRICT,OR TIGARD WATER DISTRICT,OR VALLEY VIEW CEMETERY MAINTENANCE TILLAMOOK BAY FLOOD IMPROVEMENT DISTRICT, DISTRICT,OR OR VALLEY VIEW WATER DISTRICT,OR TILLAMOOK COUNTY EMERGENCY VANDEVERT ACRES SPECIAL ROAD DISTRICT,OR COMMUNICATIONS DISTRICT,OR VERNONIA R.F.P.D.,OR TILLAMOOK COUNTY S.W.C.D.,OR VINEYARD MOUNTAIN PARK&RECREATION TILLAMOOK COUNTY TRANSPORTATION DISTRICT, DISTRICT,OR OR VINEYARD MOUNTAIN SPECIAL ROAD DISTRICT, TILLAMOOK FIRE DISTRICT,OR OR TILLAMOOK P.U.D.,OR WALLA WALLA RIVER IRRIGATION DISTRICT,OR TILLER R.F.P.D.,OR WALLOWA COUNTY HEALTH CARE DISTRICT,OR TOBIN DITCH DISTRICT IMPROVEMENT COMPANY, WALLOWA LAKE COUNTY SERVICE DISTRICT,OR OR WALLOWA LAKE IRRIGATION DISTRICT,OR TOLEDO R.F.P.D.,OR WALLOWA LAKE R.F.P.D.,OR TONE WATER DISTRICT,OR WALLOWA S.W.C.D.,OR TOOLEY WATER DISTRICT,OR WALLOWA VALLEY IMPROVEMENT DISTRICT#1, TRASK DRAINAGE DISTRICT,OR OR TRI CITY R.F.P.D.#4,OR WAMIC R.F.P.D.,OR TM-CITY WATER&SANITARY AUTHORITY,OR WAMIC WATER&SANITARY AUTHORITY,OR Requirements for National Cooperative Contract Page 51 of 54 WARMSPRINGS IRRIGATION DISTRICT,OR ZUMWALT R.F.P.D.,OR WASCO COUNTY S.W.C.D.,OR WATER ENVIRONMENT SERVICES,OR WATER WONDERLAND IMPROVEMENT DISTRICT, K-12 INCLUDING BUT NOT LIMITED TO: OR ACADIA PARISH SCHOOL BOARD WATERBURY&ALLEN DITCH IMPROVEMENT BEAVERTON SCHOOL DISTRICT DISTRICT,OR BEND-LA PINE SCHOOL DISTRICT WATSECO-BARVIEW WATER DISTRICT,OR BOGALUSA HIGH SCHOOL,LA WAUNA WATER DISTRICT,OR BOSSIER PARISH SCHOOL BOARD WEDDERBURN SANITARY DISTRICT,OR BROOKING HARBOR SCHOOL DISTRICT WEST EAGLE VALLEY WATER CONTROL DISTRICT, CADDO PARISH SCHOOL DISTRICT OR CALCASIEU PARISH SCHOOL DISTRICT WEST EXTENSION IRRIGATION DISTRICT,OR CANBY SCHOOL DISTRICT WEST LABISH DRAINAGE&WATER CONTROL CANYONVILLE CHRISTIAN ACADEMY IMPROVEMENT DISTRICT,OR CASCADE SCHOOL DISTRICT WEST MULTNOMAH S.W.C.D.,OR CASCADES ACADEMY OF CENTRAL OREGON WEST SIDE R.F.P.D.,OR CENTENNIAL SCHOOL DISTRICT WEST SLOPE WATER DISTRICT,OR CENTRAL CATHOLIC HIGH SCHOOL WEST UMATILLA MOSQUITO CONTROL DISTRICT, CENTRAL POINT SCHOOL DISTRICT NO.6 OR CENTRAL SCHOOL DISTRICT 13J WEST VALLEY FIRE DISTRICT,OR COOS BAY SCHOOL DISTRICT NO.9 WESTERN HEIGHTS SPECIAL ROAD DISTRICT,OR CORVALLIS SCHOOL DISTRICT 509J WESTERN LANE AMBULANCE DISTRICT,OR COUNTY OF YAMHILL SCHOOL DISTRICT 29 WESTLAND IRRIGATION DISTRICT,OR CULVER SCHOOL DISTRICT WESTON ATHENA MEMORIAL HALL PARK& DALLAS SCHOOL DISTRICT NO.2 RECREATION DISTRICT,OR DAVID DOUGLAS SCHOOL DISTRICT WESTON CEMETERY DISTRICT#2,OR DAYTON SCHOOL DISTRICT NO.8 WESTPORT FIRE AND RESCUE,OR DE LA SALLE N CATHOLIC HS WESTRIDGE WATER SUPPLY CORPORATION,OR DESCHUTES COUNTY SCHOOL DISTRICT NO.6 WESTWOOD HILLS ROAD DISTRICT,OR DOUGLAS EDUCATIONAL DISTRICT SERVICE WESTWOOD VILLAGE ROAD DISTRICT,OR DUFUR SCHOOL DISTRICT NO.29 WHEELER S.W.C.D.,OR EAST BATON ROUGE PARISH SCHOOL DISTRICT WHITE RIVER HEALTH DISTRICT,OR ESTACADA SCHOOL DISTRICT NO.10B WIARD MEMORIAL PARK DISTRICT,OR FOREST GROVE SCHOOL DISTRICT WICKIUP WATER DISTRICT,OR GEORGE MIDDLE SCHOOL WILLAKENZIE R.F.P.D.,OR GLADSTONE SCHOOL DISTRICT WILLAMALANE PARK&RECREATION DISTRICT,OR GRANTS PASS SCHOOL DISTRICT 7 WILLAMALANE PARK AND RECREATION DISTRICT GREATER ALBANY PUBLIC SCHOOL DISTRICT WILLAMETTE HUMANE SOCIETY GRESHAM BARLOW JOINT SCHOOL DISTRICT WILLAMETTE RIVER WATER COALITION,OR HEAD START OF LANE COUNTY WILLIAMS R.F.P.D.,OR HIGH DESERT EDUCATION SERVICE DISTRICT WILLOW CREEK PARK DISTRICT,OR HILLSBORO SCHOOL DISTRICT WILLOW DALE WATER DISTRICT,OR HOOD RIVER COUNTY SCHOOL DISTRICT WILSON RIVER WATER DISTRICT,OR JACKSON CO SCHOOL DIST NO.9 WINCHESTER BAY R.F.P.D.,OR JEFFERSON COUNTY SCHOOL DISTRICT 509-J WINCHESTER BAY SANITARY DISTRICT,OR JEFFERSON PARISH SCHOOL DISTRICT WINCHUCK R.F.P.D.,OR JEFFERSON SCHOOL DISTRICT WINSTON-DILLARD R.F.P.D.,OR JUNCTION CITY SCHOOLS,OR WINSTON-DILLARD WATER DISTRICT,OR KLAMATH COUNTY SCHOOL DISTRICT WOLF CREEK R.F.P.D.,OR KLAMATH FALLS CITY SCHOOLS WOOD RIVER DISTRICT IMPROVEMENT COMPANY, LAFAYETTE PARISH SCHOOL DISTRICT OR LAKE OSWEGO SCHOOL DISTRICT 7J WOODBURN R.F.P.D.NO.6,OR LANE COUNTY SCHOOL DISTRICT 4J WOODLAND PARK SPECIAL ROAD DISTRICT,OR LINCOLN COUNTY SCHOOL DISTRICT WOODS ROAD DISTRICT,OR LINN CO.SCHOOL DIST.95C WRIGHT CREEK ROAD WATER IMPROVEMENT LIVINGSTON PARISH SCHOOL DISTRICT DISTRICT,OR LOST RIVER JR/SR HIGH SCHOOL WY'EAST FIRE DISTRICT,OR LOWELL SCHOOL DISTRICT NO.71 YACHATS R.F.P.D.,OR MARION COUNTY SCHOOL DISTRICT YAMHILL COUNTY TRANSIT AREA,OR MARION COUNTY SCHOOL DISTRICT 103 YAMHILL FIRE PROTECTION DISTRICT,OR MARIST HIGH SCHOOL,OR YAMHILL SWCD,OR MCMINNVILLE SCHOOL DISTRICT NOAO YONCALLA PARK&RECREATION DISTRICT,OR MEDFORD SCHOOL DISTRICT 549C YOUNGS RIVER-LEWIS&CLARK WATER DISTRICT, MITCH CHARTER SCHOOL OR MONROE SCHOOL DISTRICT NO.1J Requirements for National Cooperative Contract Page 52 of 54 MORROW COUNTY SCHOOL DIST,OR CITY ACADEMY,UT MULTNOMAH EDUCATION SERVICE DISTRICT DAGGETT SCHOOL DISTRICT,UT MULTISENSORY LEARNING ACADEMY DAVINCI ACADEMY,UT MYRTLE PINT SCHOOL DISTRICT 41 DAVIS DISTRICT,UT NEAH-KAH-NIE DISTRICT NO.56 DUAL IMMERSION ACADEMY,UT NEWBERG PUBLIC SCHOOLS DUCHESNE SCHOOL DISTRICT,UT NESTUCCA VALLEY SCHOOL DISTRICT NO.101 EARLY LIGHT ACADEMY AT DAYBREAK,UT NOBEL LEARNING COMMUNITIES EAST HOLLYWOOD HIGH,UT NORTH BEND SCHOOL DISTRICT 13 EDITH BOWEN LABORATORY SCHOOL,UT NORTH CLACKAMAS SCHOOL DISTRICT EMERSON ALCOTT ACADEMY,UT NORTH DOUGLAS SCHOOL DISTRICT EMERY SCHOOL DISTRICT,UT NORTH WASCO CITY SCHOOL DISTRICT 21 ENTHEOS ACADEMY,UT NORTHWEST REGIONAL EDUCATION SERVICE EXCELSIOR ACADEMY,UT DISTRICT FAST FORWARD HIGH,UT ONTARIO MIDDLE SCHOOL FREEDOM ACADEMY,UT OREGON TRAIL SCHOOL DISTRICT NOA6 GARFIELD SCHOOL DISTRICT,UT ORLEANS PARISH SCHOOL DISTRICT GATEWAY PREPARATORY ACADEMY,UT PHOENIX-TALENT SCHOOL DISTRICT NOA GEORGE WASHINGTON ACADEMY,UT PLEASANT HILL SCHOOL DISTRICT GOOD FOUNDATION ACADEMY,UT PORTLAND JEWISH ACADEMY GRAND SCHOOL DISTRICT,UT PORTLAND PUBLIC SCHOOLS GRANITE DISTRICT,UT RAPIDES PARISH SCHOOL DISTRICT GUADALUPE SCHOOL,UT REDMOND SCHOOL DISTRICT HAWTHORN ACADEMY,UT REYNOLDS SCHOOL DISTRICT INTECH COLLEGIATE HIGH SCHOOL,UT ROGUE RIVER SCHOOL DISTRICT IRON SCHOOL DISTRICT,UT ROSEBURG PUBLIC SCHOOLS ITINERIS EARLY COLLEGE HIGH,UT SCAPPOOSE SCHOOL DISTRICT 1J JOHN HANCOCK CHARTER SCHOOL,UT SAINT TAMMANY PARISH SCHOOL BOARD,LA JORDAN DISTRICT,UT SEASIDE SCHOOL DISTRICT 10 JUAB SCHOOL DISTRICT,UT SHERWOOD SCHOOL DISTRICT 88J KANE SCHOOL DISTRICT,UT SILVER FALLS SCHOOL DISTRICT 4J KARL G MAESER PREPARATORY ACADEMY,UT SOUTH LANE SCHOOL DISTRICT 45J3 LAKEVIEW ACADEMY,UT SOUTHERN OREGON EDUCATION SERVICE LEGACY PREPARATORY ACADEMY,UT DISTRICT LIBERTY ACADEMY,UT SPRINGFIELD PUBLIC SCHOOLS LINCOLN ACADEMY,UT SUTHERLIN SCHOOL DISTRICT LOGAN SCHOOL DISTRICT,UT SWEET HOME SCHOOL DISTRICT NO.55 MARIA MONTESSORI ACADEMY,UT TERREBONNE PARISH SCHOOL DISTRICT MERIT COLLEGE PREPARATORY ACADEMY,UT THE CATLIN GABEL SCHOOL MILLARD SCHOOL DISTRICT,UT TIGARD-TUALATIN SCHOOL DISTRICT MOAB CHARTER SCHOOL,UT UMATILLA MORROW ESD MONTICELLO ACADEMY,UT WEST LINN WILSONVILLE SCHOOL DISTRICT MORGAN SCHOOL DISTRICT,UT WILLAMETTE EDUCATION SERVICE DISTRICT MOUNTAINVILLE ACADEMY,UT WOODBURN SCHOOL DISTRICT MURRAY SCHOOL DISTRICT,UT YONCALLA SCHOOL DISTRICT NAVIGATOR POINTE ACADEMY,UT ACADEMY FOR MATH ENGINEERING&SCIENCE NEBO SCHOOL DISTRICT,UT (AMES),UT NO UT ACAD FOR MATH ENGINEERING&SCIENCE ALIANZA ACADEMY,UT (NUAMES),UT ALPINE DISTRICT,UT NOAH WEBSTER ACADEMY,UT AMERICAN LEADERSHIP ACADEMY,UT NORTH DAVIS PREPARATORY ACADEMY,UT AMERICAN PREPARATORY ACADEMY,UT NORTH SANPETE SCHOOL DISTRICT,UT BAER CANYON HIGH SCHOOL FOR SPORTS& NORTH STAR ACADEMY,UT MEDICAL SCIENCES,UT NORTH SUMMIT SCHOOL DISTRICT,UT BEAR RIVER CHARTER SCHOOL,UT ODYSSEY CHARTER SCHOOL,UT BEAVER SCHOOL DISTRICT,UT OGDEN PREPARATORY ACADEMY,UT BEEHIVE SCIENCE&TECHNOLOGY ACADEMY OGDEN SCHOOL DISTRICT,UT (BSTA),UT OPEN CLASSROOM,UT BOX ELDER SCHOOL DISTRICT,UT OPEN HIGH SCHOOL OF UTAH,UT CBA CENTER,UT OQUIRRH MOUNTAIN CHARTER SCHOOL,UT CACHE SCHOOL DISTRICT,UT PARADIGM HIGH SCHOOL,UT CANYON RIM ACADEMY,UT PARK CITY SCHOOL DISTRICT,UT CANYONS DISTRICT,UT PINNACLE CANYON ACADEMY,UT CARBON SCHOOL DISTRICT,UT PIUTE SCHOOL DISTRICT,UT CHANNING HALL,UT PROVIDENCE HALL,UT CHARTER SCHOOL LEWIS ACADEMY,UT PROVO SCHOOL DISTRICT,UT Requirements for National Cooperative Contract Page 53 of 54 QUAIL RUN PRIMARY SCHOOL,UT LINFIELD COLLEGE QUEST ACADEMY,UT LINN-BENTON COMMUNITY COLLEGE RANCHES ACADEMY,UT LOUISIANA COLLEGE,LA REAGAN ACADEMY,UT LOUISIANA STATE UNIVERSITY RENAISSANCE ACADEMY,UT LOUISIANA STATE UNIVERSITY HEALTH SERVICES RICH SCHOOL DISTRICT,UT MARYLHURST UNIVERSITY ROCKWELL CHARTER HIGH SCHOOL,UT MT.HOOD COMMUNITY COLLEGE SALT LAKE ARTS ACADEMY,UT MULTNOMAH BIBLE COLLEGE SALT LAKE CENTER FOR SCIENCE EDUCATION,UT NATIONAL COLLEGE OF NATURAL MEDICINE SALT LAKE SCHOOL DISTRICT,UT NORTHWEST CHRISTIAN COLLEGE SALT LAKE SCHOOL FOR THE PERFORMING ARTS, OREGON HEALTH AND SCIENCE UNIVERSITY UT OREGON INSTITUTE OF TECHNOLOGY SAN JUAN SCHOOL DISTRICT,UT OREGON STATE UNIVERSITY SEVIER SCHOOL DISTRICT,UT OREGON UNIVERSITY SYSTEM SOLDIER HOLLOW CHARTER SCHOOL,UT PACIFIC UNIVERSITY SOUTH SANPETE SCHOOL DISTRICT,UT PIONEER PACIFIC COLLEGE SOUTH SUMMIT SCHOOL DISTRICT,UT PORTLAND COMMUNITY COLLEGE SPECTRUM ACADEMY,UT PORTLAND STATE UNIVERSITY SUCCESS ACADEMY,UT REED COLLEGE SUCCESS SCHOOL,UT RESEARCH CORPORATION OF THE UNIVERSITY OF SUMMIT ACADEMY,UT HAWAII SUMMIT ACADEMY HIGH SCHOOL,UT ROGUE COMMUNITY COLLEGE SYRACUSE ARTS ACADEMY,UT SOUTHEASTERN LOUISIANA UNIVERSITY THOMAS EDISON-NORTH,UT SOUTHERN OREGON UNIVERSITY(OREGON TIMPANOGOS ACADEMY,UT UNIVERSITY SYSTEM) TINTIC SCHOOL DISTRICT,UT SOUTHWESTERN OREGON COMMUNITY COLLEGE TOOELE SCHOOL DISTRICT,UT TULANE UNIVERSITY TUACAHN HIGH SCHOOL FOR THE PERFORMING TILLAMOOK BAY COMMUNITY COLLEGE ARTS,UT UMPQUA COMMUNITY COLLEGE UINTAH RIVER HIGH,UT UNIVERSITY OF HAWAII BOARD OF REGENTS UINTAH SCHOOL DISTRICT,UT UNIVERSITY OF HAWAII-HONOLULU COMMUNITY UTAH CONNECTIONS ACADEMY,UT COLLEGE UTAH COUNTY ACADEMY OF SCIENCE,UT UNIVERSITY OF OREGON-GRADUATE SCHOOL UTAH ELECTRONIC HIGH SCHOOL,UT UNIVERSITY OF PORTLAND UTAH SCHOOLS FOR DEAF&BLIND,UT UNIVERSITY OF NEW ORLEANS UTAH STATE OFFICE OF EDUCATION,UT WESTERN OREGON UNIVERSITY UTAH VIRTUAL ACADEMY,UT WESTERN STATES CHIROPRACTIC COLLEGE VENTURE ACADEMY,UT WILLAMETTE UNIVERSITY VISTA AT ENTRADA SCHOOL OF PERFORMING XAVIER UNIVERSITY ARTS AND TECHNOLOGY,UT UTAH SYSTEM OF HIGHER EDUCATION,UT WALDEN SCHOOL OF LIBERAL ARTS,UT UNIVERSITY OF UTAH,UT WASATCH PEAK ACADEMY,UT UTAH STATE UNIVERSITY,UT WASATCH SCHOOL DISTRICT,UT WEBER STATE UNIVERSITY,UT WASHINGTON SCHOOL DISTRICT,UT SOUTHERN UTAH UNIVERSITY,UT WAYNE SCHOOL DISTRICT,UT SNOW COLLEGE,UT WEBER SCHOOL DISTRICT,UT DIXIE STATE COLLEGE,UT WEILENMANN SCHOOL OF DISCOVERY,UT COLLEGE OF EASTERN UTAH,UT UTAH VALLEY UNIVERSITY,UT HIGHER EDUCATION SALT LAKE COMMUNITY COLLEGE,UT ARGOSY UNIVERSITY UTAH COLLEGE OF APPLIED TECHNOLOGY,UT BATON ROUGE COMMUNITY COLLEGE,LA BIRTHINGWAY COLLEGE OF MIDWIFERY STATE AGENCIES BLUE MOUNTAIN COMMUNITY COLLEGE ADMIN.SERVICES OFFICE BRIGHAM YOUNG UNIVERSITY-HAWAII BOARD OF MEDICAL EXAMINERS CENTRAL OREGON COMMUNITY COLLEGE HAWAII CHILD SUPPORT ENFORCEMENT AGENCY CENTENARY COLLEGE OF LOUISIANA HAWAII DEPARTMENT OF TRANSPORTATION CHEMEKETA COMMUNITY COLLEGE HAWAII HEALTH SYSTEMS CORPORATION CLACKAMAS COMMUNITY COLLEGE OFFICE OF MEDICAL ASSISTANCE PROGRAMS COLLEGE OF THE MARSHALL ISLANDS OFFICE OF THE STATE TREASURER COLUMBIA GORGE COMMUNITY COLLEGE OREGON BOARD OF ARCHITECTS CONCORDIA UNIVERSITY OREGON CHILD DEVELOPMENT COALITION GEORGE FOX UNIVERSITY OREGON DEPARTMENT OF EDUCATION KLAMATH COMMUNITY COLLEGE DISTRICT OREGON DEPARTMENT OF FORESTRY LANE COMMUNITY COLLEGE OREGON DEPT OF TRANSPORTATION LEWIS AND CLARK COLLEGE OREGON DEPT.OF EDUCATION Requirements for National Cooperative Contract Page 54 of 54 OREGON LOTTERY OREGON OFFICE OF ENERGY OREGON STATE BOARD OF NURSING OREGON STATE DEPT OF CORRECTIONS OREGON STATE POLICE OREGON TOURISM COMMISSION OREGON TRAVEL INFORMATION COUNCIL SANTIAM CANYON COMMUNICATION CENTER SEN LOCAL 503,OPEU SOH-JUDICIARY CONTRACTS AND PURCH STATE DEPARTMENT OF DEFENSE,STATE OF HAWAII STATE OF HAWAII STATE OF HAWAII,DEPT.OF EDUCATION STATE OF LOUISIANA STATE OF LOUISIANA DEPT.OF EDUCATION STATE OF LOUISIANA,26TH JUDICIAL DISTRICT ATTORNEY STATE OF UTAH Requirements for National Cooperative Contract Page 55 of 54 SOLICITATION # 19-19 TAB 4 - QUALIFICATION AND EXPERIENCE i. Provide a brief history of the Offeror, including year it was established and corporate office location. Carahsoft Technology Corp. is an IT solutions provider delivering best-of-breed hardware, software, and support solutions to federal, state and local government agencies. Formed by a group of seasoned professionals with decades of experience in sales, marketing and contract program management, Carahsoft has built our reputation as a customer-centric organization. The Carahsoft team has a proven history of helping agencies find the best possible technology solution at the best possible value. Each customer works directly with a dedicated account representative to determine a solution tailored specifically to meet his or her needs. We combine our extensive knowledge of the technologies we provide, with a thorough understanding of the government procurement process, to analyze needs, provide configuration support, simplify the ordering process, and offer special government pricing. Carahsoft will leverage its experience with state and federal procurement agencies to streamline the ordering process for the State of Texas. Carahsoft maintains state-wide contracts in Texas, Ohio, Pennsylvania, California, Florida, Illinois, Maryland, New York State, North Carolina, and Virginia. Additionally, Carahsoft Technology Corp. currently holds many of the proposed products on our GSA Schedule contract (GS-35F-0119Y). ii. Describe Offeror's reputation in the marketplace. Carahsoft has a unique business model focusing on providing superior sales and marketing execution, a track record of success, high integrity, and a focus on strategic vendor relationships. Carahsoft offers a vast portfolio and provides many value adds that other large reseller companies cannot attain. However, As an IT reseller and distributor, Carahsoft works together with a number of other companies and strives to maintain positive relationships in the IT industry because the IT business requires cooperation on all levels. We are a stable, conservative, and profitable company and have received numerous accolades, as detailed below and further on our awards page: http://www.carahsoft.com/awards Top Ranked GSA Schedule 70 Contract holder for software "A`"'°°'°°'F h Ernst&Young T_p100 ( Entrepreneur #30 on Washington Business Journal's Largest Governments Of The Year" Contractors List for 2016 IHt FEDERAL#40 on Washington Technology's Top 100 Government Contractors USINESS List for 2017 L J rOURNAL Fed 100 Winner and Ernst& Young Entrepreneur of the Year, Craig P. Abod, President and CEO; Fed 100 Winner, John Lee, Vice President of Cloud Services iii. Describe Offeror's reputation of products and services in the marketplace. In addition to our awards above, Carahsoft maintains one of the largest partner networks in the industry and can provide a quote for any vendor in 30 minutes. carahsoft SOLICITATION # 19-19 iv. Describe the experience and qualification of key employees. Name Position Craig P. Abod Carahsoft President and Program Executive Sponsor Background • Top corporate executive with more than 25 years of experience in government sales, government marketing, and Federal Contract program management • Carahsoft founder and serial entrepreneur with a stellar track record of building effective operations and driving incredible growth (In 11 years, Craig has grown the company from$0 to over$2.2 billion in revenue.) • Highly successful at building strategic, long-term business relationships with high-level decision makers in industry and government • Hands-on leader with meticulous attention to detail and unwavering commitment to providing unparalleled value to vendor/reseller partners and government customers • Distinguished career highlighted by over$3B in Government Bookings • Expert at determining, defining, goaling and driving organizations to deliver and track results against key performance indicators and relevant business metrics • Knowledgeable and skilled contract negotiator successful in the acquisition of many functional selling contracts to improve both vendor sales and government purchaser/consumer experience Skills • Expert in strategy, mission, and vision planning • Proven leader with the ability to steer multi-faceted dynamic organizations to deliver successful results • Highly experienced in all functional business areas including sales, marketing, corporate strategy, finance and administration, IT/MIS, contracts management, operations/customer service, HR • Deep knowledge of the US Public Sector Industry and the US Information Technology Industry landscapes combined with an ability to facilitate business between them • Loyal supporter and mentor to small and medium-sized companies wanting to do business with the government • Proven ability to structure and negotiate complex deals Relevant Experience Has established productive partnerships with more than 200 manufacturers and built an ecosystem of 1,000+ reseller, integrator and service partners, enabling year-over-year double and triple digit growth in public sector revenue for many of these partners. Has overseen the acquisition of more than 100 contract vehicles to accelerate vendor sales and simplify end-user procurement. Has continuously built out the corporate infrastructure and staff to scale in advance of growth. Runs an organization of more than 500 employees that is singularly focused on delivering solid results to its manufacturer partners. Founder and President Carahsoft Technology Corp. carahsoft SOLICITATION # 19-19 2004 to present Prior to founding Carahsoft, Craig spent more than 15 years as a senior executive in the government IT marketplace. Recognition Carahsoft measures its success by the accolades received from the company'vendors, the channel industry, and the business community. Year-over-year accolades include: • #1 Top Ranked GSA Schedule Holder 2014 (GSA 70; GSA 132-32, 132-33) • Washington Technology Top 100 Government Contractors (2010-2015) • Washington Post 200 (2009-2014) • Inc500/5000 Fastest Growing Private Companies Hall of Fame (2008-2015); Top 10 Revenue Producer • 2015 EY Entrepreneur of the Year, Metro DC • Washington Business Journal o Fastest Growing Companies(2007-2014) o Top Private Companies(2007-2015) o Largest Government Contractors (2011-2015) • CRN's Solutions Provider 500 list(2007-2015) • Washington SmartCEO magazine's Future 50 (2009-2015) Recent recognition also includes: • HP Federal Software Partner of the Year 2015 • Red Hat Distribution Partner of the Year 2015 • FireEye Distributor of the Year 2014, 2013 • Red Hat North America Public Sector Distributor of the Year 2014 • HP PartnerOne Software Growth Reseller of the Year 2014 • Symantec Distribution "SymSMART"Sales Champ 2013 • Red Hat 2013 North American Public Sector Distributor of the Year • Arista's 2013 Elite Partner Certification Recognition Award • CollabNet 2013 Federal Partner of the Year • EMC 2013 Services Partner of the Year • HP Software 2013 Federal Partner of the Year • Splunk 2013 Partner of the Year carahsoft 711 SOLICITATION# 19-19 Name Position Robert R. Moore Carahsoft Vice President and Project Manager Background • Senior Sales Executive with a 15 year accomplished career track • Held senior sales management positions throughout a dynamic tenure in US Government Information Technology Sales • Developed multiple successful; selling organizations from the ground up to revenues greater than$200M • Has contributed to the development of several organizations from the start-up/incubator phase into mature successful selling phases • Successful and experienced at performing all aspects of monthly sales forecasting and competitive analyses to develop highly successful selling organizations • 15 years of total experience in Government IT Sales in positions that have ranged from technical account manager, director of sales and several senior sales management posts Skills • Sales Team Training &Supervision • Strategic&Tactical Planning • Competitive Sales Analysis • Government Contract Negotiations • Broker Vendor Relations • Account Development/Acquisition • Sales Presentations and Closing • Policy Formulation and Dispersal Relevant Experience As Vice President at Carahsoft, holds full responsibility for all sales operations through a team of Sales Managers and three(3)independent sales organizations comprised of 46 sales representatives covering U.S.Government nationwide. Has solidified exclusive partnerships with multiple Information Technology Manufacturers,expanding product awareness and distribution throughout the Public Sector/Government vertical. Has acquired a broad portfolio of IDIQ, GWAC,and similar contracts that include GSA Schedule 70,Agency Specific Blanket Purchase Agreements,and State specific contracts and successfully leveraged these contracts into successful selling vehicles. Grew national government sales organization from 4 to over 40, in charge of on-site sales training, policy formulation, goal setting, incentive programs, sales commissions and sustaining growth in annual revenues of 15%-35%. Spear headed selling strategies and marketing plans that included competitive upgrade programs, user group forums, solution based selling and consistently realized a 30%-50%Return on Investment. Familiar and responsible for all aspects of operations and performance of the sales organization. carahsoft SOLICITATION # 19-19 Name Position Mary Lange Marketing Manager Background • More than 15 years' experience as senior marketing executive for government IT solutions providers and commercial software manufacturers • 10 years'experience growing and managing marketing teams to support demand generation for software/hardware manufacturers in the public sector • Committed to ensuring marketing operational success through implementation of best practices and meticulous assessment of value provided through each program • Have directed competitive research, product marketing, new business development activities, sales training, product launches, and channel and internal communications/promotional programs Skills • Expert in strategic and tactical marketing planning and execution for public sector markets • Demonstrated expertise translating technical products and services into understandable, persuasive collateral materials and proposals • Proven demand generation/customer retention expertise • Also experienced in: o Channel marketing and enablement activities o Program initiative/campaign development and execution o Product launches and special event planning o Employee communication and team building o Executive speech writing o Analyst, public and community relations management Relevant Experience Have directed all strategic and tactical marketing initiatives for several Government IT solutions providers supporting multiple vendor and reseller partners. Responsible for marketing and corporate communications, public and vendor relations, demand creation initiatives, advertising programs, MDF management and maximization, and ROI analysis. Work closely with vendor and reseller partners and Carahsoft sales reps to develop and implement a high volume of compelling and cost-effective lead generation programs, contributing to company's double-and triple-digit growth rates in public sector revenues. carahsoft 76 SOLICITATION# 19-19 Name Position Kai Hollenhorst Carahsoft State and Local Contracts Manager Background • Contracts Specialist for 2 years • Worked in government contracting for almost 5 years and worked in various different procurement channels • Developed multiple winning solicitation responses to statewide vehicles • Manages several large scale contracting initiatives in the cooperative space • Successful and experienced at performing all aspects of monthly sales forecasting and competitive analyses to develop highly successful selling organizations • Organizes large scale manufacturer catalogs for contracts in the state and local portfolio Skills • Strategic&Tactical Planning • Competitive Sales Analysis • Government Contract Negotiations • Broker Vendor Relations • Account Development/Acquisition • Policy Formulation and Dispersal • Procurement administration • Program management Relevant Experience Worked on several large scale cooperative contracting initiatives that have extensive customer base with several hundred industry manufacturers utilizing them as the go to market vehicle. Worked with contracting officers across the country to enable information technology procurement for public sector agencies through contract negotiation, compliance management, operational administration, and opportunity seeking and capture activities. Has acquired a broad portfolio of IDIQ, GWAC, and similar contracts that include GSA Schedule 70,Agency Specific Blanket Purchase Agreements,and State specific contracts and successfully leveraged these contracts into successful selling vehicles. Expanded the offering potential of awarded contracts through dynamic partnership networks to help facilitate W/MBE HUB companies. v. Describe Offeror's experience working with the government sector. Carahsoft has been providing best of breed hardware, software, and support solutions to federal, state, and local government agencies since 2004, processing over 388,969 orders. Additionally, over the past 15 years Carahsoft has acquired and maintained a wide variety of purchasing contract vehicles for agencies at the state, local, and federal levels. Associated with all contracts are dedicated and experienced contract carahsoft SOLICITATION#19-19 management resources.A list of available contracts can be found at www.carahsoft.com/contracts/index.php. vi. Describe past litigation, bankruptcy, reorganization, state investigations of entity or current officers and directors. Carahsoft does not have any such actions. vii. Provide a minimum of 10 customer references relating to the products and services within this RFP. Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume. J See our below section "a. References". I viii. Provide any additional information relevant to this section. Not applicable a. References Reference# 1 Entity Name OARnet Contact Name and Title Dennis Walsh, Chief Relationship Officer City and State Columbus, OH Phone Number 614-292-9037 Years Serviced 5/1/2015 Description of Services VMware products and services Annual Volume $750,000 Reference#2 Entity Name NJedge Contact Name and Title Joe Rearden, VMware Program Manager City and State Newark, NJ Phone Number 973-596-5473 Years Serviced 12/20/11-06/29/16 Description of Services VMware, F5, and Nutanix hardware and software products and services Annual Volume $2,000,000 carahsoft 78 SOLICITATION # 19-19 Reference#3 Entity Name North Carolina Community Colleges Contact Name and Title Patrick Demorais City and State Raleigh, NC Phone Number (919) 807-6996 Years Serviced 09/01/2014- Present Description of Services VMware, Computer Hardware/Software and Telephone Equipment Services, and Maintenance Annual Volume $35,000 Reference#4 Entity Name Dallas ISD Contact Name and Title Leatha Mullins, CIO- Dallas County Schools City and State Dallas, TX Phone Number 214-944-4559 Years Serviced 01/01/2014-Present Description of Services Symantec Netbackup, Endpoint Protection products and services Annual Volume $175,000 Reference#5 Entity Name University of North Carolina- General Administration Contact Name and Title Paul M. Hudy-Associate CIO for IT Infrastructure and Administration City and State Chapel Hill, NC Phone Number (919) 962-4583 Years Serviced 1 Year Description of Services Program Management-VMware Enterprise License Agreement Annual Volume $1,000,000 carahsoft 79 SOLICITATION# 19-19 Reference#6 ; min Entity Name City of Seattle Contact Name and Title Michael Mears, Purchasing and Contracting Services City and State Seattle, WA Phone Number 206-684-4570 Years Serviced 07/11/14-12/19/16 Description of Services All GSA vendors, General Purpose Commercial Information Technology Equipment, Software, and Services Annual Volume $30,000 Reference#7 Entity Name Miami-Dade County Contact Name and Title Mirta Cardoso City and State Miami, FL Phone Number (305) 596-8690 Years Serviced 11/01/11-10/31/14 Description of Services Adobe products and services Annual Volume $215,000 Reference#8 Entity Name City of New York Contact Name and Title John Winker, Associate Commissioner Financial Services City and State New York City, NY Phone Number 212-788-6454 Years Serviced 06/27/2014-06/27/2015 Description of Services VMware Annual Volume $13,000,000 Reference#9 Entity Name Virginia Association of State College and University Purchasing Professionals Contact Name and Title Michael Warlick, Senior Buyer City and State Charlottesville, VA Phone Number 434-924-8918 Years Serviced 05/02/14-12/19/16 Description of Services ServiceNow and VMware products and services, as well as other solutions not relevant to this contract Annual Volume $20,000 carahsoft SOLICITATION # 19-19 Reference#10 Entity Name Washington Learning Source Contact Name and Title Angela Bolam, Program Coordinator City and State Renton, WA Phone Number 425-917-7901 Years Serviced 07/22/14-07/21/19 Description of Services F5, FireEye, Symantec, and VMware products and services, as well as other solutions not relevant to this contract Annual Volume $100,000 carahsoft 81 SOLICITATION# 19-19 TAB 5 - VALUE ADD i. Provide any additional information related to products and services Offeror proposes to enhance and add value to the Contract. Carahsoft will provide the following additional value-added services at no additional cost to Region 4 ESC: 1. Dedicated Account Manager 2. Program Management 3. Training Webcasts &Access to Carahsoft Facilities 4. Proactive Marketing of the Contract 5. Monthly/Quarterly Reports 6. Dedicated Phone Lines & Live Chat 7. Dedicated Contract Microsite 8. Dedicated Email Address The following is an in-depth description of the bulleted list above. 1 . Dedicated Account Management In support of the Contract, Carahsoft will provide a focused Account Manager(AM), who will be dedicated to supporting your requirements and this Contract. The AM will be responsible for all aspects of Contract management and be the single point of contact for providing technical help for all the products offered on this proposal. Sales, order management, and contracting functions that Carahsoft will do for this contract include the following: M Assistance with the established license distribution procedures • Product expertise/assistance • Configuration assistance • Support for downloads • Support for customers migrating from existing license contracts • On demand historical download reports • Contracts questions • Assistance with product version, updates and upgrade questions • Ensure timely delivery of Evidence of Entitlement (or related) • Evidence of Entitlement (or related) supported by matching receipt • Co-terming maintenance renewals and existing agreements 2. Program Management Carahsoft will assign a Program Manager for this Contract who will provide strategic leadership and vision while executing the Contract. The Program Manager's responsibilities will include quality assurance, progress/status reporting, schedule, risk identification/handling/mitigation strategy and program reviews. carahsoft SOLICITATION # 19-19 3. Training Webcasts & Access to Carahsoft Facilities At no additional cost, Carahsoft will provide a regular training webcast for Region 4 ESC. These webcasts shall include information regarding new product releases, product patch/ upgrade information or short training webcasts should the need arise and educate users on the following: • The terms of the Contract • Software available on the Contract • Updates and upgrades as they become available • New technologies as they become available These webinars will also be archived and housed on the Contract website so users can view them on demand. Region 4 ESC will have access to training facilities (user groups, vendor day, and product training) located at Carahsoft headquarters in Reston, Virginia, upon request. 4. Proactive Marketing of the Contract Carahsoft has conducted over 1,400 government specific marketing events last year alone. A few examples include: carahsoft _. ..R„a.. SOLVE LEARN SOY- PARTNER • Quarterly Newsletters • Annual government summits 0 ` ' • Brochures Upcoming Events AO*OM.real ro Adobe Government Seminar In O'Fadon,ll E.em eA.o.is e...m:tn. o.r A+.u Nomf oo..ew • Product specific webcasts Na 1 % p1b.r]fmEDT Adobe t'="4=''''''Aa m mmr • Onsite training seminars ”""'"... Cmmw.R:HUAComp:...r.Abmrumt clx.va xCc.mad.A:N-dm.C.n.vS aq SenxrDggmart xf PSnLNm Com.arv! w.s;, e.n,JN reg4tunwfbrm A,.,.1neb 1.io,0. Y...OW-.005.0.0 Ru.1]]p,Ru,om EDl x✓n.Empo,wsRtnape,ratlr/Mlbwrbee,efv.sNperwrM1itavi.vtlner+.n¢1p,e»a • Representation at government T..mit. WT0A4.I,.IA,.caeea.thtxtte R/wmn. 000.,aro tM.,0, $,.anea4k/,A,00.0.Rum showsietb!o.n,peLM..SOMs.Mw.lh4i Uxm,!vI"MaE0wwP"Li F0., l W....Mg0R Materb,FOatur.d Vendor • Host Government User Groups RM%fer r.»a.wkxn mR xwl Mw dRa ppafnarNrlpperer aA EwMdAPrc�at aNnenpoJ,cti+in • Outbound Call campaigns Note M„e„mtn�pn Ym • Executive Forums waot:,.w.:on.a,n<vY4mw:«mRe r.of wraun co+:a..xn v.a..am:.r • News Announcements • Social media promotion • (Twitter, Linked In, Facebook, Carahsoft Community) • Website content/reciprocal links (Carahsoft website page; content for contract sponsor page) • Marketing materials (FAQs, contract overviews, solution spec sheets, powerpoint slides) • Training documents • Co-branded tradeshow graphics, giveaways, display materials • Tradeshow participation (national, state and local government and education shows) • Digital and print ads • Email campaigns • Proactive marketing opportunity available through: o National Coalition for Public Procurement (NCPP) —publicprocurementcoalition.org o Institute for Public Procurement (NIGP)— nigp.org o National Association of Counties (NACo)— naco.org o The United States Conference of Mayors— usmayors.org o National League of Cities— nlc.org carahsoft SOLICITATION # 19-19 o National Governors Association —nga.org o Relevant State Associations Carahsoft feels that this proactive marketing will be valuable to Region 4 ESC in terms of promoting this Contract, as well as educating end user on the benefits of the Contract. 5. Monthly/Quarterly Reports In managing similar Contracts with other government agencies, Carahsoft has developed numerous best practices with providing monthly usage reports. As part of this Contract, Carahsoft will provide monthly license distribution reports to include the following: • Dates licenses were downloaded • Dates licenses were shipped • Ship to Point of Contact • Number of Licenses • Version numbers • Deliver to address • Current price of the software This report will differentiate between existing licenses being rolled into the Contract, and new licenses deployed under this agreement. In addition to the monthly reports, Carahsoft will have the ability to produce on-demand usage reports as requested through the Account Manager. 6. Dedicated Phone Lines & Live Chat Carahsoft will provide a dedicated phone line to be used exclusively for activities , supporting this Contract. Both toll and toll-free lines will be made available. The telephone number will be included on all quotations, emails, website(s), and other P documentation regarding this Contract. This dedicated line rings simultaneously to a group of individuals working on this Contract, ensuring that calls are always answered live. Additionally, Carahsoft offers Live Chat capabilities through our homepage (www.carahsoft.com). The Live Chat feature will provide Region 4 ESC with another channel for contacting Carahsoft, and expedite the process for receiving immediate customer service. 7. Dedicated Contract Microsite Carahsoft will develop and maintain a microsite that will arahsof) .E� •K be dedicated to this Contract. This will be a supplement to the Vendor support site and will include materials such as: Blanket Purchase Agreement(BPA)N00104-09-A-2F31 • Contract Information • Contract FAQ Document ESS? • Product Information a,. • • Catalog! Pricelist Information -M:. r.,r.. _e...., a..w: - .-�;;, • Additional Contractual Information , .._..�..._ ._-._. -. carahsoft SOLICITATION # 19-19 The following are examples of Dedicated Websites for current Carahsoft contracts: • Department of Defense ESI BPA Contract# N00104-12-A-ZF31 (http://www.carahsoft.com/buy/esi-bpa-contracts/department-defense-esi-desktop-bpa- contract-n00104-12-zf31) • Department of the Navy ESI BPA Contract# N00104-09-A-ZF31 (http://www.carahsoft.com/buy/esi-bpa-contracts/don) • NASA SEWP V Contract#NNG15SC03B/NNG15SC27B (http://www.carahsoft.com/buy/sewp) 8. Dedicated Email Address Additionally, a dedicated email address will be created in support of this at Region4ESC.Contract @carahsoft.com or any email Region 4 ESC would like. As with the phone lines, these email aliases would be routed to all individuals at Carahsoft that support this Contract. In this manner, any inquiries received via email would be addressed immediately which would once again enable the quickest execution for all customer service actions. carahsoft 85 SOLICITATION# 19-19 TAB 6 - ADDITIONAL REQUIRED DOCUMENTS (APPENDIX C) a. Acknowledgment and Acceptance of Region 4 ESC's Open Records Policy (Appendix C, Doc #1) Please see the following page for our Acknowledgment and Acceptance of Region 4 ESC's Open Records Policy (Appendix C, Doc#1). carahsoft 86 Appendix C, Doc #1 ACKNOWLEDGMENT AND ACCEPTANCE OF REGION 4 ESC's OPEN RECORDS POLICY OPEN RECORDS POLICY All proposals, information and documents submitted are subject to the Public Information Act requirements governed by the State of Texas once a Contract(s) is executed. If an Offeror believes its response, or parts of its response, may be exempted from disclosure, the Offeror must specify page-by-page and line-by-line the parts of the response, which it believes, are exempt and include detailed reasons to substantiate the exemption. Price is not confidential and will not be withheld. Any unmarked information will be considered public information and released, if requested under the Public Information Act. The determination of whether information is confidential and not subject to disclosure is the duty of the Office of Attorney General (OAG). Region 4 ESC must provide the OAG sufficient information to render an opinion and therefore, vague and general claims to confidentiality by the Offeror are not acceptable. Region 4 ESC must comply with the opinions of the OAG. Region 4 ESC assumes no responsibility for asserting legal arguments on behalf of any Offeror. Offeror is advised to consult with their legal counsel concerning disclosure issues resulting from this procurement process and to take precautions to safeguard trade secrets and other proprietary information. Signature below certifies complete acceptance of Region 4 ESC's Open Records Policy, except as noted below (additional pages may be attached, if necessary). Check one of the following responses to the Acknowledgment and Acceptance of Region 4 ESC's Open Records Policy below: X We acknowledge Region 4 ESC's Open Records Policy and declare that no information submitted with this proposal, or any part of our proposal, is exempt from disclosure under the Public Information Act. 0 We declare the following information to be a trade secret or proprietary and exempt from disclosure under the Public Information Act. (Note: Offeror must specify page-by-page and line-by-line the parts of the response, which it believes, are exempt. In addition, Offeror must include detailed reasons to substantiate the exemption(s). Price is not confident and will not be withheld. All information believed to be a trade secret or proprietary must be listed. It is further understood that failure to identify such information, in strict accordance with the instructions, will result in that information being considered public information and released, if requested under the Public Information Act.) 11/22/19 X41-'4-- Proposals Director Date Authorized Signature & Title SOLICITATION # 19-19 b. Antitrust Certification Statement (Tex. Government Code § 2155.005) (Appendix C, Doc #2) Please see the following page for our Antitrust Certification Statement (Tex. Government Code § 2155.005) (Appendix C, Doc#2). carahsoft 88 Appendix C, Doc #2 ANTITRUST CERTIFICATION STATEMENTS (Tex. Government Code § 2155.005) Attorney General Form I affirm under penalty of perjury of the laws of the State of Texas that: 1. I am duly authorized to execute this Contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Company) listed below; 2. In connection with this proposal, neither I nor any representative of the Company has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; 3. In connection with this proposal, neither I nor any representative of the Company has violated any federal antitrust law; and 4. Neither I nor any representative of the Company has directly or indirectly communicated any of the contents of this proposal to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Company. Company Contact Carahsoft Technology Corporation ,.Q Signature 11493 Sunset Hills Road Kristina Smith Printed Name Suite 100 Contracts Director Address Position with Company Reston, VA 20190 Official 4 / Authorizing Proposal Signature Jennifer Kanach Printed Name Phone 703.871.8500 Proposals Director Position with Company Fax 703.871.8505 SOLICITATION#19-19 c. Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295) (Appendix C, Doc #3) We have submitted a Form 1295 application for this submission and are awaiting government acknowledgement. Please find our completed form on the following page. carahsoft 90 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos, 1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1,2, 3. 5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2019-564431 Carahsoft Technology Corporation Reston, VA United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 11/22/2019 being filed. Region 4 Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. 19-19 Information Technology Solutions Nature of interest 4 Name of Interested Party City,State,Country(place of business) (check applicable) Controlling Intermediary Abod, Craig Reston, VA United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION • My name is Jennifer Kanach , and my date of birth is My address is 11493 Sunset Hills Drive, Suite 100 Reston VA 20190 USA (street) (city) (state) (z,p code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in Fairfax County, State of Virginia .on the 22 _day of November, 2019 1triz (month) (year) PARKER J RYBAK NOTARY H OF V �� REGISTRATION I !631648 Cr.' ;'a•,)NWcA�TM OF VIRGINIA ‘1,. No COt;.MISSION EXPIRES ,04z_,, 2023 auth ed agent of contracting business entity yJJ��� (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.3a6aaf7d SOLICITATION# 19-19 d. Texas Government Code 2270 Verification Form (Appendix C, Doc #4) Please see the following page for our Texas Government Code 2270 Verification Form (Appendix C, Doc #4). carahsoft 97 Appendix C, DOC # 4 Texas Government Code 2270 Verification Form House Bill 89 (85R Legislative Session), which adds Chapter 2270 to the Texas Government Code, provides that a governmental entity may not enter into a contract with a company without verification that the contracting vendor does not and will not boycott Israel during the term of the contract. Furthermore, Senate Bill 252 (85R Legislative Session), which amends Chapter 2252 of the Texas Government Code to add Subchapter F, prohibits contracting with a company engaged in business with Iran, Sudan or a foreign terrorist organization identified on a list prepared by the Texas Comptroller. I, Jennifer Kanach , as an authorized representative of Carahsoft Technology Corporation , a contractor engaged by Insert Name of Company Region 4 Education Service Center, 7145 West Tidwell Road, Houston, TX 77092, verify by this writing that the above-named company affirms that it (1) does not boycott Israel; and (2) will not boycott Israel during the term of this contract, or any contract with the above-named Texas governmental entity in the future. Also, our company is not listed on and we do not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations found at https://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf. I further affirm that if our company's position on this issue is reversed and this affirmation is no longer valid, that the above-named Texas governmental entity will be notified in writing within one (1) business day and we understand that our company's failure to affirm and comply with the requirements of Texas Government Code 2270 et seq. shall be grounds for immediate contract termination without penalty to the above-named Texas governmental entity. I swear and affirm that the above is true and correct. / leoutelt_ 11/22/19 Signature of Named Authorized Company Representative Date SOLICITATION#19-19 e. Special Conditions (Appendix C, Doc #5) Please see the following page for our completed Special Conditions (Appendix C, Doc#5). carahsoft 94 Appendix C, DOC # 5 SPECIAL CONDITIONS Awarded Offerors may need to respond to events and losses where products and services are needed for the immediate and initial response to emergency situations such as, but not limited to, water damage, fire damage, vandalism cleanup, biohazard cleanup, sewage decontamination, deodorization, and/or wind damage during a disaster or emergency situation. By submitting a proposal, the Offeror is accepted these Special Conditions required by the Federal Emergency Management Agency (FEMA). Conflicts of Interest No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a FEMA award if he or she has a real or apparent conflict of interest. Such a conflict would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties, has a financial or other interest in or a tangible personal benefit from a firm considered for award. 2 C.F.R. § 200.318(c)(1); See also Standard Form 424D, ¶ 7; Standard Form 424B, ¶ 3. i. FEMA considers a "financial interest" to be the potential for gain or loss to the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties as a result of the particular procurement. The prohibited financial interest may arise from ownership of certain financial instruments or investments such as stock, bonds, or real estate, or from a salary, indebtedness,job offer, or similar interest that might be affected by the particular procurement. ii. FEMA considers an "apparent" conflict of interest to exist where an actual conflict does not exist, but where a reasonable person with knowledge of the relevant facts would question the impartiality of the employee, officer, or agent participating in the procurement. c. Gifts. The officers, employees, and agents of Region 4 ESC nor the Participating Public Agency ("NFE") must neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, NFE's may set standards for situations in which the financial interest is de minimus, not substantial, or the gift is an unsolicited item of nominal value. 2 C.F.R. § 200.318(c)(1). d. Violations. The NFE's written standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the NFE. 2 C.F.R. § 200.318(c)(1). For example, the penalty for a NFE's employee may be dismissal, and the penalty for a contractor might be the termination of the contract. Contractor Integrity A contractor must have a satisfactory record of integrity and business ethics. Contractors that are debarred or suspended as described in Chapter III, ¶ 6.d must be rejected and cannot receive contract awards at any level. Public Policy A contractor must comply with the public policies of the Federal Government and state, local government, or tribal government. This includes, among other things, past and current compliance with the: a. Equal opportunity and nondiscrimination laws b. Five affirmative steps described at 2 C.F.R. § 200.321(b) for all subcontracting under contracts supported by FEMA financial assistance; and FEMA Procurement Guidance June 21, 2016 Page IV- 7 c. Applicable prevailing wage laws, regulations, and executive orders Affirmative Steps For any subcontracting opportunities, Contractor must take the following Affirmative steps: 1. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; 4. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; and 5. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce; Bid Guarantee For proposals that are to include construction/reconstruction/renovation and related services, bids must be accompanied by Certified or Cashier's Check or an approved Bid Bond in the amount of not less than five percent (5%) of the total bid. Surety shall provide a copy of the Power of Attorney authorizing the Executing Agent the authority to execute the bid bond documents and bind the Surety to the bid bond conditions. The bid bond shall have a corporate Surety that is licensed to conduct business in the state of the lead agency and authorized to underwrite bonds in the amount of the bid bond. Prevailing Wage Requirements When applicable, the awarded Contractor(s) and any and all subcontractor(s) agree to comply with all laws regarding prevailing wage rates including the Davis-Bacon Act, applicable to this solicitation and/or Participating Public Agencies. The Participating Public Agency shall notify the Contractor of the applicable pricing/prevailing wage rates and must apply any local wage rates requested. The Contractor and any subcontractor(s) shall comply with the prevailing wage rates set by the Participating Public Agency. Alternative Pricing for Federal Funding When applicable, such as when products and services are used in response to an emergency or disaster recovery situation in which federal funding may be used, pricing may not include cost plus a percentage of cost or pricing based on time and materials. If time and materials is necessary in an applicable federal funding situation, a ceiling price that the contract exceeds at its own risk will be needed. In addition, Offeror is subject to and must comply with all federal requirements applicable to the funding including, but not limited, the to the 2 C.F.R. § 200.326 and 2 C.F.R. Part 200, Appendix II, Required Contract Clauses. Federal Requirements If products and services are issued in response to an emergency or disaster recovery the items below, located in this Special Conditions section of the Federal Funds Certifications, are activated and required when federal funding may be utilized. 2 C.F.R. § 200.326 and 2 C.F.R. Part 200, Appendix II, Required Contract Clauses 1. Termination for Convenience: The right to terminate this Contract for the convenience of Region 4 ESC is retained by Region 4 ESC. In the event of a termination for convenience by Region 4 ESC, Region 4 ESC shall, at least ten (10) calendar days in advance, deliver written notice of the termination for convenience to Contractor. Upon Contractor's receipt of such written notice, Contractor immediately shall cease the performance of the Work and shall take reasonable and appropriate action to secure and protect the Work then in place. Contractor shall then be paid by Region 4 ESC, in accordance with the terms and provisions of the Contract Documents, an amount not to exceed the actual labor costs incurred, the actual cost of all materials installed and the actual cost of all materials stored at the project site or away from the project site, as approved in writing by Region 4 ESC but not yet paid for and which cannot be returned, and actual, reasonable and documented demobilization costs, if any, paid by Contractor and approved by Region 4 ESC in connection with the Scope of Work in place which is completed as of the date of termination by Region 4 ESC and that is in conformance with the Contract Documents, less all amounts previously paid for the Work. No amount ever shall be owed or paid to Contractor for lost or anticipated profits on any part of the Scope of Work not performed or for consequential damages of any kind. 2. Equal Employment Opportunity: Region 4 ESC highly encourages Contractors to implement Affirmative Action practices in their employment programs. This means Contractor should not discriminate against any employee or applicant for employment because of race, color, religion, sex, pregnancy, sexual orientation, political belief or affiliation, age, disability or genetic information. During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5)The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States. 3. "During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. (3) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (4) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions as may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (7) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, That in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the contractor may request the United States to enter into such litigation to protect the interests of the United States." 4. Davis Bacon Act and Copeland Anti-KickbackAct. (1) Applicability of Davis-Bacon Act. The Davis-Bacon Act only applies to the emergency Management Preparedness Grant Program, Homeland Security Grant Program, Nonprofit Security Grant Program, Tribal Homeland Security Grant Program, Port Security Grant Program, and Transit Security Grant Program. It does riot apply to other FEMA grant and cooperative agreement programs, including the Public Assistance Program. (2) All prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act(40 U.S.C. §§ 3141-3144 and 3146-3148) as supplemented by Department of Labor regulations at 29 C.F.R. Part 5 (Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction)). See 2 C.F.R. Part 200, Appendix II, IT D. (3) In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. (4) The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. (5) In contracts subject to the Davis-Bacon Act, the contracts must also include a provision for compliance with the Copeland "Anti-Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations at 29 C.F.R. Part 3 (Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States). The Copeland Anti- Kickback Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to FEMA. (6) The regulation at 29 C.F.R. § 5.5(a) does provide the required contract clause that applies to compliance with both the Davis-Bacon and Copeland Acts. However, as discussed in the previous subsection, the Davis-Bacon Act does not apply to Public Assistance recipients and subrecipients. In situations where the Davis-Bacon Act does not apply. neither does the Copeland "Anti-Kickback Act." However, for purposes of grant programs where both clauses do apply, FEMA requires the following contract clause: "Compliance with the Copeland "Anti-Kickback" Act. (1) Contractor. The contractor shall comply with 18 U.S.C. § 874, 40U.S.C. § 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this contract. (2) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clause above and such other clauses as the FEMA may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract clauses (3) Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. §5.12." 5. Contract Work Hours and SafetyStandards Act. (1) Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. (2) Where applicable (see 40 U.S.C. § 3701), all contracts awarded by the non-Federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations at 29 C.F.R. Part 5. See 2 C.F.R. Part 200, Appendix II, ¶ E. (3) Under 40 U.S.C. § 3702, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the workweek. (4) The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. (5) The regulation at 29 C.F.R. § 5.5(b) provides the required contract clause concerning compliance with the Contract Work Hours and Safety Standards Act: "Compliance with the Contract Work Hours and Safety Standards Act. (1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (1) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section. (3) Withholding for unpaid wages and liquidated damages. The (write in the name of the Federal agency or the loan or grant recipient)shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section. (4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1)through (4) of this section." 6. Rights to Inventions Made Under a Contract or Agreement. (1) Stafford Act Disaster Grants. This requirement does not apply to the Public Assistance, Hazard Mitigation Grant Program, Fire Management Assistance Grant Program, Crisis Counseling Assistance and Training Grant Program, Disaster Case Management Grant Program, and Federal Assistance to Individuals and Households — Other Needs Assistance Grant Program, as FEMA awards under these programs do not meet the definition of"funding agreement." (2) If the FEMA award meets the definition of"funding agreement" under 37 C.F.R. § 401.2(a) and the non-Federal entity wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that"funding agreement,"the non-Federal entity must comply with the requirements of 37 C.F.R. Part 401 (Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements), and any implementing regulations issued by FEMA. See 2 C.F.R. Part 200, Appendix II, ¶ F. (3) The regulation at 37 C.F.R. § 401.2(a) currently defines "funding agreement" as any contract, grant, or cooperative agreement entered into between any Federal agency, other than the Tennessee Valley Authority, and any contractor for the performance of experimental, developmental, or research work funded in whole or in part by the Federal government. This term also includes any assignment, substitution of parties, or subcontract of any type entered into for the performance of experimental, developmental, or research work under a funding agreement as defined in the first sentence of this paragraph. 7. Clean Air Act and the Federal Water Pollution Control Act. Contracts of amounts in excess of $150,000 must contain a provision that requires the contractor to agree to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act (42 U.S.C. §§ 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. §§ 1251-1387). Violations must be reported to FEMA and the Regional Office of the Environmental Protection Agency. See 2 C.F.R. Part 200, Appendix II, ¶ G. (1) The following provides a sample contract clause concerning compliance for contracts of amounts in excess of$150,000: "Clean Air Act (1) The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. (2) The contractor agrees to report each violation to the (name of the state agency or local or Indian tribal government) and understands and agrees that the (name of the state agency or local or Indian tribal government) will, in turn, report each violation as required to assure notification to the (name of recipient), Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. (3) The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. Federal Water Pollution Control Act (1) The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. (2) The contractor agrees to report each violation to the (name of the state agency or local or Indian tribal government) and understands and agrees that the (name of the state agency or local or Indian tribal government) will, in turn, report each violation as required to assure notification to the (name of recipient), Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. (3) The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in partwith Federal assistance provided by FEMA." 8. Debarment and Suspension. (1) Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. (2) Non-federal entities and contractors are subject to the debarment and suspension regulations implementing Executive Order 12549, Debarment and Suspension (1986) and Executive Order 12689, Debarment and Suspension (1989) at 2 C.F.R. Part 180 and the Department of Homeland Security's regulations at 2 C.F.R. Part 3000 (Non procurement Debarment and Suspension). (3) These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs and activities. See 2 C.F.R. Part 200, Appendix II, ¶ H; and Procurement Guidance for Recipients and Subrecipients Under 2 C.F.R. Part 200 (Uniform Rules): Supplement to the Public Assistance Procurement Disaster Assistance Team (PDAT) Field Manual Chapter IV, If 6.d, and Appendix C, If 2 [hereinafter PDAT Supplement]. A contract award must not be made to parties listed in the SAM Exclusions. SAM Exclusions is the list maintained by the General Services Administration that contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. SAM exclusions can be accessed at www.sam.gov. See 2 C.F.R. § 180.530; PDAT Supplement, Chapter IV, ¶ 6.d and Appendix C, If 2. (4) In general, an "excluded" party cannot receive a Federal grant award or a contract within the meaning of a "covered transaction," to include subawards and subcontracts. This includes parties that receive Federal funding indirectly, such as contractors to recipients and subrecipients. The key to the exclusion is whether there is a "covered transaction," which is any non-procurement transaction (unless excepted) at either a "primary" or "secondary" tier. Although "covered transactions" do not include contracts awarded by the Federal Government for purposes of the non-procurement common rule and DHS's implementing regulations, it does include some contracts awarded by recipients and subrecipient. (5) Specifically, a covered transaction includes the following contracts for goods or services: (1) The contract is awarded by a recipient or subrecipient in the amount of at least $25,000. (2) The contract requires the approval of FEMA, regardless of amount. (3) The contract is for federally required audit services. (4) A subcontract is also a covered transaction if it is awarded by the contractor of a recipient or subrecipient and requires either the approval of FEMA or is in excess of$25,000. d. The following provides a debarment and suspension clause. It incorporates an optional method of verifying that contractors are not excluded or disqualified: "Suspension and Debarment (1) This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the contractor is required to verify that none of the contractor, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (2) The contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (3) This certification is a material representation of fact relied upon by (insert name of subrecipient). If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to (name of state agency serving as recipient and name of subrecipient), the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (4) The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions." 9. Byrd Anti-Lobbyinq Amendment. a. Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. b. Contractors that apply or bid for an award of$100,000 or more must file the required certification. See 2 C.F.R. Part 200, Appendix II, ¶ I; 44 C.F.R. Part 18; PDAT Supplement, Chapter IV, 6.c; Appendix C, ¶4. c. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. § 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. See PDAT Supplement, Chapter IV, ¶ 6.c and Appendix C, ¶ 4. d. The following provides a Byrd Anti-Lobbying contract clause: "Byrd Anti-Lobbying Amendment, 31 U.S.C. § 1352 (as amended) Contractors who apply or bid for an award of $100,000 or more shall file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient." APPENDIX A, 44 C.F.R. PART 18 — CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements (To be submitted with each bid or offer exceeding $100,000) The undersigned [Contractor] certifies, to the best of his or her knowledge, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form- LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Contractor, Carahsoft Technology Corporation certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. § 3801 et seq., apply to this certification and disclosure, if any. in4ucek Sig ature of Contractor's Authorized Official Jennifer Kanach, Proposals Director Name and Title of Contractor's Authorized Official 11/22/19 Date 10. Procurement of Recovered Materials. a. Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. b. A non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, Pub. L. No. 89-272 (1965) (codified as amended by the Resource Conservation and Recovery Act at 42 U.S.C. § 6962). See 2 C.F.R. Part 200, Appendix II, j J; 2 C.F.R. § 200.322; PDAT Supplement, Chapter V, IF. c. The requirements of Section 6002 include procuring only items designated in guidelines of the EPA at 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired by the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. d. The following provides the clause that a state agency or agency of a political subdivision of a state and its contractors can include in contracts meeting the above contract thresholds: "(1) In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA- designated items unless the product cannot be acquired— (i) Competitively within a timeframe providing for compliance with the contract performance schedule; (ii) Meetingcontract performance requirements; or (iii) At a reasonable price. (2) Information about this requirement, along with the list of EPA- designate items, is available at EPA's Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive- procurement-quideline-cpq-program." 11. Additional FEMA Requirements. a. The Uniform Rules authorize FEMA to require additional provisions for non- Federal entity contracts. FEMA, pursuant to this authority, requires or recommends the following: b. Changes. To be eligible for FEMA assistance under the non-Federal entity's FEMA grant or cooperative agreement, the cost of the change, modification, change order, or constructive change must be allowable, allocable, within the scope of its grant or cooperative agreement, and reasonable for the completion of project scope. FEMA recommends, therefore, that a non-Federal entity include a changes clause in its contract that describes how, if at all, changes can be made by either party to alter the method, price, or schedule of the work without breaching the contract. The language of the clause may differ depending on the nature of the contract and the end-item procured. c. Access to Records. All non-Federal entities must place into their contracts a provision that all contractors and their successors, transferees, assignees, and subcontractors acknowledge and agree to comply with applicable provisions governing Department and FEMA access to records, accounts, documents, information, facilities, and staff. See DHS Standard Terms and Conditions, v 3.0, ¶ XXVI (2013). d. The following provides a contract clause regarding access to records: "Access to Records. The following access to records requirements apply to this contract: (1) The contractor agrees to provide (insert name of state agency or local or Indian tribal government), (insert name of recipient), the FEMA Administrator, the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. (2) The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. (3) The contractor agrees to provide the FEMA Administrator or his authorized representatives access to construction or other work sites pertaining to the work being completed under the contract." 12. DHS Seal, Logo, and Flags. a. All non-Federal entities must place in their contracts a provision that a contractor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre-approval. See DHS Standard Terms and Conditions, v 3.0, ¶ XXV(2013). b. The following provides a contract clause regarding DHS Seal, Logo, and Flags: "The contractor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre- approval." 13. Compliance with Federal Law, Regulations, and Executive Orders. a. All non-Federal entities must place into their contracts an acknowledgement that FEMA financial assistance will be used to fund the contract along with the requirement that the contractor will comply with all applicable federal law, regulations, executive orders, and FEMA policies, procedures, and directives. b. The following provides a contract clause regarding Compliance with Federal Law, Regulations, and Executive Orders: "This is an acknowledgement that FEMA financial assistance will be used to fund the contract only. The contractor will comply will all applicable federal law, regulations, executive orders, FEMA policies, procedures, and directives." 14. No Obligation by Federal Government. a. The non-Federal entity must include a provision in its contract that states that the Federal Government is not a party to the contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract. b. The following provides a contract clause regarding no obligation by the Federal Government: "The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract." 15. Program Fraud and False or Fraudulent Statements or Related Acts. a. The non-Federal entity must include a provision in its contract that the contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to its actions pertaining to the contract. b. The following provides a contract clause regarding Fraud and False or Fraudulent or Related Acts: "The contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to the contractor's actions pertaining to this contract." Additional contract clauses per 2 C.F.R. § 200.325 For applicable construction/reconstruction/renovation and related services: A payment and performance bond are both required for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's obligations under such contract. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided in the contract. Offeror agrees to comply with all terms and conditions outlined in the Special Conditions section of this solicitation. Offeror's Name: Carahsoft Technology Corporation Address, City, State, and Zip Code: 11493 Sunset Hills Road, Suite 100, Reston,VA 20190 Phone Number: 703.871.8500 Fax Number: 703.871.8505 Printed Name and Title of Authorized Representative: Jennifer Kanach,Pitcosa Diredor Email Address: sales@Carahsoft.com /coatek 11122119 Date: Signature of Authorized Representative SOLICITATION# 19-19 f. Questionnaire (Appendix C, Doc #6) Please see the following page for our completed Questionnaire. carahsoft 107 Appendix C, DOC # 6 QUESTIONNAIRE Please provide responses to the following questions that address your company's operations, organization, structure and processes for providing products and services. 1. Diversity Programs • Do you currently have a diversity program or any diversity partners that you do business with? (JYes ®No (If the answer is yes, attach a statement detailing the structure of your program, along with a list of your diversity alliances and a copy of their certifications.) 2. Diverse Vendor Certification Participation Region 4 ESC encourages the use of under-utilized businesses (HUB), minority and women business enterprises (MWBE), and small and/or disadvantages business enterprises (SBE) both as prime and subcontractors. Offerors shall indicate below whether or not they and/or any of their subcontractors (and if so which) hold certification in any of the classified areas and include proof of such certification with their response. a. Minority Women Business Enterprise Respondent certifies that this firm is an MWBE I 'Yes No List certifying agency: b. Small Business Enterprise (SBE) or Disadvantaged Business Enterprise (DBE) Respondent certifies that this firm is a SBE or DBE Yes ®No List certifying agency: c. Historically Underutilized Businesses (HUB) Respondent certifies that this firm is a HUB I IYes No List certifying agency: d. Historically Underutilized Business Zone Enterprise (HUBZone) Respondent certifies that this firm is a HUBZone [Yes No List certifying agency: e. Other Respondent certifies that this firm is a recognized diversity ['Yes ®No certificate holder List certifying agency: 3. Has Offeror made and is Offeror committed to continuing to take all affirmative steps set forth in 2 CFR 200.321 as it relates to the scope of work outlined in this solicitation? ®Yes No SOLICITATION#19-19 g. Any additional agreements Offeror will require Participating Agencies to sign Not applicable. Addenda 1-3 Please see the following pages for Addenda 1-3. carahsoft 109 !(JIJIL L region 7145 West Tidwell Road — Houston, Texas 77092 (713)-462-7708 www.esc4.net NOTICE TO OFFEROR ADDENDUM NO. 1 Solicitation Number 19-19 Request for Proposal ("RFP") by Region 4 Education Service Center ("ESC") for Educational Software Solutions and Services SUBMITTAL DEADLINE: Thursday, November 19, 2019, 10:00 AM CT This Addendum No. 1 amends the Request for Proposals (RFP) for Educational Software Solutions and Services 19-19 ("Addendum"). To the extent of any discrepancy between the original RFP and this Addendum, this Addendum shall prevail. This Addendum No. 1 is hereby issued to: 1. Update/Add the following documents in Appendix C: Additional Required Documents • Doc # 3 Certificate of Interested Parties • DOC #5 Special Conditions • DOC #6 Questionnaire • DOC #7 For applicable construction/reconstruction/renovation and related services, a bid Guarantee is required not less than five percent (5%) of the total bid. Surety shall provide a copy of the Power of Attorney authorizing the Executing Agent the authority to execute the bid bond documents and bind the Surety to the bid bond conditions. The bid bond shall have a corporate Surety that is licensed to conduct business in Texas and authorize to underwrite bonds in the amount of the bid bond. Appendix C, DOC # 3 Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295): In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that a governmental entity or state agency may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity or state agency at the time the business entity submits the signed contract to the governmental entity or state agency. The law applies only to a contract of a governmental entity or state agency that either (1) requires an action or vote by the governing body of the entity or agency before the contract may be signed or (2) has a value of at least $1 million. The disclosure requirement applies to a contract entered into on or after January 1, 2016. The Texas Ethics Commission was required to adopt rules necessary to implement that law, prescribe the disclosure of interested parties form, and post a copy of the form on the commission's website. The commission adopted the Certificate of Interested Parties form (Form 1295) on October 5, 2015. The commission also adopted new rules (Chapter 46)on November 30, 2015, to implement the law. The commission does not have any additional authority to enforce or interpret House Bill 1295. Filing Process: Staring on January 1, 2016, the commission made available on its website a new filing application that must be used to file Form 1295. A business entity must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent of the business entity must sign the printed copy of the form. The completed Form 1295 with the certification of filing must be filed with the governmental body or state agency with which the business entity is entering into the contract. The governmental entity or state agency must notify the commission, using the commission's filing application, of the receipt of the filed Form 1295 with the certification of filing not later than the 30th day after the date the contract binds all parties to the contract. This process is known as acknowledging the certificate. The commission will post the acknowledged Form 1295 to its website within seven business days after receiving notice from the governmental entity or state agency. The posted acknowledged form does not contain the declaration of signature information provided by the business. A certificate will stay in the pending state until it is acknowledged by the governmental agency. Only acknowledged certificates are posted to the commission's website. Electronic Filing Application: https://www.ethics.state.tx.us/whatsnew/elf info form1295.htm Frequently Asked Questions: https://www.ethics.state.tx.us/resources/FAQs/FAQ Form 1295.php Changes to Form 1295: https://www.ethics.state.tx.us/data/filinginfo/1295Changes.pdf Appendix C, DOC # 5 SPECIAL CONDITIONS Awarded Offerors may need to respond to events and losses where products and services are needed for the immediate and initial response to emergency situations such as, but not limited to, water damage, fire damage, vandalism cleanup, biohazard cleanup, sewage decontamination, deodorization, and/or wind damage during a disaster or emergency situation. By submitting a proposal, the Offeror is accepted these Special Conditions required by the Federal Emergency Management Agency (FEMA). Conflicts of Interest No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a FEMA award if he or she has a real or apparent conflict of interest. Such a conflict would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties, has a financial or other interest in or a tangible personal benefit from a firm considered for award. 2 C.F.R. § 200.318(c)(1); See also Standard Form 424D, ¶ 7; Standard Form 424B, if 3. i. FEMA considers a "financial interest" to be the potential for gain or loss to the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties as a result of the particular procurement. The prohibited financial interest may arise from ownership of certain financial instruments or investments such as stock, bonds, or real estate, or from a salary, indebtedness,job offer, or similar interest that might be affected by the particular procurement. ii. FEMA considers an "apparent" conflict of interest to exist where an actual conflict does not exist, but where a reasonable person with knowledge of the relevant facts would question the impartiality of the employee, officer, or agent participating in the procurement. c. Gifts. The officers, employees, and agents of Region 4 ESC nor the Participating Public Agency ("NFE") must neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, NFE's may set standards for situations in which the financial interest is de minimus, not substantial, or the gift is an unsolicited item of nominal value. 2 C.F.R. § 200.318(c)(1). d. Violations. The NFE's written standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the NFE. 2 C.F.R. § 200.318(c)(1). For example, the penalty for a NFE's employee may be dismissal, and the penalty for a contractor might be the termination of the contract. Contractor Integrity A contractor must have a satisfactory record of integrity and business ethics. Contractors that are debarred or suspended as described in Chapter III, ¶ 6.d must be rejected and cannot receive contract awards at any level. Public Policy A contractor must comply with the public policies of the Federal Government and state, local government, or tribal government. This includes, among other things, past and current compliance with the: a. Equal opportunity and nondiscrimination laws b. Five affirmative steps described at 2 C.F.R. § 200.321(b) for all subcontracting under contracts supported by FEMA financial assistance; and FEMA Procurement Guidance June 21, 2016 Page IV- 7 c. Applicable prevailing wage laws, regulations, and executive orders Affirmative Steps For any subcontracting opportunities, Contractor must take the following Affirmative steps: 1. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; 4. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; and 5. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce; Bid Guarantee For proposals that are to include construction/reconstruction/renovation and related services, bids must be accompanied by Certified or Cashier's Check or an approved Bid Bond in the amount of not less than five percent (5%)of the total bid. Surety shall provide a copy of the Power of Attorney authorizing the Executing Agent the authority to execute the bid bond documents and bind the Surety to the bid bond conditions. The bid bond shall have a corporate Surety that is licensed to conduct business in the state of the lead agency and authorized to underwrite bonds in the amount of the bid bond. Prevailing Wage Requirements When applicable, the awarded Contractor(s) and any and all subcontractor(s) agree to comply with all laws regarding prevailing wage rates including the Davis-Bacon Act, applicable to this solicitation and/or Participating Public Agencies. The Participating Public Agency shall notify the Contractor of the applicable pricing/prevailing wage rates and must apply any local wage rates requested. The Contractor and any subcontractor(s) shall comply with the prevailing wage rates set by the Participating Public Agency. Alternative Pricing for Federal Funding When applicable, such as when products and services are used in response to an emergency or disaster recovery situation in which federal funding may be used, pricing may not include cost plus a percentage of cost or pricing based on time and materials. If time and materials is necessary in an applicable federal funding situation, a ceiling price that the contract exceeds at its own risk will be needed. In addition, Offeror is subject to and must comply with all federal requirements applicable to the funding including, but not limited, the to the 2 C.F.R. § 200.326 and 2 C.F.R. Part 200, Appendix II, Required Contract Clauses. Federal Requirements If products and services are issued in response to an emergency or disaster recovery the items below, located in this Special Conditions section of the Federal Funds Certifications, are activated and required when federal funding may be utilized. 2 C.F.R. § 200.326 and 2 C.F.R. Part 200, Appendix II, Required Contract Clauses 1. Termination for Convenience: The right to terminate this Contract for the convenience of Region 4 ESC is retained by Region 4 ESC. In the event of a termination for convenience by Region 4 ESC, Region 4 ESC shall, at least ten (10) calendar days in advance, deliver written notice of the termination for convenience to Contractor. Upon Contractor's receipt of such written notice, Contractor immediately shall cease the performance of the Work and shall take reasonable and appropriate action to secure and protect the Work then in place. Contractor shall then be paid by Region 4 ESC, in accordance with the terms and provisions of the Contract Documents, an amount not to exceed the actual labor costs incurred, the actual cost of all materials installed and the actual cost of all materials stored at the project site or away from the project site, as approved in writing by Region 4 ESC but not yet paid for and which cannot be returned, and actual, reasonable and documented demobilization costs, if any, paid by Contractor and approved by Region 4 ESC in connection with the Scope of Work in place which is completed as of the date of termination by Region 4 ESC and that is in conformance with the Contract Documents, less all amounts previously paid for the Work. No amount ever shall be owed or paid to Contractor for lost or anticipated profits on any part of the Scope of Work not performed or for consequential damages of any kind. 2. Equal Employment Opportunity: Region 4 ESC highly encourages Contractors to implement Affirmative Action practices in their employment programs. This means Contractor should not discriminate against any employee or applicant for employment because of race, color, religion, sex, pregnancy, sexual orientation, political belief or affiliation, age, disability or genetic information. During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5)The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's non-compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States. 3. "During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. (3) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (4) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions as may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (7) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, That in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the contractor may request the United States to enter into such litigation to protect the interests of the United States." 4. Davis Bacon Act and Copeland Anti-KickbackAct. (1) Applicability of Davis-Bacon Act. The Davis-Bacon Act only applies to the emergency Management Preparedness Grant Program, Homeland Security Grant Program, Nonprofit Security Grant Program, Tribal Homeland Security Grant Program, Port Security Grant Program, and Transit Security Grant Program. It does not apply to other FEMA grant and cooperative aareement programs, jncluding the Public Assistance Program. (2) All prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act(40 U.S.C. §§ 3141-3144 and 3146-3148) as supplemented by Department of Labor regulations at 29 C.F.R. Part 5 (Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction)). See 2 C.F.R. Part 200, Appendix II, ¶ D. (3) In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. (4) The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. (5) In contracts subject to the Davis-Bacon Act, the contracts must also include a provision for compliance with the Copeland "Anti-Kickback" Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations at 29 C.F.R. Part 3 (Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States). The Copeland Anti- Kickback Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to FEMA. (6) The regulation at 29 C.F.R. § 5.5(a) does provide the required contract clause that applies to compliance with both the Davis-Bacon and Copeland Acts. However, as discussed in the previous subsection, the Davis-Bacon Act does not apply to Public Assistance recipients and subrecipients. In situations where the Davis-Bacon Act does not apply. neither does the Copeland "Anti-Kickback Act." However, for purposes of grant programs where both clauses do apply, FEMA requires the following contract clause: "Compliance with the Copeland "Anti-Kickback" Act. (1) Contractor. The contractor shall comply with 18 U.S.C. § 874, 40U.S.C. § 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this contract. (2) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clause above and such other clauses as the FEMA may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract clauses (3) Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. §5.12." 5. Contract Work Hours and SafetyStandards Act. (1) Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. (2) Where applicable (see 40 U.S.C. § 3701), all contracts awarded by the non-Federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations at 29 C.F.R. Part 5. See 2 C.F.R. Part 200, Appendix II, ¶ E. (3) Under 40 U.S.C. § 3702, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the workweek. (4) The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. (5) The regulation at 29 C.F.R. § 5.5(b) provides the required contract clause concerning compliance with the Contract Work Hours and Safety Standards Act: "Compliance with the Contract Work Hours and Safety Standards Act. (1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (1) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section. (3) Withholding for unpaid wages and liquidated damages. The (write in the name of the Federal agency or the loan or grant recipient)shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section. (4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1)through (4) of this section." 6. Rights to Inventions Made Under a Contract or Agreement. (1) Stafford Act Disaster Grants. This requirement does not aooly to the Public Assistance, Hazard Mitigation Grant Program, Fire Management Assistance Grant Program, Crisis Counseling Assistance and Training Grant Program, Disaster Case Management Grant Program, and Federal Assistance to Individuals and Households — Other Needs Assistance Grant Program, as FEMA awards under these programs do not meet the definition of"funding agreement." (2) If the FEMA award meets the definition of"funding agreement" under 37 C.F.R. § 401.2(a) and the non-Federal entity wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that"funding agreement,"the non-Federal entity must comply with the requirements of 37 C.F.R. Part 401 (Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements), and any implementing regulations issued by FEMA. See 2 C.F.R. Part 200, Appendix II, ¶ F. (3) The regulation at 37 C.F.R. §401.2(a) currently defines "funding agreement" as any contract, grant, or cooperative agreement entered into between any Federal agency, other than the Tennessee Valley Authority, and any contractor for the performance of experimental, developmental, or research work funded in whole or in part by the Federal government. This term also includes any assignment, substitution of parties, or subcontract of any type entered into for the performance of experimental, developmental, or research work under a funding agreement as defined in the first sentence of this paragraph. 7. Clean Air Act and the Federal Water Pollution Control Act. Contracts of amounts in excess of $150,000 must contain a provision that requires the contractor to agree to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act(42 U.S.C. §§ 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. §§ 1251-1387). Violations must be reported to FEMA and the Regional Office of the Environmental Protection Agency. See 2 C.F.R. Part 200, Appendix II, ¶G. (1) The following provides a sample contract clause concerning compliance for contracts of amounts in excess of$150,000: "Clean Air Act (1) The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. (2) The contractor agrees to report each violation to the (name of the state agency or local or Indian tribal government) and understands and agrees that the (name of the state agency or local or Indian tribal government) will, in turn, report each violation as required to assure notification to the (name of recipient), Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. (3) The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. Federal Water Pollution Control Act (1) The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. (2) The contractor agrees to report each violation to the (name of the state agency or local or Indian tribal government) and understands and agrees that the (name of the state agency or local or Indian tribal government)will, in turn, report each violation as required to assure notification to the (name of recipient), Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. (3) The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in partwith Federal assistance provided by FEMA." 8. Debarment and Suspension. (1) Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. (2) Non-federal entities and contractors are subject to the debarment and suspension regulations implementing Executive Order 12549, Debarment and Suspension(1986) and Executive Order 12689, Debarment and Suspension (1989) at 2 C.F.R. Part 180 and the Department of Homeland Security's regulations at 2 C.F.R. Part 3000 (Non procurement Debarment and Suspension). (3) These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs and activities. See 2 C.F.R. Part 200, Appendix II, ¶ H; and Procurement Guidance for Recipients and Subrecipients Under 2 C.F.R. Part 200 (Uniform Rules): Supplement to the Public Assistance Procurement Disaster Assistance Team (PDAT) Field Manual Chapter IV, ¶ 6.d, and Appendix C, ¶ 2 [hereinafter PDAT Supplement]. A contract award must not be made to parties listed in the SAM Exclusions. SAM Exclusions is the list maintained by the General Services Administration that contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. SAM exclusions can be accessed at www.sam.gov. See 2 C.F.R. § 180.530; PDAT Supplement, Chapter IV, ¶6.d and Appendix C, 112. (4) In general, an "excluded" party cannot receive a Federal grant award or a contract within the meaning of a "covered transaction," to include subawards and subcontracts. This includes parties that receive Federal funding indirectly, such as contractors to recipients and subrecipients. The key to the exclusion is whether there is a "covered transaction," which is any non-procurement transaction (unless excepted) at either a "primary" or "secondary" tier. Although "covered transactions" do not include contracts awarded by the Federal Government for purposes of the non-procurement common rule and DHS's implementing regulations, it does include some contracts awarded by recipients and subrecipient. (5) Specifically, a covered transaction includes the following contracts for goods or services: (1) The contract is awarded by a recipient or subrecipient in the amount of at least $25,000. (2) The contract requires the approval of FEMA, regardless of amount. (3) The contract is for federally required audit services. (4) A subcontract is also a covered transaction if it is awarded by the contractor of a recipient or subrecipient and requires either the approval of FEMA or is in excess of$25,000. d. The following provides a debarment and suspension clause. It incorporates an optional method of verifying that contractors are not excluded or disqualified: "Suspension and Debarment (1) This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the contractor is required to verify that none of the contractor, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (2) The contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (3) This certification is a material representation of fact relied upon by (insert name of subrecipient). If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to (name of state agency serving as recipient and name of subrecipient), the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (4) The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions." 9. Byrd Anti-Lobbying Amendment. a. Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. b. Contractors that apply or bid for an award of$100,000 or more must file the required certification. See 2 C.F.R. Part 200, Appendix II, If I; 44 C.F.R. Part 18; PDAT Supplement, Chapter IV, 6.c; Appendix C, IT 4. c. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. § 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. See PDAT Supplement, Chapter IV, ¶ 6.c and Appendix C, If 4. d. The following provides a Byrd Anti-Lobbying contract clause: "Byrd Anti-Lobbying Amendment, 31 U.S.C. § 1352 (as amended) Contractors who apply or bid for an award of $100,000 or more shall file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient." APPENDIX A, 44 C.F.R. PART 18 — CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements (To be submitted with each bid or offer exceeding $100,000) The undersigned [Contractor] certifies, to the best of his or her knowledge, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form- LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Contractor, Carahsoft Technology Corporation certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. § 3801 et seq., apply to this certification and disclosure, if any. Sig ature of Contractor's Authorized Official Jennifer Kanach, Proposals Director Name and Title of Contractor's Authorized Official 11/22/19 Date 10. Procurement of Recovered Materials. a. Applicability: This requirement applies to all FEMA grant and cooperative agreement programs. b. A non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, Pub. L. No. 89-272 (1965) (codified as amended by the Resource Conservation and Recovery Act at 42 U.S.C. § 6962). See 2 C.F.R. Part 200, Appendix II, ¶ J; 2 C.F.R. § 200.322; PDAT Supplement, Chapter V, ¶7. c. The requirements of Section 6002 include procuring only items designated in guidelines of the EPA at 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired by the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. d. The following provides the clause that a state agency or agency of a political subdivision of a state and its contractors can include in contracts meeting the above contract thresholds: "(1) In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA- designated items unless the product cannot be acquired— (i) Competitively within a timeframe providing for compliance with the contract performance schedule; (ii) Meetingcontract performance requirements; or (iii) At a reasonable price. (2) Information about this requirement, along with the list of EPA- designate items, is available at EPA's Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive- procurement-quideline-cpg-program." 11. Additional FEMA Requirements. a. The Uniform Rules authorize FEMA to require additional provisions for non- Federal entity contracts. FEMA, pursuant to this authority, requires or recommends the following: b. Changes. To be eligible for FEMA assistance under the non-Federal entity's FEMA grant or cooperative agreement, the cost of the change, modification, change order, or constructive change must be allowable, allocable, within the scope of its grant or cooperative agreement, and reasonable for the completion of project scope. FEMA recommends, therefore, that a non-Federal entity include a changes clause in its contract that describes how, if at all, changes can be made by either party to alter the method, price, or schedule of the work without breaching the contract. The language of the clause may differ depending on the nature of the contract and the end-item procured. c. Access to Records. All non-Federal entities must place into their contracts a provision that all contractors and their successors, transferees, assignees, and subcontractors acknowledge and agree to comply with applicable provisions governing Department and FEMA access to records, accounts, documents, information, facilities, and staff. See DHS Standard Terms and Conditions, v 3.0, ¶XXVI (2013). d. The following provides a contract clause regarding access to records: "Access to Records. The following access to records requirements apply to this contract: (1) The contractor agrees to provide(insert name of state agency or local or Indian tribal government), (insert name of recipient), the FEMA Administrator, the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. (2) The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. (3) The contractor agrees to provide the FEMA Administrator or his authorized representatives access to construction or other work sites pertaining to the work being completed under the contract." 12. DHS Seal, Logo, and Flags. a. All non-Federal entities must place in their contracts a provision that a contractor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre-approval. See DHS Standard Terms and Conditions, v 3.0, ¶XXV(2013). b. The following provides a contract clause regarding DHS Seal, Logo, and Flags: "The contractor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre- approval." 13. Compliance with Federal Law, Regulations, and Executive Orders. a. All non-Federal entities must place into their contracts an acknowledgement that FEMA financial assistance will be used to fund the contract along with the requirement that the contractor will comply with all applicable federal law, regulations, executive orders, and FEMA policies, procedures, and directives. b. The following provides a contract clause regarding Compliance with Federal Law, Requlations, and Executive Orders: "This is an acknowledgement that FEMA financial assistance will be used to fund the contract only. The contractor will comply will all applicable federal law, regulations, executive orders, FEMA policies, procedures, and directives." 14. No Obligation by Federal Government. a. The non-Federal entity must include a provision in its contract that states that the Federal Government is not a party to the contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract. b. The following provides a contract clause regarding no obligation by the Federal Government: "The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract." 15. Program Fraud and False or Fraudulent Statements or Related Acts. a. The non-Federal entity must include a provision in its contract that the contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements)applies to its actions pertaining to the contract. b. The following provides a contract clause regarding Fraud and False or Fraudulent or Related Acts: "The contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to the contractor's actions pertaining to this contract." Additional contract clauses per 2 C.F.R. § 200.325 For applicable construction/reconstruction/renovation and related services: A payment and performance bond are both required for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's obligations under such contract. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided in the contract. Offeror agrees to comply with all terms and conditions outlined in the Special Conditions section of this solicitation. Offeror's Name: Carahsoft Technology Corporation Address, City, State and Zip Code: 11493 Sunset Hills Road,Suite 100,Reston,VA 20190 Phone Number: 703.871.8500 Fax Number: 703.871.8505 Printed Name and Title of Authorized Representative: JetriferKenadn,ProPosele Diector Email Address: sales@Carahsoft.com ilt"X. latftecelt_ 11/22/19 Date: Signature of Authorized Representative Appendix C, DOC # 6 QUESTIONNAIRE Please provide responses to the following questions that address your company's operations, organization, structure and processes for providing products and services. 1. Diversity Programs • Do you currently have a diversity program or any diversity partners that you do business with? I lYes No (If the answer is yes, attach a statement detailing the structure of your program, along with a list of your diversity alliances and a copy of their certifications.) 2. Diverse Vendor Certification Participation Region 4 ESC encourages the use of under-utilized businesses (HUB), minority and women business enterprises (MWBE), and small and/or disadvantages business enterprises (SBE) both as prime and subcontractors. Offerors shall indicate below whether or not they and/or any of their subcontractors (and if so which) hold certification in any of the classified areas and include proof of such certification with their response. a. Minority Women Business Enterprise Respondent certifies that this firm is an MWBE ❑Yes ®No List certifying agency: b. Small Business Enterprise (SBE) or Disadvantaged Business Enterprise (DBE) Respondent certifies that this firm is a SBE or DBE ❑Yes ®No List certifying agency: c. Historically Underutilized Businesses (HUB) Respondent certifies that this firm is a HUB ['Yes No List certifying agency: d. Historically Underutilized Business Zone Enterprise (HUBZone) Respondent certifies that this firm is a HUBZone ❑Yes ®No List certifying agency: e. Other Respondent certifies that this firm is a recognized diversity ❑Yes No certificate holder List certifying agency: 3. Has Offeror made and is Offeror committed to continuing to take all affirmative steps set forth in 2 CFR 200.321 as it relates to the scope of work outlined in this solicitation? ®Yes [No RECEIPT OF ADDENDUM NO. 1 ACKNOWLEDGEMENT Offeror shall acknowledge this addendum by signing below and include in their proposal response. Company Name Carahsoft Technology Corporation Contact Person Jennifer Kanach Signature /41 Date 44'e-4-- 11/22/19 Crystal Wallace Region 4 Education Service Center Business Operations Specialist CIOCII) region 4, 7145 West Tidwell Road — Houston, Texas 77092 (713)-462-7708 www.esc4.net NOTICE TO OFFEROR ADDENDUM NO. 2 Solicitation Number 19-19 Request for Proposal ("RFP") by Region 4 Education Service Center ("ESC") for Educational Software Solutions and Services SUBMITTAL DEADLINE: Tuesday, November 19, 2019, 10:00 AM CT This Addendum No. 2 amends the Request for Proposals (RFP) for Educational Software Solutions and Services 19-19 ("Addendum"). To the extent of any discrepancy between the original RFP and this Addendum, this Addendum shall prevail. • Clarify the submission deadline as follows: ■ Tuesday, November 19, 2019 @ 10:00 AM CT • Remove bullet point referencing Doc # 7 in Addendum No. 1 RECEIPT OF ADDENDUM NO. 2 ACKNOWLEDGEMENT Offeror shall acknowledge this addendum by signing below and include in their proposal response. Company Name Carahsoft Technology Corporation Contact Person Jennifer Kanach Signature 4*e-1'- Date 11/22/19 Crystal Wallace Region 4 Education Service Center Business Operations Specialist Catregion f 7145 West Tidwell Road — Houston, Texas 77092 (713)-462-7708 www.esc4.net NOTICE TO OFFEROR ADDENDUM NO. 3 Solicitation Number 19-19 Request for Proposal ("RFP") by Region 4 Education Service Center ("ESC") for Software Solutions and Services SUBMITTAL DEADLINE: Tuesday, November 26, 2019, 10:00 AM CT This Addendum No. 3 amends the Request for Proposals (RFP) for Educational Software Solutions and Services 19-19 ("Addendum"). To the extent of any discrepancy between the original RFP and this Addendum, this Addendum shall prevail. This Addendum No. 3 is hereby issued to extend the submittal deadline as follows: As indicated above the Submittal Deadline is hereby changed from Tuesday, November 19, 2019 to Tuesday, November 26, 2019. Time remains at 10:00 AM CT RECEIPT OF ADDENDUM NO. 3 ACKNOWLEDGEMENT Offeror shall acknowledge this addendum by signing below and include in their proposal response. Company Name Carahsoft Technology Corporation Contact Person Jennifer Kanach Signature /4 /0.4.4.4_ Date 11/22/19 Crystal Wallace Region 4 Education Service Center Business Operations Specialist Carahsoft Contract#R191902 Educational Software and Value Added Partners Authorized Reseller 1 5S Technologies, LLC 2 Accounting Equipment Corp dba AE Business Solutions 3 Acture Solutions 4 Advanced Network Management, Inc 5 Aercor 6 Ahead,LLC 7 AirGap Labs 8 Amyx, Inc. 9 Apollo Information Systems 10 Arete Advisors,LLC 11 Aspire Technology Partners,LLC 12 Avere, Inc. 13 Bird Rock Systems, Inc. 14 Blackhawk Data (Zscaller Products Only) 15 Blackwood 16 Blackwood Associates, Inc. 17 Bridge Data Solutions, Inc. 18 Broadleaf Group 19 Brown Enterprise Solutions,LLC 20 C Spire 21 Carolina Advanced Digital, Inc. 22 CAS Severn, Inc. 23 CBTS Technology Solutions LLC 24 CDI 25 CGI Technologies and Solutions, Inc. 26 Cherbonnier Mayer&Associates, Inc.dba CMA Technology Solutions 27 CNP Technologies, Inc. 28 Communications Consulting,Inc. 29 Compulink Technologies, Inc. 30 CompuNet, Inc. 31 Computex 32 Converge Technology Solutions US,LLC 33 ConvergeOne 34 Cpak Technology Solutions 35 Critical Start 36 Data Network Solutions, Inc. 37 Datalink Networks 38 DataSery Integrations LLC 39 Digital Scepter Corporation 40 DynTek 41 Eagle Software, Inc. DBA Eagle Technologies 42 Education Networks of America(SentinalOne Products Only) 43 Enterprise IT Solutions LLC DBA Enterprise IT Security 44 ePlus Technology, Inc 45 ESVA 46 Evotek, Inc. 47 FreelT Data Solutions, Inc 48 Frontier Technology,LLC DBA Microage 49 Gen3i Inc 50 GHA Technologies, Inc. 51 Glencom 52 Glencom Systems, Inc. 53 Global Solutions Group, Inc. 54 Gold Tech 55 Gray Matter Systems,LLC. 56 Green Pages 57 Heartland Business Solutions 58 Holmans USA Corporation 59 ICE Services, Inc. 60 Information Analysis 61 Inprocess Consulting LLC d.b.a. IPC Global Services. 62 Intelligent Content Solutions(ICS) 63 IP DataSystems, Inc. Updated 2024_01_23 Carahsoft Contract#R191902 Educational Software and Value Added Partners Authorized Reseller 64 Iron Bow Technologies 65 lvoxy 66 Knot Technology 67 Kopesky Enterprises, Inc. DBA SureLock Technology 68 LTT Partners LLC 69 M.A. Polce Consulting, Inc. 70 Melillo Consulting, Inc. 71 Mission Critical Systems 72 Mobius Partners 73 MOREnet 74 Netsync Network Solutions, Inc. 75 NetX 76 Nexum(F5 Network Products Only) 77 Norlem 78 Nth Generation 79 Optiv Security, Inc. 80 Palitto Consulting Services 81 People Driven Technology 82 Pinnacle Business Systems 83 Pivot Technology Services Corp.dba Computacenter 84 Pomeroy Technologies, LLC 85 Premier Technology Advisors LLC 86 Presidio 87 ProActive Solutions, Inc. 88 Proline Development DBA Proline Technology 89 QnA Tech 90 Resultant, LLC 91 Ridge IT Corporation 92 Right!Systems, Inc. 93 RJ Young Company 94 Roundstone Solutions 95 Saitech, Inc. 96 Sayers 97 ScaleCapacity, Inc. 98 Seamless Advanced Solutions,LLC. 99 Secure Data Technologies, Inc. 100 Sentinel Technologies 101 SHI International Corp 102 Sinewave, Inc. 103 Sirius Computer Solutions 104 Smart Point Solutions LLC. 105 Softchoice Corporation 106 Stellar Technologies 107 Sterling Computers Corporation 108 Strategic Storage Solutions 109 Structured Communications 110 Taborda Solutions 111 TBL Networks, Inc. 112 Technologent 113 Tec-Refresh, Inc. 114 Tego Data Systems,LLC. 115 The Walker Group, Inc. 116 Trace 3, Inc. 117 Trebon Security,LLC 118 True Zero Technologies, LLC 119 Unico Technologies 120 V3Gate,LLC 121 Valcom Salt Lake City,LLC 122 vCloud Tech 123 vCore 124 VDA Labs, LLC 125 Verinext 126 Web House, Inc. 127 Winslow Technology Group,LLC 128 Work Inc dba vTECH io 129 Zia Consulting Updated 2024_01_23 OMNIA® PARTNERSS NATION-ALIPA LIS.............ITMIE Educational Software Solutions and Services Executive Summary Lead Agency: Region 4 ESC Solicitation: 19-19 RFP Issued: October 2, 2019 Pre-Proposal Date: October 15, 2019 Response Due Date: November 19, 2019 Proposals Received: 9 Awarded to: ca rahsof t Contract# R191902 The Board of Directors of Region 4 Education Service Center (ESC) issued RFP 19-19 on October 2, 2019, to establish a national cooperative contract for Educational Software Solutions and Services The solicitation included cooperative purchasing language in Section I. Scope of Work: NATIONAL CONTRACT Region 4 ESC, as the Principal Procurement Agency, defined in Appendix D, has partnered with OMNIA Partners to make the resultant contract(also known as the "Master Agreement"in materials distributed by OMNIA Partners) from this solicitation available to other public agencies nationally, including state and local governmental entities, public and private primary,secondary and higher education entities, non-profit entities, and agencies for the public benefit("Public Agencies"), through OMNIA Partners'cooperative purchasing program. The Region 4 is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public Agency is preceded by their registration with OMNIA Partners (a "Participating Public Agency"). Appendix D contains additional information about OMNIA Partners and the cooperative purchasing agreement. Notice of the solicitation was sent to potential offerors, as well as advertised in the following: • Region 4 ESC website • Daily Journal of Commerce, OR • OMNIA Partners, Public Sector website • The State, SC • USA Today, nationwide • Houston Community Newspapers, Cy Creek • Arizona Business Gazette,AZ Mirror,TX • San Bernardino Sun, CA • Deseret News, UT • Honolulu Star-Advertiser, HI • Richmond Times, VA • The Advocate—New Orleans, LA • Seattle Daily Journal of Commerce, WA • New Jersey Herald, NJ • Helena Independent Record, MT • Times Union, NY Page 1 of 2 On November 19, 2019 proposals were received from the following offerors: • Agile Mind Educational Holding • SchoolStatus • Carahsoft Technology Corporation • Schoology, Inc. • Edmentum, Inc. • Super Duper® Inc. d/b/a/Super Duper® • Encore Technology Group LLC Publications • JourneyEd.com, Inc. dba Academic • Urban Policy Development, LLC(d/b/a/ Superstore "UPD Consulting") The proposals were evaluated by an evaluation committee. Using the evaluation criteria established in the RFP, the committee determined that Carahsoft Technology Corporation demonstrated the ability to provide the products and services outlined in the solicitation while offering competitive pricing to members. Region 4 ESC executed agreements with a contract effective date of May 1, 2020. Contract Highlights: Carahsoft Technology Corp. is The Trusted Government IT Solutions Provider', combining technological expertise with a thorough understanding of the government procurement process to help state, and local government agencies select and implement the best solution at the best possible value. As one of the most successful, fastest growing technology solution providers in the nation and the largest government partner and master government aggregator for many of its best-of-breed vendors, managing their public sector reseller networks and driving demand for their offerings. Contract includes: Full line of products and services. Some manufactures included (not limited to) are Granicus, FireEye., Veritas, VMWare, Symantec Term: Initial three-year agreement from May 1, 2020 through April 30, 2023 with the option to renew for two (2) additional one-year periods through April 30, 2025. Pricing/Discount: Discount off manufacture list price for all products and services. Additional discounts can be provided on a deal-by-deal basis. OMNIA Partners, Public Sector Web Landing Page: https://www.omniapartners.com/publicsector/contracts/supplier-contracts/carahsoft-technology-corp Page 2 of 2 DocuSign Envelope ID:7891C183-4D13-4021-91 C8-6E2D622C335D regionl�® C/3660 October 27, 2023 Ms. Jennifer Kanach Proposals Director Carahsoft Technology Corporation 11493 Sunset Hills Road, Suite 100 Reston, VA 20190 sales@carahsoft.com Re: Renewal Award of Contract#R191902 Dear Ms. Kanach: Per official action taken by the Board of Directors of Region 4 Education Service Center on October 24, 2023, Region 4 ESC is pleased to announce that Carahsoft Technology Corporation has been awarded an annual contract renewal for the following, based on the sealed proposal submitted to Region 4 on November 19, 2019, and subsequent performance thereafter: Contract Educational Software Solutions and Services The contract will expire on April 30, 2025, completing the fifth year of a five-year term contract. The contract is available through OMNIA Partners, Public Sector. Your designated OMNIA Partners, Public Sector contact is Deborah Bushnell, at (713) 554-7348 or deborah.bushnell@omniapartners.com The partnership between Carahsoft Technology Corporation, Region 4 and OMNIA Partners, Public Sector can be of great help to participating agencies. Please provide copies of this letter to your sales representative(s) to assist in their daily course of business. Sincerely, ,—DocuSigned by: reu `-30EE15BFEF1C4C6.. Robert Zingelmann Chief Financial Officer, Finance and Operations Services Rcs;iot 1 Utica lion Scn•icc( ciitcr•-I -i>\\'cSt I idtsCII Road• }1 )11,u ii.°t exas--t))2-2OX, I'h enc: 1 3.462.--ox•Fax: I .6SI.1•www'.c,c=l.nct I'.un\C'c ll..IUD..FxccutIv.I)irccutr