R21-018 1 RESOLUTION NO. R21-018
2
3 A RESOLUTION OF THE CITY OF BOYNTON BEACH,
4 FLORIDA, APPROVING AND AUTHORIZING THE CITY
5 MANAGER TO SIGN AN AGREEMENT UTILIZING THE STATE
6 OF FLORIDA ALTERNATE CONTRACT #43211500-WSCA-15-
7 ACS FOR THE PURCHASE OF AN EXAGID EX32000E
8 ENCRYPTED BACKUP STORAGE APPLIANCE FROM
9 TRANSOURCE SERVICES CORP IN THE AMOUNT OF
10 $49,545.34; AND PROVIDING AN EFFECTIVE DATE.
11
12 WHEREAS, The Utilities Department has a Capital project to purchase backup
13 storage for the Utilities datacenter; and
14 WHEREAS, the I.T.S. Department has used an Exagrid backup appliance in the
15 City's main datacenter and has been very pleased with its performance; and
16 WHEREAS, since the I.T.S Department maintains both the Utilities datacenter and
17 the City's main datacenter, it would be beneficial for the equipment to be the same; and
18 WHEREAS, upon recommendation of staff, it is the City's desire to approve and
19 authorize the City Manager to sign an Agreement utilizing the State of Florida Alternate
20 Contract #43211500-WSCA-15-ACS for the purchase of an Exagid EX32000E encrypted
21 backup storage appliance from Transource Services Corp in the amount of$49,545.34.
22 NOW,THEREFORE,BE IT RESOLVED BY THE CITY COMMISSION OF
23 THE CITY OF BOYNTON BEACH,FLORIDA,THAT:
24 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed
25 as being true and correct and are hereby made a specific part of this Resolution upon
26 adoption.
27 Section 2. The City Commission of the City of Boynton Beach, Florida, hereby
28 approves and authorizes the City Manager to sign an Agreement utilizing the State of
29 Florida Alternate Contract #43211500-WSCA-15-ACS for the purchase of an Exagid
30 EX32000E encrypted backup storage appliance from Transource Services Corp in the
31 amount of$49,545.34.
S:\CA\RESO\Agreements\Piggy-Back(Transource Services Corpx2021)-Reso.Docx
28 Section 3. The City Manager is hereby authorized to sign a piggy-back
29 Agreement with Transource Services Corp., a copy of which is attached hereto as Exhibit
30 "A".
31 Section 4. That this Resolution shall become effective immediately.
32 PASSED AND ADOPTED this 19. day of January, 2021.
33 CITY OF BOYNTON BEACH, FLORIDA
34
35 YES NO
36
37 Mayor—Steven B. Grant ✓
38
39 Vice Mayor—Ty Penserga
40
41 Commissioner—Justin Katz
42
43 Commissioner— Woodrow L. Hay
44
45 Commissioner—Christina L. Romelus ✓
46
47 VOTE 5'0
48 ATTEST:
49 i
50 /_ ///iii Al '
it
51 orL, rystal Gibson, MMC
52 City Clerk
53
54
55 (Corporate Seal)
56
•
{
r r l
h
S
S:\CA\RESO\Agreements\Piggy-Back(Transource Services Corp)(2021)-Reso.Docx
AGREEMENT FOR PURCHASING
EXAGID BACKUP STORAGE APPLIANCE
This Agreement is made as of this ,s4 day of t.0 2021 by and between
TRANSOURCE SERVICES CORP with a principal address 2405 W. Utopia Road, Phoenix, AZ
85027 and THE CITY OF BOYNTON BEACH, a Florida municipal corporation, with a mailing
address of Post Office Box 310, Boynton Beach, FL 33425 (the"City").
RECITALS
WHEREAS, in order to encrypt and backup data for the Utilities Department, the City's
Finance Department is requesting the City enter into an Agreement with Transource Services Corp.
to purchase a Exagid encrypted backup storage appliance; and
WHEREAS, Transource Services Corp. has agreed to allow the City to piggy-back the
State of Florida NASPO ValuePoint Contract pursuant to Contract No.43211500-WSCA-I5-ACS
to provide Exagid EX32000E encrypted backup storage appliance in the amount of$49,545.34
with one(1)year of support services; and
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
Section 1. The foregoing recitals are true and correct and are hereby incorporated in this
Agreement.
Section 2. The City and Transource Services Corp. agree that Transource Services Corp
shall provide Exagid EX32000E encrypted backup storage appliance in the amount of $49,545.34
based State of Florida NASPO ValuePoint Contract,No,43211500-WSCA-15-ACS for a six(6)
year term commencing 9/30/2015, a copy of which is attached hereto as Exhibit "A", except as
hereinafter provided:
A. All references to the State of Florida NASPO ValuePoint Contract,No,43211500-
WSCA-15-ACS, shall be deemed as references to the City of Boynton Beach.
B. All Notices to the City shall be sent to:
Page 1
PIGGYBACK AGREEMENT C:\Users\Pintok\Desktop\ITS PIGGYBACK CONTRACT.Docx
City: Lori LaVerriere, City Manager
City of Boynton Beach
P.O. Box 310
Boynton Beach, Florida 33425
Telephone: (561) 742-6010/ Facsimile: (561) 742-6090
Copy : James A. Cherof, City Attorney
Goren, Cherof, Doody& Ezrol, PA.
3099 East Commercial Boulevard, Suite 200
Fort Lauderdale, FL 33308
Telephone: (954) 771-4500
Facsimile: (954) 771-4923
C. The following terms and conditions are hereby incorporated into the Agreement:
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 public agency subject to Chapter 119, Florida Statutes. The Contractor
shall comply with Florida's Public Records Law. Specifically, the Contractor 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
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 are exempt or that are confidential and exempt from
public record disclosure requirements are not disclosed except as authorized by law for
the duration of the contract term and, following completion of the contract, Contractor
shall destroy all copies of such confidential and exempt records remaining in its
possession once the Contractor transfers the records in its possession to the CITY; and
D. Upon completion of the contract, Contractor shall transfer to the CITY, at no cost to the
CITY, all public records in Contractor's possession All records stored electronically by
Contractor 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 CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
Page 2
PIGGYBACK AGREEMENT C:\Users\Pintok\Desktop\ITS PIGGYBACK CONTRACT.Docx
RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF
PUBLIC RECORDS:
CRYSTAL GIBSON, CITY CLERK
100 E. OCEAN AVE. BOYNTON
BEACH, FLORIDA, 33435
561-742-6061
GIBSONC@BBFL.US
SCRUTINIZED COMPANIES -- 287.135 AND 215.473
By execution of this Agreement, Contractor certifies that Contractor is not participating in
a boycott of Israel. Contractor further certifies that Contractor 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
Contractor 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 Contractor of the City's determination
concerning the false certification. Contractor 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, Contractor 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
Contractor does 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.
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 in Palm Beach County, Florida. This Agreement shall be construed under
Florida Law.
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.
Section 1. In the event that the State of Florida NASPO ValuePoint Contract is amended,
or terminated, Transource Services Corp. shall notify the City within ten (10) days. In the event
the State of Florida NASPO ValuePoint Contract is amended or terminated prior to its expiration,
this Contract shall remain in full force and effect, and not be deemed amended or terminated, until
specifically amended or terminated by the parties hereto.
Section 2. Transource Services Corp. agrees that in the event it enters into a Contract for
the same (or substantially similar) scope of services with another local government in Florida
Page 3
PIGGYBACK AGREEMENT C:\Users\Pintok\Desktop\ITS PIGGYBACK CONTRACT.Docx
which contains a term or condition, including fees, charges or costs, which the City determines to
be more favorable than the terms in this Contract, the parties shall enter into an Addendum to
provide those terms to the City.
Section 3. The insurance required shall require that the Certificate of Insurance name the
City of Boynton Beach as an additional insured.
Section 4. In all other aspects, the terms and conditions of the State of Florida NASPO
ValuePoint Contract are hereby ratified and shall remain in full force and effect under this Contract,
as provided by their terms.
IN WITNESS OF THE FOREGOING,the parties have set their hands and seals the day
and year first written above.
CITY OF BOYNTON BEACH, FLORIDA
ATTEST:
By: mac.
Q/Y17 - • ia. �_ Lori LaVerriere, City Manager
rdia_City Clerk
A7IVEK TO RM:
t.4 tr"17
James A. Cherof, City Attorney
WITNESSES: Transource Services Corp.
BY: t()
r
rint Name: Cuv\5 Wesco‘1-
Title: 1\1 P Mo.v‘ayr
Page 4
PIGGYBACK AGREEMENT C:\Users\Pintok\Desktop\TS PIGGYBACK CONTRACT.Docx
EXHIBIT A
AGREEMENT BETWEEN STATE OF FLORIDA NASPO
VALUEPOINT CONTRACT
AND TRANSOURCE SERVICES CORP.
Page 5
PIGGYBACK AGREEMENT C:\Users\Pintok\Desktop\ITS PIGGYBACK CONTRACT.Docx
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-1S-ACS
Page 1 of 9
1. Scone:The State of Minnesota,Department of Administration,Materials Management Division publicly
conducted a Request for Proposal on behalf of the State of Minnesota and the National Association of
State Procurement Officials Cooperative Procurement Program(NASPO ValuePoint)resulting in Master
Agreement number MNWNC-130. The Master Agreement led by the State of Minnesota along with a
multi-state sourcing team,was created for use by state agencies and other entities that are authorized
by that state's statutes to utilize cooperative agreements,upon written approval of the State's chief
procurement official.
The Master Agreement for computer equipment(desktops,laptops,tablets,servers,and storage,
and ruggedized devices,including related peripherals&services)identifies the product bands
awarded to the Contractor.
This Participating Addendum(Addendum)is made and entered into as of the Effective Date by and
between the State of Florida(Participating State)and Transource Service Corporation(Contractor). This
Addendum allows for purchase of computer equipment from the Master Agreement. This Addendum
shall not diminish,change,or impact the rights of the Lead State with regard to the Lead State's
contractual relationship with the Contractor under the terms of the Master Agreement.
2. Participation: Use of specific NASPO ValuePoint cooperative agreements by eligible users authorized
by a Participating State's statutes are subject to the prior approval of the respective State Chief
Procurement Officer. Issues of interpretation and eligibility for participation are solely within the
authority of the State Chief Procurement Officer.
3. Order of Precedence:
In the event of a conflict,the following documents shall have priority in the order set forth below:
a. This Participating Addendum
b. Exhibit 2,PUR 1000
c. Exhibit 1,Minnesota NASPO ValuePoint Master Agreement No.MNWNC-130.
4.Participating State Modifications grhdditions to Master Agreement;
A. Upon execution of this Addendum,all eligible users may purchase products and services under
contract using the Florida alternate contract source number 43211500-WSCA-15-ACS.
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-15-ACS
Page 2 of 9
Eligible users acknowledge and agree to be bound by the terms and conditions of the Master
Agreement except as otherwise specified in this Addendum.
a.. The following are modifications to the Master Agreement:
a. PUR 1000 Form:,General Contract Conditions,is attached hereto and incorporated
herein as Exhibit 2.
b. Discriminatory Vendors.A vendor placed on the discriminatory vendor list pursuant to
section 287.134 of the Florida Statutes may not be awarded or perform work as a
contractor,supplier,subcontractor,or consultant under a contract with any public
entity;or transact business with any public entity.
c. Effective Date:This Addendum shall become effective on the last date signed below and
is coterminous with Exhibit 1,unless terminated earlier by the Participating State.
d. Vendor Registration and Transaction Fees: In order to complete any transaction
between an eligible user and the Contractor,the Contractor must be registered with the
Department of State,Division of Corporations(www.sunbiz.org)and in
MyflOridaMarketPlace.Section 287.042(1)(h),Florida Statutes,and Rule 60A-1.031,
Florida Administrative Code,is hereby incorporated by reference. All transactions are
subject to a transaction fee pursuant to the rule.
e. Purchases: In order to procure products and services hereunder,eligible users shall
issue purchase orders or use a purchasing card which shall reference Florida alternate
contract source number 43211500-WSCA-15-ACS.Eligible users are responsible for
reviewing the terms and conditions of this Addendum Including all Exhibits.
f. Compliance with Laws:The Contractor shall comply with all laws,rules,codes,
ordinances,and licensing requirements that are applicable to the conduct of its
business,including those of federal,State,and local agencies having jurisdiction and
authority.By way of non-exhaustive example,Chapter 287 of the Florida Statutes and
Rule 60A-1 of the Florida Administrative Code govern this Addendum.By way of further
non-exhaustive example,the Contractor shall comply with section 274A of the
Immigration and Nationalization Act,the Americans with Disabilities Act,and all
prohibitions against discrimination on the basis of race,religion,sex,creed,national
origin,handicap,marital status,or veteran's status.Violation of any laws, rules,codes,
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-15-ACS
Page 3 of 9
ordinances,or licensing requirements shall be grounds for termination or nonrenewal of
this Addendum.
g. Additional Eligible User Terms: If any additional ordinance,rule,or other local
governmental authority requires additional contract language before an eligible user
can make a purchase under this Addendum,the eligible user is responsible for entering
a separate agreement with the Contractor and capturing that additional contract
language therein.
h. Provisions of section 287.058,Florida Statutes:The provisions of section 287.058(1)(a)-
(c)and(g),Florida Statutes,are hereby incorporated by reference.
i. Public Records:The Contractor shall allow public access to all documents,papers,
letters,or other material made or received by the Contractor in conjunction with this
Addendum,unless the records are exempt from section 24(a)of Article I of the State
Constitution or subsection 119.07(1),Florida Statutes. The Participating State may
unilaterally terminate this Addendum if the Contractor refuses to allow public access as
required in this section. If,under this Addendum,the Contractor is providing services
and Is acting on behalf of the public agency as provided under subsection 119.011(2).
Florida Statutes,the Contractor must:
(1)Keep and maintain public records that ordinarily and necessarily would be
required by the public agency In order to perform the service.
(2)Provide the public with access to public records on the same terms and
conditions that the public agency would provide the records and at a cost that does
not exceed the cost provided in Chapter 119,Florida Statutes,or as otherwise
provided by law.
(3)Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as authorized by
law.
(4)Meet all requirements for retaining public records and transfer,at no cost,to the
public agency all public records in possession of the Contractor upon termination of
this Addendum and destroy any duplicate public records that are exempt or
confidential and exempt from public records disclosure requirements.All records
stored electronically must be provided to public agency in a format that is
compatible with the information technology systems of the public agency
PARTICIPATING ADDENDUM.
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-15-ACS
Page 4 of 9
j. The State of Florida's performance and obligation to pay under this Addendum is
contingent upon an annual appropriation by the Legislature.The vendor shall comply
with section 11.062,Florida Statutes and section 216.347,Florida Statutes,prohibiting
use of funds to lobby the Legislature,Judicial,or state agencies.
B. Contract Document:This Addendum and its Exhibits set forth the entire agreement between the
parties with respect to the subject matter of the contract.
C. Intellectual Property:The parties do not anticipate that any intellectual property will be
developed as a result of this Addendum.However,any intellectual property developed as a
result of this Addendum will belong to and be the sole property of the Participating State.This
provision will survive the termination or expiration of the contract.
D. Employment Eligibility Verification:Pursuant to State of Florida Executive Orders Nos.:11-02
and 11-116,Contractor is required to utilize the U.S.Department of Homeland Security's E-
Verify system to verify the employment of all new employees hired by the Contractor during the
contract term.Also,Contractor shall require resellers/partners performing work or providing
services under this Addendum to utilize the E-Verify system to verify employment of all new
employees hired by the reseller/partner during the Addendum term.
E. Price List/Preferred Price:The Contractor's price list will be the same as the 1V CA-NASPO price
list,and the Department will post a link on the Department's website to the price list posted on
the WSCA-NASPO website. Contractors are encouraged to provide special pricing and/or tiered
discount rates applicable to State of Florida Eligible Users wherever possible. Paragraph 4(b)of
the PUR1000 is not applicable.
F. Scrutinized Company List: In executing this Addendum,Contractor certifies that it is not listed on
either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with
Activities in the Iran Petroleum Energy Sector List,created pursuant to section 215.473,Florida
Statutes.Pursuant to subsection 287.135(5),Florida Statutes,Contractor agrees the
Participating State may immediately terminate this Addendum for cause if the Contractor is
found to have submitted a false certification or if Contractor is placed on the Scrutinized
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-15-ACS
Page 5 of 9
Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran
Petroleum Energy Sector List during the term of the Addendum.
G. Orders:Any Order placed by eligible users for a product and/or service available from the
Master Agreement shall be deemed to be a sale under and governed by the prices and other
terms and conditions of the Master Agreement and this Addendum.
1. The Contractor agrees to meet the following requirements:
a. Provide appropriate contact information for eligible users to use for product and/or
service inquiries and purchases,as well as,the most up-to-date product/service offering
the Contractor is authorized to provide in accordance with the Master Agreement;and
b. If orders are to be sent to resellers/partners for fulfillment then the Contractor is
responsible for providing and updating this list of authorized resellers/partners for use
to the Participating State/Entity.
2. Contractor must be able to accept purchase orders via fax,e-mail,or cXML as identified in
H.1 below.
H. Electronic Invoicing:The Contractor shall supply electronic invoices in lieu of paper-based
invoices for those transactions processed through the MyFloridaMarketPlace(MFMP)within
ninety(90)days from Addendum effective date. Electronic invoices shall be submitted to the
agency through the Ariba Network(AN)in one of three mechanisms as listed below:
1. cXML(commerce eXtensible Markup Language)
This standard establishes the data contents required for invoicing via cXML within the
context of an electronic environment.This transaction set can be used for Invoicing via the
AN for catalog and non-catalog goods and services.The cXML format is the Ariba preferred
method for e-lnvoicing.
2. EDI(Electronic Data interchange)
This standard establishes the data contents of the Invoice Transaction Set(810)for use
within the context of an Electronic Data Interchange(EDI)environment.This transaction set
can be used for Invoicing via the AN for catalog and non-catalog goods and services.
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-1S-ACS
Page 6 of 9
3. PO Flip via AN
The online process allows Contractors to submit invoices via the AN for catalog and non-
catalog goods and services.Contractors have the ability to create an invoice directly from
their Inbox in their AN account by simply"flipping"the PO into an invoice.This option does
not require any special software or technical capabilities.
For the purposes of this section,the Contractor warrants and represents that it is authorized and
empowered to and hereby grants the State and the third party provider of MFMP,a state
contractor,the right and license to use,reproduce,transmit,distribute,and publicly display
within the system the information outlined above.In addition,the Contractor warrants and
represents that it is authorized and empowered to and hereby grants the State and the third
party provider the right and license to reproduce and display within the system the Contractor's
trademarks,system marks,logos,trade dress,or other branding designation that identifies the
products made available by the Contractor under the contract.
The Contractor will work with the MFMP management team to obtain specific requirements for
the electronic invoicing If needed.
I. Contract Quarterly Reports:The Contractor shall submit a Quarterly Report in the required
format electronically to the Participating State/Entity within 30 days of the end of the quarter.
The Participating State/Entity reserves the right to require the Contractor to provide additional
reports within 30 days written notice. Failure to provide the Quarterly Report or other reports
requested by the Participating State/Entity may result in the Contractor being found in default
and may result in termination of this Addendum.
Sales will be reviewed on a quarterly basis. Should no sales be recorded in two consecutive
contract quarters,the Participating State/Entity may terminate this Addendum.
J. Business Review Meetings:The Participating State/Entity reserves the right to schedule business
review meetings as frequently as necessary.The Participating State/Entity will provide the
format for the Contractor's agenda.Prior to the meeting,the Contractor shall submit the
completed agenda to the Participating State/Entity for review and acceptance.The Contractor
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-15-ACS
Page 7 of 9
shall address the agenda items and any of the Participating State/Entity's additional concerns at
the meeting.Failure to comply with this section may result in the Contractor being found in
default and Addendum termination.
K. Commitment to Diversity in Government Contracting:The State of Florida is committed to
supporting its diverse business industry and population through ensuring participation by
minority-,women-,wartime-,and service-disabled veteran business enterprises in the economic
life of the State.The State of Florida Mentor Protege Program connects minority-,women-,
wartime-,and service-disabled veteran business enterprises with private corporations for
business development mentoring.We strongly encourage firms doing business with the State of
Florida to consider this initiative.For more information on the Mentor Protege Program,please
contact the Office of Supplier Diversity at(850)487-0915 or osdhelot )dms.mvflofida.com.
Upon request,the Contractor shall report to the Office of Supplier Diversity spend with certified
and other minority business enterprises.These reports will include the period covered,the
name,minority code and Federal Employer Identification Number of each minority vendor
utilized during the period.Commodities and services provided by the minority business
enterprise,and the amount paid to each minority vendor on behalf of each purchasing agency
ordering under the terms of this Addendum.
L. Resellers/Partners:The Contractor may use resellers/partners in order to provide computer
equipment and services.All resellers/partners shall be the direct responsibility of the
Contractor.The Contractor is responsible for all liability,terms and conditions within Master
Agreement and this Addendum.The Contractors resellers/partners'participation will be in
accordance with the terms and conditions set forth in the aforementioned Master Agreement
and this Addendum. If a reseller/partner is authorized to conduct business on behalf of the
Contractor and the reseller/partner is to receive compensation from the Contractor for its
services,then any dispute between the Contractor and the reseller/partner shall be resolved
between the Contractor and the reseller/partner.The State of Florida is not a party to any
agreement entered into between the Contractor and its resellers/partners.The Contractor shall
be responsible to report all contract sales(and pay any associated MFMP transaction fees),
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-15-ACS
Page 8 of 9
including those of any such resellers/partners and shall ensure that all such resellers/partners
meet the following requirements:
• Have an ACTIVE Registration with the Florida Department of State,Division of Corporations
(wr ww.sunbiit.org)
• Registered in the MFMP Vendor Information Portal
Rittns://vendor.mvfloridamarketolace.com)
• Not be on the State of Florida's Convicted,Suspended,or Discriminatory lists
http://www.dms.myflorida.com/b4,4siness operations/State purchasing/vendor informatio
n/convicted suspended discriminatory complaints vendor lists
• Have a copy of e-Verify Status on file
• Have a current W-9 filed with the Florida Department of Financial Services
(httos://flven do r.mvfloridacfo.com)
M. Primary Contacts: The primary government contact individuals for this Addendum are as
follows(or their named successors):
Contractor
Dame Curtis Wescott
Address Transource Service Corporation
2405 W.Utopia Road,Phoenix,AZ 85027
Telephone 623-879-8882 ext.24
E-mail curtisw@transource.com
Participating Entity
Name Jerilyn Bailey
Address Florida Department of Management Services
4050 Esplanade Way,Suite 360,Tallahassee, FL 32399-0950
Telephone 850-921-4072
E-mail Jerilyn.baiiey@dms.myflorida.com
PARTICIPATING ADDENDUM
to the
NASPO ValuePoint Cooperative Procurement Program
COMPUTER EQUIPMENT MASTER AGREEMENT
Administered by the State of Minnesota
Master Agreement No:MNWNC-130
Transource Service Corporation
And
The State of Florida
Alternate Contract Source No.43211500-WSCA-15-ACS
Page 9 of 9
N. Warrant of Authority:Each person signing this Addendum warrants that he or she is duly
authorized to do so and to bind the respective party.
7. Terms.The Participating State is agreeing to the terms of the Master Agreement only to the
extent the terms are not in conflict with applicable taw.
IN WITNESS WHEREOF,the parties have executed this Addendum as of the date of execution by
Contractor below.
Participating State: Contractor:
Florid Transource Seim Corporation
By: By: ir 6 j
Name: .,-_-: • e:n
�Yln oG(L l:.v4-iS �. j``t
Title: Title: , ,
a fewele.' $ .M • ' +., I
Date: Date:
c--Ii-qi x-22- 2015
Flora¢ Chl • ."Bement Officer:
gY�
a Illir
Name: (,)
Roz Ingram
Title:
Director of State Purchasing and
Chief Procurement Officer
Date:
\3\ IS-
Please email fully executed PDF copy of this document to PA)naspovaluepoint.org to support
documentation of participation and posting in appropriate data bases.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
State of Florida
PUR 1000
General Contract Conditions
Contents
1.Definitions.
2.Purchase Orders.
3. Product Version.
4. Price Changes Applicable only to Term Contracts.
5.Additional Quantities.
6.Packaging.
7. Inspection at Contractor's Site.
8.Safety Standards.
9.Americans with Disabilities Act.
10.Literature.
11.Transportation and Delivery.
12.Installation.
13.Risk of Loss.
14.Transaction Fee.
15.Invoicing and Payment.
16.Taxes.
17.Governmental Restrictions.
18.Lobbying and Integrity.
19.Indemnification.
20.Limitation of Liability.
21.Suspension of Work.
22.Termination for Convenience.
23.Termination for Cause.
24;Force Majeure,Notice of Delay,and No Damages for Delay.
25.Changes.
26.Renewal.
27.Purchase Order Duration.
28.Advertising.
29.Assignment.
30.Antitrust Assignment
31.Dispute Resolution.
32.Employees,Subcontractors,and Agents.
33.Security and Confidentiality.
34.Contractor Employees,Subcontractors,and Other Agents.
35.Insurance Requirements.
36.Warranty of Authority.
37.Warranty of Ability to Perform.
38.Notices.
39.Leases and Installment Purchases.
40.Prison Rehabilitative Industries and Diversified Enterprises,Inc.(PRIDE).
41.Products Available from the Blind or Other Handicapped.
42.Modification of Terms.
43.Cooperative Purchasing.
PUR 1000(10/06) 1
60A-1.002,F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
44,Waiver.
45.Annual Appropriations.
46.Execution in Counterparts.
47.Severability.
1. Definitions. The definitions contained in s. 60A-1.001, F.A.C. shall apply to this agreement. The following additional
terms are also defined:
(a) "Contract" means the legally enforceable agreement that results from a successful soticitat:on. The parties to the
Contract will be the Customer and Contractor.
(b) "Customer"means the State agency or other entity identified in a contract as the party to receive commodities or
contractual services pursuant to a contract or that orders commodities or contractual services via purchase order or
other contractual instrument from the Contractor under the Contract. The "Customer" may also be the "Buyer" as
defined in the PUR 1001 if it meets the definition of both terms.
(c) "Product" means any deliverable under the Contract, which may include commodities, services, technology or
software.
(d) "Purchase order" means the form or format a Customer uses to make a purchase under the Contract(e.g., a formai
written purchase order,electronic purchase order, procurement card,contract or other authorized means).
2. Purchase Orders. In contracts where commodities or services are ordered by the Customer via purchase order,
Contractor shall not deliver or furnish products until a Customer transmits a purchase order. All purchase orders shall
bear the Contract or solicitation number, shall be placed by the Customer directly with the Contractor, and shall be
deemed to incorporate by reference the Contract and solicitation terms and conditions. Any discrepancy between the
Contract terms and the terms stated on the Contractor's order form, confirmation, or acknowledgement shall be
resolved in favor of terms most favorable to the Customer. A purchase order for services within the ambit of section
287.058(1) of the Florida Statutes shall be deemed to incorporate by reference the requirements of subparagraphs(a)
through (f) thereof. Customers shalt designate a contract manager and a contract administrator as required by
subsections 287.057(15)and(16)of the Florida Statutes.
3. Product Version. Purchase orders shall be deemed to reference a manufacturer's most recently release model or
version of the product at the time of the order,unless the Customer specifically requests in writing an earlier model or
version and the contractor is willing to provide such model or version.
4.Price Changes Applicable only to Term Contracts. If this is a term contract for commodities or services,the following
provisions apply.
(a)Quantity Discounts. Contractors are urged to offer additional discounts for one time delivery of large single orders.
Customers should seek to negotiate additional price concessions on quantity purchases of any products offered under
the Contract. State Customers shall document their files accordingly.
(b) Best Pricing Offer. During the Contract term, if the Customer becomes aware of better pricing offered by the
Contractor for substantially the same or a smaller quantity of a product outside the Contract, but upon the same or
similar terms of the Contract,then at the discretion of the Customer the price under the Contract shall be immediately
reduced to the lower price.
PUR 1000(10/06) 2
60A-1.002,F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
(c) Sales Promotions. In addition to decreasing prices for the balance of the Contract term due to a change in market
conditions, a Contractor may conduct sales promotions involving price reductions for a specified lesser period. A
Contractor shall submit to the Contract Specialist documentation identifying the proposed (1)starting and ending dates
of the promotion, (2) products involved, and (3) promotional prices compared to then-authorized prices. Promotional
prices shall be available to all Customers. Upon approval, the Contractor shall provide conspicuous notice of the
promotion.
(d) Trade-In. Customers may trade-in equipment when making purchases from the Contract. A trade-in shall be
negotiated between the Customer and the Contractor. Customers are obligated to actively seek current fair market
value when trading equipment,and to keep accurate records of the process. For State agencies, it may be necessary to
provide documentation to the Department of Financial Services and to the agency property custodian pursuant to
Chapter 273, F.S.
(e) Equitable Adjustment,The Customer may, in its sole discretion,make an equitable adjustment in the Contract terms
or pricing if pricing or availability of supply is affected by extreme and unforeseen volatility in the marketplace,that is,
by circumstances that satisfy all the following criteria: (1)the volatility is due to causes wholly beyond the Contractor's
control, (2) the volatility affects the marketplace or industry, not just the particular Contract source of supply, (3) the
effect on pricing or availability of supply is substantial, and (4) the volatility so affects the Contractor that continued
performance of the Contract would result in a substantial loss.
5.Additional Quantities. For a period not exceeding ninety(90)days from the date of solicitation award,the Customer
reserves the right to acquire additional quantities up to the amount shown on the solicitation but not to exceed the
threshold for Category Two at the prices submitted in the response to the solicitation.
6.Packaging. Tangible product shall be securely and properly packed for shipment,storage,and stocking in appropriate,
clearly labeled, shipping containers and according to accepted commercial practice, without extra charge for packing
materials, cases, or other types of containers. Ail containers and packaging shall become and remain Customer's
property.
7. inspection at Contractor's Site.The Customer reserves the right to inspect,at any reasonable time with prior notice,
the equipment or product or plant or other facilities of a Contractor to assess conformity with Contract requirements
and to determine whether they are adequate and suitable for proper and effective Contract performance.
8.Safety Standards. All manufactured items and fabricated assemblies subject to operation under pressure, operation
by connection to an electric source,or operation involving connection to a manufactured, natural,or LP gas source shall
be constructed and approved in a manner acceptable to the appropriate State inspector. Acceptability customarily
requires,at a minimum,identification marking of the appropriate safety standard organization,where such approvals of
listings have been established for the type of device offered and furnished, for example: the American Society of
Mechanical Engineers for pressure vessels; the Underwriters Laboratories and/or National Electrical Manufacturers'
Association for electrically operated assemblies; and the American Gas Association for gas-operated assemblies. In
addition,all items furnished shall meet all applicable requirements of the Occupational Safety and Health Act and state
and federal requirements relating to clean air and water pollution.
9. Americans with Disabilities Act. Contractors should identify any products that may be used or adapted for use by
visually,hearing,or other physically impaired individuals.
10. Literature. Upon request, the Contractor shall furnish literature reasonably related to the product offered, for
example,user manuals,price schedules,catalogs,descriptive brochures,etc.
PUR 1000(10/06) 3
60A-1.002, F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
11.Transportation and Delivery. Prices shall include all charges for packing, handling,freight, distribution, and inside
delivery. Transportation of goods shall be FOB Destination to any point within thirty(30)days after the Customer places
an Order. A Contractor,within five (5)days after receiving a purchase order,shall notify the Customer of any potential
delivery delays. Evidence of inability or intentional delays shall be cause for Contract cancellation and Contractor
suspension.
12. Installation. Where installation is required,Contractor shall be responsible for placing and installing the product in
the required locations at no additional charge, unless otherwise designated on the Contract or purchase order.
Contractor's authorized product and price list shall clearly and separately identify any additional installation charges. All
materials used in the installation shall be of good quality and shall be free of defects that would diminish the appearance
of the product or render it structurally or operationally unsound. Installation includes the furnishing of any equipment,
rigging, and materials required to install or replace the product in the proper location. Contractor shall protect the site
from damage and shall repair damages or injury caused during installation by Contractor or its employees or agents. If
any alteration,dismantling,excavation,etc.,is required to achieve installation,the Contractor shall promptly restore the
structure or site to its original condition. Contractor shall perform installation work so as to cause the least
inconvenience and interference with Customers and with proper consideration of others on site. Upon completion of
the installation,the location and surrounding area of work shall be left clean and in a neat and unobstructed condition,
with everything in satisfactory repair and order.
13.Risk of Loss. Matters of inspection and acceptance are addressed in s.215.422, F.S. Until acceptance, risk of loss or
damage shall remain with the Contractor. The Contractor shall be responsible for filing, processing, and collecting all
damage claims. To assist the Contractor with damage claims,the Customer shall: record any evidence of visible damage
on all copies of the delivering carrier's Bill of Lading; report damages to the carrier and the Contractor; and provide the
Contractor with a copy of the carrier's Bill of Lading and damage inspection report. When a Customer rejects a product,
Contractor shall remove it from the premises within ten days after notification or rejection. Upon rejection notification,
the risk of loss of rejected or non-conforming product shall remain with the Contractor. Rejected product not removed
by the Contractor within ten days shall be deemed abandoned by the Contractor,and the Customer shall have the right
to dispose of it as its own property. Contractor shall reimburse the Customer for costs and expenses incurred in storing
or effecting removal or disposition of rejected product.
14. Transaction Fee. The State of Florida has instituted MyFloridaMarketPiace, a statewide eProcurement System
("System"), Pursuant to section 287.057(23), Florida Statutes(2002),all payments shall be assessed a Transaction Fee of
one percent(1.0%),which the Contractor shall pay to the State,unless exempt pursuant to 60A-1.032,F.A.C.
For payments within the State accounting system (FLAIR or its successor), the Transaction Fee shall, when possible, be
automatically deducted from payments to the Contractor. If automatic deduction is not possible, the Contractor shall
pay the Transaction Fee pursuant to Rule 60A-1.031(2), F.A.C. By submission of these reports and corresponding
payments,Contractor certifies their correctness. All such reports and payments shall be subject to audit by the State or
Its designee.
Contractor shall receive a credit for any Transaction Fee paid by the Contractor for the purchase of any item(s) if such
item(s) are returned to the Contractor through no fault, act, or omission of the Contractor. Notwithstanding the
foregoing,a Transaction Fee is non-refundable when an item is rejected or returned,or declined. due to the Contractor's
failure to perform or comply with specifications or requirements of the agreement.
Failure to comply with these requirements shall constitute grounds for declaring the Contractor in default and
recovering reprocurement costs from the Contractor in addition to all outstanding fees.CONTRACTORS DELINQUENT IN
PAYING TRANSACTION FEES MAY BE SUBJECT TO BEING REMOVED FROM THE DEPARTMENT OF MANAGEMENT
SERVICES'VENDOR LIST AS PROVIDED iN RULE 60A-1.006,F.A.C.
PUR 1000(10/06) 4
60A-1.002, F.A.C.
Exhibit 2
43211500-TSCA-15-ACS,Computer Equipment
15. Invoking and Payment. Invoices shall contain the Contract number, purchase order number if applicable, and the
appropriate vendor identification number. The State may require any other information from the Contractor that the
State deems necessary to verify any purchase order placed under the Contract.
At the State's option,Contractors may be required to invoice electronically pursuant to guidelines of the Department of
Management Services. Current guidelines require that Contractor supply electronic invoices in lieu of paper-based
invoices for those transactions processed through the system. Electronic invoices shall be submitted to the Customer
through the Ariba Supplier Network (ASN) in one of the following mechanisms— EDI 810, cXML, or web-based invoice
entry within the ASN.
Payment shall be made in accordance with sections 215.422 and 287.0585 of the Florida Statutes, which govern time
limits for payment of invoices. Invoices that must be returned to a Contractor due to preparation errors will result in a
delay in payment. Contractors may call ($50)413-7269 Monday through Friday to inquire about the status of payments
by State Agencies. The Customer is responsible for all payments under the Contract. A Custotter's failure to pay, or
delay in payment,shall not constitute a breach of the Contract and shall not relieve the Contractor of its obligations to
the Department or to other Customers.
16.Taxes.The State does not pay Federal excise or sales taxes on direct purchases of tangible personal property. The
State will not pay for any personal property taxes levied on the Contractor or for any taxes levied on employees'wages.
Any exceptions to this paragraph shall be explicitly noted by the Customer in the special contract conditions section of
the solicitation or in the Contract or purchase order.
17.Governmental Restrictions. If the Contractor believes that any governmental restrictions have been imposed that
require alteration of the material,quality,workmanship or performance of the products offered under the Contract,the
Contractor shall immediately notify the Customer in writing, indicating the specific restriction. The Customer reserves
the right and the complete discretion to accept any such alteration or to cancel the Contract at no further expense to
the Customer.
18. Lobbying and Integrity. Customers shall ensure compliance with Section 11.062, FS and Section 216.347, FS.The
Contractor shall not, in connection with this or any other agreement with the State, directly or indirectly (1) offer,
confer,or agree to confer any pecuniary benefit on anyone as consideration for any State officer or employee's decision,
opinion, recommendation, vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or
agree to give to anyone any gratuity for the benefit of, or at the direction or request of, any State officer or employee.
For purposes of clause (2), "gratuity" means any payment of more than nominal monetary value in the form of cash,
travel,entertainment,gifts,meals, lodging, loans,subscriptions,advances,deposits of money, services,employment,or
contracts of any kind. Upon request of the Customer's Inspector General, or other authorized State official, the
Contractor shall provide any type of Information the Inspector General deems relevant to the Contractor's integrity or
responsibility. Such information may include, but shall not be limited to,the Contractor's business or financial records,
documents,or files of any type or form that refer to or relate to the Contract. The Contractor shall retain such records
for the longer of(1) three years after the expiration of the Contract or(2)the period required by the General Records
Schedules maintained by the Florida Department of State (available at:
htto:/ldlis,dos.state.fi.us/barm/eenschedules/Ae$SChed.htm). The Contractor agrees to reimburse the State for the
reasonable costs of investigation incurred by the inspector General or other authorized State official for investigations of
the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State which
results in the suspension or debarment of the Contractor. Such costs shall include,but shall not be limited to:salaries of
investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. The
Contractor shall not be responsible for any costs of investigations that do not result in the Contractor's suspension or
debarment.
fl. Indemnification. The Contractor shall be fully liable for the actions of its agents, employees, partners, or
subcontractors and shall fully indemnify,defend,and hold harmless the State and Customers, and their officers,agents,
PUR 1000(10/06) 5
60A-1.002,F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
and employees,from suits, actions,damages,and costs of every name and description, including attorneys'fees,arising
from or relating to personal injury and damage to real or personal tangible property alleged to be caused in whole or in
part by Contractor, its agents, employees, partners,or subcontractors,provided, however,that the Contractor shall not
indemnify for that portion of any loss or damages proximately caused by the negligent act or omission of the State or a
Customer.
Further,the Contractor shall fully indemnify,defend,and hold harmless the State and Customers from any suits,actions,
damages, and costs of every name and description, including attorneys' fees, arising from or relating to violation or
infringement of a trademark,copyright, patent,trade secret or intellectual property right, provided, however,that the
foregoing obligation shall not apply to a Customer's misuse or modification of Contractor's products or a Customer's
operation or use of Contractor's products in a manner not contemplated by the Contract or the purchase order. If any
product is the subject of an infringement suit, or in the Contractor's opinion is likely to become the subject of such a
suit, the Contractor may at its sole expense procure for the Customer the right to continue using the product or to
modify it to become non-infringing. If the Contractor is not reasonably able to modify or otherwise secure the Customer
the right to continue using the product,the Contractor shall remove the product and refund the Customer the amounts
paid in excess of a reasonable rental for past use. The customer shall not be liable for any royalties.
The Contractor's obligations under the preceding two paragraphs with respect to any legal action are contingent upon
the State or Customer giving the Contractor(1)written notice of any action or threatened action, (2) the opportunity to
take over and settle or defend any such action at Contractor's sole expense,and(3)assistance in defending the action at
Contractor's sole expense. The Contractor shall not be liable for any cost,expense,or compromise incurred or made by
the State or Customer in any legal action without the Contractor's prior written consent, which shall not be
unreasonably withheld.
20. Limitation of Liability. For all claims against the Contractor under any contract or purchase order,and regardless of
the basis on which the claim Is made, the Contractor's liability under a contract or purchase order for direct damages
shall be limited to the greater of $100,000, the dollar amount of the contract or purchase order, or two times the
charges rendered by the Contractor under the purchase order. This limitation shall not apply to claims arising under the
Indemnity paragraph contain in this agreement.
Unless ctherwise specifically enumerated in the Contract or in the purchase order, no party shall be liable to another for
special, indirect, punitive, or consequential damages, including lost data or records (unless the contract or purchase
order requires the Contractor to back-up data or records), even if the party has been advised that such damages are
possible. No party shall be liable for lost profits, lost revenue, or lost institutional operating savings. The State and
Customer may, in addition to other remedies available to them at law or equity and upon notice to the Contractor,
retain such monies from amounts due Contractor as may be necessary to satisfy any claim for damages, penalties, costs
and the like asserted by or against them. The State may set off any liability or other obligation of the Contractor or its
affiliates to the State against any payments due the Contractor under arty contract with the State.
21. Suspension of Work. The Customer may in its sole discretion suspend any or all activities under the Contract or
purchase order,at any time,when in the best interests of the State to do so. The Customer shall provide the Contractor
written notice outlining the particulars of suspension. Examples of the reason for suspension include, but are not
limited to,budgetary constraints, declaration of emergency,or other such circumstances. After receiving a suspension
notice,the Contractor shall comply with the notice and shall not accept any purchase orders. Within ninety days,or any
longer period agreed to by the Contractor,the Customer shall either(1) issue a notice authorizing resumption of work,
at which time activity shall resume,or(2)terminate the Contract or purchase order. Suspension of work shall not entitle
the Contractor to any additional compensation.
PUR 1000110/06) 6
60A-1.002,F.A.C.
Exhibit 2
43211500-WSCA-15-ACS.Computer Equipment
22. Termination for Convenience. The Customer, by written notice to the Contractor, may terminate the Contract in
whole or in part when the Customer determines in its sole discretion that it is In the State's interest to do so. The
Contractor shall not furnish any product after it receives the notice of termination,except as necessary to complete the
continued portion of the Contract,if any. The Contractor shall not be entitled to recover any cancellation charges or lost
profits.
23.Termination for Cause. The Customer may terminate the Contract if the Contractor fails to (1) deliver the product
within the time specified in the Contract or any extension, (2) maintain adequate progress. thus endangering
performance of the Contract, (3) honor any term of the Contract, or (4) abide by any statutory, regulatory, or licensing
requirement. Rule 604-1.006(3), F.A.C., governs the procedure and consequences of default. The Contractor shall
continue work on any work not terminated. Except for defaults of subcontractors at any tier,the Contractor shall not be
liable for any excess costs if the failure to perform the Contract arises from events completely beyond the control,and
without the fault or negligence,of the Contractor. If the failure to perform is caused by the default of a subcontractor at
any tier,and if the cause of the default is completely beyond the control of both the Contractor and the subcontractor,
and without the fault or negligence of either, the Contractor shall not be liable for any excess costs for failure to
perform,unless the subcontracted products were obtainable from other sources in sufficient time for the Contractor to
meet the required delivery schedule. If, after termination, it is determined that the Contractor was not in default, or
that the default was excusable,the rights and obligations of the parties shall be the same as if the termination had been
issued for the convenience of the Customer. The rights and remedies of the Customer in this clause are in addition to
any other rights and remedies provided bylaw or under the Contract.
24. Force Majeure, Notice of Delay, and No Damages for Delay. The Contractor shall not be responsible for delay
resulting from its failure to perform if neither the fault nor the negligence of the Contractor or its employees cr agents
contributed to the delay and the delay is due directly to acts of God,wars,acts of public enemies, strikes,fires,floods,or
other similar cause wholly beyond the Contractor's control, or for any of the foregoing that affect subcontractors or
suppliers if no alternate source of supply is available to the Contractor. In case of any delay the Contractor believes is
excusable,the Contractor shall notify the Customer in writing of the delay or potential delay and describe the cause of
the delay either(1)within ten(10)days after the cause that creates or will create the delay first arose, if the Contractor
could reasonably foresee that a delay could occur as a result,or(2)if delay is not reasonably foreseeable, within five(5)
days after the date the Contractor first had reason to believe that a delay could result. THE FOREGOING SHALL
CONSTITUTE THE CONTRACTOR'S SOLE REMEDY OR EXCUSE WITH RESPECT TO DELAY. Providing notice in strict
accordancewith this paragraph is a condition precedent to such remedy. No claim for damages, other than for an
extension of time, shall be asserted against the Customer. The Contractor shall not be entitled to an increase in the
Contract price or payment of any kind from the Customer for direct, indirect, consequential, impact or other costs,
expenses or damages, including but not limited to costs of acceleration or Inefficiency, arising because of delay,
disruption, interference,or hindrance from any cause whatsoever. If performance is suspended or delayed, in whole or
in part, due to any of the causes described in this paragraph, after the causes have ceased to exist the Contractor shall
perform at no increased cost, unless the Customer determines, in its sole discretion, that the delay will significantly
impair the value of the Contract to the State or to Customers, in which case the Customer may (1) accept allocated
performance or deliveries from the Contractor,provided that the Contractor grants preferential treatment to Customers
with respect to products subjected to allocation, or (2) purchase from other sources (without recourse to and by the
Contractor for the related costs and expenses) to replace all or part of the products that are the subject of the delay,
which purchases may be deducted from the Contract quantity,or(3)terminate the Contract in whole or in part.
25. ChanEes. The Customer may unilaterally require, by written order, changes altering, addirg to, or deducting from
the Contract specifications,provided that such changes are within the general scope of the Contract. The Customer may
make an equitable adjustment in the Contract price or delivery date if the change affects the cost or time of
PUR 1000(10/06) 7
60A-1.002, F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
performance. Such equitable adjustments require the written consent of the Contractor, which shall not be
unreasonably withheld. If unusual quantity requirements arise,the Customer may solicit separate bids to satisfy them.
26.Renewal. Upon mutual agreement, the Customer and the Contractor may renew the Contract, in whole or in part,
for a period that may not exceed 3 years or the term of the contract, whichever period is longer, Any renewal shall
specify the renewal price, as set forth in the solicitation response. The renewal must be in writing and signed by both
parties,and is contingent upon satisfactory performance evaluations and subject to availability of funds.
27. Purchase Order Duration. Purchase orders issued pursuant to a state term or agency contract must be received by
the Contractor no later than close of business on the last day of the contract's term to be considered timely. The
Contractor is obliged to fill those orders in accordance with the contract's terms and conditions. Purchase orders
received by the contractor after close of business on the last day of the state term or agency contract's term shall be
considered void.
Purchase orders for a one-time delivery of commodities or performance of contractual services shall be valid through
the performance by the Contractor,and all terms and conditions of the state term or agency contract shall apply to the
single delivery/performance,and shall survive the termination of the Contract.
Contractors are required to accept purchase orders specifying delivery schedules exceeding the contracted schedule
even when such extended delivery will occur after expiration of the state term or agency contract. For example, if a
state term contract calls for delivery 30 days after receipt of order(ARO),and an order specifies delivery will occur both
in excess of 30 days ARO and after expiration of the state term contract,the Contractor wi'i accept the order. However,
if the Contractor expressly and in writing notifies the ordering office within:. ten (10) calendar days of receipt of the
purchase order that Contractor will not accept the extended delivery terms beyond the expiration of the state term
contract, then the purchase order will either be amended in writing by the ordering entity within ten (10)calendar days
of receipt of the contractor's notice to reflect the state term contract delivery schedule, or it shall be considered
withdrawn.
The duration of purchase orders for recurring deliveries of commodities or performance of services shall not exceed the
expiration of the state term or agency contract by more than twelve months. However, if an extended pricing plan
offered in the state term or agency contract is selected by the ordering entity, the contract terms on pricing plans and
renewals shall govern the maximum duration of purchase orders reflecting such pricing plans and renewals.
Timely purchase orders shall be valid through their specified term and performance by the Contractor,and all terms and
conditions of the state term or agency contract shall apply to the recurring delivery/performance as provided herein,
and shall survive the termination of the Contract.
Ordering offices shall not renew a purchase order issued pursuant to a state term or agency contract if the underlying
contract expires prior to the effective date of the renewal.
28. Advertising. Subject to Chapter 119, Florida Statutes,the Contractor shall not publicly disseminate any information
concerning the Contract without prior written approval from the Customer,including, but not limited to mentioning the
Contract in a press release or other promotional material, identifying the Customer or the State as a reference, or
otherwise linking the Contractor's name and either a description of the Contract or the name of the State or the
Customer in any material published,either in print or electronically,to any entity that Is not a party to Contract,except
potential or actual authorized distributors,dealers,resellers,or service representative.
PUR 1000(10/06) 8
60A-1.002, F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
29. Assignment. The Contractor shall not sell, assign or transfer any of its rights, duties or obligations under the
Contract, or under any purchase order issued pursuant to the Contract, without the prior written consent of the
Customer. In the event of any assignment, the Contractor remains secondarily liable for performance of the contract,
unless the Customer expressly waives such secondary liability.The Customer may assign the Contract with prior written
notice to Contractor of its intent to do so.
30. Antitrust Assignment. The Contractor and the State of Florida recognize that in actual economic practice,
overcharges resulting from antitrust violations are in fact usually borne by the State of Florida. Therefore, the
contractor hereby assigns to the State of Florida any and all claims for such overcharges as to goods, materials or
services purchased in connection with the Contract.
31. Dispute Resolution. Any dispute concerning performance of the Contract shall be decided by the Customer's
designated contract manager,who shall reduce the decision to writing and serve a copy on the Contractor. The decision
shalt be final and conclusive unless within twenty one (21) days from the date of receipt, the Contractor files with the
Customer a petition for administrative hearing. The Customer's decision on the petition shall be final, subject to the
Contractor's right to review pursuant to Chapter 1.20 of the Florida Statutes. Exhaustion of administrative remedies is an
absolute condition precedent to the Contractor's ability to pursue any other form of dispute resolution; provided,
however,that the parties may employ the alternative dispute resolution procedures outlined in Chapter 120.
Without limiting the foregoing, the exclusive venue of any legal or equitable action that arises out of or relates to the
Contract shall be the appropriate state court in Leon County, Florida; in any such action, Florida law shall apply and the
parties waive any right to jury trial.
32. Employees, Subcontractors, and Agents. All Contractor employees, subcontractors, or agents performing work
under the Contract shall be properly trained technicians who meet or exceed any specified training qualifications. Upon
request, Contractor shall furnish a copy of technical certification or other proof of qualification. All employees,
subcontractors, or agents performing work under the Contract must comply with all security and administrative
requirements of the Customer and shall comply with all controlling laws and regulations relevant to the services they are
providing under the Contract. The State may conduct, and the Contractor shall cooperate in, a security background
check or otherwise assess any employee, subcontractor, or agent furnished by the Contractor. The State may refuse
access to, or require replacement of, any personnel for cause, including, but not limited to, technical or training
qualifications, quality of work, change in security status, or. non-compliance with a Customer's security or other
requirements. Such approval shall not relieve the Contractor of Its obligation to perform all work in compliance with the
Contract. The State may reject and bar from any facility for cause any of the Ccntractor's employees, subcontractors,or
agents.
33. Security and Confidentiality. The Contractor shall comply fully with all security procedures of the United States,
State of Florida and Customer in performance of the Contract. The Contractor shall not divulge to third parties any
confidential information obtained by the Contractor or its agents, distributors, resellers, subcontractors, officers or
employees in the course of performing Contract ittork, including, but not limited to, security procedures, business
operations information, or commercial proprietary information in the possession of the State or Customer. The
Contractor shall not be required to keep confidential information or material that is publicly available through no fault of
the Contractor, material that the Contractor developed independently without relyirg on the State's or Customer's
confidential information, or material that is otherwise obtainable under State law as a public record. To insure
confidentiality, the Contractor shall take appropriate steps as to its personnel, agents, and subcontractors. The
warranties of this paragraph shall survive the Contract.
PUR 1000(10/06) 9
60A-1.002,F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
34. Contractor Employees, Subcontractors, and Other Agents. The Customer and the State shall take all actions
necessary to ensure that Contractor's employees, subcontractors and other agents are not employees of the State of
Florida. Such actions include, but are not limited to, ensuring that Contractor's employees, subcontractors, and other
agents receive benefits and necessary insurance (health, workers' compensations, and unemployment) from an
employer other than the State of Florida.
35. Insurance Requirements. During the Contract term, the Contractor at its sole expense shall provide commercial
insurance of such a type and with such terms and limits as may be reasonably associated with the Contract. Providing and
maintaining adequate insurance coverage is a material obligation of the Contractor. Upon request, the Contractor shall
provide certificate of insurance. The limits of coverage under each policy maintained by the Contractor shall not be
interpreted as limiting the Contractor's liability and obligations under the Contract. All insurance policies shall be through
insurers authorized or eligible to write policies in Florida.
36.Warranty of Authority. Each person signing the Contr.act.warranttthat he or she is duly autroriaed to do so and to
bind the respective party to the Contract.
37.Warranty of Ability to Perform. The Contractor warrants that,to the best of its knowledge, there is no pending or
threatened action, proceeding,or investigation,or any other legal or financial condition,that would in any way prohibit,
restrain, or diminish the Contractor's ability to satisfy its Contract obligations. The Contractor warrants that neither it
nor any affiliate is currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida Statutes,
or on any similar list maintained by any other state or the federal government. The Contractor shall immediately notify
the Customer in writing if its ability to perform is compromised in any manner during the term of the Contract.
38. Notices. All notices required under the Contract shall be delivered by certified mail, return receipt requested, by
reputable air courier service, or by personal delivery to the agency designee identified in the original solicitation, or as
otherwise identified by the Customer.Notices to the Contractor shall be delivered to the person who signs the Contract.
Either designated recipient may notify the other, in writing,if someone else is designated to rec&ve notice.
39.Leases and Installment Purchases. Prior approval of the Chief Financial Officer(as defined in Section 17.001, F.S.)is
required for State agencies to enter into or to extend any lease or installment-purchase agreement in excess of the
Category Two amount established by section 287.017 of the Florida Statutes.
40. Prison Rehabilitative industries and Diversified Enterprises, Inc. (PRIDE). Section 946.515(2), F.S. requires the
following statement to be included in the solicitation: It is expressly understood and agreed that any articles which are
the subject of, or required to carry out, the Contract shall be purchased from the corporation identified under Chapter
946 of the Florida Statutes(PRIDE) in the same manner and under the same procedures set forth in section 946.515(2)
and (4) of the Florida Statutes;and for purposes of the Contract the person,firm, or other business entity carrying out
the provisions of the Contract shall be deemed to be substituted for the agency insofar as dealings with such
corporation are concerned." Additional information about PRIDE and the products it offers is available at
http://www.oridefi.core.
41. Products Available from the blind or Other Handicapped.Section 413.036(3), F.S. requires the following statement
to be included in the solicitation: "It is expressly understood and agreed that any articles that are the subject of, or
required to carry out, this contract shall be purchased from a nonprofit agency for the Blind or for the Severely
Handicapped that is qualified pursuant to Chapter 413, Florida Statutes, in the same manner and under the same
procedures set forth in section 413.036(1)and(2),Florida Statutes;and for purposes of this contract the person,firm,or
other business entity carrying out the provisions of this contract shall be deemed to be substituted for the State agency
insofar as dealings with such qualified nonprofit agency are concerned." Additional information about the designated
nonprofit agency and the products it offers is available at htto://www.resoectoffiorida.orr.
PUR 1000(10/06) 10
60A-1.002, F.A.C.
Exhibit 2
43211500-WSCA-15-ACS,Computer Equipment
42.Modification of Terms. The Contract contains all the terms and conditions agreed upon by the parties,which terms
and conditions shall govern all transactions between the Customer and the Contractor. The Contract may only be
modified or amended upon mutual written agreement of the Customer and the Contractor. No oral agreements or
representations shall be valid or binding upon the Customer or the Contractor. No alteration or modification of the
Contract terms, including substitution of product, shall be valid or binding against the Customer. The Contractor may
not unilaterally modify the terms of the Contract by affixing additional terms to product upon delivery(e.g.,attachment
or inclusion of standard preprinted forms,product literature,"shrink wrap"terms accompanying or affixed to a product,
whether written or electronic) or by incorporating such terms onto the Contractor's order or fiscal forms or other
documents forwarded by the Contractor for payment. The Customer's acceptance of product or processing of
documentation on forms furnished by the Contractor for approval or payment shall not constitute acceptance of the
proposed modification to terms and conditions.
43, Cooperative Purchasing. Pursuant to their own governing laws, and subject to the agreement of the Contractor,
other entities may be permitted to make purchases at the terms and conditions contained herein. Non-Customer
purchases are !r1dependent of the agreement between Customer and Contractor, and Customer shall riot be a party to
any transaction between the Contractor and any other purchaser.
State agencies wishing to make purchases from this agreement are required to follow the provisions of s.
287.042(16)(a),F.S.This statute requires the Department of Management Services to determine that the requestor's use
of the contract is cost-effective and in the best interest of the State.
44. Waiver, The delay or failure by the Customer to exercise or enforce any of its rights under this Contract shall not
constitute or be deemed a waiver of the Customer's right thereafter to enforce those rights, nor shall any single or
partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right.
45.Annual Appropriations. The State's performance and obligation to pay under this contract are contingent upon an
annual appropriation by the Legislature.
46.Execution in Counterparts. The Contract may be executed in counterparts,each of which shall be an original and all
of which shall constitute but one and the same instrument.
47. Severability. If a court deems any provision of the Contract void or unenforceable,that provision shall be enforced
only to the extent that it Is not in violation of law or is not otherwise unenforceable and all other provisions shall remain
in full force and effect.
PUR 1000(10/06) 11
60A-1.002,F.R.C.
AMENDMENT NO. 1 TO CONTRACT NO. MNWNC-130
THIS AMENDMENT is by and between the State of Minnesota, acting through its commissioner of Administration
("State"), and Transource Service Corporation, 2405 W Utopia Rd, Phoenix, AZ 85027("Contract Vendor").
WHEREAS,the State has a Contract with the Contract Vendor identified as Contract No. MNWNC-130,April 1, 2015,
through March 31,2017 ("Contract"), to provide Computer Equipment: (Desktops, Servers, and Storage including Related
Peripherals and Services); and
WHEREAS, Minn. Stat. § 16C.03, subd. 5, affords the commissioner of Administration, or delegate pursuant to Minn. Stat.
§ 16C.03, subd. 16, the authority to amend contracts; and
WHEREAS,the terms of the Contract allow the State to amend the Contract as specified herein, upon the mutual
agreement of the Materials Management Division and the Contract Vendor in a fully executed amendment to the Contract.
NOW,THEREFORE, it is agreed by the parties to amend the Contract as follows:
1. That Contract No. MNWNC-130 is extended through March 31, 2020, at the same terms and conditions.
2. The Contract Vendor shall provide Computer Equipment: (Desktops, Servers, and Storage including Related
Peripherals and Services)at the prices set forth on the attached Exhibit B, Pricing Schedule.
This Amendment is effective beginning April 1, 2017, or upon the date that the final required signatures are obtained,
whichever occurs later, and shall remain in effect through contract expiration, or until the Contract is canceled,whichever
occurs first.
Except as herein amended, the provisions of the Contract between the parties hereto are expressly reaffirmed and remain
in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed intending to be bound thereby.
1. TRANSOURCE SERVICE CORPORATION 2. OFFICE OF STATE PROCUREMENT
The Contractor certifies that the appropriate person(s)have In accordance with Minn.Stat.§16C.03,subd.3.
executed this Amendment on behalf of the Contractor as required
by applicable a ' les,bylaws-resolution r ordinances.
By: aivir
By: -rtA)
rirre Title: Acquisition Management Specialist
Curtis Wescott
Printed Name Date: 2-//L.j //7
Title: NASPO ValuePoint Contract Manager
3. COMMISSIONER OF ADMINISTRATION
Date: 02/13/2017 Or delegated p sentative.
By: ,(/(4L By:
afore
Date: 2 //'j� O/`
Ann Ting ,/ ,/
Printed Name f
Title: President
Date: 02/13/2017
CONTRACT NO.MNWNC-130 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT TRANSOURCE SERVICE CORPORATION
M11111 DEPARTMENT OF COMPUTER EQUIPMENT
ADMINISTRATION
STATE PROCUREMENT 2014-2020 •WSCA-NASPO.
COOPERATIVE PURCHASING
Updated 04/01/2017 ORGANIZATION
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT B - PRICING SCHEDULE
1. BASELINE PRICE LIST: TRANSOURCE MSRP
UNK: h .:Uwww. r-n- . rce.com/customs - _ = •sePrIceSheet.a-
2. BAND DISCOUNTS —(CATEGORY EXCEPTIONS APPLICABLE IN ALL BANDS) CATEGORY MINIMUM
DISCOUNT
BAND 1 DESKTOP 432 11507 26%
BAND 2 LAPTOP 432'1503 26%
BAND 3 TABLET 43211509 12%
BAND 4 SERVER 43211501 33%
BAND 5 STORAGE 71151106 33%
CATEGORY EXCEPTION: Product Promotions 1%
IMPORTANT: The minimum discount is provided, refer to Contract Vendor's Website for any additional discounts and request
a quote for bulk/volume discounts. All prices shall be FOB Destination, prepaid and allowed (with freight included in the price).
If there is a s•ecial case where inside delive fee must be charred, the Contract Vendor will noti the customer in advance.
3 THIRD PARTY PRODUCTS -(APPLICABLE IN ALL BANDS) 43211724 10%
4 SERVICES �, ,
? .�i•1 a.'..�elit o f,.. ,.�lSP:.�i!4.. i, �y'S�_1{-+., !W. g.o oot„ , �•._ ,
Accidental Damage—Complete Care: $150
Break/fix non warranty: $75/hour
Desktop Installation: (options: copper, sterling and turquoise—see website for details)
Copper=$25
Sterling Silver=$40
Turquoise=$75
Trainin• $65/hour
F�r t F �� � }f 3- ��,�.�,, t �s
6 `� fi.. q \AN tp it Ylttr . n P. a`,d RA * i 4. u'� .{a,�� n a �(s {' tl�g�,yj•1 (•iC?t`irl�e7� alb tip Jt I;[
�.� ��. . 7' wyy `sv `f �y4��� 1 si.
,r3 ° R�°f '.S.:.t=hir5!=LT° ° �'€�"-�°- s�ti 4 y Vt 1L1.6' to `aTo- e s ,i:}1J J •'�a�f�fa ,F�'1n4L11,► �L.�°�-1_ 4
5. LEASING
Contract Vendor does not offer leasing.
6. ADDITIONAL DISCOUNTS—Request a quote for discounts on bulk/volume purchases.
a. Per Transaction Multiple Unit:
Over$250,000 = up to 2%additional on Transource systems from Baseline Pricing or 1% on peripherals
Over$500,000 = up to 2.5%additional on Transource systems from Baseline Pricing or 1.25% on peripherals
Over$1 million -u• to 3.5%additional on Transource s stems from Baseline Pricin• or 1.5% on •eri•heral
b. Cumulative Discounts are based on Total Master Agreement Sales:
Over$20 million—Additional 1%from Baseline Pricing
Over$50 million—Additional 1.5%from Baseline Pricing
Over$100 million—Additional 2% from Baseline Pricin•
c. Annual Volume Discounts:
Over$2 million—Additional 1%from Baseline Pricing
Over$5 million—Additional 1.5%from Baseline Pricing
Over$10 million—Additional 2%from Baseline Pricin.
CONTRACT NO.MNWNC-130 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT TRANSOURCE SERVICE CORPORATION