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Item C19 C.19 i�` CountCounty ��Monroe. ,y, ? "tr, BOARD OF COUNTY COMMISSIONERS y M T� \�1a� Mayor Michelle Coldiron,District 2 �1 1 nff `_ll Mayor Pro Tem David Rice,District 4 -Ile Florida.Keys Craig Cates,District 1 Eddie Martinez,District 3 w Mike Forster,District 5 County Commission Meeting March 17, 2021 Agenda Item Number: C.19 Agenda Item Summary #7956 BULK ITEM: Yes DEPARTMENT: Information Technology TIME APPROXIMATE: STAFF CONTACT: Alan MacEachern (305) 295-5110 N/A AGENDA ITEM WORDING: Approval of Agreement between Gartner, Inc. and Monroe County for $40,426.00 for research and analysis of products and systems for the County in selecting hardware, software solutions, Telecom, and other IT services. ITEM BACKGROUND: Monroe County contracted with Gartner for the first time in 2016. They have been an asset since then, assisting with: • Negotiating our Microsoft Enterprise Agreement Licensing between $150K and $250K per year • Assisting us with researching vendors and tools in the following space: • Firewall insight in preparation for 2020 budget and replacement of existing Watchguard solution • Secure Web Gateway (Web Application Firewall or WAF) insight in 2019 purchase of Fortinet appliance • Agenda Software insight after Granicus purchased Accela's MinuteTraq solution • US Community Development and Regulation Applications (Community Plus / CentralSquare) • Insight on Human Capital Management(HR) space • Enterprise Switching and Routing Network Equipment(Cisco) • Nutanix Hyperconverged Computing Environment updates and DR capabilities • Asset Management vendors and options • Unified Communication (Mitel) options and best practices • File Storage (OpentText) • Access Point Infrastructure (Meraki) • Enterprise Backup and Recovery • Policies and Procedures • Key Metrics Comparison Packet Pg.665 C.19 Saving the County money by providing critical analysis and research - lending expertise to a fast changing environment. IT is seeking an additional term of 1 Year to continue having Gartner as a resource which provides assistance with analysis of current products and systems as well as future purchases of hardware, software, telephone system and other services needed to transition county operations to more streamlined and efficient operations. This contract is utilizing cooperative purchase pricing under State of Florida contract ACS481141902-18-ACS. This contract is also utilized by the State of Florida Department of Management Service. PREVIOUS RELEVANT BOCC ACTION: Purchased as a Contract less than $50,000.00 on April 29th, 2020 after March 2020 meeting cancelled. Item C11 in March 2020 Agenda BOCC approval March 21st, 2019 Item C26 BOCC approval March 21st 2018 Item C3 BOCC approval April 12th 2017 Item C13 CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATION: Approval DOCUMENTATION: Gartner Contract- 04-01-2021 to 03-31-2022 Gartner Contract- 04-01-2020 to 03-31-2021 Gartner Contract- 04-01-2019 to 03-31-2020 MONROE COUNTY FLORIDA FORMS CQ signed 2021-02 Florida 8114190218ACS Exhibit C Pricing_2020-12-22 B-01 FINANCIAL IMPACT: Effective Date: April 1st, 2021 Expiration Date: March 31st, 2022 Total Dollar Value of Contract: $40,426.00 Total Cost to County: $40,426.00 Current Year Portion: $40,426.00 Budgeted: Yes Source of Funds: Ad Valorem CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Packet Pg.666 C.19 Revenue Producing: No If yes, amount: Grant: No County Match: No Insurance Required: No Additional Details: 04/01/21 001-05002 - TECHNICAL SERVICES $40,426.00 REVIEWED BY: Alan MacEachern Completed 03/02/2021 10:24 AM Assistant County Administrator Christine Hurley Completed 03/02/2021 12:31 PM Christine Limbert Completed 03/02/2021 1:44 PM Purchasing Completed 03/02/2021 1:53 PM Budget and Finance Completed 03/02/2021 2:42 PM Maria Slavik Completed 03/02/2021 3:57 PM Liz Yongue Completed 03/02/2021 4:42 PM Board of County Commissioners Pending 03/17/2021 9:00 AM Packet Pg.667 C.19.a Gartner,Inc. Service Agreement for COUNTY OF MONROE ("Client") of 1200 Truman Ave Ste 211,Key West,FL 33040-7270 This Service Agreement("SA")is between Gartner. Inc., of 56 Top Gallant Road. Stamford. CT 06904 ("Gartner")on behalf of itself and all N wholly-owned affiliates of Gartner,Inc. and Client and includes the Master Client Agreement No. 811419 02-VITA-18-ACS between Gartner "It and Client or Client' s parent or affiliate dated MAY-2018, the terms of which are incorporated by reference, and all applicable Service � Descriptions.This SA constitutes the complete agreement between Gartner and Client. Client agrees to subscribe to the following Services for the term and fees set forth below. 1. DEFINITIONS AND ORDER SCHEDULE: r Services are the subscription-based research and related services purchased by Client in the Order Schedule below and described in the Service Descriptions. Service Names and Levels of Access are defined in the Service Descriptions. Gartner may periodically update the names and the deliverables for each Service. If Client adds Services or upgrades the level of service or access,an additional Service Agreement will be U required. Service Descriptions describe each Service purchased,specify the deliverables for each Service,and set forth any additional terms unique to a 2 specific Service. Service Descriptions for the Services purchased in this SA may be viewed and downloaded through the hyperlinks listed in Section 2 below or may be attached to this SA in hard copy,and are incorporated by reference into this SA. U) 0 v7 Contract Contract > Name of User Annual Fee Total Fee Service Name Level of Access uanti to be Licensed Term Start Term End USD USD Date Date Gartner for IT Individual Access 1 Alan 01-APR-2021 31-MAR-2022 Leaders Advisor MacEachern IT News and Subscription-IT 3 TBD 01-APR-2021 31-MAR-2022 Insight Team Access Term Total (Excluding $40,426.00 applicable taxes) t8 (Excluding 0 Total Services: applicable $40,426.00 taxes 1-252AM69X 2201 WRD FA000118 N N CD 2.SERVICE DESCRIPTIONS: N r9 A Service Name/Level of Access Service Description URL CD 0 Gartner for IT Leaders Individual Access Advisor http://sd.2artner.com/sd id individual advisor. df IT News and Insight Subscription-IT Team Access http://sd.2artner.com/sd it news insi ht. df CD cv r 3. PAYMENT TERMS ' Gartner will invoice Client on a quarterly basis in the amount of$10,106.50 in term 1 (1/4 of the total amount of$40,426.00 for all Services rendered)and$10,359.25 in term 2(1/4 of the total amount of$41,437.00 for all Services rendered)in accordance with the Prompt Payment Act, F.S.218.70.Payment is due 30 days from the invoice date. Gartner shall submit invoices with supporting documentation that is acceptable to the Clerk. Acceptability to the Clerk is based on generally accepted accounting principals and such laws,rules and regulations as may govern the 0 Clerk's disbursal of funds. Client,is a political subdivision of the State of Florida and thus shall not pay any sales,use,value-added or other tax or charge imposed or assessment by any governmental entity upon the sale,use or receipt of Services,including any taxes imposed on the net income of Gartner. Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Board of County Commissioners. �ry Please attach any required Purchase Order ("PO") to this SA and enter the PO number below. If an annual PO is required for multi-year contracts, Client will issue the new PO at least 30 days prior to the beginning of each subsequent contract year. Any pre-printed or additional E contract terms included on the PO shall be inapplicable and of no force or effect. All PO's are to be sent to purchaseorders((gartner.com. This SA may be signed in counterparts. Gartner,Inc. -Senzce Agreement for use with a Master Client Agreement-Version Packet P9 668 C.19.a 4. CLIENT BILLING INFORMATION Purchase Order Number Billing Address N Invoice Recipient Tel.No. Invoice Recipient Name Invoice Recipient Email r 5. AUTHORIZATION Client: Gartner,Inc. COUNTY OF MONROE Signature Signature ) 0 T) Date Date > Print Name Print Name � Title Title (SEAL) Attest: KEVIN MADOK, Clerk MONROE COUNTY ATTORNEY BY: (� Ar xoAAA a:r Chi RISI INE LIMBERT•BARROWS As Deputy Clerk ASSISTANTCOUNTYATCORNEY HATE W N N CD r9 CD r9 0 N CD CD CD U Gartner,Inc. -Service Agreement for use with a Master Client Agreement-Version Packet P9 669 C.19.b ATTACHMENT ,Cs co COUINTY ADMINISTRATOR "It CD CON'TRAC`I SCJ1MMARY 1'QRM FOR CONTRACTS LESS ,I-HAN $50,000,00 Contract with: Carter, [ric. Contract # � Ff(ective Date: May,1,201 � Expiration gate: March I, ,2.021 C t)ntt-ttc°t I"LII-F7ase,Desc°iptitj[i: Research and malysis of products and systehisfor the County in selecting bardware, 0Ftware lutio ,,Tele rnl;: d Ih r lT Services. u Contract is Original Agreement Contract Ameiidmei-ii/E .teiisioil Dell al y Contract Mana-er: Alarj MacEacheim Trtffir tz Tec no[trg�rl�2. (Name) (Fxt.) (Department/Stop 4--) CONTRACT COSTS y Total dollar ValttC of Contract: `3i 391A4I.00 Current Year Portion: wmli l he ics�rh-m�'60M(7) (H'111ielin eel lielIt shell te'lulles BO C ztppro%al unless the < - 0 Bticl geted? `esE] No F] Account Codes: 00 1-05 002- Grant: - - - - Con11ty MatCh: CD - ---- - —. Estimated grit>oln(� Costs: `.i `dT I=or: cV (Not included ded in dollar value abo%e) (e.<u, maintemincc, utilities. iallito ial, :salaries.. ctc.) y CON-1 RAC I' Rt VIBV r9 0 taste OLI( c44 Date In T ceded ci is (` cV Depariment I-lead Ycs� Holz �' `� 1 ---- ., - __._ s 04-29-2020 .�. c 04-29-2020 I�isl:: I�flatiltt4�,cnlct7t Yes[-] T�ox � C .M, .1/PL)rchasm', 4/2j/20 YesE Nof�] Cht Est v a gt�c�eLL I/2�/2D 04/29/20 Cotanty ;tttornev Yes[] No 04/29/20 � Packet Pg.670 C.19.b cti CN c Ch 0 cn c N CD r9 r9 0 N CD c u Packet Pg.671 C-19-b U0-1 BOARD OF COINTYCOMMISSIONEItS ounty of Monroe ' M.kor I leather Carruthers. t)iSM0 q The Florida Keys %I-t%or Pro'I em:Michelle Coldiron,I9t+;trivt'_ Craig Cates, District I Da%let Rice,DLmrict•# Ivia J. Murphy. District S CD cv County Commission Meeting March 18, 2020 Agenda Item Number: C.11 Agenda Item Summary #6629 0 BULK ITEM: Yes DEPARTMENT: Information Technology TIME APPROXIMATE: STAFF CONTACT: Alan MacEachern (305) 295-5110 NIA 0 AGENDA ITEM WORDING: Approval of an Agreement between Gartner, Inc. and Monroe County for $39,441.00 for research and analysis of products and systems for the County in selecting hardware, software solutions„ Telecom, and other IT services. ITEM BACKGROUND: Monroe County contracted with Gartner for the first time in 2016. They have been an asset since then, assisting with: • Negotiating our Microsoft Enterprise Agreement Licensing between $150K and $200K per year • Assisting us with researching vendors and tools in the following space: • FirewaIl insight in preparation for 2020 budget and replacement of existing Watchguard solution • Secure Web Gateway (Web Application Firewall or WAF) insight in 2019 purchase of Fortinet appliance • Agenda Software insight after Granicus purchased Accela's MinuteTraq solution • US Community Development and Regulation Applications (Community Plus 1 CentralSquare) • Insight on Human Capital Management(HR) space and on vendor ADP in particular • Enterprise Switching and Routing Network Equipment(Cisco) • Nutanix Hyperconverged Computing Environment updates and DR capabilities • Asset Management vendors and options • Unified Communication (Mitel) options and best practices • File Storage(OpentText) • Access Point Infrastructure (Meraki) • Enterprise Backup and Recovery • Policies and Procedures E • Key Metrics Comparison PacketiPg- 672 C-19-b Saving the County money by providing critical analysis and research - lending expertise to a fast changing environment. IT is seeking an additional term of one(1) year to continue having Gartner as a resource which provides assistance with analysis of current products and systems as well as future purchases of hardware, software, telephone system and other services needed to transition county operations to more streamlined and efficient operations. �- This Agreement will be utilizing an existing State of Florida Alternative Contract Source Agreement (Contract# 81141902-VITA-1 S-ACS), which was procured under a competitive bid through the State of Virginia in connection with Gartner resulting in Maser Service Agreement VA-180315- GARG in accordance with Monroe County Purchasing Policy (Chapter 7(C): Cooperative Purchasing). Q PREVIOUS RELEVANT BOCC ACTION: 0 BOCC approval April 121h 2017 Item C13 BOCC approval March 21't 2018 Item C3 BOCC approval March 21't 2019 Item C26 CONTRACT/AGREEMENT CHANGES: N/A STAFF COMMENDATION: Approval e DOCUMENTATION: Gartner Renewal - April 2020-March 2021 - MONROE COUNTY FLORIDA Gartner Renewal - 2019-2020 - Monroe County 81141902 VITA 18 ACS Original Participating Addendum(003) VA-180315-GARG MODIFICATION _3 2020 2021 Schedule of Fees FINANCIAL IMPACT: e 2 Effective Date: April 1",2020 Expiration Date. March 3151, 2021 Total Dollar Value of Contract: $39,441.00 Total Cost to County: $39,441.00 2 Current Year Portion: $39,441.00 Budgeted: Yes Source of Funds: Ad Valorem CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: No If yes, amount: PacketiPg- 673 C.19.b Grant: No County Match: No Insurance Required: No Additional Details: 03/18/20 001-05002 TECHNICAL SERVICES $39,441.00 REVIEWED Y: 0 Alan MacEachem Completed 02/28/2020 2:00 PM Assistant County Administrator Christine Hurley Completed .2 0212812020 2:02 PM Paunece Scull Completed 02/28/2020 3:26 PM Budget and Finance Completed 03/02/2020 8:22 AM y Maria Slavik Completed 03/02/2020 9:52 A Kathy Peters Completed 03/02/2020 5:28 P Board of County Commissioners Pending 03/18/2020 9:00 AM P N N N N U PacketiPg. 674 C-19.b Curtner, Inc. Service Agreement for COUNTY OF MONROE ("Client") of 1200 TrumanAve Ste 2 , Key West, FL 33040-7270 This Service Agreement("SA") is between Gartner. Inc., of 56 Top Gallant Road. Stamford. CT 06904 ("Gartner") on behalf'of itself and all' wholly-owned affiliates of Gartner, Inc. and Client and includes the Master Client Agreement No.811419 02-VITA-18-ACS between Gartner "I and Client or Client' s parent or affiliate dated MAY-2018, the terms of which are incorporated by reference, and all applicable Service CD descriptions.This SA constitutes the complete agreement between Gariner and Client.Client agrees to subscribe to the following Services for the term and fees set forth below. I. DEFINITIONS AND ORDER SCHEDULE: r„ Services are the subscription-based research and related services purchased by Client in the Order Schedule below and described in the Service Descriptions. Service Names and Levels of Access are defined in the Service Descriptions. Gartner ma} periodically update the names and the deliverables for each Service. If Client adds Services or upgrades the level of service or access,an additional Service Agreement will be 0 required. .service Descriptions describe each Service purchased,specify the deliverables for each Service,and set forth any additional terms unique to a 2 specific Service. Service Descriptions for the Services purchased in this SA may be viewed and downloaded through the hyperlinks listed in Section 2 below or may be attached to this SA in hard copy,and are incorporated by reference into this SA. 0 M Contract Contract > Name of laser Annual Fee Total Fee Service Name Level of Access want( to be Licensed Term Start TermEndUfi U5 Date ate Gartner for IT Individual Access I Alan 01-APR-2020 31-MAR-2021 S39,441.00 S39,441.00 Leaders Advisor A1acEnchern IT News and Reference 3 T U 01-AI' -2020 3I-MAR-2021 S0.00 SO.00 Insight from Gartner Term Total (Excluding S39,441.00 applicable taxes (Excluding 0 Total Services: applicable S39,441.00 taxes I76POUL6 2101 WRD FADD0118 r N CD 2.5E VICE ESCRI Tt NS- r� r� 0 Service Name/Level of Access Service Description URL cv Gartner for IT Leaders Individual Access Advisor httn://sd.gartner.com/sd itl individual advisor. dfCD IT News and Insight from Gartner Reference http://sd.glEiggESM/sd it news ins( t. f �. 3. PAYMENT TERMS ' Gartner will invoice Client on a quarterly basis in the amount of$9,860,25 (1 4 of the total amount of$39,441.00 for all Services rendered) in accordance with the Prompt Payment Act, F.S. 128.70.Payment is due 30 days from the invoice date.Client„is a political subdivision of the State of Florida and thus shall not pay any sales, usc, value-added or other tax or charge imposed or assessment by any governmental entity upon the sale,use or receipt of Services, including any taxes imposed on the net income of Gartner, at Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Board of County Commissioners. Please attach any required Purchase Order(;.I,")to this SA and enter the PO number below, Iran annual PO is required for multi-year contracts, m Client will issue the new PO at least 30 days prior to the beginning of each subsequent contract year, Any pre-printed or additional contract terms included on the PO shall be inapplicable and of no force or cffect. All PO"s are lobe sent to , ThisSAmaybe signed in counterparts,. Gartner;late-Service A reeaament}or use with a Alaster Chent.4 reement-I'ersion Packet Pg. 675 C-19-b 4. CLIEN'r BILLING INFORMATION ............. zrrrrber Billing -Icldress C44 ................ ............... ............... "It ivoice Recipient Tel, Na, Invoice Recipient,urine ................. Invoice Recipient Email 5. AUTHORIZATION Client- Gartner,Inc. COUNTY OF MONROE 0 DocuSigned by: L) Ch .2 ---------------- -------------- Esu" - -- W68131"MUAC2*36—---------- ---------------------- Signature Signature U) April 30, 2020 20 0 3' 1-9120 T ialil ate > Ashley Beluch ...................... ................................................... ------------- Print Name Print Name Q) senior contracts specialist Title Tale i IF USING A DIGITAL SIGNATURE, PLEASE CONFIRM THE FOLLOWING AS A CONDITION OF CONTRACT EXECUTION: By ticking this box,I agree that by affixing my digital signature hereunder I am attesting that:(i)this is my own personal legal signature, and(ii)I am a duly authorized signatory for my E C-C)UN-IFY A-r-rf)RNEV company. My signature verifies that the A 11 IL-110 A-'ST(>F041M: information provided to Gartner hereunder is C44 subscribed by me, under penalty of false '11�A-U4*4d'M-SC U L 1, C44 statement and material breach of contract. ASSN STA N'I'<'(.. INTY'ATTORNEY )'Qned 03/20/2020 0 C44 CV 0 0 E Gartner Inc -Service Agreementfear use with a Master Client Agreement-Version C-19.b__ Gartner, Inc. Sers ice Agreement for MONROE COUNTY FLORIDA ("Client") Ihis Service Agreement("'SA-') is between Gartner, Inc, of 56 Top Gallant Road, Sla ford, C7 06904 ("Gartner")on behall`of itself and all `►•holly-ow ned affiliate°�of Gartner,Inc, and Client of 1200 Truman Ave Ste 211,key West.FL 33040-7270. ("Client),and includes the Master Client Agreement (ACSO 8 1 14 1902-VITA-I8-ACS) between Gartner and Client or Client's parent or affiliate dated MAY-2018 the terms of which are incorporated by reference,and all applicable Service Descriptions.This SA constitutes the complete agreement between Gartner and Client.Client agrees to subscribe to the following Services for the term and fees set forth below: I, DEFINITIONS AND ORDER SCHEDULE: Q) Services are the subscription-based research and related services purchased by Client in the Order Schedule belo" and described in the Service Descriptions, Service Names and Levels of Access are defined in the Service Descriptions. Gartner may periodically update the names and the U deliverables for each Service. If Client adds Services or upgrades the level of°service or access,an additional Service Agreement will be required. C 0 Service Descriptions describe each Service purchased,specify the deliverables for each Service, and set forth any additional terms unique to a Ch specific Service. Service Descriptions for the Services purchased in this SA may be viewed and downloaded through the hyperlinks listed in cs Section 2 below or may be attached to this SA in hard copy,and are incorporated by reference into this:SA. � Contract Contract Name of User annual Fee Total Fee ) Service Name Level of Access uantit° Term Start Term End M to be Licensed ate Date [SD t SD Gartner for IT Individual Access I Alan 01-APR-2019 31-,MAR-2020 Leaders Advisor Mac nchern 2 IT News and Reference 3 3 Licenses to 01-APR-2019 31-,MA -2020 Insight from be Assigned ut Gartner Term Total (Excluding S3 ,893.40 applicable taxes (Excluding Total Services: applicable 536,813.010 _ taxes 1-6504MSG 1903 VIRDFAC00118 2.SERVICE S II Service Name/Level of Access Service Description U L CD Gartner for IT Leaders Individual Access Advisor httlg://sd.gartner.com/sd id individual advisor.ndf IT News and Insight from Gartner Reference httg:ilsd.gartner.com/sd it news insi t. r� 0 . PAYMENT TERMS Gartner will invoice Client on a quarterly basis in the amount of$9,223.25 (L4 of the total amount of$3 , 93,00 for all Services rendered) in accordance with the Prompt Payment Act,F.S.218.70. Payment is due 30 days from the invoice date, Client, is a political subdivision of the , State of Florida and thus shall not pay any safes, use, value-added or other tax or charge imposed or assessment by any governmental entity upon the sale,use or receipt of Services, including any taxes imposed on the net income of Gartner. Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Board of County Commissioners, 0 I Please attach any required Purchase Order(" ")to this SA and enter the PO number below. If an annual PO is required for multi-year contracts:, Client will issue the new PO at least 30 days prior to the beginning of each subsequent contract year, Any pre-printed or additional contract terms included on the PO shall be inapplicable and of no force or effect. All 110's are to be sent to krur�lr t ee}ro(crsw�c garincr coo, This SA may be signed in counterparts.. { Gartner,Inc -,Service A reement for use srah a bl aster Client Agreement-f ersion PaCkt'.1''P�. �77 4< CLIENT RILLING INFORMATION ............ i m b Billing Adefress cipient Tel No Invoice Recipient Varne Invoice Recipient Email 5. AUTHORIZATION Client: Gartner,Inc. MONROE COUNTY FLORIDA 0 U Ch ......... .................. Signature Signature U) 0 Dall Date > (- FAI=wyq............... .............- .............. Print Name 2 Print Name . ................ ........ ------------- Title Title IF USING A DIGITAL SIGNATURE, PLEASE CONFIRM THE FOLLOWING AS A CONDITION OF CONTRACT EXECUTION: 0 [ ]By ticking this box,I agree that by affixing 76 my digital signature hereunder I am attesting that:(i)this is my own personal legal signature, and(ii)I am a duly authorized signatory for my company. My signature verifies that the information provided to Gartner hereunder is C44 subscribed by me, under penalty of false C14 statement and material breach of contract. 0 ATTORNEY C44 AP Royr�-AS'roH'oRni: N ?CE SCULL ASSISTANTCOUNTV ATTORNEY I Signed 03/20/2020 0 E Gartner Inc -Service Agreementfar use with a Master Client Affeement-Version C.19.b h N I ` Alternate Contract source(ACS) . 1 ResearchFor IT I2 Gartner, StateB U Contract .. v, This is between the State of Rorida, Department of Management Services ( ntj® an agency of the StateFloridar, Inc. at 56 Top Gallant Stamford, T 06902(Contractor).collectively referred to herein 'contracts i v, The Department Is authorized by subsection 287.042(16), Florida Statutes, 'to evaluate let by the Federal Governmentr state, or a Political subdivision for the provision of commodities and contract services,and,If N Is determinedthe i � t interest of the state, to enter Into a writtenagencyy underpurchases such contract.' The VirginiaInformation n l I IT f the of Virginia Technology Services! i signed contract number - 1 t r® th i I I (Master . The Initial contract term Is March 13, 2021,2018 and 76 there are four ( ) one (1) year renewals available. 0 r a, and hereby acknovdedgest use of the Authorized Contract I s"-effective and In t Accordingly, II 1. Term and Effective Date. cv The InWal term of this Contract will become effective on May 1® 2018 or on the date document Is signed by II Parties, whichever Is later,and shall be effective through March 1 , I cV 2021, unless terminated earlier In 1CD B. N Renewal.Upon , agreement of the Partiftt i ! In and are subject to ft same terms, c ifications set forth in this Contract. i • Modifications or Additions As used In r not ishall, unless requires otherwise, mean this document and all Incorporated i 'ts, which W forth the entire understanding of the Parties and supersedes all prior agreements. All modifications t Page if ° 1 Packet;Pg. 679 C.19.b this Contract must be in writing and signedall Parties, Amendments to ft Master Agreement will be automatically incorporated Into thisContract. l Exhibits attached or listed belowr Incorporated In it entirely into, ll form part of tNs Contract. Exhibits A andr supplement the terms and conditionsf the Master Agreement. The Parties agree that these modificationsr additions shall appiY to actions between the Contractor and I (Including agencies and eligible user ). In the event of a conflict, the followingshall appIr. 0 This Contract andn latest issued havingri ri . } ExhibitAdditional Special Terms and c} Exhibit B:Special Contract Conditions .2 } Exhibit Q StateFloridal f Prices } Exhibit D: Master Agreement f) Purchase Orders Whom the laws and regulations of a stater than the Statef Florida referencedin the Master Agreement, such citation r reference ahall be replacedy t Comparablehe l low or regulation. 2 4. Price, The Price Sheet set forth t Exhibit C "State of Florida Schedule of Prices" shall apply to this Alternate DepartmentThe and Contractor agree that pricingr li be based n and In r' t General76 Services Administration (GSA)Group 70 IT Schedule, plus seven-tenthsf one percent " ® . r Contractor servicesnot appear Scheduleon GSA f the Department'si lIlbe based upon �-- Gartner State Local Y t Plus - t N { a7 }° Orders.5. Purchase r? r9 Upon execution of 0 this r ,as defined In Section 1.1 of the Special Contract Conditions i ), r l i i N FloridaCD 'State of r 811 1 - 7 -18-ACS Customers acknowledge and agree to be bound by the terms and conditJons of the Master Agreement except as otherwise specified In thisn l ° 5. Primary FrankDepartment's Contract Manager. 0 it Divisionf State Purchasing Florlds.Department of Management Services Esplanade4050 i Page 2 f Packet Pg. 680 C.19.b Tallahassee, Florida Telephone:( )488-8&55 "It il: Fr k- iller2 d ! ri a. Contractor's Contract Manager: Gartner,Susan Breed I 12600 GatemyBoulevard Fort Myers, FL 1 Telephone: ( 7 Email: r rtn r.c 7- Warranty of Authority U) personsigningEach i o n that he ors myauthorizedt o y bind the respective party. > 8. Entire Agreement of the Parties This document andattached i itu undenftanding the Parties. Any amendments hereto must be In wrifing and signed by the Parties. I to v i t, Includes attachedincorporated® hi it t my This agreementl not valid nbinding until signed and dated by the Parties. ID GARTNER, INC. ENT ENT E ICES �. N n to ; R -ram r� Direct and Chief ri : P, r ContractsI � . Printed . ril 1 CV 0 Page 3 of 3 Packet;Pg. 681 ADDITIONAL SPECIAL TERMS AND CONDITIONS Tale of Contents CD SECTION 1. ELECTRONIC INVOICING....... .. ... .................a ,.,,......---,------ ....._.._ ,._.,_,.. SECTION 2. REPORTING----.............. ........................a....... .,_............ .. SECTION 3. PURCHASING I CARD PROGRAM. ............. . ...:.... ......... ..... ... SECTION!TION! , BUSINESS REVIEW MEETINGS,_ ........ SECTION6. PERFQIR.MAI' CE S N'I v, SECTI10N7. E,NVIRQ,N NTTAL N ID,E TIi ............ ...... ... SECTION 8. DELAYS AND, COMPLAINT ................. .....u.,,., ,..,..,.. .,.,.,._., ..._,; ,,. ....., N CD 2 N CD I I i i i i u EXHIBIT A Packet Pg. 682 C.19.b IT Research and Advisory Semces 81141902-VITA-18-A S 1. Electronic Invoicing The Contractor shall supply electronic invoices in lieu of paper-based invoices for those transactions processed through the MFMP. Electronic invoices shall be submitted to the agency through the Ariba Network (AN) in one of three mechanisms as listed below. Suppliers can select the method that best meets their capabilities from the following list: �- • 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 ASN for catalog and non-catalog products and services. The cXML format is the Ariba preferred method for elnvocing. • 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 ASN for catalog and non-catalog products and services. • PO Flip via ASN y The online process allows suppliers to submit invoices via the ASN for catalog and non- catalog products and services. Suppliers have the ability to create an invoice directly from their Inbox in their ASN 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 N Electronic Invoicing. T- 2. Reporting 2.1 Transaction Fee Reports 2 The Contractor is required to pay the required Transaction Fees, as prescribed by Rule 60A-1,031, Florida Administrative Code; or as may otherwise be established by law. The Transaction Fees imposed shall be based upon the date of issuance of the payment. The Contractor is required to submit monthly Transaction Fee Reports in electronic format. Reports are due ten (10) business days after the end of the E reporting period. For information on how to submit Transaction Fee Reports EXHIBIT A Page 2 of 6 PacketiPg. 683 C.19.b IT Research and Advisory Services 81141902-VITA-18-AC S online, please reference the detailed fee reporting instructions and training presentations available on the MFMP website: MFMP Transaction Fee and Reporting. Assistance is also available with the Transaction Fee Reporting System from the MFMP Vendor Help Desk by email at f roc ssi vflori r t lac ,co ,, or by telephone at 866-FLA-EPRO (866-352-3776) between the hours of 8:00 AM to 6:00 PM Eastern Time. 2.2 Diversity Reporting The State of Florida is committed to supporting its diverse business industry and 0 population through ensuring participation by minority, women, and veteran y owned business enterprises in the economic life of the State. The State of Florida Mentor Protege Program connects minority-, women-, and veteran business enterprises with private corporations for business development mentoring. We strongly encourage firms doing business with the State of Florida y to consider this initiative. For more information on the Mentor Protege Program, please contact the Office of Supplier Diversity at (850) 487-0915 or email: os el s. vflori co Upon request, the Contractor shall report to each Customer, the Department, spend with certified and other minority business enterprises. These reports shall include the period covered, the name, minority code and Federal Employer Identification Number of each minority Respondent utilized during the period, Commodities and services provided by the minority business enterprise, and the amount paid to each minority Respondent on behalf of each purchasing agency ordering under the terms of this Contract. 2.3 Quarterly Sales Reports The Contractor agrees to submit a completed Contract Quarterly Sales Report, Contract Exhibit E, to the DMS Contract Manager as set forth below. An MS Excel version of the Contract Quarterly Sales Report will be provided by the w Contract Manager prior to the first reporting period and upon any revisions to the form. The Contractor will submit the completed Sales Report forms by email in an MS Excel Format to the Department Contract Manager no later than the due date indicated in Exhibit 13, Section 2.5, Additional Special Terms and Conditions. Submission of these reports is considered a material requirement of this Contract and the Contractor. The Contract Quarterly Sales Report will include all sales (orders) from Customers received (associated with this Contract) during the reporting period. Initiation and submission of the Sales Report is the responsibility of the Contractor without prompting or notification from the DMS Contract Manager. If no orders are received during the reporting period, the Contractor must submit a Contract Quarterly Sales Report indicating that there was no activity. Page 3 of 6 EXHIBIT A Packet;Pg. 684 C.19.b IT Research and Advisory Services 81 141902-VITA-1 8-ACS Failure to provide quarterly sales reports, including those indicating no sales, within thirty (30) calendar days following the end of each quarter is considered as Non-Performance by the Contractor. Exceptions may be made if a delay in submitting reports is attributable to circumstances that are clearly beyond the control of the Contractor. The burden of proof of unavoidable delay shall rest with the Contractor and shall be supplied in a written form and submitted to the Department. The Department reserves the right to request additional sales information as needed. 2.4 Ad hoc Report The Department may require additional ad hoc reports such as Contract sales information or special report requests. The Contractor shall submit these specific ad hoc requests within the 1 y specified amount of time as requested by the Department. 2.5 Reporting Schedule The contractor shall submit reports in accordance with the following schedule: MFMP Transaction Calendar month 10 business days after close of the Report -period ! Diversity Report State Fiscal Year 10 business days after close of the eriod Quarter 1 - (July-September) — Due 76 by October 30 Quarter 2 - (October-December) — Quarterly Sales Quarterly coincide with the Due by January 30 �-- Reports State Fiscal Year Quarter 3 - (January-March) — Due ' by April 30 Quarter 4 - (April-June) -- Due by July 30 Ad hoc Report As requested Specific and reasonable timefralne 3. Purchasing Card Program , N The State of Florida has implemented a purchasing card program, using the Visa platform. Contractor may receive payment from state agencies by the State's Purchasing Card in the same manner as any other Visa purchases. If the State changes its Purchasing Card platform during the term of Contract, the Contractor shall make any necessary changes to accommodate ' the State new Purchasing Card platform within 30 days of notification of such change. i 4. Subcontracts w The Contractor is fully responsible for satisfactory completion of all work on this contract. The Contractor shall ensure, and provide assurances to the Department upon request, that any subcontractor selected for work under this Contract has the necessary qualifications and ' abilities to perform in accordance with the terms and conditions of this Contract. The Contractor must provide the Customer with the names of any subcontractor considered for work on a Page 4 of 6 EXHIBIT A Packet;Pg. 68`5 C.19.b IT Research and Advisory Services 81141902-VITA-18-ACS purchase order issued under this Contract. The Customer shall retain the right to reject any of Contractor's or subcontractor's staff whose qualifications or performance, in the Customer's judgment, are insufficient. The Contractor agrees to be responsible for all work performed and all expenses incurred by the subcontractor while performing work under this contract. Any subcontract arrangements must be evidenced by a written document available to the Department upon request. The Contractor agrees to make payments to the subcontractor within seven (7) working days after receipt of full or partial payments from the Customer in accordance with Section 287.0585, F.S., unless otherwise stated in the contract between Contractor and subcontractor. The y Contractor agrees that the Department shall not be liable to any subcontractor for any expenses or liabilities incurred under the subcontract and Contractor shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. The Contractor, at its expense, will defend the Customer and the Department against such claims. The following y provisions apply, in addition to any terms and conditions included in the Customer's purchase order. The Department supports diversity in its procurements and contracts, and requests that Contractors offer subcontracting opportunities to certified woman-, veteran-, and minority-owned small businesses. The Contractor may contact the OSD at_. _ i _fo _ s.m,)dlorida,com for information on certified business enterprises available for subcontracting opportunities. 5. Business Review Meetings In order to maintain the partnership between the Department and the Contractor, each quarter the Department may request a business review meeting. The business review meeting may include, but is not limited to, the following: • Review of Contractor's performance W • Review of minimum required reports • Addressing of any elevated Customer issues • Review of continuous improvement ideas that may help lower total costs and /or improve business efficiencies. The financial consequences will be paid via check or money order and made out to the Department of Management Services in US Dollars within 30 calendar days after the required report submission date. These consequences are individually assessed for failures over theCD term of the Contract. , 6. Performance Bond 2 If deemed necessary, the Customer may require the Contractor to furnish (without additional cost) a performance bond, a negotiable irrevocable letter of credit or other form of security for the faithful performance of work. Determination of the appropriateness and amount of any bond requirement, is the sole responsibility, and at the sole discretion, of the Customer. 7. Environmental Considerations The State supports and encourages initiatives to protect and preserve our environment. The Contractor shall have a plan to support the procurement of products and materials with recycled Page 5 of 6 EXHIBIT A Packet;Pg. 686 C.19.b IT Research and Advisory Services 81141902-VITA-18-ACS content, and the intent of Section 287.045, Florida Statutes. The Contractor shall also provide a plan for reduction and 1 or handling of any hazardous waste generated by the Contractor's CD company. Reference Rule 62-730,160, Florida Administrative Code. It is a requirement of the Florida Department of Environmental Protection that a generator of hazardous waste materials that exceeds a certain threshold have a valid and current Hazardous Waste Generator Identification Number. This identification number shall be provided as part of the Contractor's explanation of its company's hazardous waste plan and shall explain in detail its handling and disposal of this waste. 0 In its plan, the Contractor shall describe what efforts the Contractor's company will take to y encourage the participation and support of these and other environmental programs and reduce the impact of purchasing Medical and Dental Supplies in the State of Florida. If applicable, the Contractor shall include its plans for utilizing reusable totes for delivery, reduced packaging programs, use of alternative fuel or higher fuel efficient delivery vehicles, program to reduce y vehicle miles through order consolidations 1 incentives, user education programs for more environmental friendly products and product take-back programs. . Delays and Complaints Delivery delays and service complaints will be monitored on a continual basis by the Customer. Documented inability to perform under the conditions of the Contract, via the established Complaint to Vendor process (PUR 7017 form), may result in default proceedings and cancellation. N N N Page 6 of EXHIBIT A Packet;Pg. 687 i C.19.b IT Research dvi ory Services 81141902-VITA-18-ACS SPECIALII Table of Contents SECTION 1. DEFINITION. a ............:......... .... ..... .............. SECTION 2, CONTRACTTERM AND TERMINATION. 0 S CT[ON , -MENT AND FEE . ca I SECTION 4. CONTRACT MANAGEMENT'. ,.....---- ............. ........ ... ............................— W SECTICII - COI P'LIANCE WITH LAWS.. ............ ... ,-,.-.5 SECTICN 6. MISCELLANEOUS—.............. > SECTION' T WORKER ° COMPELS TI(N AND GENERAL LIABI'LI'T ` ]INSURANCE, RANCE, � AND INDEMNIImmIC T11O I............ ........ � SECTION b, PUBLI'C RECORDS, TRADE SECRETS: DOCUMENT MANAGEMENT EMENT � AND INTELLECTUAL PRCIaERTY, ,,,,,, ,,,,,,,,, ,,,,,,,,,,,,,,,,,, ,,,.,.,.. ,..,........... .,.. .,..,...,..,1 D i SECTION 9. DATA SECURITY AND SERVICES..,,.... ..... .... SECTION' 110. GRATUITIES, LOBBYING,, :AND COMMUNICATIONS..... ..........,,.....11 SE;CTII NI 11. CONTRACT MONIT RIN .,.; ..............,...a,.,,11 ; N SECTION 12. CONTRACT AUDITS...,.. ......... .....................,.,......... .... ......... -- ------1 N SECTION 113, BACKGROUND SCREENING EMI ECUI ITY..... .......... ........ ........— 17 2 SE CT'ION 114. I'NF RMATIION TECHN LOGY.................. .......... ..... ,.. ..,...,,, ,.,,,.,_..e,1 CD N . CD N In accordance with Rule 60A-1.002(5), F.A.C., Form PUR 1000 is included herein by reference, but is superseded in its entirety by these Special ' Contract Conditions. 0 EXHIBIT Packet;Pg. 688 C.19.b IT Research&Advisory Services 81,341902-VITA-18-ACS SECTION 1. DEFINITION. cv The following definition applies in addition to the definitions in Chapter 287, Florida Statutes, (F,S.) and rule Chapter 60A-1, Florida Administrative Code (F.A.C.): 1.1 Customer. �- The agency or eligible user that purchases commodities or contractual services pursuant to the Contract. SECTION 2. CONTRACT TERM AND TERMINATION. 2.1 Initial Term. The initial term will begin on the date set forth in the Contract documents or on the date the Contract is signed by all Parties, whichever is later. 0 2.2 Renewal. y Upon written agreement; the Department and the Contractor may renew the Contract in whole or in part only as set forth in the Contract documents, and in accordance with section 287.057(13), F.S. 2.3 Suspension of Work and Termination, 2.3.1 Suspension of Work. The Department may, at its sole discretion, suspend any or all activities under the Contract, at any time, when it is in the best interest of the State of Florida to do so. The Customer may suspend a resulting contract or purchase order, at any time, when in the best interest of the Customer to do so. The Department or Customer will provide the Contractor written notice outlining the particulars of suspension. Examples of a reason for suspension include, but are not limited to, budgetary constraints, declaration of .� emergency, or other such circumstances. After receiving a suspension notice, the N Contractor must comply with the notice and will cease the activities associated with any active or new purchase orders. Within ninety (90) calendar days, or any longer period agreed to by the Contractor, the Department or Customer will either (1) issue a notice authorizing resumption of work, at which time activity will resume, or(2) terminate the Contract or purchase order. Suspension of work will not entitle the Contractor to any additional compensation. N 2.3.2 Termination for Convenience. The Contract may be terminated by the Department in whole or in part at any time, in the , best interest of the State of Florida. If the Contract is terminated before performance is completed, the Contractor will be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment, however, may not exceed an amount which is the same percentage of the Contract price as the amount of work satisfactorily performed. All work in progress will become the property of the Customer and will be turned over promptly by the Contractor. 2.3.3 Termination for Cause. If the performance of the Contractor is not in compliance with the Contract requirements E or the Contractor has defaulted, the Department may: (a) immediately terminate the 2 EXHIBIT B Packet;Pg. 689 C.19.b IT Research&Advisory Services 81141902-ViTA=18-ACS Contract; (b) notify the Contractor of the noncompliance or default and require correction within a specified time, otherwise the Contract will terminate at the end of such time; or (c) take other action deemed appropriate by the Department, SECTION 3. PAYMENT AND FEES. 3.1 Pricing. The Contractor will not exceed the pricing set forth in the Contract documents. 3.2 Price Decreases. The following price decrease terms will apply to the Contracts y (a) Preferred Pricing. Consistent with the goals of section 216.0113, F.S., Contractor acknowledges and recognizes that the Department wants to take advantage of any improvements in pricing over the course of the Contract period. To that end, the pricing i indicated in this Contract is a maximum guarantee under the terms of this y clause. Contractor's pricing will not exceed the pricing offered under comparable contracts. Comparable contracts are those which are similar in size, scope, and terms. Contractor must annually submit an affidavit from an authorized representative attesting that the Contract is in compliance with this clause. y (b) Sales Promotions. In addition to decreasing prices for the balance of the Contract term due to a change in market conditions, the Contractor may conduct sales promotions involving price reductions for a specified lesser period. The Contractor must submit documentation identifying the proposed (1) starting and ending dates of the promotion, (2) commodities or contractual services involved, and (3) promotional prices compared to then-authorized prices. 3.3 Payment Invoicing. The Contractor will be paid upon submission of invoices to the Customer after delivery N and acceptance of commodities or contractual services is confirmed by the Customer. Invoices must contain detail sufficient for an audit and contain the Contract Number and , the Contractor's Federal Employer Identification Number. 0 3.4 Purchase Order. A Customer may use purchase orders to buy commodities or contractual services pursuant to the Contract. If applicable, the Contractor must provide commodities or CD contractual services pursuant to purchase orders. The purchase order period of performance survives the expiration of the Contract, The duration of purchase orders must not exceed the expiration of the Contract by more than twelve (12) months. 3.5 Travel. i Travel expenses are not reimbursable unless specifically authorized by the Customer in writing, and may be reimbursed only in accordance with section 112.061, F.S. 3.6 Annual Appropriation. Pursuant to section 267.0582. F.S., if the Contract binds the State of Florida or an agency for the purchase of services or tangible personal property for a period in excess 3 EXHIBIT B Packet;Pg. 690 C.19.b IT Research&Advisory Services 81141902-VITA-1 8-ACS of one fiscal year, the State of Florida's performance and obligation to pay under the Contract is contingent upon an annual appropriation by the Legislature. N 3.7 Transaction Fees. The State of Florida, through the Department of Management Services, has instituted MyFloridaMarketPlace, a statewide eProcurement system pursuant to section �- 287.057(22), F.S. All payments issued by Customers to registered Vendors for purchases of commodities or contractual services will be assessed Transaction Fees as prescribed by rule 60A-1.031, F.A.C., or as may otherwise be established by law. Vendors must pay the Transaction Fees and agree to automatic deduction of the Transaction Fees when automatic deduction becomes available. Vendors will submit any y monthly reports required pursuant to the rule. All such reports and payments will be subject to audit. Failure to comply with the payment of the Transaction Fees or reporting of transactions will constitute grounds for declaring the Vendor in default and subject the Vendor to exclusion from business with the State of Florida. T) 3.8 Taxes. Taxes, customs, and tariffs on commodities or contractual services purchased under the Contract will not be assessed against the Customer unless authorized by Florida law. 3.9 Return of Funds. Contractor will return any overpayments due to unearned funds or funds disallowed pursuant to the terms of the Contract that were disbursed to the Contractor. The Contractor must return any overpayment within forty (40) calendar days after either discovery by the Contractor, its independent auditor, or notification by the Department or Customer of the overpayment. SECTION 4. CONTRACT MANAGEMENT. 4.1 Composition and Priority. The Contractor agrees to provide commodities or contractual services to the Customer as specified in the Contract. Additionally, the terms of the Contract supersede the terms of any and all prior agreements between the Parties. 0 4.2 Notices. All notices required under the Contract must be delivered to the designated Contract Manager by certified mail, return receipt requested; reputable air courier service; email; ; CD personal delivery; or as otherwise identified by the Department. 4.3 Department's Contract Manager. The Department's Contract Manager, who is primarily responsible for the Department's oversight of the Contract, will be provided in a separate writing to the Contractor upon i Contract signing in the following format: Frank Miller 4050 Esplanade Way, Suite 360 Tallahassee, FL 32399-0950 Telephone : (850) 488-8855 Email: I`rank. filler d s.m orida.com 4 EXHIBIT 8 Packet;Pg. 691 C.19.b IT Research&Advisory Services 81141902-VITA-18-AC S In the event that the Department changes the Contract Manager, the Department will notify the Contractor. Such a change does not require an amendment to the Contract_ N 4.4 Contractor's Contract Manager. The Contractor's Contract Manager, who is primarily responsible for the Contractor's oversight of the Contract performance, will be provided in a separate writing to the �- Department upon Contract signing in the following format: Susan Breed Gartner, Inc. 12600 Gateway Boulevard y Fort Myers, FL 33913 Telephone: (850)-5854972 Email: susan,hr d artn r.co In the event that the Contractor changes its Contract Manager, the Contractor will notify y the Department. Such a change does not require an amendment to the Contract. 4.5 Diversity Reporting. The State of Florida supports its diverse business community by creating opportunities y for woman-, veteran-, and minority-owned small business enterprises to participate in procurements and contracts. The Department encourages supplier diversity through certification of woman-, veteran-, and minority-owned small business enterprises, and provides advocacy, outreach, and networking through regional business events. For additional information, please contact the Office of Supplier Diversity (OSD) at osdinfo@dms.myflorida.com. Upon request, the Contractor will report to the Department its spend with business enterprises certified by the OSD. These reports must include the time period covered, the name and Federal Employer Identification Number of each business enterprise utilized during the period, commodities and contractual services provided by the business enterprise, and the amount.paid to the business enterprise on behalf of each Department purchasing under the Contract. 0 4.6 RESPECT. Subject to the agency determination provided for in section 413.036, F.S., the following CD statement applies: 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. E 5 EXHIBIT B ( , Packet;Pg. 692 C.19.b IT Research&Advisory Semres 81141902-VITA-18-AC S Additional information about RESPECT and the commodities or contractual services it offers is available at http,//www.respectofflorida,,or . 4.7 PRIDE. Subject to the agency determination provided for in sections 287.042(1) and 946.515, F.S., the following statement applies; �- 1T IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES WHICH ARE THE SUBJECT OF, OR REQUIRED TO CARRY OUT, THIS CONTRACT SHALL BE PURCHASED FROM THE CORPORATION IDENTIFIED UNDER CHAPTER 946, F.S., IN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH IN SECTION 946.515(2) AND (4), F.S.; 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 THIS AGENCY INSOFAR AS DEALINGS WITH SUCH CORPORATION ARE CONCERNED. Additional information about PRIDE and the commodities or contractual services it offers is available at hftp://www.pride-enterprises.org- SECTION 5. COMPLIANCE WITH LAWS. y 5.1 Conduct of Business. The Contractor must 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. For example, the Contractor must comply with section 274A of the Immigration and Nationality Act, the Americans with Disabilities Act, Health Insurance Portability and Accountability Act, if applicable, and all prohibitions against discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital status, or veteran's status. W N Pursuant to subsection 287.058(1), F.S., the provisions of subparagraphs 287.058(1)(a)- (c), and (g), F.S., are hereby incorporated by reference, to the extent applicable. 5.2 Dispute Resolution, Governing Law, and Venue. o Any dispute concerning performance of the Contract shall be decided by the Department's designated Contract Manager, who will reduce the decision to writing and serve a copy on the Contractor. The decision of the Contract Manager shall be final and conclusive. Exhaustion of this administrative remedy is an absolute condition precedent to the Contractor's ability to pursue legal action related to the Contract or any other form , of dispute resolution. The laws of the State of Florida govern the Contract. The Parties submit to the jurisdiction of the courts of the State of Florida exclusively for any legal action related to the Contract. Further, the Contractor hereby waives any and all privileges and rights relating to venue it may have under Chapter 47, F.S., and any and all such venue privileges and rights it may have under any other statute, rule, or case law, including, but not limited to those based on convenience. The Contractor hereby submits to venue in the county Chosen by the Department. EXHIBIT Packet;Pg. 693 C.19.b IT Research&Advisory Services 81141902-VITA-18-A C S 5.3 Department of State Registration. Consistent with Chapters 605 through 623, F.S., the Contractor and any subcontractors that assert status, other than a sole proprietor, must provide the Department with conclusive evidence of a certificate of status, not subject to qualification, if a Florida business entity, or of a certificate of authorization if a foreign business entity. 5.4 Suspended, Convicted and Discriminatory Vendor Lists. In accordance with sections 287.042, 287.133, and 287.134, F.S., an entity or affiliate who is on the Suspended Vendor List, Convicted Vendor List or the Discriminatory Vendor List may not perform work as a contractor, supplier, subcontractor, or consultant under the Contract. The Contractor must notify the Department if it or any of its y suppliers, subcontractors or consultants have been placed on the Suspended Vendor 2 List, Convicted Vendor List or the Discriminatory Vendor List during the term of the Contract. 5.5 Contractor Certification. y If the Contract exceeds $1,000,000.00 in total, not including renewal years, Contractor certifies that it is not listed on either the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or the Scrutinized Companies that Boycott Israel List created pursuant to sections y 215.4725, F.S., and 215.473, F.S., respectively. Pursuant to section 287.135(3), F.S., and 287.135(5), F.S., Contractor agrees the Department may immediately terminate the Contract for cause if the Contractor is found to have submitted a false certification or if Contractor is placed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or the Scrutinized Companies that Boycott Israel List, or is engaged in a boycott of Israel during the term of the Contract. 5.6 Cooperation with Inspector General and Records Retention. Pursuant to subsection 20.055(5), F.S., Contractor, and any subcontractor to the Contractor, understand and will comply with their duty to cooperate with the Inspector General in any investigation, audit, inspection, review, or hearing. Upon request of the , Inspector General or any other authorized State official, the Contractor must provide any information the Inspector General deems relevant to the Contractor's integrity or responsibility. Such information may include, but will 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 will retain such records for five years after the ; expiration of the Contract, or the period required by the General Records Schedules maintained by the Florida Department of State, at the Department of State's Records , Management website, whichever is longer. The Contractor agrees to reimburse the State of Florida for the reasonable costs of investigation incurred by the Inspector General or other authorized State of Florida official for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State of Florida which results in the suspension or debarment of the Contractor. Such costs will include, but will not be limited to: salaries of investigators, including overtime; travel and lodging expenses; and expert witness and documentary fees. 7 EXHIBIT Packet,Pg. 694 C.19.b IT Research&Advisory Services B 1141902-VITA-18-AC 5.7 Inspection. Section 215.422, F.S,, provides that agencies have five (5)working days, unless the contract specifies otherwise, to inspect and approve commodities or contractual services. Items may be tested for compliance with specifications. Items delivered not conforming to specifications may be rejected and returned at the Contractor's expense. Interest penalties for late payment are also limited according to section 215.422, F.S. �- SECTION 6. MISCELLANEOUS. 6.1 Subcontractors. The Contractor will not subcontract any work under the Contract without prior written consent of the Department: The Contractor is fully responsible for satisfactory completion of all its subcontracted work. The Department supports diversity in its procurements and contracts; and requests that Contractor offer subcontracting opportunities to certified woman-, veteran-, and minority-owned small businesses. The Contractor may contact the OSD at osdhelp@dms.myflorida.com for information on certified small business enterprises available for subcontracting opportunities. 6.2 Assignment. The Contractor will not sell, assign, or transfer any of its rights, duties, or obligations y under the Contract without the prior written consent of the Department. However, the Contractor may waive its right to receive payment and assign same upon notice to the Department. In the event of any assignment, the Contractor remains responsible for performance of the Contract, unless such responsibility is expressly waived by the Department. The Department may assign the Contract with prior written notice to the Contractor. 6.3 Independent Contractor. The Contractor and its employees, agents, representatives, and subcontractors are independent contractors and not employees or agents of the Department and are not entitled to State of Florida benefits. The Department will not be bound by any acts or conduct of the Contractor or its employees, agents, representatives, or subcontractors: , The Contractor agrees to include this provision in all of its subcontracts under the Contract. 2 6.4 Risk of Loss. Matters of inspection and acceptance are addressed in section 215.422, F.S. Until acceptance, risk of loss or damage will remain with the Contractor. The Contractor will be responsible for filing, processing, and collecting all damage claims. To assist the , Contractor with damage claims, the Customer will: 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 commodity, Contractor will remove the commodity from the premises within ten (10) calendar days after notification of rejection, and the risk of loss will remain with the Contractor. Commodities not removed by the Contractor within ten (10) calendar days will be deemed abandoned by the Contractor and the Customer will have the right to dispose of 8 EXHIBIT B Packet;Pg. 695 IT Research&Advisory Services 81141902-VITA-18-A C S such commodities. Contractor will reimburse the Customer for costs and expenses incurred in storing or effecting removal or disposition of rejected commodities. 6.5 Safety Standards. Performance of the Contract for all commodities or contractual services must comply with requirements of the Occupational Safety and Health Act and other applicable State of Florida and federal requirements. 6.6 Ombudsman. A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this office are found in section 215.422,, F.S., which include y disseminating information relative to prompt payment and assisting contractors in receiving their payments in a timely manner from a Customer. The Vendor Ombudsman may be contacted at (850) 413-5516. 6.7 Time is of the Essence. y Time is of the essence regarding each and every obligation of the Contractor under the Contract. Each obligation is deemed material, and a breach of any such obligation (including a breach resulting from untimely performance) is a material breach. e 6.8 Waiver. The delay or failure by the Department or the Customer to exercise or enforce any rights under the Contract will not constitute waiver of such rights, 6.9 Modification and Severability. The Contract may only be modified by written agreement between the Department and the Contractor. Should a court determine any provision of the Contract is invalid, the remaining provisions will not be affected, and the rights and obligations of the Parties will be construed and enforced as if the Contract did not contain the provision held invalid. 6.10 Cooperative Purchasing; N Agencies wishing to make purchases under this Contract are required to follow the requirements of section 287.042(16) or 287.057(3) (b), F.S., and rule 60A-1.045, F.A.C. These provisions require the Department to determine that the requesting agency's use of the Contract is cost-effective and in the best interest of the State. Pursuant to their own governing laws, and subject to the agreement of the Contractor, government entities may make purchases under the terms and conditions contained herein, if agreed to by Contractor. Non-Customer purchases are independent of the , Contract between the Department and the Contractor. The Department is not a party to any transaction between the Contractor and any purchaser. 0 SECTION 7. WORKERS' COMPENSATION AND GENERAL LIABILITY INSURANCE, AND INDEMNIFICATION 7.1 Workers' Compensation Insurance. To the extent required by law, the Contractor must be self-insured against, or must secure and maintain during the life of the contract, Worker's Compensation Insurance for all its employees connected with the work of this project, and in case any work is g EXHIBIT B Packet,Pg. 696 C.19.b__ IT Research&Advisory Services 81141902-VITA-18-AC S subcontracted, the Contractor must require the subcontractor similarly to provide Worker's Compensation Insurance for all of the latter's employees unless such employees engaged in work under the resulting contract are covered by the Contractor's insurance program. Self-insurance or insurance coverage must comply with the Florida Worker's Compensation law. In the event hazardous work is being performed by the Contractor under the resulting contract and any class of employees performing the �- hazardous work is not protected under Worker's Compensation statutes, the Contractor must provide, and cause each subcontractor to provide adequate insurance satisfactory to the Department for the protection of employees not otherwise protected. 7.2 General Liability Insurance. 0 The Contractor must secure and maintain Commercial General Liability Insurance, including bodily injury, property damage, products, personal & advertising injury, and completed operations. This insurance must provide coverage for all claims that may arise from the services and/or operations completed under the Contract, whether such services or operations are by the Contractor or anyone directly or indirectly employed by them. Such insurance must include the State of Florida as an additional named insured i y for the entire length of the resulting contract. The Contractor is responsible for determining the minimum limits of liability necessary to provide reasonable financial protections to the Contractor and the State of Florida under the resulting contract. All insurance policies must be with insurers licensed or eligible to transact business in the State of Florida. The Contractor must submit via email, to the Department's contract manager, insurance certificates evidencing such insurance coverage prior to execution of a contract with the Department and provide Department notice of any cancellation or I nonrenewal at least ten (10) calendar days prior to cancellation or nonrenewal. 7.3 Indemnification. To the extent permitted by Florida law, the Contractor agrees to indemnify, defend, and hold the Department, the Customer, and the State of Florida, its officers, employees, and a agents harmless from all fines, claims, assessments, suits,judgments, or damages, N including consequential, special, indirect, and punitive damages, including court costs and attorney's fees, arising from or relating to violation or infringement of a trademark, copyright, patent, trade secret, or intellectual property right or out of any acts, actions, breaches, neglect, or omissions of the Contractor, its employees, agents, subcontractors, assignees, or delegates related to the Contract, as well as for any determination arising out of or related to the Contract that the Contractor or Contractor's employees, agents, subcontractors, assignees, or delegates are not independent contractors in relation to the Department. The Contract does not constitute a waiver of sovereign immunity or consent by the Department or the State of Florida or its subdivisions to suit by third parties. Without limiting this indemnification, the Department or Customer may provide 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 i Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole expense. SECTION 8. PUBLIC RECORDS, TRADE SECRETS, DOCUMENT MANAGEMENT AND INTELLECTUAL PROPERTY. 8.1 Public Records. 10 EXHIBIT B PacketiPg. 697 i C.19.b IT Research&Advisory Services B 1141902-VITA-18-AC S The Department may unilaterally cancel this Contract for refusal by the Contractor to comply with this section by not allowing access to all public records, as defined in Chapter 119, Florida Statutes, made or received by the Contractor in conjunction with the Contract. Pursuant to section 119.0701(2) (a), F.S., for contracts for services with a contractor acting on behalf of a public agency, as defined in section 119.011(2), F.S., the following applies: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT THE TELEPHONE NUMBER, EMAIL ADDRESS AND MAILING ADDRESS PROVIDED IN THE y RESULTING CONTRACT OR PURCHASE ORDER. Pursuant to section 119.0701(2)(b), F.S., for contracts for services with a contractor acting on behalf of a public agency as defined in section 119.011(2), F.S., the Contractor shall: y (a) Keep and maintain public records required by the public agency to perform the service. (b) Upon request from the public agency's custodian of public records, provide the public agency 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, F.S., or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure are not disclosed except as authorized by law for the duration of the contract term and following the completion of the Contract if the contractor does not transfer the records to the public agency. (d) Upon completion of the Contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the contractor transfers all public records to the public agency upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records T_ disclosure requirements. If the contractor keeps and maintains public records upon ' completion of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. 8.2 Protection of Trade Secrets or Confidential Information. If the Contractor considers any portion of materials made or received in the course of performing the Contract ("contract-related materials") to be trade secret under section 688.002 or 812.081, F.S., or otherwise confidential under Florida or federal law, the Contractor must clearly designate that portion of the materials as trade secret or 11 EXHIBIT B Packet;Pg. 698 C.19.b IT Research&Advisory Services 81141902-VITA-1 8-ACS otherwise confidential when submitted to the Department. The Contractor will be responsible for responding to and resolving all claims for access to contract-related materials it has designated trade secret or otherwise confidential. If the Department is served with a request for discovery of contract-related materials designated by the Contractor as trade secret or otherwise confidential, the Contractor �- will be responsible for filing the appropriate motion or objection in response to the request for discovery. The Department will provide materials designated trade secret or otherwise confidential if the Contractor fails to take appropriate and timely action to protect the materials designated as trade secret or otherwise confidential. The Contractor will protect, defend, indemnify, and hold harmless the Department for claims, costs, fines, and attorney's fees arising from or relating to its designation of contract-related materials as trade secret or otherwise confidential. 0 8.3 Document Management, N The Contractor must retain sufficient documentation to substantiate claims for payment under the Contract and all other records, electronic files, papers and documents that were made in relation to this Contract. Contractor must retain all documents related to the Contract for five (5) years after expiration of the Contract, or, if longer, the period y required by the General Records Schedules maintained by the Florida Department of State available at the Department of State's Records Management website. 8.4 Intellectual Property. Unless specifically addressed in the Contract, intellectual property rights to all property created or otherwise developed by the Contractor for the Department or the Customer will be owned by the State of Florida at the completion of the Contract. Any inventions or discoveries developed in the course of or as a result of services performed under the Contract which are patentable pursuant to 35 U.S.C. § 101 are the sole property of the State of Florida. Contractor must inform the Customer of any CD inventions or discoveries developed or made in connection with the Contract and will be referred to the Florida Department of State for a determination on whether patent protection will be sought for the invention or discovery. The State of Florida will be the sole owner of any and all patents resulting from any invention or discovery made in connection with this contract. N Contractor must notify the Department or State of Florida of any publications, artwork, or other copyrightable works developed in connection with the Contract. All copyrights , created or developed in connection with the Contract are the sole property of the State of Florida. 0 SECTION 9. DATA SECURITY AND SERVICES. 9.1 Duty to Provide Secure Data. The Contractor will maintain the security of State of Florida data including, but not limited to, a secure area around any displayed visible data. The Contractor will also comply with all HIPAA requirements and any other state and federal rules and regulations regarding security of information. 12 EXHIBIT B Packet;Pg. 699 C.19.b__ IT Research&Advisory Services 81141902-VITA-I 8-ACS 9.2 Warranty of Security. Unless otherwise agreed in writing, the Contractor and its subcontractors will not perform any of the services from outside of the United States, and the Contractor will not allow any State of Florida data to be sent by any medium, transmitted, or accessed outside of the United States. The Contractor agrees that a violation of items listed above will result in immediate and irreparable harm to the Customer and will entitle the Customer to a credit as provided in the Contract documents. This credit is intended only to cover the Customer's internal staffing and administrative costs as well as the diminished value of services provided o under the Contract and will not preclude the Customer from recovering other damages it y may suffer as a result of such violation. For purposes of determining the damages due hereunder, a group of violations relating to a common set of operative facts (e.g., same location, same time period, same off-shore entity) will be treated as a single event. A violation of this provision will also entitle the Customer to recover any damages arising from a breach of this section and constitutes an event of default. y The Contractor must notify the Department and the Customer as soon as possible, in accordance with the requirements of section 501.171, F.S., if applicable, and in all B events within one (1) business day in the event Contractor discovers any data is . y breached, any unauthorized access of data occurs (even by persons or companies with authorized access for other purposes), any unauthorized transmission of data occurs, or of any credible allegation or suspicion of a material violation of the above. This notification is required regardless of the number of persons or type of data affected. The i notification must be clear and conspicuous and include a description of the following: (a) The incident in general terms. (b) The type of information that was subject to the unauthorized access and acquisition- (c) The type and number of entities who were, or potentially have been affected by the breach. (d) The actions taken by the Contractor to protect the data from further unauthorized o access. However, the description of those actions in the written notice may be general so as not to further increase the risk or severity of the breach. N 9.3 Remedial Measures. Upon becoming aware of an alleged security breach, Contractor's Contract Manager must set up a conference call with the Department's and the Customer's Contract Manager. The conference call invitation must contain a brief description of the nature of the event. When possible, a thirty (30)-minute notice will be given to allow Department i personnel to be available for the call. If the designated time is not practical for the ° Customer, an alternate time for the call will be scheduled. Contractor must share all available information on the call. The Contractor must answer all questions based on the information known at that time and answer additional questions as additional information becomes known. The Contractor must provide the Department and the Customer with final documentation of the incident including all actions that took place. If the Contractor becomes aware of a security breach or security incident outside of normal business 13 EXHIBIT B Packet;Pg. 700 C.19.b IT Research&Advisory Services 81141902-VITA-18-A C S hours, the Contractor must notify the Department's and the Customer's Contract Manager and in all events, within one business day. 9.4 Indemnification (Breach of Warranty of Security). The Contractor agrees to defend, indemnify, and hold harmless the Department, the Customer, and the State of Florida, its officers, directors, and employees for any claims, suits, or proceedings related to a breach of the Warranty of Security. The Contractor will include credit monitoring services at its own cost for those individuals affected or potentially affected by a breach of this warranty for a two-year period of time following the breach. 0 9.5 Annual Certification. The Contractor is required to submit an annual certification demonstrating compliance with the Warranty of Security to the Department by December 31 of each Contract year, 0 SECTION 10. GRATUITIES, LOBBYING, AND COMMUNICATIONS. 10.1 Gratuities. The Contractor will not, in connection with this Contract, directly or indirectly (1) offer, give, or agree to give anything of value to anyone as consideration for any State of y Florida 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 anything of value for the benefit of, or at the direction or request of, any State of Florida officer or employee. 0 10.2 Lobbying. In accordance with sections 11.062 and 216.347, F.S., Contract funds are not for the purpose of lobbying the Legislature, the judicial branch, or the Department, Pursuant to subsection 287.058(6), F.S., the Contract does not prohibit the Contractor from lobbying the executive or legislative branch concerning the scope of services, performance, term, or compensation regarding the Contract, after the Contract execution and during the Contract's term. 10.3 Communications. Contractor shall not, without first notifying the Department's Contract Manager and securing the Department's prior written consent, make public statements which concern the Contract or its subject matter, disclose or permit disclosure of any data or information obtained or furnished in accordance with the Contract, or use any statement attributable to the Department or its employees. Public statements include press releases, publicity , releases, promotions, marketing materials, corporate communications, or other similar communications. The Department's written consent shall not be construed to supersede or waive the Contract requirements imposed on the Contractor to maintain confidential information. SECTION 11. CONTRACT MONITORING. 11.1 Performance Standards. The Contractor agrees to perform all tasks and provide deliverables as set forth in the Contract. The Department and the Customer will be entitled at all times, upon request, to 14 EXHIBIT B Packet iPg. 70'1 C.19.b IT Research &Advisory Services 81141902-VITA-18-AC S be advised as to the status of work being done by the Contractor and of the details thereof. 11.2 Performance Deficiencies and Financial Consequences of Non-Performance. In addition to the processes set forth in the Contract (e.g., service level agreements), if the Department determines that there is a performance deficiency that requires correction by the Contractor, then the Department will notify the Contractor. The correction must be made within a time-frame specified by the Department. The Contractor must provide the Department with a corrective action plan describing how the Contractor will address all performance deficiencies identified by the Department. U If the corrective action plan is unacceptable to the Department, or implementation of the plan fails to remedy the performance deficiencies, the Department will retain ten percent (10%) of the total invoice amount. The retainage will be withheld until the Contractor resolves the performance deficiencies. If the performance deficiencies are resolved, the Contractor may invoice the Department for the retained amount. If the Contractor fails to resolve the performance deficiencies, the retained amount will be forfeited in order to compensate the Department for the performance deficiencies. 11.3 Liquidated Damages. y The Contractor will promptly notify the Department or the Customer upon becoming aware of any circumstances that may reasonably be expected to jeopardize the timely and successful completion (or delivery) of any commodity or contractual service. The Contractor will use commercially reasonable efforts to avoid or minimize any delays in performance and will inform the Department or the Customer of the steps the Contractor is taking or will take to do so, and the projected actual completion (or delivery) time. If the Contractor believes a delay in performance by the Department or the Customer has caused or will cause the Contractor to be unable to perform its obligations on time, the Contractor will promptly so notify the Department and use commercially reasonable W efforts to perform its obligations on time notwithstanding the Department's delay. N The Contractor acknowledges that untimely performance or other material noncompliance will damage the Department, but by their nature such damages are difficult to ascertain. Accordingly, the liquidated damages provisions stated in the Contract documents will apply. Liquidated damages are not intended to be a penalty and are solely intended to compensate for damages. N N 11.4 Force Majeure, Notice of Delay, and No Damages for Delay. The Contractor will not be responsible for delay resulting from its failure to perform if , neither the fault por the negligence of the Contractor or its employees or agents contributed to the delay and the delay is due directly to fire, explosion, earthquake, windstorm, flood, radioactive or toxic chemical hazard, war, military hostilities, terrorism, civil emergency, embargo, riot, strike, violent civil unrest, or other similar cause wholly beyond the Contractor's reasonable control, or for any of the foregoing that affect subcontractors or suppliers if no alternate source of supply is available to the Contractor. The foregoing does not excuse delay which could have been avoided if the Contractor implemented any risk mitigation required by the Contract. In case of any delay the Contractor believes is excusable, the Contractor will notify the Department in writing of the delay or potential delay and describe the cause of the delay either(1) within ten (10) 15 EXHIBIT B Packet;Pg. 702 C.19.b__ IT Research&Advisory Seaices 81141902-VITA-18-AC 5 calendar 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) calendar days after the date the Contractor first had reason to believe that a delay could result. The foregoing will constitute the Contractor's sole remedy or excuse with respect to delay. Providing notice in strict accordance with this paragraph is a condition precedent to such remedy. No claim for �- damages will be asserted by the Contractor,. The Contractor will not be entitled to an increase in the Contract price or payment of any kind from the Department for direct, t 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 - y 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 will perform at no increased cost, unless the Department determines, in its sole discretion; that the delay will significantly impair the value of the Contract to the State of Florida or to Customers, in which case the t Department may (1) accept allocated performance or deliveries from the Contractor, T) provided that the Contractor grants preferential treatment to Customers with respect to commodities or contractual services 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 commodity or contractual services that are the subject of the y delay, which purchases may be deducted from the Contract quantity, or(3) terminate the Contract in whole or in part. c SECTION 12. CONTRACT AUDITS. e 12.1 Performance or Compliance Audits. The Department may conduct or have conducted performance and/or compliance audits of the Contractor and subcontractors as determined by the Department. The Department may conduct an audit and review all the Contractor's and subcontractors' data and records that directly relate to the Contract. To the extent necessary to verify the Contractor's fees and claims for payment under the Contract. the Contractor's agreements or contracts with subcontractors, partners or agents of the Contractor, pertaining to this Contract„ may be inspected by the Department upon fifteen (15) calendar days' notice, during normal working hours and in accordance with the o Contractor's facility access procedures where facility access is required. Release t statements from its subcontractors, partners or agents are not required for,the ® N Department or its designee to conduct compliance and performance audits on any of the ; TM CD Contractor's contracts relating to this Contract_ The State of Florida's Chief Financial Officer and the Office of the Auditor General also have authority to perform audits and inspections, 3 12.2 Payment Audit, Records of costs incurred under terms of the Contract will be maintained in accordance with section 8.3 of these Special Contract Conditions. Records of costs incurred will include the Contractor's general accounting records, together with supporting documents and records of the Contractor and all subcontractors performing work, and all other records of the Contractor and subcontractors considered necessary by the Department, State of Florida's Chief Financial Officer or the Office of the Auditor General. 16 EXHIBIT B ' f' Packet;Pg. 703 C.19.b IT Research&Advisory Services 1141902®VITA,-1B-ACS SECTION 13. BACKGROUND SCREENING AND SECURITY. N 13.1 Background Check„ The Department may require the Contractor and its employees, agents, representatives, and subcontractors to provide fingerprints and be subject to such background checks as directed by the Department. The cost of the background checks will be borne by the Contractor. The Department may require the Contractor to exclude the Contractor's employees„ agents, representatives or subcontractors based on the background check results. In addition, the Contractor must ensure that all persons have a responsibility to self-report to the Contractor within three (3) calendar days any arrest for any o disqualifying offense. The Contractor must notify the Contract Manager within twenty- four(24) hours of all details concerning any reported arrest. The Contractor will ensure that all background screening will be refreshed upon the request of the Department for each person during the term of the Contract. 13,2 E-Verify. o In accordance with Executive Order 11-116, the Contractor agrees to utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired during the term of the Contract for the services specified in the Contract_ The Contractor must also include a requirement in subcontracts that the y subcontractor must utilize the E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the Contract term. In order to implement this provision, the Contractor must provide a copy of its DHS Memorandum of Understanding (MOU)to the Contract Manager within five (5) calendar days of Contract execution. If the Contractor is not enrolled in DHS E-Verify System, it will do so within five (5) calendar days of notice of Contract award, and provide the Contract Manager a copy of its MOU within five (5) calendar days of Contract execution. The link to E-Verify is https://www.uscis.gov/e-verify: Upon each Contractor or subcontractor new hire, the Contractor must provide a statement within five (5) calendar days to the Contract : . Manager identifying the new hire with its E-Verify case number. N N 13.3 Disqualifying Offenses, If at any time it is determined that a person has been found guilty of a misdemeanor or felony offense as a result of a trial or has entered a plea of guilty or nolo contendere, regardless of whether adjudication was withheld, within the last six (6) years from the date of the court"'s determination for the crimes.lsted below, or their equivalent in any N jurisdiction, the Contractor is required to immediately remove that person from any T_ CD position with access to State of Florida data or directly performing services under the Contract. The disqualifying offenses are as follows. , (a) Computer related crimes (b) Information technology crimes; (c) Fraudulent practices;;. (d) False pretenses- 17 EXHIBIT B Packet iPg. 704 C.19.b IT Research&Advisory Services 81141902-VITA-IB-ACS (e) Frauds; N (f) Credit card crimes; (g) Forgery; (h) Counterfeiting; (i) Violations involving checks or drafts, Misuse of medical or personnel records; and .2 (k) Felony theft. ) 13.4 Confidentiality. ' y The Contractor must maintain confidentiality of all confidential data, files, and records related to the services and/or commodities provided pursuant to the Contract and must comply with all state and federal laws, including, but not limited to sections 381.004, 384.29, 392.65, and 456.057, F_S. The Contractor's confidentiality procedures must be y consistent with the most recent version of the Department security policies, protocols, and procedures. The Contractor must also comply with any applicable professional standards with respect to confidentiality of information. SECTION 14. INFORMATION TECHNOLOGY. 0 The following applies to all contracts for information technology commodities and contractual services. -Information technology' is defined in section 287.012(15), F.S., to have the same meaning as provided in section 282.0041, F,S. 14.1 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$250,000, 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 N the Indemnity paragraph contained in this agreement. Unless otherwise 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 backup 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 Department 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 to the 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 to the Contractor under any contract with the State. 18 EXHIBIT B Packet iPg. 705 C.19.b IT Research&Advisory Services 81141902-VITA-I8-ACS 14.2 Information Technology Standards. Pursuant to sections 282.0051 and 282.318, F. ., the Agency for State Technology (AST) is to establish standards for the implementation and management of information technology resources. Vendors agree to cooperate with the agency in furtherance of its efforts to comply with AST standards, established in Title 7 , F.A.C., as applicable. 0 U 0 ` N CD 0 N CD 0 U 9 EXHIBIT Packet;Pg. 706 C.19.b__ STATE OF FLORIDA CSg 1141 2-VITA-18-AC EXHIBIT C-SCHEDULE F PRICES Rates are effective for February 1, 2018 to January 31, 2019 except where indicated. RESEARCH VI Y SERVICES SECTION 1:PRIMARY RESEARCHSERVICES ANNUAL FEE Table 1.Gartner for Executive Programs Leadership Team Plus x Team Leader 85,559 Partner Member 6 ,95 Partner Leader(must purchase Enterprise IT Leadership Team Plus Members) 6 ,95 Delegate Member 45,252 Delegate Leader(must purchase IT Leadership Team Plus Members) 45, 52 Advisor Member 33,355 Advisor Leader(must purchase IT Leadership Team Plus Members) 33,355 ) Cross Function Member 2 ,273 T) Table 2. artner for Executive Programs Leadership Tea z Team Leader 78,61 Partner Member 61,45 Partner Leader(must purchase Enterprise IT Leadership Team Members) 61,458 y ,,....... .... ...... .... �«_ , , . , ,-- _a �, � �. .. .=,.- =, --- v.==== .. ... �.... _ 0 Delegate ember 4161 Delegate Leader(must purchase IT leadership Team Members) 41,601 Advisor Member f _ . �,.. .._. ._= 30,610 Advisor Leader(must purchase IT Leadership Team Members) 30,610 ,. .,, �, �, _. s ___. ,. _. _ ,.......�. . . ...=a. ,.,., Cross Function Member 21,341 0 b Role Member 1 ,882 _ 0 Table 2.Gartner for Executive Programs Leadership Team Essentials Z- Limited Availability a Team Leader 7 ,641 N Essentials Member- Limited Availabili,,,r 8,293N Table 3.Gartner for Executive Programs Individual Solution cY, Member single-user 86,817 0 Member multi-user 77,045 Member Basic single-user 59,163 N Member Basic multi-user 52,954 Two Onsite Meetings Add-on- Limited Availability 3 15,470 Table 4.Gartner for IT Executives:CIO Signature-RENEWAL ONLY IT Executives CIO Signature single member 98,016 IT Executives CIO Signature multi-member 98,016 0 le S.Gartner for IT Executives: Cl -RENEWAL 7 _. IT Executives CIO single member 88,638 IT Executives CIO multi-member 7 ,61 Table 6.Gartner for IT Executives:CIO Essentials-RENEWAL ON LY' 0 IT Executive CIO Essentials single-member 59,163 IT Executive CIO Essentials multi-member 52,954 FA000118 version: 01 -03-28 Packet';Pg. 707 C.19.b STATE OF FLORIDA ACS#811102-VITA-I -ACS EXHIBIT C-SCHEDULE OF PRICES Rates are effective for February 1, 2018 to January 31, 2019 except where indicated. RESEARCH AND ADVISORY SERVICES Table 7. Gartner Add-ons CIO Signature Delegate Add-on-Limited Availability 3 1,614 5 Two Onsite Meetings Add-on-Limited Availability 15, 70 Table 8.1 Gartner for Enterprise IT Leadership Team Plus l Team Leader 59,838 0 Advisor Member 30,261Ch Cross Function Member 17, 1 Table 9.Gartner for Enterprise IT Leadership Team z Team Leader 55,047 N Advisor Member 27, 64 Cross Function Member 16,424 Role Member 10 20 0 . . ,..� . . . . .a. . .o., �. . ..�... . . ..� . . ......,e �. �.. . _ , m . . ....... . ... . Essentials Member 8,293 �... . .... .„.. �. .,.. .oa. . .......a. ., ......__.„„�.. .�.. ,.. ... . _ a .. _ �m. ... ...�,,P... . Table 10 Gartner for Enterprise IT Leaders w ._ _ a . s.., .... .......... n Single-member "� 66,205 Multi-member 55,047 Two Onsite Meetings Add-on-Limited Availabili-c 3 15,470 0 Table 11. Gartner for IT Leadership Team Plus Team Leader 30,261 Advisor Member 30,261 N Cross Function Member 17, 81 chi r9 Table 12.Gartner for IT Leadership Team x Team Leader 27, 64 0 Advisor Member s 27,864 N Cross Function Member 16,424 `�l Role Member 10,280 Essentials Member 8,293 Table 13.Gartner for IT Leaders Advisor single-member 36, 93 0 Advisor multi-member 27,864 Reference single-member 2079 Reference multi-member 15,751 Table 14.Gartner for Technical Professionals° Department Advisor 107, 69 Department Reference 72,665 FA000118 version:2018-03-28 Packet';Pg. 708 STATE OF FLORIDA ACS# 11902-VITA-I -ACS EXHIBIT C-SCHEDULE OF PRICES Rates are effective for February 1, 2018 to January 31, 2019 except where indicated. RESEARCH AND ADVISORY SERVICES Table 1 . Core Connect Research Advisor single-member 33,809 Advisor multi-member 24,716 Reference single-member 21,710 Reference multi-member 12,543 0 Table 19. Gartner for Finance Leaders cn Gartner for Finance Leaders Team 9 .2 Team Leader 27,864 Advisor Member 27,864 Reference Member 110668 y Gartner for Finance Leaders Individual Access Advisor single-user 36,893 > Table 2 . Gartner for Human Resources Leaders c� Gartner for Human Resources Leaders Team 9 Team Leader 27,864 Advisor Member 27,864 a Reference Member �.. 14,205 ... �.. ., m �u ..... ._ _ . . ...�. . ....._........ Gartner for Human Resources leaders Individual Access Advisor single-user 36,893 8 Table 21. Gartner for Legal and Compliance Leaders Gartner for Legal and Compliance Leaders Team 9 Team leader 23,946 Advisor Member 23,946 Reference Member 9,538 Gartner for Legal and Compliance Leaders Individual Access Advisor single-user 31,67 Table 2 . Gartner for Sales Leaders Gartner for Sales Leaders Team g__. Team Leader - _ _ 30,338 C44 Advisor Member 30,338 Reference Member 11,668 .. .... .�. .�.ew et Gartner for Sales Leaders Individual Access Advisor single-user 36,893 �_ . __. _ ..._W...... . ..w .._ . ...... .. , . . . ,.. _ SECTION .OTHER RESEARCH SERVICES ANNUAL FEE Gartner for Executive Pro grams mleaersi Team Plas with Industry' neinust 11 Team Leader 96,979 Partner Member 81,471 Partner Leader(must purchase Enterprise IT Leadership Team Plus with Industry Members) 81,471 Delegate Member 53,173 Delegate Leader(must purchase Industry Advisory Services Leadership Team Plus Members) 53,173 Advisor Member 41,994 Advisor Leader(must purchase Industry Advisory Services Leadership Team Plus Members) 41,994 Cross Function Member 28,097 FA000118 version:2018-03-28 Packet lPg. 709 C.19.b__ STATE OF FLORIDA ACS# 111 -VITA-I -ACS EXHIBIT C-SCHEDULE OF PRICES Rates are effective for February 1, 2018 to January 31, 2019 except where indicated. RESEARCH AND ADVISORY SERVICES I Gartner for Enterprise IT leadership Team Pius with Industry 1(one industry) Team Leader 69,487 Advisor Member 3 ,067 3 Cross Function Member 23,263 0 Gartner for Industry Advisory Services Leadership Team Plus x Team Leader 38,067 •5 Advisor Member 3 ,067 Cross Function Member 23,263 I Ln ecutive Programs Individual Solutions with Industry(one industry) Member single-user 97,00 Member multi-user 87,211 Member Basic single-user 68,581 Member Basic multi-user 62,236 _.a. .. ..o.. .. Executive Programs Leadership Team with Industry"gone Industry) Team Leader 9,024 _ . v __ .. ... ,_ � . _ _ . 0 Partner Member 74,724 76 Partner Leader(must purchase Enterprise IT Leadership Team with Industry Members) 74,724 Delegate Member 48,742 u Delegate Leader{must purchase Industry Advisory Services leadership Team Members) 48,742 Advisor Member 38,570 Advisor Leader Imust purchase Industry Advisory Services Leadership Team Members) 38,570 Cross Function Member 25,781 Role Member _ 18,228 Enterprise IT Leadership ea.. with industry z[one industry` ' "' _-.. Team Leader 63,747 Advisor Member Cross Function Member 21,350 Role Member 12,27 Essentials Member 81560 ca Indust Advisory Services leadership Team Z(one industry? ; w Team Leader 34, 45 i Advisor Member 34,945 Cross Function Member 21,350 i Role Member 12,287 Essentials Member a _ _ 8,560 . .N FA000118 version2018-03-28 Packet lPg. 710 STATE OF FLORIDA ACS# 1141 2-VITA-1 -ACS EXHIBIT C SCHEDULE OF PRICES Rates are effective for February 1, 2018 to January 31, 2019 except where indicated. RESEARCH AND ADVISORY SERVICES Industry Advisory Services (one industry) + Advisor single-member 45,116 �- Advisor multi-member 34,945 Advisor Add-on to IT Executives or Enterprise IT Leaders 1 ,272 ' Reference single-member 30,413 0 Reference multi-member 20,746 Gartner for Marketing Leaders Team z-Limited Availability Team Leader 37,261 Advisor Member 37,261 i y Reference Member 15,106 > Reference Member Temporary priciri expires April30, 2018 13,092 ...... ........................................................ _ .0 .... .. Gartner for Marketing Leaders-Limited Avilabili 3 y ­u.,u ..�.. �. �.. �.�.� __ . ,.. Advisor single-user 44,713 m.., ,,. „ , , ,.,.�, ,.,.,. m.. ., .. .., .................., Advisor multi-user 37,261 Gartner for Technical Professionals Advisor Team a- Limited Availa ility 3 53,676 Gartner for Technical Professionals SMB a°s- Limited Availabili ,t 3 Technical Professionals SMB Advisor 57,100 Technical Professionals SMB Reference 37,966 ; cv Gartner for 1T AssociateS4 , 100 documents- Limited Availability ` 23,263 M 0 IT News and Insights-per seat 625 C44 cv Strategic Advisory Ser vices IT ICE .,u. 7._. N� 4 Client-Remote Advisory Engagement 7,553 Client-Internal Use of Analyst Time 15,30 Events 6 f°,trice ,ser ticket) - 2018 ticket '�ri ing ex,,-4res December.31,2018 UNIT PRICE i 2018 Symposium 4, 57 ; a, 2018 Summit(91,Data Center,Security,Apps) 3,072 2018 Summit(excludes BI,Data Center,Security,and Apps) 2,568 2019 Symposium TBD 2019 Summit(BI,Data Center,Security,or Apps) TBD 2019 Summit(excludes BI,Data Center,Security,and Apps) TBD FA000118 version:2018-03-28 Packet iPg. 711 C.19.b__ STATE OF FLORIDA CStt 1110 -VITA-I - CS EXHIBIT C-SCHEDULE OF PRICES Rates are effective for February 1, 2018 to January 31, 2019 except where indicated. RESEARCH AND ADVISORYSERVICES SECTION ESAH SERVICES F NON-PROFIT HIGHER EDUCATIONUNIVERSITY COLLEGE L s ANNUAL FEE Core IT Research Reference for Higher Education Core Reference for designated campus with c4,999 Student FTE 2 ,170 Core Reference for designated campus with 5,000-9,999 Student FTE 4 ,339 Core Reference for designated campus with 10,000-2 ,999 Student FTE 72,508 Core Reference for designated campus with 25,000+Student FTE 96,677 Core Reference for designated community college campus 2 ,170 Technical Professionals for Higher Education Technical Professional Advisor for designated campus IT Staff only 57,100 .N Technical Professional Reference for designated campus IT Staff only 37,966 SECTION ATER BUSINESS SERVICES ANNUAL FEE Gartner for Customer Servic „Su port,Leaders Team g. Team Leader 29,406 Advisor Member 29,406 Reference Member 13,193 Gartner for Customer Service Support Leaders Individual Access Advisor single-user 39 477 .......... "Single user"and"single member"applies to a buying center that has one individual license; "multi-user"and"multi- member"applies to a buying center that has at least two qualifying licenses within the same agency or municipality. To -- qualify for multi-user price levels,services must be ordered on the same Service Agreement or Purchase Order and reflect a common"Bill To"address. Strategic Advisory Services, Events,and Add-on services do not contribute towards multi-user pricing qualification. r9 g Team Plus licenses require the purchase of a team configuration and are not available for purchase as standalone o licenses. A maximum of one Leader per Team. Each Leader type license must have three(3)to ten(10)Team Plus Members coterminous with the Leader license. An Executive Programs Leadership Team Plus with one Team Plus Leader and less than three(3)Team Plus Members is permissible so long as one of the Team Plus Members is a Delegate or Partner. Team Plus with Industry Advisory Services pricing is for one industry and all licenses in a Team Plus with Industry Advisory Services must purchase access to the same industry. All licenses in a Team Plus solution,including subteam , members,must be"Team Plus"type licenses. Team Plus licenses may not be part of a Team solution(non-Plus type of Team). z o Team licenses require the purchase of a team configuration and are not available for purchase as standalone licenses. A ! U maximum of one Leader per Team. Each Leader type license must have three(3)to ten(10)Team Members coterminous with the Leader license. An Executive Programs Leadership Team with one Team Leader and less than three(3)Team Members is permissible so long as one of the Team Members is a Delegate or Partner.Team with Industry Advisory Services pricing is for one industry and all licenses in a Team with Industry Advisory Services must purchase access to the same industry. All licenses in a Team solution, including subteam members,must be"Team"type licenses and cannot m include"Team Plus"licenses.Executive Programs Leadership Team Essentials is limited to select markets and may only consist of one(1)Team Leader and up to ten(10)Team Essentials Members per Team(other Team Member types are not permitted);contact your Account Executive for availability in your area. FA000118 version:201 -03-2 Packet lPg. 712 C.19.b STATE OF FLORIDA ACS# 111 -VITA-I -ACS EXHIBIT C-SCHEDULE ICES Rates are effective for February 1, 2018 to January 31, 2019 except where indicated. RESEARCH VI SERVICES 3 Limited availability and/or eligibility requirements apply. Please check with your Gartner Sales representative before ordering. 4 Purchasing prerequisite and/or eligibility requirements applies. Check with Sales representatives before purchasing. s Gartner for Technical Professionals SB is available only to eligible small and medium size agencies with 4,000 or fewer o employees. Please check with Sales representatives before purchasing. y e Ticket prices apply to orders received by December 31st of the Event year indicated. For example,2018 Symposium ticket price applies to orders received on or before December 31, 2018. 2019 ticket prices have not be released;please ) check with account representatives for pricing at the time of purchase for 2019 ticket pricing. 0 Renewal only IT Executives services are available to eligible license holders who purchased the service listed on or before September 1,2015 and continuously purchase the service thereafter. Please check with Sales Representative for availability and eligibility before ordering. Industry Advisory Services Add-on IT Executives must be coterminous with the base IT Executives license and requires the purchase of the same Industry Add-on license for each user within the IT Executives license(CIO Signature must purchase for the Member and each Delegate). y s Higher Education products are only available to eligible public and not-for-profit Higher Education colleges or universities. A Core IT Research Reference for Higher Education license is for one designated,student campus based on the total full-time equivalent(FTE)student enrollment of the college or university,as assessed at the time of purchase. Purchasing prerequisites apply. Check with Sales representatives before purchasing. g 76 Gartner Business Services Team licenses require the purchase of a team configuration and are not available for purchase as standalone licenses. A maximum of one Team Leader per Team. Each Team Leader type license must have three(3)to ten(10)Team Members coterminous with the Leader license. A Gartner for Customer Service&Support Team,Gartner for Legal and Compliance Leaders Team,or Gartner for Sales Leaders Team with one Team Leader and two Team Members is permissible. All licenses in a Team must be of the same business domain®for example,a Gartner for Sales Leaders Team N may only consist of Gartner for Sales Leaders Team licenses. r9 Gartner reserves the right to refresh Its pricing and product offerings on an annual basis consistent with the prices listed o CD In the Gartner GSA Group 70 IT schedule price list. The refreshed Pricing and Product offering will be provided in CD January of each new calendar year and applicable to any renewal of existing services or initiation of new services. N CD CD U F0118 version: 01 -0 - 8 Packet';Pg. 713 EXHIBIT D C.19.b " g Information 0 Services 0 VA-180315-GARG between The Virginia Information Technologies Agency on behalf of cv CD The Commonwealth of Virginia 2 CD an cCD v cv Inc.Gartner Racket iPg. 714 C.19.b INFORMATION TECHNOLOGY SERVICES CONTRACT TABLE OF CONTENTS cv 1. PURPOSE AND SCOPE Z. DEFINITIONS 5 A. Acceptance 5 B. Agent 5 C. Authorized Users 5 D. Business Day/Hour 5 E. Commonwealth 5 0 F. Commonwealth Indemnified Parties 5 N G. Computer Virus 5 H. Confidential Information 5 0) 1. Contract 6 J. Deliverable 6 y K. Documentation 6 > L. Electronic Self-Help 6 M. Federal Tax Information("FTI") 6 N. Industrial Funding Adjustment("IFA") 6 y O. Party 6 P. Prompt Payment Act 6 Q. Receipt 7 R. Requirements 7 S. Services 7 6 T. Software 7 U. Software Publisher 7 V. Statement of Work("SOW") 7 W. Subcontractor 7 X. Supplier 7 Y. Supplier Personnel a r� Z. Sa 0 AA.Term 8 BB.Transition Out Plan 8 cv CC.Transition Period 8 T- DD.Update 8 EE. Work Product(optional) 8 3. TERM AND TERMINATION 8 a A. Contract Term 0 B. Termination for Convenience 9 C. Termination for Breach 9 D. Termination for Non-Appropriation of Funds 9 E. Effect of Termination 9 F. Transition of Services 9 PacketiPg. 715 ' C.19.b G. Contract Kick-Off Meeting10 H. Transition Out Plan 10 I. Contract Closeout 10 4. SUPPLIER PERSONNEL 11 Selection and Management of Supplier Personnel 11 B. Key Personnel 11 C. Subcontractors 11 S. NEW TECHNOLOGY 11 A. Access to New Technology 11 B. New Service Offerings Not Available from Supplier 11 6. SERVICES 12 A. Nature of Services and Engagement 12 B. Acceptance 12 C. Cure Period 12 D. Additional Terms—Research and Advisory Services 13 0 E. Additional Terms—Consulting Services 13 7. RIGHTS TO WORK PRODUCT 13 8. GENERAL WARRANTY 14 A. Ownership 14 B. Limited Warranty 14 C. Performance Warranty 14 D. Documentation and Deliverables 14 E. Malicious Code 15 F. Open Source 15 G. Supplier's Viability 1S 76 H. Supplier's Past Experience 15 9. FEES,ORDERING AND PAYMENT PROCEDURE 15 10. REPORTING 16 cv A. Report of Sales 16 B. Small Business Procurement and Subcontracting Report 16 12. COMPETITIVE PRICING 16 12. CONFIDENTIALITY 17 0 0 A. Treatment and Protection 17 N B. Exclusions 17 `V C. Return or Destruction 17 D. Confidentiality Statement 17 , E. Freedom of information Act Acknowledgement 18 13. INDEMNIFICATION 18 14. LIABILITY 18 Uo 15. INSURANCE 18 16. SECURITY COMPLIANCE 18 17. IPORTIEXPORT 19 19. BANKRUPTCY 19 19. LITIGATION 19 Packet iPg. 716 C.19.b GENERAL20. ISIOS 20, A. Relationship Between VITA and Authorized User and Supplier 2 B. Licensing ithin the Commonwealth 20 cv C. Incorporated Contractual Provisions 20 D. Compliance ith the Federal Lobbying Act 21 E. Ethics In Public Contracting 22 F. Governing Law 21 �- G. Dispute Resolution 21 H. faxes 22 I. Currency 22 J. Advertising and Use of Proprietary Marks 22 K. Notices 22 L. No Waiver 22 M. Assignment 22 N. Captions 23 a O. Severability, 23 P. Survival 2 Force Majeure 23 2 R. Remedies 23 S. Right to Audit 23 T. Offers of Employment 23 U. Contract Administration 2 V. Entire Contract 2 W. Order of Precedence 24 X. Opportunity to Review 24 76 cv cv r9 r9 0 cv cv 0 U Packet iPg. 717 C.19.b INFORMATION TECHNOLOGY SERVICES CONTRACT THIS lNrORMATION TECHNOLOGY SERVICES CONTRACT("Contract") is entered into by and between the Virginia Information Technologies Agency("VITA!') pursuant to 2.2-2 12 of the Code of Virginia("Code")and on behalf o the Commonwealth of Virginia ( "Commonwealth"), and Gartner, Inc.("Supplier"),a corporation headquartered at 56 Top Gallant Road, Stamford, CT 06902-7700,to beeffective as of Contract Award Date("Effective ate"). 1. PURPOSE This Contract sets forth the terms and conditions under which Supplier shall provide information Technology Research and Advisory services to the Authorized Users. 0 U 2. DEFINITIONS cn A. Acceptance Successful delivery and performance by the Supplier of its contractual commitments at the location(s) designated in the applicable Statement of Work or order,including completed and successful Acceptance testing 0 in conformance it the Requirements as determined by the Authorized User in the applicable Statement o Work or order. B. Agent Any third party independent agent of any Authorized User. C. Authorized Users All public bodies,including VITA,as defined by Code§2.2- 1 and referenced by Code§§2.2-4304 and .2- 12,authorized to participate in the procurement of information technology under this Contract. Authorize Users include private institutions of higher education that are lists at: http// .cnr.or /our Colleges/Profiles.asx. ° 0. Business Day/Hour Normal operating hours for the Commonwealth of Virginia: onay-Friday,8 a.m.-S p.m.Eastern Standard/ Daylight Time,unless otherwise specified on the applicable order or Statement of Work,excluding Commonwealth-designated holidays. cv E. Commonwealth r� The Commonwealth of Virginia. o 2 F. Commonwealth Indemnified Parties N Means,collectively and individually,the Commonwealth,VITA,any Authorized User,their officers,directors, agents, and employees. G. Computer Virus ' Any malicious code,program,or other internal component(e.g,,,computer virus,computer worm,computer time bomb,or similar component),which could damage,destroy,alter or disrupt any computer program, firmware,or hardware or which could, in any manner, reveal,damage,destroy,alter or disrupt any data or other information accessed through or processed by such software in any manner. H. Confidential I or tion Any confidential or proprietary information of a Party that is disclosed in any manner, including oral or written, graphic, machine readable or other tangible form,to any other Party in connection with or as a result of s Packet;Pg. 71$ EXHIBIT B -PRICING IT Leadership Team Plus 1 -� Leader $33,056 Advisor $33,056 `V Cross Function $20,021 IT TEAM SOLUTIONS RESEARCH SERVICES ANNUAL F Executive Programs Leadership Team Leader $81 6425 Partner Member 631634 Partner Leader(must purchase Enterprise IT Leadership Team Members) 6 ,634 0 C) Delegate Member 3175 � Delegate Leader(must purchase IT Leadership Team Members) $43.075 2 Advisor Member 316694 0) Advisor Leader(must purchase IT Leadership Team Members) $31,694 Cross Function $22,096 i y Role $15,408 Essentials- Limited Availability 5,557 B U Executive Programs Leadership Team with Industry (one industry) y Leader $92,180 Partner Member $77,373 a, Partner Leader(must purchase Enterprise IT Leadership Team with Industry Members) $77,373 cu Delegate Member $50,470 Delegate Leader(must purchase Industry Advisory Services Leadership Team Members) 50,470 0 Advisor Member $39,938 r Advisor Leader(must purchase Industry Advisory Services Leadership Team Members) $39,938 Cross Function $26,695 Role $18,874 Call Essentials- Limited Availability $8,864CD r9 Enterprise IT Leadership TeamCn CD Leader $56,995 0 Advisor $28,850 I cV Cross Function $17,007 Role $10,645 Essentials $8,587 i Enterprise IT Leadership Team with Industry (one industry) Leader $66,007 i Advisor $36,184 Cross Function $22,107 Role 12,722 Essentials $8,864 i Industry Advisory Services Leadership Team -(one industry) Leader 36,154 0 Erred Unknown document property name.Gartner Inc.wWor as a imfas,All nghta reserved. Garkes,is a trarkenark of Gannse,Inc.or its atritimtes. €For rota al use of only ij Packet iPg. 719 EXHIBIT PRICING Advisor $36,184 Cross Function $22,10 Role $12,722 Essentials $8,864 IT Leadership Team � Leader $28,850 Advisor $28,850 Cross Function $17,007 Role $ 0,645 Essentials $8,587 Gartner for Marketing Leaders Team - i ie vai! ility �, Leader $38,582 Advisor $38,582 1 y Reference $ 3,556 IT INDIVIDUAL SOLUTIONS RESEARCH SERVICES ANNUAL FEE w 2 Executive Pro rams Individua[ Solutions y Member single user $88@881 Member multi-user $7 ,773 a, Member Basic single user $61,257 ! Member Basic multi-user $54,828 ; Two Additional Meetings Add-on - Limited Availability $16,017 Executive Programs Individual Solutions with Industry- (one industry) Member single user $100,522 Member multi-user $ 0,303 Member Basic single user $71,012 cV Member Basic multi-user $64,443 Two Additional Meetings Add on - Limited Avail=ability $16,685 0 Enter rise IT Leaders Member single user $68,549 Member multi-user $56,9 5 Two Onsite Meetings Add-on - Limited Availability $16,01 Industry Advisory Services Add-on to Enterprise IT Leaders $10,537 Indust Adviso Services - one if�dust ) i Advisor single user $46,716 '• �, Advisor multi-user $36,184 Reference single user $31,492 Reference multi-user $21,481 Gartner for IT Leaders m Unknwn docurrwnt propedV r4sim.Gwmw ine.snWor ds aMiates.AM fighm remved ��� Ga r 4 a mod® sk of Ga lase.or its lfttasFor , h� al u only Packet Pg. 720 EXHIBIT B - PRICING C.19.b LS gle user $38.2I0 lti user $28,850 _.single user - WW T $2 667 multi-user $16,3019 or Marketing Leaders - I ignited Availa ilia 4 Advisor single-user $46,299 Advisor multi-user $38,582 PfAdvisor er Core Connect or single user $35,006 multi-user $25.591 .2 Reference single user $22,480 Reference multi-user $12,988 0 IT News and Insight IT News and Insights- per seat $647 2 MULTI-USER IT RESEARCH SERVICES ANNUAL FEE y Gartner for Technical Professionals Technical Professionals Advisor Department $111,688 Technical Professionals Reference Department $75,238 Gartner for Technical Professionals Advisor Team- Limited v iI ilit V $55,579 Gartner for Technical Professionals SMBs-, - Li ited AvaMa—Whity" Technical Professionals Advisor SMB $59,125 -- Technical Professionals Reference SMB $39,312 N Gartner for IT Associates Gartner for 1T Associates 100 documents- Limited Av it ili $24.088 0 GARTNER FOR BUSINESSSERVICES ANNUAL FEE N Gartner for Finance Leaders Individual Access Advisor single-user $40,876 Gartner for Finance Leaders Team' ' Leader $30,449 LGartner $30,449 $13,661 or Human Resources Leaders Individual Access Advisor single- $40,876 Gartner for Human Resources Leaders Team' Leader $30,449" � Advisor $30,449 Reference $16,893 rf Unknown document property name.Gorm Inc.anWor its affifiatas.an eights reserved. Gtmner.s or Gannor..Inc or its affii4ates. ar11111%Aft IF For ira wnW use of omy Packet Pg. 72'1 EXHIBIT B - PRICING C.19.b Gartner for Sales Leaders Individual Access Advisor single-user $40,876 Gartner for Sales Leaders Team' - Leader $3 ,160 Advisor $ ,1 0 Reference $1 ,861 , Gartner for Law and Compliance Individual Access Advisor single-user $34,933 Gartner for Law and Compliance Team' Leader $26,382 Advisor $26,38 Reference $10,5 Q OTHER SERVICES UNIT PRICE Strategic Advisory Services y Client- Remote Advisory Engagement $7,821 Client- Internal Use of Analyst Time $15,850 Events'6qtrce er ticket -2018 ticket prici2 ex Tres December 31, 201 n 2018 Symposium $4,615 2018 Summit(BI,Data Center,Security,Apps) $ ,181 2018 Summit(excludes BI„Data Center,Security,and Apps) $2,60 2019 Symposium TBD 2019 Summit(BI,Data Center,Security,or Apps) T 2019 Summit(excludes BI,Data Center,Security,and Apps) TBO ey LEGACY AND RENEWAL ONLY RESEARCH SERVICES' IT Executives Portfolio - Renewal Only IT Executives CIO Signature $101,485 IT Executives CIO single user $91,77 IT Executives CIO multi-user $81 gy 25 IT Executives CIO Essentials single user $ 1a257 c 0 IT Executives CIO Essentials multi-user $54, 28 Delegate Add-on for CIO Signature- Limited Availability $43,087 Two Additional Meetings Add-on - Limited Availability $16,017 Industry Advisory Services Advisor Add-on to IT Executives $10a37 , RESEARCH SERVICES FOR NON-PROFIT HIGHER EDUCATION ANNUALFEE UNIVERSITY OR COLLEGE O Lr Core IT Research for i her Education (per student cam us Core IT Research for Higher Education Campus Reference for a college or $25,027 university with 1 to 4,999 Student FTE Core IT Research for Higher Education Campus Reference for a college or $50,053 university with 5,000 to 9,999 Student FTE Core IT Research for Higher Education Campus Reference for a college or $75gy079 university with 10,000 to 24,999 Student FTE Effort Unknown document property name.Gamqor Inc anclJor ds affiliates AV ngrIs reseiVed Gemner is a trademark of Gartner.Inc-or tts Mhaws Wa For internal u oP orgy Gartner PacketiPg. 722 EXHIBIT B - PRICING C.19.b_ Core IT Research for Higher Education Campus Reference for a college or $100,105 .� unrverss# with 25,000 Student FT n3.0 s. -.. ,.... . Core IT Research for Higher Education Campus Reference $25,027 C44 for a commun ty col le a "I Technical Professionals for Higher Education'(per student campus) Technical Professionals Advisor for IT Staff only of a college or university $59,125 Technical Professionals Reference for IT Staff only of a college or university $39,312 "Single user"and "single member"applies to a buying center that has one individual license; "multi-user" and"multimember"applies to a buying center that has at least two qualifying licenses within the same Ch agency or municipality. To qualify for multi-user price levels, services must be ordered on the same a Service Agreement or Purchase Order and reflect a common"Bill To" address: Strategic Advisory Services, Events,; and Add-on services do not contribute towards multi-user pricing qualification, ' Team Plus licenses require the purchase of a team configuration and are not available for purchase as standalone licenses, A maximum of one Leader per Team, Each Leader type license must have three (3) y to ten (10)Team Plus Members coterminous with the Leader license. An Executive Programs Leadership > Team Plus with one Team Plus Leader and less than three (3)Team Plus Members is permissible so long as one of the Team Plus Members is a Delegate or Partner, Team Plus with Industry Advisory Services pricing is for one industry and all licenses in a Team Plus with Industry Advisory Services must purchase access to the same industry. All licenses in a Team Plus solution, including subteam members;, � must be"Team Plus"type licenses, Team Plus licenses may not be part of a Team solution (non-Plus type of Team). z Team licenses require the purchase of a team configuration and are not available for purchase as standalone licenses. A maximum of one Leader per Team. Each Leader type license must have three (3) to ten (10)Team Members coterminous with the Leader license; An Executive Programs Leadership Team with one Team Leader and less than three(3)Team Members is permissible so long as one of the 76 Team Members is a Delegate or Partner. Executive Programs Leadership Team Essentials is limited to select markets and may only consist of one(1)Team Leader and up to ten (10)Team Essentials Members per Team (other Team Member types are not permitted); contact your Account Executive for availability in your area. Team with Industry Advisory Services pricing is for one industry and all licenses in a Team with Industry Advisory Services must purchase access to the same industry. All licenses in a `V Team solution, including subteam members, must be"Team"type licenses and cannot include"Team Plus" licenses. "? s Gartner for Business Leaders Team licenses require the purchase of a team configuration and are not o available for purchase as standalone licenses. A maximum of one Leader per Team. Each Leader type license must have three (3) to ten (10)Team Members coterminous with the Leader license. A Gartner for Business Leaders Sales Team or Gartner for Business Leaders Law and Compliance Team with one `V Team Leader and two Team Members is permissible. All licenses in a Team must be of the same business domain; for example, a Gartner for Business Leaders Sales Team may only consist of Gartner for Business Leaders Sales Team licenses. ° Limited availability and/or eligibility requirements apply. Please check with your Gartner Sales representative before ordering. $ Purchasing prerequisite and/or eligibility requirements applies,. Check with Sales representatives before purchasing. s Gartner for Technical Professionals SMB is available only to eligible small and medium size agencies with 4,000 or less employees. Please check with Sales representatives before purchasing. Ticket prices apply to orders received by December 31 st of the Event year indicated. For example, 2018 Symposium ticket price applies to orders received on or before December 31, 2018. 2019 ticket prices C d Unknown docunwrit Pro/ *. rn,afWx As ANALou A3 righl.4 ralfflVed. Gar Go r is a rk of Gartner,Inc,ar its eiiaWs Am Is E=E- For in m®I usa of only Packet iPg. 723 EXHIBIT - PRICING C.19.b have not be released please check with account representatives for pricing at the time of purchase for 2019 ticket pricing, ® Renewal only services are available to eligible license holders who purchased the service listed on or N before the date specified below and continuously purchase the service thereafter. Please check with Sales Representative for availability and eligibility before ordering. IT Executives: purchased on or before September 1„ 2015 Burton Classic IT1: purchased on or before January 01, 2013 Industry Advisory Services Add-on IT Executives must be coterminous with the base IT Executives license and requires the purchase of the same Industry Add-on license for each user within the IT Executives license(CIO Signature must purchase for the Member and each Delegate). "Aggregate Core Reference and Advisor Seats at the Agency/Bureau/Operating Unit level only—on a single Purchase Order—to determine price per seat, Renewal of existing Core Research licenses are Q permitted at the same seat quantity price level purchased as of January 31, 2007 or at a lower quantity price level should the number of licenses purchased is reduced, Additional licenses are priced at the same price level as existing seats and do not qualify to raise the price level to a new or higher seat quantity. y s Higher Education products are only available to eligible public and not-for-profit Higher Education colleges or universities. A Core IT Research Reference for Higher Education license is for one designated, student campus based on the total full-time equivalent(FT ) student enrolment of the college or university, as assessed at the time of purchase.. Purchasing prerequisites apply. Check with Sales y representatives before purchasing. Rates reffective from a r 1, 2018 , 2019 except where indicated 0 76 TempoC une } }c}t',. t t It gl ,jt,;f, ^'it it frt)i' r`' rJ i2}rlij j�Irti }s ttt Ejt tj SSl jiff ui ateSt S jss ,,s11� lit iV t1\ rE4}lj{is't�t is r}v.l�l}} lj ",. t „s{ ga{rs,,, ,;> trds ,+ sl4jls }r t {ill r tt .+ ic17{t}tt\y}�- { ,.l � 1 tt tii!{ 14 t dR; t Ist sl t+ft }t ii S r isst t I S+; }JS tr \r5 }ft t! rtl A lilbl ers \ ip �rt +} \(t,(t\\\it}} i�i(t! t s � S i it 4 t 7t t 1 I )$j ? wr 1 ,: j t;r„ /rr J +sf ttyi i}ys(si1 �} S ✓ siji,�}.,1 11,l ti\\\}i ,`,.:t q}1 ,} bs.St ,Is{,f,ilt,c„-_ lisdji ft 4 ;i srt jlZEC>;IU ,,�`It,4i.-,!+ii�r, at r t*.!yj ra® CONSULTING SERViCLS }7',HOURLY 1ZATEr 1' i 1 DAIS, 1 I Vice President $602 $517 $4,130 r9 Senior Director $562 4 Director $505 $444 $3,5460 Associate Director $433 $376 $3,004 Senior Consultant $347 3 $2,420 Consultant $255 $219 $1,752 Associate Consultant $1?9 1 7 The rates indicated are a"not-to-exceed" price, Supplier may fill in additional labor descriptions. 0 0 m 0 d Unknwm document F ntl name. r.Inc.themr its affludes AN lights reselvedGar Gartner is ie ek r Inc. its ilistits For inteml use at only PacketiPg. 724 EXHIBIT B - PRNG C-19-b ICI Service Descriptions IT TEAM PLUS SOLUTIONS Executive Programs Leadership Team Plus Leader http://www.gartner.com/itisd/sd ep teaTn_plus leaderpdf Partner Member htt .1/www.Qartner.com/it1sd/sd ep team ,&a artntrpdj 0 Partner Leader b.9p,//www.gartner.com/it/sd/�gd_2g team plus partner 1@1der.pdf Delegate Member httuJ/nLw.a�rtner.com/itlsd/sd ej? team plus .2 deleg ate. df Delegate Leader bAp://www.aaFtner.com/it/sd/sd ep team plus delegate leader. Advisor Member hfto:// ar..neT.com/iUsd/sd ep team plus advisor.gdf U) Advisor Leader 8MKgartnkrcomfiYsd/sd ep team plus advisor leadeL2df 0 Executive Programs Leadership Team Plus with Industry(one industry) Leader rtner.com/iYsd/sd eg team_pLus indu§Lry leadgL.2df Partner Member hftp.iiwww.gariiier.com/itfsd/sd_eg_team_plus irld rypartner.pdf Partner Leader rtner.com/itlsd/sd eo team plus Indust Us rL partner 11eader.pdf Delegate Member hftp://www.gartner.com/ittsd/sd ep team plus_induct U deleqatepdf Delegate Leader bt-t2.-IIW—M�E.gartner.com/itlsd/sd ea team olus industrY del Advisor Member http:llwww.gartner.com/itfsd/�ad_ep_team plus_ industry advisor.pdf 0 Advisor Leader http,//www,gartner.com/iUsd/sd ep team pigs jnd_ys#y_@dvisor leader,p f ..........— ,I Cross Function httoWiVAM, artner.com/iYsd/sd e2 team plus industry cf.pdf gap"m ,oautner.com/iYsd/s IT Leadership Team Plus cv Leader tttp.lfwww,aartner.com/iUsd/sd eitl team plus leader.gdf Lea CD Advisor is Advisor httD-1/www,aartner.comfiYsd1sd eiti team adviser member.pdf Cross CL m r. f ross Function vtner.com/iUsd/sd_eijt_team_plus cLgLeMber.pdf 0 _Enterprise IT Leadership Team Plus with Industry(one industry) C44 Leader ttp.//wartner.cm/iUsd/sd eitl team-..-- 1.l1ru----i.r!qU§_tr.y__!_ea_defjLdj CD Advisor http./Iwww.aaFtner,com/it/sd/sd eiti teaM_plLks Indust v sor member.pdf T- Cross Function http://www.qartner.com/iYsd/sd eitl team plus industry of membe. ...... . Industry Advisory Services Leadership Team Plus(one industry) Leader nnygartner-c m/itfsd/sd ias team Rlus leaderplf 0 Advisor httrjJ1www.aartner.comfit/sd/sd ias team plus advisor mernbeir-pdf Cross Function h!!LdL qartner.c,,omAt,?sd/sd jas team vLusc! Mem berg df 7IT—Leaders-hip Team Plus ........................................................... Leader httD://www.oartner.com/it/sd/sd id team olus leader.pdf E Advisor http://www.gartner,comlit/sdisd itl team plus advisor M2Tber.pdf Cross Function hAn,,1/wwwgar1ner.comfit1sd/sd itl team plus of merntgu. df C Errod Unknown document pmpwty nsmv�Ganner Inc.ands b affilistas AN fight m5emed Ganner is a trade rmA of Ganner Inc.or its affiliat" For inwmal U"OR OWY Gar H Packet iPg. 725 EXHIBIT B - PRICING IT TEAM SOLUTIONS RESEARCH SERVICES Executive Programs Leadership Team Leader hdtoJl .cartner.cor /ittsd/sd ep team leader.p f Partner Member hfip:L/wwwgartner.co lit/sd/s ep team par#n___ Partner Leader rtner.com/it/sd/sd ep teams partner leader.pdf Delegate Member MID)/ . arfner.cornlitls is ep tears delecate.pdf Delegate Leader htt M11 a _ 9rtnr. c litfldt _ 8e sst Ir. f Advisor Member http:ll .Qartner.comhtls is ep team advisor. f Advisor Leader httr),://www.ciartner,com/it/sd/sd eD team advisor leader._df Cross Function htt 11 anr. rnlitlsdlsd p fern pf.pd Role htt :l/� , artner,com/it/sd/sd ep teams role. df U Essentials bttp://www.aa ner.com/it/sd/�aj__gg_itgM essentials.p f Executive Programs Leadership Team with Industry (one industry) + y Leader htt :ll artner.co litlslsdn team industry I aer. df Partner Member http://www.gartner.com/itJsd/sd ep teams industry partner.pdf Partner Leader htkg://www.gartner.com/itlsd/sd e team industry partn r_I ader. df Delegate Member hoJ/ artner.cotts ndut stry eleoate.ra f 1 y Delegate Leader htW/1www.aartner.com/itfsd team industry delegate leader.pdf Advisor Member hftp../Iwww.gartner.com/itlsd/sd ep team industry a visg pdf Advisor Leader ttp:ll cartner.co -lit/sdlsd e team industry advisorleader. f Cross Function http ll® o rE r.. titl sd tes r rr ust c . ; Role hftD'I/www,gar1ner.com/itfsd/;d a teams industry role.pf Essentials Enterprise IT Leadership Team ; W Leader ttp:/I €sartner.corrtlitlld eiti tears leader.pt cv Advisor hftp://www.gartner.comlitlsd/sd_eitl teary' advisor member. df Cross Function hft ,tt._� WF arts r. pmhtlsdlsd itl�t arrt_0 m r. ldf Role ttg:// .cartner.com/itlsd/s eitl team-role men°sber.p Essentials hftp://www.nariner.com/iUsd/sd edl_team_essenfi ls_rnerrsber-pdf N CD Enterprise IT Leadership Team with Industry(one industry) cv Leader httg://www.gartner.com/it/sd/sd ed team indust I ad rp f Advisor http://www. artner.comhU d/s eitl team industry advisor rnember.p f Cross Function htti?://www.gartner.com/it/sd/sd eitl team industry cf MgMberpdf Role hftgJ1www.gartner.com/it1sd/sd eitl teams industry role msem er.pdf E Essentials http://www.gartner.com/ittsd/sd eitl_team industry essentials_membeLpdf Industry Advisory Services Leadership Team-(one industry) Leader httpJ/www.oartner.com/it/sd/sd ias team_lead r. f Advisor h p:fl _rtn r,co lids is ias team advisor a er pdf Cross Function ttp.f/ __ r#rt r,I; r /it/sdlsd_ia _team cf rnemb r.pg Role http://www.oartner.com/it/sd/sd ias teams role me ber.p f annm is trademrk of Ganw hc or fts aftates, Foe intorrW tam of only. Gar Packet;Pg. 726 EXHIBIT B - PRICING C.19.b Essentials ht2I/ partner°.corntitlsdtsd ias tears essentials rrrerrtber.cdf .� . IT Leadership Team j � Leader tt dfw artner corrthtlsdfisd rtl tears leader gdf .... ...� - ,,. �uuu ., Advisor httc Bd partner corn#it/sd/sd rtl team advisor mg ber odf Cross Function htt .LLvLA cy r geL omlitlsdts itl tears cf member. f - , -,m - -y �- �- Role htt ;fd art ner.comlitlsd/sd itl tears role meffiber.pdf Essentials .m him// artner_cor /itisd/sd itl teak?essentials me r, f Gartner for Marketing Leaders Team ® ro, U Leader htt dl,� artner corrtdrt/sds rrtl tears leader. f Advisor -- htt ,td „ artner.ca3mht/s is l team ad fsor m er. df Q Reference htth :B6 rtner.com/itlsdlsd at teary referenc member.odf u ° . .. v) a, IT INDIVIDUAL SOLUTIONS RESEARCH SERVICES ANNUAL FEE y Executive Programs Individual Solutions Member- - htt JI .arnr. rditlsld eo amber. d Member Basic htt !t .. artner.coM/it/sddsd t member basic. df Two itiona Addl Meetings htt atds gmer c ds c addl e tin s. d y Add-on u Executive Programs Individual Solutions with Industry- (one industry) Member htt :!d cartn&L comht/s fsd p me er in ustry.r df Member Basic i�tto:ldwv�wart „r�cornlitdsdtsd eo mr�ber bases rdutrdf Two Additional Meetings 2cad d.gartner.comdsd eo 2 addl eetinos.ndf Add-on Enterprise IT Leaders N Member -http:td artn r.c_om/itlsd/sd eitl iindiv. df � Industry Advisory htt t�_ garter l�tlsdts lean advisor ertl rdf r9 Services Add-on to Enterprise IT „ Leaders __ _ _ __ r. .e o Two Onsit Meetings hit dl�. artner co ditlsdls eitl 2 oct $te eetirt acs�. df.. CD Add-on "' ----E Industry Advisory Services - {one industry] m. a a a mmmm u. W Advisor htto 1f artner cmom/itls / d vas individual advisor. df Reference httpli artnekr.com/ittsd/sd is o reference. df Gartner for IT Leaders Advisor bltR;lLvU8M.gariner.com/itisd/sd itl individual advisorpdf Reference oartner.com/itlsdls itl refereng@.pdf Gartner for Marketing Leaders m Advisor htt :ld, . rtner.contditls ds I indiv access advisor.odf Emil Unknovim document properly name.Gartner.Inc.andFor as affildites All athts reserved. Gartner is a tradenoukr,inc,or its afflones For in"mal use of Gar ar Packet iPg. 727 i EXHIBIT B - PRICING C.19.b Gartner Core Connect Advisor http./I .ga_ner.com/ittsd/sd core connect advisor,o f Reference p:ff cartner.com/Wsdfs core connect reference. d IT News and Insight MT nd Insights ESERVICES rer.ccrrstisdfsd st Wawa ir�siht. f SER IT RESEESor Technical {per agency) i Ch Professionals er.cc�rnfitJsdfsd techr�rc adviser dept.ppartment .Professionals er,comlit/sd/sd techortr reference eot.p f Department 0 0 Gartner for Technical Professionals Advisor Team Technical Professionals frttpelC_ - -, rler,p�rntik�sdld techoro dvisor tearn,pdf Advisor Team 2 Gartner for Technical Professionals SMB (per agency with less than 4000 employees) Technical Professionals htt :fL rtn r. r Idsr dB d techoro dvisor mb,p Advisor SMB Technical Professionals h o:d6 .gartner.comhtts lsd_tech ro reference smb.pd Reference SMB Gartner for IT Associates Gartner for IT h :if . artoer.ccrrAtlsdlsd�it Associates 100 documents cv , T B S "? r9 Gartner for Finance hLUp.11 .grtner.coMIsd lad fl team in iv agcF,,s$ govis p f' CD Leaders Individual 0 Access Advisor Gartner for Finance Leaders Team Leader Up dls , artrrer.ccm/sd lid tl team lea er: f ' Advisor http,./Isd.gartner.com/sd lid fi loam advisor inember.pof , Reference httpJ1s .ganner.com/sd lid fl team reference mer1ber df Gartner for Human httoflsd.oartrier.ccrr�ds lid hr tearn iridiv access advisrr,pdf Resources Leaders Individual Access Advisor sin le-user Gartner for Human Resources Leaders Team Leader ttp:fls , art erco fsd lid hr team lead r,p f Advisor http://sd.gartner.com/sd lid hr team advisor rem er,p f Reference http://sd..gartner.com/sd lid hr tea_ reference r ernb r, Errxad Unknown dvourrtwnt Property manna. r,Inc aand'mr ids.effilWWs AM rights rO r,&d Gonmr is a tandem ark of Gartner Inc.or Its aldmates Afton For dralemaal on of only Gar r% Packet;Pg. 728 _ E I4ISI ' S - PRICING C.19.b_ Gartner for Safes tto,/Isd.oartner.com/sd lid sales team indiv access adviscor.ndf Leaders Individual Access Advisor Gartner for Sales Leaders Team Leader hftg://sd.oartner.com/sd lid sales tearrr leader.odf Advisor htt :l/sd.oartner.com/s lid sales team advisor member. f Reference htto1/sd_qartner.com/sd lid sales team reference`_M2Mber.pdf Gartner for Law and http://s .oartner.coai/sd lid Ic team in iv access advisor.odf 0 Compliance Individual Access Advisor sin ie®user Gartner for Law and Compliance Team Leader h%D://sd.aartner.com/sd lid Ic team leadgLp f Advisor hftta:Ils art_ner.co /s lid Ic team a visor member.pd y Reference hftD:/Isd.oartner.com/sd lid Ic team reference member.pdf OTHER SERVICES Strategic Advisory Services Remote Advisory httD Ilwww,nartner.com/ittsd/sd sas remotgqdf Session Internal Advisory http//%vww,gartnercornht/sd/sd sas internal.,cdf Session 0 Events !Summit mposium Ticket ht#o:t1 artner.comAttsd/sd s rn event ticket.o f Ticket http://www.qartner,comlit/sd/sd summit event ticket.o f W cv LEGACY AND RENEWAL ONLY RESEARCH SERVICES CD N IT Executives Portfolio - Renewal Only CIO Signature httD://www.aartner-comlitisdtad_itp, 0o sic.odf CIO ttc:i/ gartner.com/it/s /s ite cio.oct o CIO Essentials hb:ilwww.oartner.com/it/sdisd ite do es gntials.pdf cv Delegate Add-on htti2�://www.gartner,com/it/sdisd ite do si dcdl delegate ad don.radf Two Additional Meetings http://sd.gartner.com/sci e 2 addl eetincs.odf r- Add-on Industry Advisory htt :// - ar'tner_c m/i sd/sd_a advisor its, df Services Advisor Add-on to IT Executives(one indusk o NON-PROFIT HIGHER EDUCATION UNIVERSITY OR COLLEGE ONLY Core IT Research for Higher Education Universi /Colle a (per student cam us Core IT Research http.LLvnmy.qartnercom/it/sd/sd core advisor hqadf Advisor for Higher Education Core IT Research for httoett _ arter.co_./itlsCsccre he ca__cis access o f Unknown document property name, r..Inc.andBcr ft aftillates All fights resoved_ Garmar s m rk at r Inc-or As abates Fat inle Gar Wetting uaa of only Packet;Pg. 729 C.19.b EXHIBIT m PRICING Higher Education -� Cam us Access cv Technical Professionals for Higher Education(per student campus) Technical Professionals htt j n r rntlt Vsd, terh ro ad d or he.,odf for Higher Education Advisor Technical Professionals hftpJtwww.oartner.com/ittsd/sd t ch ro reference he udf for Higher Education Reference 0 U 0 0 76 N N N N 0 Eeearl Unknown documont property narne.Gwinar.Inc.OnWor dIs afileates.Ali rights reserved. �� Canner lea of Gannet Inc.or its Jdates Foe internal use drug Packet;Pg. 730 EXHIBIT G: CERTIFICATION REGARDING LOBBYING ' The undersigned certifies, to the best of his or her knowledge and belief, that: i). No Federal appropriated funds have been paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee or 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, c grant, loan, or cooperative agreement. ; y ii). If any funds other than Federal appropriated funds have been paid or will be paid to any Q 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 i y Lobbying," in accordance with its instructions. iii). The undersigned shall require that the language of this certification be included in the award documents for all sub awards at all tiers (including subcontracts, sub grants, and Contracts 1 under grants, loans and cooperative agreements) and that all sub recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction i was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, title 31, U.S. Code. 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. Signature: cv Printed Name: Phillip A. Cummins CD Organization: Gartner Inc. 0 Date: 02 March 2012 I cV CV B I I I i I � i I U Page 1 of 1 Packet;Pg. 731 C.19.b EXHIBIT Supplier ti l All small businesses must be certified by the Commonwealth of Virginia, Department of Small Business and Supplier Diversity (DSBSD) by the contract award date to participate in the SWAM program. Certification applications are ' available through DSBSD online a ,tt !:JJWWw.s d.vir iniao o Offeror e: ®Gartner, Inc. , rearer me: ,_,._,Phillip Cummings_ _ ate: �12/01/2017 , y Instructions A. If you are certified by the DSBSD as a small business or as a micro business, complete ) only Section A of this form. This shall include DSBSD-certified women, minority, or service-disabled veteran-owned businesses when they have received DSBSD small i y business certification. > B. If you are not a DSBSD-certified small business, complete Section B of this form. I Section A c. If your firm is certified by the DSBSD, are you certified as a (check all that apply): i Small Business Small and Women-owned Business Small and Minority-owned Business Small Service Disabled Veteran-owned Business Micro Business a Micro Business and Women-owned Business -- Micro Business and Minority-owned Business Micro Service Disabled Veteran-owned Business Certification Number: Certification Approval Date: Certification Expiration Date: CD cv 40 Section B `V Populate the table below to show your fdrm's plans for utilization of DSBSD-certified SWaM,businesses and Non-SWaM businesses directly performing the Requirements of this contract. This shall not exclude DSBSD-certified micro businesses or women, E minority, or service disabled veteran-owned businesses when they have received the DSBSD small business certification. Include as well businesses which ARE NOT SWaM ca businesses that will be utilized in directly performing the Requirements of this contract. Include plans to utilize small businesses as part of joint ventures, partnerships, subcontractors, suppliers, etc. rf Unknown document property name.GaMer Inc.endr®r As affiDifies.All rights reserved. r Gunner is n arad V For dnte at Gartner Inc or its iGst@s ■ I use Only Packet;Pg. 732 EXHIBIT C.19.b Small Business Name & Status if Small Business Contact Person, ' Type of Goods Address Is also:Women (W), Telephone& andfor Services N DSBSD Certificate# Minority(M) Email (Leave certificate number Service-Disabled blank if Non-SWaM) Veteran (D), Micro Business(0) Non-SWaM (NS) NIA NIA NIA ; Nl ........................................... M. .__ .... ....... :: 0 _mmm .....mmmm_ 0 76 cv cv SWaM Overall Commitment Percentage NIA o Please state here the overall commitment percentage for DSBSD-certified cv SWaM businesses directly performing the Requirements of this Contract: N T_ Note:The percentage above ONLY APPLIES to DSBSD-certifeed SWaM businesses who are directly performing the Requirements of this Contract.Do not include in the percentage any businesses performing the Requirements of this Contract that are non-SWaM businesses. 0 0 Efforl Unknown docurnent psocro 8y name.Gannon Inc andfor fta aftsiates.Ai6 rights naserved, Gartner it a tradaaark of Gannet Inc or As af'iales. r For Ire a9 un of outy Packet Pg. 733 C.19.b Order Date Order Number cv Customer Customer Type 0 Standard Product Code Q United Nations United Nations Standard o Products and Services CodeJl1N5C Description Manufacturer Manufacturer ID Quantity Unit of Measure 76 Unit Price Total Price cv cv Reference Price r9 0 Reference Cost Savings Amount Savings Percentage f � 0 c, Packet iPg. 734 C.19.b Self Explanatory. The identifier of the transaction that establishes the obligation for the product or service. Typical Transactions may include Purchase orders or Purchase Card transactions. Ordering;Entity that is acquiring the product or service. Classification of the customer as `Drop-down Menu provided): • State Agency, �- • OEU Cities& Counties • OEU Schools K-12 • EU College & Universities 0 • Other U An identifier used by your industry to describe the product or service. Typical identifiers include Universal Product Codes(UPC)or Global Trade Identification Numbers(GTI ). Taxonomy of products and services for use in eCommerce. It is a four-level hierarchy coded as an eight digit number,with an optional fifth level adding two more digits. See URL: y http://w .ds. yflorida.co /business_operations/state_purchasin yfloriaarketlace/comm odity_codes Nomenclature of the product or service ordered The original producer of the product. The alpha numeric code established by the manufacturer for the product. The amount of the product or service ordered. Standard unit or system of units by means of which a quantity is accounted for and expressed (e. ., each,set, box, case,etc.) 76 o The cost of one unit of measure of an item. The price paid the items ordered; calculated as the unit price multiplied by the quantity ordered. This a field is pre-calculated, no entry is required. W C- cv The amount that consumers anticipate paying or consider reasonable to pay for a particular good or service without the benefit of this contract. Commonly expressed as Manufacturer Suggested Retail Price ( SRP), Retail, List, or other usual or customary price offered for the product or service. Mathematical Calculation. (Reference Price X quantity) cv Mathematical Calculation. (Reference Cost-Total Price) C- Pre-calculated field representing the percentage difference between total price incurred by this order verses the price that would have been paid without the benefit of this contract. 0 ca Packet iPg. 73!5 e a I p ICI ! IJ G I G ®} C.19.b_ L) ,Tj f� ! It r11 F77- a � a t IC 1. 0 s 4 i N wLB if �My �� f�� r i 0 t ref r (U Ot' , � i � a � � . N N Cu w Cu U l�r Kill' Packet;Pg. 736 T VITA CONTRACT NUMBER 1 BETWEEN THE VIRGINIA X14FORMATION TECHNOLOLGIES AGENCY AND This MODIFICATION (Amendment) #3 is an agreement between the Virginia Information Technologies Agency (VITA), herein referred to a "State" or "Commonwealth" or "VITA", and Gartner Inc., hereinafter referred to a "Contractor" r "Gartner", relating to the modification of the above Contract. This Modification ification is U hereby incorporated into and made part of Contract -1 1 1 , as revised. a The purpose of this Modification #3 Is to add language to the � i Agreement, The parties agree to the mIIIn Exhibit B is deleted In Its entirety® Exhibit B is replaced by the Attachment A to this Modification #23 � The foregoing Is the complete and final expression of the parties' agreement to modify y Contract VA-180315-GARG and cannot be modified, except by a writing signed by duly i authorized representatives of both parties. i 0 ALL OTHER TERMS AND CONDITIONSREMAIN UNCHANGED. PERSONS SIGNINGTHIS CONTRACT ARE AUTHORIZED REPRESENTATIVES OF EACtl PARTY TO THIS � ACKNOWLEDGE THAT EACH PARTY AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF THE CONTRACT. N T I I I `IT T i N ,ert g y " : i NAME. Phillip A. Cummings � NAME:fOO I ¢+ CounselTITLE: Contracts TITLE. u 5 DATE: Ta EMAIL: phillip.cummings@gartner.co Packet iPg. 737 i Affachment A to Modification COMMONWEALTH I ! I VIRGINIAINFORMATION TECHNOLOGIES AGENCY(VITA) VA-180315-GARG EXHIBIT B Scheduleof Fees 04 Rates are effective from February 1,2020 to January 31, 2021 except where indicated. I t RESEARCHISSERVICES IT TEAM PLUSSOLUTIONS ANNUAL FEE Global CIO Team is -Invitation Only Global CIO 183,881 Divisional CIO 137,394 0 Global IT Leader 137,3 cs Global IT Leadership Team Plusx-Invitation only Global Team Leader 125,617 1 U) Global Partner Member 114,547 Advisor Member 43,594 Ln Executive Programs Leadership Team Plus for Global Enterprises s � a � - - - � Global Enterprises Team Leader 136,463 cu Global Enterprises IT Executive (may purchase IT Leadership Team Plus Members; 136,463I Global Enterprises Partner (mad purchase Enterprise IT Leadership Team Pius embers) 117,900 � Delegate Leader-Renewal Only" � (may purchase IT Leadership Team Plus embers) 50,452 Advisor Leader (may purchase IT Leadershi,,Teary Plus Members) 36,830 W Cross Function Member 25,741w i Executive Programs leadership Team Pius i N Leader 94,695 IT Executive Member or IT Executive leader r� (IT Executive Leader must purchase IT Leadership Team Plus Members) 94, 5 - — �.,. u s . Partner Member or Partner Leader (Partner Leader mustourchase Elite ,�rise IT Leadership Team plus embers) 90,751 N Partner Member or Partner leader- Renewing Subscribe � i T- (Pa er Leader must purchase Enterprise IT Leadership Team Plus Members) 77,081 Delegate er or Delegate Leader-Renewal Only> CD (Delegate Leader must purchase IT Leadership Team Plus embers) 50,452 Advisor Member or Advisor Leader (Advisor Leader must purchase IT Leadership Team Plus embers) , h _ 0 Cross Function Member _ 25,741 c, Enterprise IT Leaders Initiative Teama "Leader, 8,3,,442, .. Advisor Member 43,617 � FAD00119 version:2020-01-28 Page 1 of 11 IF Packet iPg. 738 C.19.b COMMONWEALTH OF VIRGINIA VIRGINIA INFORMATION TECHNOLOGIES AGENCY(VIT VA-180315-GARG EXHIBIT B Schedule f Fees Rates are effective from February 1, 2020 to January 31,2021 except where indicated. ADVISORYRESEARCH AND I rater rise IT Leadership Team plus for Global Enterprise 1 Global Enterprises Leader 97,360 Global Enterprises Advisor Leader (may purchase Enterprise IT Leadership Team Plus Members) 33,454 — m y - 0 Advisor Member -- 33,454 U Cross Function Member 19,762 � Enterprise IT Leadership Team Plus Leader 72,132 Leader- Renewal Subscriber 7 67,411 Advisor Member 33,454 Cross Function Member 19,762 IT Leadership Team Plus Leader 3 ,454 Advisor Member 33, 54 C Cry. . . m , _W s Function Member 19,762 0 IT TEAM PLUS WITHINDUSTRY SOLUTIONS ANNUAL Global CIO Team Plus with Industry a Industry)-invitation Only Global CIO 200,209 Divisional CI ....... 156,726 Global IT Leader 156, 26 CD cV Global IT T Plus It industry�(one Industry)-Invitation Only � M _ Leadership - v . CD lay al Lelarlor 144,422 0 Global Partner Member 11, Global Advisor Member 50,157 CD CD Executive r r e rs i Team Plus with Industry r Global Enterprises (one industry) In al Enterprises Tea Leader 1 w - �r... _ ....... ..... .�...m o,,-- � � I al Enterprises I Executive (moray purchase Industry Advisory Services Leadership Team Plus Members) 156,831 � 30 Global Enterprises Partner (may purchase Enterprise IT Leadership Team Picas with Industry Members) 13555 � Delegate Leader-Renewal Only (may purchase Industry Advisory Services Leadership Team Plus Members) 59,646 Advisor Leader (may purchase industry Advisory Services Leadership yearn Plus Members) 46,507 E ..,m..... � � � Cross Function Member i 31,075........... � � w . . ... FA000119 version? 02D-01-2d Page t of 11 Packet;Pg. 739 C.19.b COMMONWEALTH F VIRGINIA VIRGINIA INFORMATION TECHNOLOGIES Y(VITA) VA-180325-GARG EXHIBIT B Schedule of Fees c'v Rates are effective from e rua 1, 2020 to January 31, 2021 except where indicated. RESEARCH AND ADVISORY SERVICES Executive Programs Leadership Team Plus with Indus" (one industry) .. Leader 107,404 IT Executive Member or IT Executive Leader (IT Executive Leader must purchase Industry Advisory Services Leadership Team Puss embers) 107,4 4 —� .. .... _�.. Partner Member or Partner Leader to in (Partner Leader must purchase Enterprise IT Leadership Team Pius with Industry Members) 1()0,1Q5 _. _..__. ._ _. . . �w cy Partner Member or Partner Leader-Renewing subscriber 7 (Partner Leader must purchase Enterprise iT Leadership Team Plus with Industry Members) 93,833 Delegate Member or Delegate Leader-Renewal Only ( ele ate Leader Must purchase Indus Advisory Services Leadership Team Plus embers) 4 y rn Advisor Member or Advisor Leaderee _ _. _ _ mn (Advisor Leader must purchase Industry Advisory Services Leadership Team Plus Members) 46,507 � Cross Function Member 31,075 Enterprise IT Leaders Initiative Team it ._i ut _(one Industry) Leader - _ 97,498 Advisor Member 54,329 � 0 Enterprise IT Leadership Team Plays with Industry for Global Enterprises�(one Industry) 6 ---- --------- eem ....d .. .. wn.M..ro „M..w � ,,. � „n. Global Enterprises Leader 111,888 W Global Enterprises Advisor Leader (may purchase Enterprise IT Leadership Team Plus with Industry Team embers) 42,128 Advisor Member 42,128 c�a Cross Function Member 25,756 r9 Enterprise IT Leadership Team Pius with Indus".�(one industry) Leader 5,4 CD Leader-Renewal ubs riber' 80,037 CV Advisor Member 42,128 Cross Function Member 25,756 , Industry viso ices Leadership Team Plus z(one Industry) Leader 42,128 Advisor Member 4 , 2 Cross Function Member 25, 5 ®.. m FAC00119 version'.2020-01-26 Page 3 of 11 Packet;Pg. 740 C.19.b COMMONWEALTH I I VIRGINIA INFORMATION TECHNOLOGIES (VITA) VA-180315-GARG EXHIBITSchedule f Fees Rates are effective from FebruM 1, 2020 to January 31,2021 except where indicated" SERVICESRESEARCH AND ADVISORY IT TEAM SO LUTI ONS ANNUAL FEEr- Executive Programs ers i t _ Leader 87,020 IT Executive Member or IT Executive Leader o tJ (IT Executive Leader must purchase IT Leadership Tears Members) 87,020 cn Partner Member or Partner Leader (Partner leader must purchase Enterprise IT Leadership Team embers) 74,076 ar U) Partner Member or Partner Leader-Renewing Subscriber� (Partner Leader must purchase Enterprise IT Leadership Team Members) 70,709 y Delegate Member or Delegate Leader-Renewal Only 7 (Delegate leader must purchase IT Leadership Team embers) 46,399 Advisor Member or Advisor Leader (advisor Leader must purchase IT Leadership Team Members) 33,836 y Cross Function Member 23,592 Role Member 16, 7 Executive r r s Leadership Team Essentials 1- Limited A aRa flit � Leader .� _ 7,020 Essentials Member-lirriited Avallab,jIlty9,186 Enterprise IT Leadership Team ' Leader 66, cCD D cV Leader Renewal Subscriber ' 61,937 y Advisor Member 30,847 Cross Function Member 18143 Role Member 11,410 04 CD Essentials Member 9,186 T- r IT Leadership er _. Leader 30,847 W...,.-�. Advisor Member 30,847 Cross Function Member 18,143 Role Member 11,410 Essentials Member 9,186 C7 FA000119 version:2020-01-28 Page 4 of 11 Packet iPg. 741 C.19.b COMMONWEALTH VIP IIA VIRGINIAINFORMATION TECHNOLOGIES C VITA) VA-180315-GARG EXHIBIT B Schedulees cv Rates are effectiveff'orn February 1, 2020 to January ,2021 except where indicated. ADVISORYRESEARCH AND I ns IT TEAM WITHY SOLUTIONS ANNUAL Executive r r Leadership Team withIndustry 2(one industry) ' Leader 9 , 41 IT Executive Member or IT Executive leader 0 (IT Executive leader must purchase industry Advisory Services leadership Team embers) 98,541 U Partner Member or Partner Leader (Partner Leader must purchase Enterprise IT leadership Team with Industry Members) 91,658 Partner Member or Partner Leader-Renewing Subscriber 7 - - (Partner Leader must purchase Enterprise IT Leadership Team with industry Members) 85,949 Delegate Member or Delegate Leader-Renewal Only° y (Delegate Leader must purchase In ustr.=°Advisory Services Leadership ream Members) 54,745 .0 Advisor r or Advisor Leader (Advisor Leader must purchase Industry Advisory Services Leadership Team Members) 42,753 � Cross Function Member 2E,46 Role Member 20,20 y Enterprise IT Leadership Team wi Industry 2(one Industry) Leader 78,207 Leader-Renewal Subscriber 73,358 Advisor Member 35, 7 Cross Function Member 2 , 7 1 Role Member 1 ,55 Essentials ember 9,490 cv Industry Advisoryices Leadership Team z(one industry) Leader 38,67 �? Advisor Member 38,697 0 Cross Function Member 2 , 71 Role Member 13,556 Essentials Member 9,490 CD CD IT INDIVIDUAL ACCESS SOLUTIONS ANNUAL FEE Research and for Global Executives-Invitation Only _ Global CIO 192,076 Executive Programs Member(Single User) Y ,089 ember(M uiti User) 85,262 Two Additional Meetings Add-on Limited Availabilitys 17,334 ns FAGO0119 version:2020-01-28 Page 5 of 11 Packet iPg. 742 C.19.b COMMONWEALTH F VIRGINIA VIRGINtA INFORMATIONTECHNOLOGIES AGENCY(VITA) VA-180315-GARG EXHIBIT 8 Sc ule of Fees Rates are effective from February ,2020 to January 31,2021 except where indicated. ADVISORYRESEARCH AND I �Executive Programswith Industry n Industry) e er(Single User) 107,508 Member(Multi User) 96,55 0 IT Leaders Individual Access Advisor(Single User) 40,839 .2 Individual Access Advisor(Multi User) 0, 47 W i Reference(Single User) 27,432 Reference(Multi User) 17, 3 N I ust Advisory Services{one Industry) Individual Access Advisor(Single User) 49,948 Individual Access visor(Multi User) 38,687 Reference(Single User) 33,681 Reference(Multi User) 22,941 i Core Connect Advisor(Single User) 33,694 Advisor(Multi User} 8 Reference(Single User) 21, 31 Reference(Multi User) 12,459N CD cv IT NewsInsights-per seat 08 MULTI-USER IT RESEARCH SERVICES L F o Technical Profession i " i CD Advisor Dep art ent CII 119,375 ! i Reference Department 80,419 ' CD Advisor Team 56,920 ' N . Technical Professionals II Midsizesin ss( )4,5(per a en ) � F �_. =a .. _._ ...- Advisor SMB63,296c, Reference SMB 42,023 IT Associates Researchof -Limited aiIa k 27,008 FA000119 version, 1- Page 6 of 11 F'acketi Pg. 743 COMMONWEALTH F VIRGINIA. VIRGINIA INFORMATION TECHNOLOGIES C IT VA-190315-GARG EXHIBIT ! f Fees cv Rates are effective from February 1, 2020 to January 31, 2021 except h r indicated. { ADVISORYRESEARCH AND GAR T I I L Customer Service&SupportLeaders Team 9 Leader 31,081 Advisor Member 31, 1 0 Reference Member 12,975 U Customer Service Ike Support Leaders _ Individual Access Advisor(SingleUser) _ - 41,15 1 Individual Access Advisor(Multi User) - 31,081 xmm.,vu. 0 to 'Finance Leaders Team s i Leader 31,081' Advisor Member 31,081 a Reference Member 13,446 Finance Leaders _: .._ _. . ...... . .. Individual Access Advisor(Single User' 41,158i Individual Access visor(Multi User' 1, � N �.� ��,,. �. ..,.._..._.. ... ..... ...... ......_ .................................. �... e a . Chief Hurnan Resources Officers Tea 9 Leader ,12 Advisor ember31,081. Reference Member 15,803 N Chief Resources icers c? Individual Access Advisor(Single User) 86,057 .. -. Individual Access Advisor(Multi User) 78,120 j Human esources Leaders Tea 9 Leader 31,08 1. i 9 Advisor Member 31,081 Reference Member 15,801- i i ,Human Resources Leaders o Individual Access Advisor(Single User) 41,158 W Individual Access Advisor(Multi User) 31,081 Human Resources Professionalse Up to 20 HR Professionals 38,398 E Up to 5 HR Professionals _ „-...,. 23,868 .N FAUGO119 verslon; 20213-01-28 Page 7 of 11 11 Packet iPg. 744 C.19.b COMMONWEALTH F VIRI IA IRI to INFORMATION TECHNOLOGIES AGENCY(VITA) VA-190315-GARG EXHIBIT Schedule of Fees Rates are effective from February 1,2020 to January 31,2021 except where indicated, RESEARCH AND ADVISORY SERVICES Talent uron"I Single Country 30,475 Single Country Reference 2 ,243 Additional 5 Users 4,390 Additionai Workbench 10,330 Legal &Core piiance Leaders Tea _ - ..leader _ w 26,674 Advisor Member 26,674 , _ u Reference Member 10, 99 M — v _ > Legal&Compliance Leaders - ®, Individual Access Advisor(Single user) 35,286 Individual Access Advisor(multi Users 26,624 cn Marketing a ers Team Plus 10 Leader 108,030 Advisor Member 41,189 Reference Member 16,163 Marketing Leaders Team Leader 41,189 Advisor Member 41,189 Reference member 16,163 -- r9 Marketing r Individual Access Advisor(Single User( s - 9, 31 Individual Access Advisor(Multi User) 41,189 cv SERVICESOTHER T PRICE Strategic Advisory Services Client-Remote Advisory Engagement _ 8,343 Client-internal Advisory Engagement 16,893 0 Conferences a(price per ticket) - 2020 ticket pricing expires December 31,2020 � 2020 IT S osiu /Xpo 4,980 2020 Sum m it( I,Data Center,Security, pps) 3, 89 2020 Summit(excludes 131,Data Center,Security,and APps) JTBD 2 IT S osiu /Xpo 0 1 Su it(BI,Data Center, curity,nr Ap s)2 21 U i ( clu es 1,Data Center® uri ,and s) et; FA000119 version.2020-01- 8 Page S of 11 Packet iPg. 745 C-19-b COMMONWEALTH F VIRGINIA VIRGINIA INFORMATION TECHNOLOGIES AGENCY(VITA) VA-180315-GARG EXHIBIT B Schedule of Fees N Rates are effective from February 1,2020 to January 31, 2021 except where indicated„ RESEARCH AND ADVISORY SERVICES LEGACY AND RENEWAL ONLY RESEARCH SERVICESExecutive r -Renewal OrIly g - Member Basic(Single User) 65,792 CU Member Basic(Multi User) 58,861 Executive r r s with Industry(one industry)-Renewal On y � Member Basic(Single User) 76,226 Member Basic(MultiUser) 69,239 Co IT Executives-Renewal Only cn CIO Signature 109,020 -� CIO Member(Single User) 98,595 � CIO Member(Multi User) 97,442 CIO Essentials Member(SingleUser) 65,792 CIO Essentials Member(Multi user} 58,861 CIO Signature Delegate on 46,730 o Additional Meetings -on-Limited Availability� 17,334 o Enterprise IT Leaders Renewal O,nIy Individual Access(Single User) 79,832 � Individual Access(Multi User) , 4 individual Access(Single User) W -For renewing subscribers who purchased the services before February 1,2020. 73,953 CD Individual Access(MultiUser) c� For renewingsubscribers o purchased the services before February1,2020. 7 y Two si e.Meetings -Limited AvallabUity 17,334 Industry Add-on (one industry) 1 cv SERVICESRESEARCH LIC AND NON-PROFIT HIGHERI COLLEGEUNIVERSITY OR cV ANNUAL FEE Care IT Research for Higher Education(per student campus) Campus Reference for a community college 28,780 Campus Reference for a college r university i to 4,999 t ent FTE 28,780 Campus Reference for a college or university with 5,000 to 9,999 5tudent'FTE 57,560 0 Campus Reference for a college or university i 10,000 to 24,999 Student F Campus Reference for a college or university with 25,000+Student FTE 115,120 _ t � Technical r f ssi Is r Higher Education(per student campus)4 Adviser for I t t o college or university ,.. ,. , Reference for IT Staff only of a college or university 42,023 FA000119 version:2020-01-28 Page 9 of 11 11 Packet iPg. 746 C.19.b COMMONWEALTH F VIRGINIA VIRGINIA INFORMATION TECHNOLOGIES AGENCY(VITA) VA-180315-GARG EXHIBITu f Fees Rates are effective from February 1,2020 to January 31,2021 except here indicated. RESEARCH AND ADVISORY SERVICES IT PROFESSIONAL SERVICESHOURLY RATESr Vice r J t 506 Senior Director 467 Director Associate Director 369 Sr.Consultant 27 Consultant 215 Associate Consultant 154 0 Purchasing terms and conditions- "SingleUser"applies to a buying center that has one individual license;"Multi User"applies to a buying center that has at least two qualifying licenses within the same agency or municipality. To qualify for Multi User price levels,services must e ordered on the same Service Agreement or Purchase Order and reflect a common"Bill To"address. Strategic Advisory Services,Conferences,and Add-on services do not contribute towards Multi User pricing qualification, �+ x Team licenses require the purchase of a team configuration and are not available for purchase as standalone licenses. Certain team solutions are invitation only services as indicated In the pricing table.A maximum of one Leader per team. Each Leader type license must have three( )to ten( )team member licenses.A minimum of three(3)Advisor and/or Cross Function team e er licenses required per Team with an Enterprise IT Leadership Leader or Partner license. Executive Programs Leadership team solutions with one Leader and less than three( )team member licenses Is permissible so long as one of the team member licenses is an IT Executive or a Partner Leader with at least three( ) Advisor and/or Cross Function team member licenses.Global CIO team solutions with one Leader and less than three( ) team member licenses is permissible,All licenses in a Team must be coterminous and of the same team type.For example, a Team Plus configuration may only contain Team Plus licenses and cannot include other types of team licenses such as cv Tea m Plus with Industry,Tea (non-Plus),G to al CIO Team etc. CD z Team with Industry licenses require the purchase of a team configuration and are not available for purchase as "? standalone licenses.Certain team solutions are invitation only services as Indicated in the pricing table.A maximum of one Leader per team.Each Leader type license must have three( )to ten(10)team member licenses.A minimum of three( ) o 0 Advisor and/or Cross Function team member licenses required per Team with an Enterprise IT Leadership Leader or Partner license.Executive Programs Leadership team solutions with one Leader and less than three( )team member CV licenses is permissible so long as one of the team member licenses Is an IT Executive or a Partner Leader with at least three ( )Advisor and/or Cross Function team member licenses,Global CIO team solutions with one Leader and less than three ( )team member licenses is permissible.All licenses in a Team must be coterminous and of the same team type.For example,a Team plus with Industry configuration may only contain Team Plus with industry licenses for the same industry and cannot include other types of team licenses such as Team with Indust (non-Plus),Team Plus,Team(no industry,non- Plus),Global CIO Team etc.Team solutions with Industry Advisory Services is for one industry and all licenses in the team must purchase access to the same industry. a Availability is limited.Please check with your Gartner Sales representative before ordering. Purchasing prerequisite and/or cli lbility requirements apply. Check with Sales representatives before purchasing. s Technical Professionals is a per agency license available only to eligible small and medium size agencies with 4,000 or fewer employees. Please check With Sales representatives before purchasing. FA000119 version 020-01-28 Page 10 of 11 Packet iPg. 747 C.19.b COMMONWEALTH F VIRGINI VIRGINIA INFORMATION TECHNOLOGIES AGENCY(VITA) VA-180315-GARG EXHIBIT E Schedule of Fees N Rates are affective from February 1,2020 to January 31,2021 except where indicated. RESEARCH AND ADVISORY SERVICES Conferences ticket prices apply to orders received by December 31st of the year Indicated, For example,2020 Symposium ticket price applies to orders received on or before December 31,2020, Future ticket prices have not be U released;please check with account representatives for future pricing at the time of purchase, 0 Renewal Only and Renewing Subscriber services and pricing are mailable to eligible license holders who purchased the y service listed on or before the date specified below and continuously purchase the service thereafter. Please check with � Sales Representative for availability and eligibility before ordering, Tears Partner Member and Partner Leader licenses:purchased on or before February 1,2020 � Tears[relegate Member and Delegate Leader licenses;purchased on or before February 1,2020 Enterprise IT Leadership Tears Leader:purchased on or before February 1,2020 y Enterprise IT Leaders Individual Access licenses,purchased on or before February 1,2020 Executive Programs Member Basic and Member Basic with Industry:purchased can or before April 1,2019 IT Executives:purchased can or before September 1,2015 U Higher Education products are only available to eligible public and not-for-profit Higher Education colleges or universities, A Care IT Research Reference for Higher Education license is for came designated,student campus based on the total fall time equivalent(FTE)student enrollment of the college or university, as assessed at the time of purchase,Purcha fng prerequisites apply.Check with'Sales representatives before purchasing, Gartner Business Services Team licenses require the purchase of a team configuration and are not available for purchase as standalone licenses. A maximum of one Teams Leader per Team. Each Tears Leader type license must have three(3)to 76 ten(10)'Team Members coterrn nous with the Leader license«A Customer Service&Support Team or Legal&Compliance � Leaders Tears with one Team Leader and two Tearn Members is permissible, Ali licenses in a Team must be of the same � Business domain;for example,a Finance Leaders Tearer may only consist of Finance Leaders Teams licenses.Human Resources Professionals requires the purchase and maintenance of a coterminous Chief'Human Resources Officers Team or Human Resources Team. CD cv .°Marketing Teams Plus licenses require the purchase of a teams configuration and are not available for purchase as Stan a one licenses.A maximum of one Leader per Tears. Each Leader license must have three( )to six( )coterminous "9 Tears P,us Member licenses. All licenses in a Tears Plus so ution,including subtearn members,rriust be"Team Plus"type CD licenses, cv CD cv Gartner reserves the right to refresh Its pricing and product offerings on a quarterly Oasis consistent with time prices listed in the Gartner GSA Group To IT schedule price list to be supplemented as required by any mandatory VITA fees,in cases where Gartner GSA Group 70 IT pricing ls not available,the pricing will be based upon and consistent with artner"s net best pricing level(i.e. artner's State Local Government pricing s ructure)i. 0 A 00119 version.202 1-2 11 of 11 LF Packet iPg. 748 G R C°UgTB Kevin Madok, CPA �o ...,.... � Clerk of the Circuit Court& Comptroller— Monroe County, Florida �R°E coo N DATE: April 3, 2019 TO: Maria Guerra IT Department ' FROM: Pamela G. Hancock, D.C. U SUBJECT: March 21" BOCC Meeting Attached is an electronic copy of Item C26, Agreement between Gartner, Inc. and Monroe ) County for $36,893.00 for Research and Analysis of Products and Systems for the County in selecting hardware, software solutions, Telecom, and other IT services, for your handling. The Master Client Agreement that was referenced in the first paragraph of the agreement, but not included in the backup (ACS4 81141902-VITA-I8-ACS), is being provided as part of this document (since it is available on the state's website). It should be noted that the VITA Information Technology Services Contract was included in the backup. Please be sure to upload the Master Client Agreement as part of the backup in future documents. Should you have any questions,please feel free to contact me at ext. 3130. Thank vou. cv cv r9 r9 0 cc: Countv Attorney d- Finance File `�l 0 KEY WEST MARATHON PLANTATION KEY PK/ROTH BUILDING 500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plan 305-294-4641 305-289-6027 305-852-7145 305- Packet Pg.749 C.19.c Gartner,Inc.Service Agreement for.MONROE COUNTY FLORIDA("Client") This Service Agreement SA" is between Gartner Inc. of 56 Top Gallant Road Stamford CT 06904 Gartner" on behalf of itself and all wholly-owned affiliates of Gartner,Inc.and Client of 1200 Truman Ave Ste 211,Key West,FL 33040-7270.("Client"),and includes the Master CD Client Agreement(ACS#81141902-VITA-I8-ACS)between Gartner and Client or Client's parent or affiliate dated MAY-2018 the terms of which are incorporated by reference,and all applicable Service Descriptions.This SA constitutes the complete agreement between Gartner and Client.Client agrees to subscribe to the following Services for the term and fees set forth below. r 1. DEFINITIONS AND ORDER SCHEDULE: Services are the subscription-based research and related services purchased by Client in the Order Schedule below and described in the Service Descriptions. Service Names and Levels of Access are defined in the Service Descriptions. Gartner may periodically update the names and the deliverables for each Service. If Client adds Services or upgrades the level of service or access,an additional Service Agreement will be required. us Service Descriptions describe each Service purchased,specify the deliverables for each Service,and set forth any additional terms unique to a '5 specific Service. Service Descriptions for the Services purchased in this SA may be viewed and downloaded through the hyperlinks listed in W Section 2 below or may be attached to this SA in hard copy,and are incorporated by reference into this SA. 0 Contract Contract Name of User Annual Fee Total Fee Service Name Level of Access Ouanti Term Start Term End to be Licensed Date Date USD USD Gartner for IT Individual Access 1 Alan 01-APR-2019 31-MAR-2020 Leaders Advisor MacEachern IT News and Reference 3 3 Licenses to 01-APR-2019 31-MAR-2020 W Insight from be Assigned Gartner Term Total (Excluding $36,893.00 applicable taxes 0 (Excluding Total Services: applicable $36,893.00 taxes) W 1-65Q4MSG 1903 WRD FA000118 2.SERVICE DESCRIPTIONS: cv CD Service Name/Level of Access Service Description URL r Gartner for IT Leaders Individual Access Advisor http://sd.gartner.com/sd itl individual advisor. df r� IT News and Insight from Gartner Reference http://sd.gartner.com/sd it news insi ht. df 0 3. PAYMENT TERMS r cv Gartner will invoice Client on a quarterly basis in the amount of$9,223.25 (1/4 of the total amount of$36,893.00 for all Services rendered) r in accordance with the Prompt Payment Act,F.S.218.70.Payment is due 30 days from the invoice date.Client,is a political subdivision of the State of Florida and thus shall not pay any sales, use, value-added or other tax or charge imposed or assessment by any governmental entity , upon the sale,use or receipt of Services,including any taxes imposed on the net income of Gartner. Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Board of County Commissioners. CJ Please attach any required Purchase Order("PO")to this SA and enter the PO number below. If an annual PO is required for multi-year contracts, Client will issue the new PO at least 30 days prior to the beginning of each subsequent contract year. Any pre-printed or additional contract terms included on the PO shall be inapplicable and of no force or effect. All PO's are to be sent to purchaseordersAgartner.com. This SA may be signed in counterparts. a� Gartner,Inc.-Service Agreement for use with a Master Client Agreement-Version packet Pg.750 4. CLIENT BILLING INFORMATION N Purchase Order Number Billing Address SOS 3� 09 Invoice Recipient Tel.No. �Invoice �Recipient "Name �_ L11--�1�C�/�.J ik.>lNl `t'1 �l ��►��U��`�...L7J����1 a��_�_ C" Invoice Recipient Email 5. AUTHORIZATION 0 Client: Gartner,Inc. U MONR COUN FLORIDA y Y � U) Signature Sign tore A 6/zl/Z"l I [��/3 1 q Date D to 5'� I,,;A, J M����� Clau is Sanchez Contracts Print ame Print Name Specialist M� o� Gartner Title Title IF USING A DIGITAL SIGNATURE, PLEASE CONFIRM THE FOLLOWING AS A CONDITION OF CONTRACT EXECUTION: [ ]By ticking this box,I agree that by affixing my digital signature hereunder I am attesting e that:(i)this is my own personal legal signature; C s`o and(ii)I am a duly authorized signatory for my :-,rj r , r- company. My signature verifies that the fT; d N information provided to Gartner hereunder is CD d by me, under penalty of false ....f q material breach of contract. C' -4� IN MAD CLERK C2 C�l DEPU CLERK MONROE COUNTY ATTORNEY APPE11AS TO FO CH USTINE LIMBERT-BARROWS ASSISTANT COUNTY ATTORNEY DATE:_ C, N S= - Gartner,Inc.-Service Agreement for use with a Master Client Agreement-Version 0 Packet Pg.751 ..y C.19.c .A1 J/IA,A lfMl� I - Urchas r Alternate Contract Source(ACS) No.81141902-18-ACS For IT Research and Advisory Services This Contract is between the State of Florida, Department of Management Services (Department), an agency of the State of Florida and Gartner, Inc. at 56 Top Gallant Road Stamford,CT 06902(Contractor),collectively referred to herein as the"Parties. 0) The Department is authorized by subsection 287.042(16), Florida Statutes,"to evaluate r contracts let by the Federal Government,another state,or a political subdivision for the provision of commodities and contract services,and,if it is determined in writing to be cost-effective and in ¢ U the best interest of the state,to enter into a written agreement authorizing an agency to make purchases under such contract." The Virginia Information Technologies Agency(VITA),on behalf of the Commonwealth of Virginia,competitively procured Information Technology Research and Advisory Services, and N signed contract number VA-120501-GARG with the Contractor, attached hereto as Exhibit D 0) (Master Agreement). The Master Agreement is effective May 1,2012,and terminates on April U 30,2018.Renewal options are not available. > The Department evaluated the Master Agreement,and hereby acknowledges that use of the Master Agreement as an alternative source contract is cost-effective and in the best interest of the State. 0 Accordingly,the Parties agree as follows. 1. Master Agreement. The Department acknowledges and agrees to be bound by the terms and conditions of VITA Term Contract No. VA-120501-GARG, which are specifically incorporated herein by 2 reference,except as otherwise specified in this Alternate Contract Source. t8 2. Term and Effective Date. � The initial term of this Contract will become effective on November 1,2017 or on the date the document is signed by all Parties,whichever is later,consistent with the Master Agreement, unless terminated earlier in accordance with the General Contract Conditions. 3. Modifications or Additions to Master Agreement. As used in this document, Contract(whether or not capitalized) shall, unless the context requires otherwise, mean this document and all incorporated Exhibits,which set forth the Page 1 of 3 N N M M N U 0) U Packet Pg.752 Alternate Contract Source(ACS) No.81141902-18-ACS For IT Research and Advisory Services entire understanding of the Parties and supersedes all prior agreements. All modifications to this Contract must be in writing and signed by all Parties. Amendments to the Master Agreement will be automatically incorporated into this Contract. All Exhibits attached or listed below are incorporated in their entirety into,and shall form part of this Contract.Exhibits A and B modify or supplement the terms and conditions of the Master Agreement. The Parties agree that these modifications or additions shall apply to actions between the Contractor and the State of Florida(including participating Florida agencies and eligible users).In the event of a conflict,the following order of precedence shall apply. ru 0) a) This Contract and amendments,with the latest issued having priority. b) Exhibit A:Special Contract Conditions(Florida) r c) Exhibit B:General Contract Conditions(Florida) d) Exhibit C:State of Florida Price Sheet e) Exhibit D.Master Agreement cu f) Purchase Orders Where the laws and regulations of a state other than the State of Florida are cited or referenced in the Master Agreement, such citation or reference shall be replaced by the comparable Florida law or regulation. N 4. Price. U L- The Price Sheet set forth at Exhibit C"2017 State of Florida Price List"hereto shall apply to 0) this Alternate Contract Source. The Department and Contractor agree that pricing for IT Research&Advisory Services shall be based upon and in accordance with Gartner's then current General Services Administration fn (GSA)Group 70 IT Schedule,plus one percent(.7%). For Contractor services that do not appear on GSA Schedule 70,the Department's pricing will be based upon Gartner State and Local Government pricing,plus one percent(.7%). 5. Purchase Orders. Upon execution of this Contract,Customers,as defined in Section 1.1 of the General Contract 0) Conditions(Exhibit B), may purchase products and services under this Contract using this State of Florida ACS number 81141902-18-ACS Customers acknowledge and agree to be bound by the terms and conditions of the Master Agreement except as otherwise specified in this Contract and its Exhibits. ru 0 Page 2 of 3 N N M M N U 0) U Packet Pg.753 C.19.c Rte'u^ma'nte t'tmw'u'aa°o'°W dmaurmma(ACC) Ialmx,d"t°t 41102..1IIIll ACS DDr FT Aerwari,rch wad t dvfinawuy"IIuwurmlcea dR W"pu°➢u oaup';pa'awutaaaft C9 III38radmment";a r4awaa'ru V r' can l.aumdaasmm'PPdlllllanaw'um talmiimlon awl'tw'tmtm Ir'"uawurawa�muutaoga ., t'":Ilv!!do II'mpm D'ua nt um MwvowiM Serhoua 405CII t;uayvPamu'(fldm Way,m'uft"Cd 71'WWhmmeaaao 11 Wilda' L. 03 Tolleplll'mmu'wms,to t tallt RUP (U It'.mMt. 'w..w wuu alit. �- Ca'wuwtn~a wwu"'ACmmBdmam r 1016a ormwmt Gartner,Beam, U 58'tap Gallant Road CU CT M002 a'mW�Ihgwmma t612t", '&M. 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U U Packet Pg.754 Alternate Contract Source No.81141902-18-ACS EXHIBIT A FLORIDA SPECIAL CONTRACT CONDITIONS This Exhibit contains the Special Contract Conditions. If a conflict exists between the Special Contract Conditions and the General Contract Conditions,the Special Contract Conditions shall take precedence over the General Contract Conditions unless the conflicting term in the General Contract Conditions is required by Florida law,in which case the General Contract Conditions term will take CD precedence. (6 N Special Contract Conditions are as follows: Section 1 Delays and Complaints Delivery delays and service complaints will be monitored on a continual basis. Documented inability m to perform under the conditions of the contract,via the established Complaint to Vendor process (PUR 7017 form),may result in default proceedings and cancellation. 0) r Section 2 Monthly Transaction Fee Report The Contractor is required to submit monthly Transaction Fee Reports electronically through MFMP VIP. All such reports and payments shall be subject to audit.Failure to comply with the payment of the Transaction Fees or reporting of transactions shall constitute grounds for declaring the Contractor in default and subject the Contractor to exclusion from business with the State of Florida. ¢ 0 For information on how to submit Transaction Fee Reports online,please reference the detailed fee U reporting instructions and Vendor training presentations available online through MFMP U on the N MyFloridaMarketPlace website(located at http://drns.rr_i lorida.corn/rnfrri . Assistance is also 0) available from the MyFloridaMarketPlace Customer Service Desk at U feeprocessing@myfloridamarketplace.com or 866-FLA-EPRO(866-352-3776)between the hours of > 8:00 AM to 6:00 PM,Eastern Time. Section 3 Quarterly Sales Reports Each Contractor shall submit a sales report to the Department on a Quarterly basis. 0 Contract Sales Reports must include the Contractor's name,the dates of Quarter covered,each N Customer's name,services provided,and the amount paid by the Customer. > Initiation and submission of the Contract Sales Reports are to be the responsibility of the Contractor. The Contractor will submit the completed Sales Report forms by email to the Department Contract Manager no later than the due date indicated in Section 10. Submission of these reports is 2 considered a material requirement of this Contract and the Contractor. Failure to provide quarterly sales reports,including those indicating no sales,within thirty(30) 0) calendar days following the end of each quarter(January,April,July and October)is considered as Non-Performance by the Contractor.Exceptions may be made if a delay in submitting reports is attributable to circumstances that are clearly beyond the control of the Contractor. The burden of proof of unavoidable delay shall rest with the Contractor and shall be supplied in a written form and submitted to the Department. ru The Department reserves the right to request additional sales information as needed. 0 Section 4 Quarterly Reporting Timeframes Quarterly reporting timeframes coincide with the State Fiscal Year as follows. CD CD CD M M 0 CD r N r CD CD ru 0) U Packet Pg.755 C.19.c Quarter 1-(July-September)—Due by October 10 Quarter 2-(October-December)—Due by January 10 Quarter 3-(January-March)—Due by April 10 Quarter 4-(April-June)—Due by July 10 Section 5 Business Review Meetings The Department reserves the right to schedule business review meetings as frequently as necessary. The Department will provide the format for the Contractor's agenda. Prior to the meeting,the Contractor shall submit the completed agenda to the Department for review and acceptance. The CD Contractor shall address the agenda items and any of the Department's additional concerns at the meeting. Failure to comply with this section may result in the Contractor being found in default and contract termination. r U tJ U U This space left intentionally blank. N N r M M t r N r U tJ !v U Packet Pg.756 C.19.c Alternate Contract Source No.81141902-18-ACS EXHIBIT B GENERAL CONTRACT CONDITIONS Table of Contents SECTION1. DEFINITIONS.......................................................................................................3 SECTION2. TERMINATION.....................................................................................................3 N SECTION 3. PAYMENT AND FEES..........................................................................................4 SECTION 4. CONTRACT MANAGEMENT................................................................................5 SECTION 5. COMPLIANCE WITH LAWS.................................................................................6 SECTION 6. MISCELLANEOUS................................................................................................7 � SECTION 7. WORKERS'COMPENSATION AND GENERAL LIABILITY INSURANCE,AND INDEMNIFICATION....................................................................................................................8 r SECTION 8. PUBLIC RECORDS,TRADE SECRETS,DOCUMENT MANAGEMENT AND INTELLECTUAL PROPERTY.....................................................................................................9 SECTION 9. DATA SECURITY AND SERVICES....................................................................10 SECTION 10. GRATUITIES AND LOBBYING.........................................................................11 tJ SECTION 11. CONTRACT MONITORING..............................................................................11 ug SECTION 12. CONTRACT AUDITS........................................................................................12 0) U SECTION 13. BACKGROUND SCREENING AND SECURITY...............................................12 > These General Contract Conditions supersede and replace in their entirety all General Contract Conditions, Form PUR 1000,which is incorporated by reference in Rule 60A-1.002, Florida Administrative Code(F.A.C.) SECTION 1. DEFINITIONS. The following definition applies in addition to the definitions in Chapter 287,Florida Statutes,(F.S.)and Rule Chapter 60A-1,F.A.C.: U 1.1 Customer. (B The agency or eligible user that purchases commodities or contractual services pursuant to the N Contract. SECTION 2. TERMINATION. 2.1 Termination for Convenience. The Contract may be terminated by the Department in whole or in part at any time,in the best interest of the State of Florida. If the Contract is terminated before performance is completed, the Contractor will be paid only for that work satisfactorily performed for which costs can be substantiated. Such payment,however,may not exceed an amount which is the same percentage of the Contract price as the amount of work satisfactorily performed.All work in N N r M M r N r U tJ 0) U Packet Pg.757 C.19.c progress will become the property of the Customer and will be turned over promptly by the Contractor. 2.2 Termination for Cause. If the Department determines that the performance of the Contractor is not satisfactory,the Department may,at its sole discretion,(a)immediately terminate the Contract,(b)notify the Contractor of the deficiency with a requirement that the deficiency be corrected within a specified time,otherwise the Contract will terminate at the end of such time,or(c)take other action deemed appropriate by the Department. SECTION 3. PAYMENTAND FEES 3.1 Payment Invoicing. The Contractor will be paid upon submission of properly certified invoices to the Customer after delivery and acceptance of commodities or contractual services is confirmed by the Customer. Invoices must contain detail sufficient for an audit and contain the Contract Number and the Contractor's Federal Employer Identification Number. 0) 3.2 Travel. r Travel expenses are not reimbursable unless specifically authorized by the Customer in writing,and may be reimbursed only in accordance with section 112.061,F.S. ¢ U 3.3 Annual Appropriation. Pursuant to section 287.0582,F.S.,if the Contract binds the State of Florida or an agency for the purchase of services or tangible personal property for a period in excess of U one fiscal year,the State of Florida's performance and obligation to pay under the Contract Ca is contingent upon an annual appropriation by the Legislature. fn 3.4 Transaction Fees. U The State of Florida,through the Department of Management Services,has instituted > MyFloridaMarketPlace,a statewide eProcurement system pursuant to section 287.057(22), Florida Statutes.All payments issued by Customers to registered Vendors for purchases of commodities or contractual services will be assessed Transaction Fees as prescribed by rule 60A-1.031,Florida Administrative Code,or as may otherwise be established by law.Vendors L` must pay the Transaction Fees and agree to automatic deduction of the Transaction Fees, N when automatic deduction becomes available.Vendors will submit any monthly reports required pursuant to the rule.All such reports and payments will be subject to audit.Failure to comply with the payment of the Transaction Fees or reporting of transactions will constitute grounds for declaring the Vendor in default and subject the Vendor to exclusion from business with the State of Florida. 3.5 Taxes. The State of Florida is not required to pay any taxes,including customs and tariffs,on fn commodities or contractual services purchased under the Contract. U 3.6 Return of Funds. Contractor will return any overpayments due to unearned funds or funds disallowed pursuant to the terms of the Contract that were disbursed to the Contractor by the Department or Customer. The Contractor must return any overpayment within 40 calendar days after either t8 discovery by the Contractor,its independent auditor,or notification by the Department or Customer of the overpayment. N N r M M r N r U tJ !v U Packet Pg.758 C.19.c SECTION4. CONTRACT MANAGEMENT. 4.1 Composition and Priority. The Contractor agrees to provide commodities or contractual services to the Customer within the manner and at the location specified in the Purchase Order and any attachments to the Purchase Order. 4.2 Notices. All notices required under the Contract must be delivered to the designated Contract Manager CD by certified mail,return receipt requested,by reputable air courier service,email,or by C6 personal delivery,or as otherwise identified by the Department. 4.3 Department's Contract Manager. The Department's Contract Manager,is primarily responsible for the Department's oversight of the Contract.In the event that the Department changes the Contract Manager,the Department will notify the Contractor. Such a change does not require an amendment to the Contract. 4.4 Contractor's Contract Manager. >' The Contractor's Contract Manager is primarily responsible for the Contractor's oversight of r the Contract performance. In the event that the Contractor changes its Contract Manager,the Contractor will notify the Department. Such a change does not require an amendment to the ¢ Contract. 4.5 Diversity Reporting. The State of Florida supports its diverse business community by creating opportunities for woman-,veteran-,and minority-owned small business enterprises to participate in Ca procurements and contracts.The Department encourages supplier diversity through fn certification of woman-,veteran-,and minority-owned small business enterprises,and provides advocacy,outreach,and networking through regional business events.For additional information,please contact the Office of Supplier Diversity(OSD)at > osdinfo@dms.myflorida.com. Upon request,the Contractor will report to the Department its spend with business enterprises certified by the OSD. These reports must include the time period covered,the name and L` Federal Employer Identification Number of each business enterprise utilized during the period, N commodities and contractual services provided by the business enterprise,and the amount paid to the business enterprise on behalf of each Customer purchasing under the Contract. 4.6 RESPECT. Subject to the agency determination provided for in Section 413.036,F.S.,the following statement applies. ru IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES THAT ARE fn 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 t8 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. CN CD CD CD r M M 0 CD r N r CD CD !v U Packet Pg.759 C.19.c Additional information about the designated nonprofit agency and the commodities or contractual services it offers is available at http://www.respectofflarida.or 4.7 PRIDE. Subject to the agency determination provided for in Sections 946.515 and 287.042(1),F.S., the following statement applies. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT ANY ARTICLES WHICH ARE THE SUBJECT OF,OR REQUIRED TO CARRY OUT,THIS CONTRACT SHALL CD BE PURCHASED FROM THE CORPORATION IDENTIFIED UNDER CHAPTER 946, F.S.,IN THE SAME MANNER AND UNDER THE SAME PROCEDURES SET FORTH CNI IN SECTION 946.515(2)AND(4),F.S.;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 THIS AGENCY INSOFAR AS DEALINGS WITH SUCH CORPORATION ARE CONCERNED. ru 0) Additional information about PRIDE and the commodities or contractual services it offers is >' available at hb://www.pride-enteEprises.orq. r SECTION 5. COMPLIANCE WITH LAWS. 5.1 Department of State Registration. The Contractor and any subcontractors that assert corporate status must provide the Department with conclusive evidence,per section 607.0127,F.S.,of a certificate of status,not subject to qualification,if a Florida business entity,or of a certificate of authorization if a foreign business entity and maintain such status or authorization through the life of the fn Contract and any resulting contract or purchase order. 5.2 Convicted and Discriminatory Vendor Lists. In accordance with sections 287.133 and 287.134,F.S.,an entity or affiliate who is on the Convicted Vendor List or the Discriminatory Vendor List may not perform work as a contractor, supplier,subcontractor,or consultant under the Contract. The Contractor must notify the Department if it or any of its suppliers,subcontractors or consultants have been placed on the L` Convicted Vendor List or the Discriminatory Vendor List during the term of the Contract. N 5.3 Contractor Certification. If the Contract exceeds$1,000,000.00 in total,not including renewal years,Contractor certifies that it is not listed on either the Scrutinized Companies with Activities in Sudan List,the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,or the Scrutinized Companies that Boycott Israel List created pursuant to sections 215.473,F.S.and 215.4725 F.S,respectively. Pursuant to section 287.135(5),F.S.,and 287.135(3),F.S., Contractor agrees the Department may immediately terminate the Contract for cause if the fn Contractor is found to have submitted a false certification or if Contractor is placed on the 0) Scrutinized Companies with Activities in Sudan List,the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List,or the Scrutinized Companies that Boycott Israel List, or is engaged in a boycott of Israel during the term of the Contract. 5.4 Cooperation with Inspector General. t8 Pursuant to subsection 20.055(5),F.S.,Contractor,and any subcontractor to the Contractor, understand and will comply with their duty to cooperate with the Inspector General in any investigation,audit,inspection,review,or hearing. Upon request of the Inspector General or any other authorized State official,the Contractor must provide any type of information the CD CD CD r M M 0 CD N r CD CD !v U Packet Pg.760 C.19.c Inspector General deems relevant to the Contractor's integrity or responsibility.Such information may include,but will 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 will retain such records for five years after the expiration of the Contract,or the period required by the General Records Schedules maintained by the Florida Department of State(available at:http://dos.rriyflarida.carnAibraEy-archives/records-rnanagernent/general- records-schedules/),whichever is longer.The Contractor agrees to reimburse the State of Florida for the reasonable costs of investigation incurred by the Inspector General or other authorized State of Florida official for investigations of the Contractor's compliance with the terms of this or any other agreement between the Contractor and the State of Florida which results in the suspension or debarment of the Contractor.Such costs will include,but will not be limited to:salaries of investigators,including overtime,travel and lodging expenses,and expert witness and documentary fees. SECTION 6. MISCELLANEOUS. 6.1 Notice of Legal Actions. W The Contractor must notify the Department of any legal actions filed against it for a violation of >' any laws,rules,codes,ordinances or licensing requirements within 30 days of the action being r filed. The Contractor must notify the Department of any legal actions filed against it for a breach of a contract of similar size and scope to this Contract within 30 days of the action being filed. Failure to notify the Department of a legal action within 30 days of the action will be grounds for termination for cause of the Contract. 6.2 Subcontractors. All contactors,dealers,and resellers authorized by the Department,as shown on the u dedicated Contractor NASPO ValuePoint website,are approved to provide sales and service fh support to participants in the Contract.The Contractor's dealer participation will be in U accordance with the terms and conditions set forth in the Contract.The Contractor is fully responsible for satisfactory completion of all subcontracted work.The Department supports > diversity in its procurements and contracts,and requests that Contractor offer subcontracting 0) opportunities to certified woman-,veteran-,and minority-owned small businesses.The Contractor may contact the OSD at osdhelpCo)drnamYYlonda corn for information on certified small business enterprises available for subcontracting opportunities. 0 6.3 Assignment. The Contractor will not sell,assign or transfer any of its rights,duties or obligations under the Contract without the prior written consent of the Department.In the event of any assignment, the Contractor remains secondarily liable for performance of the Contract.The Department may assign the Contract to another state agency. 6.4 Independent Contractor. The Contractor and its employees,agents,representatives,and subcontractors are not (n employees or agents of the Department and are not entitled to the benefits of State of Florida 0) employees. The Department will not be bound by any acts or conduct of the Contractor or its employees,agents,representatives,or subcontractors. The Contractor agrees to include this provision in all of its subcontracts under the Contract. 6.5 Ombudsman. t8 A Vendor Ombudsman has been established within the Department of Financial Services. The duties of this office are found in section 215.422,F.S.,which include disseminating information relative to prompt payment and assisting contractors in receiving their payments in N N r M M t r N r U tJ !v U Packet Pg.761 C.19.c a timely manner from a Customer. The Vendor Ombudsman may be contacted at(850)413- 5516. 6.6 Information Technology Standards Pursuant to sections 282.0051 and 282.318,F.S.,the Agency for State Technology(AST)is to establish standards for the implementation and management of information technology resources.Vendors agree to cooperate with the state agency in furtherance of the state agency's efforts to comply with AST standards,established in Rule Chapter 74,F.A.C,as applicable. SECTION 7. WORKERS'COMPENSATION AND GENERAL LIABILITY INSURANCE,AND INDEMNIFICATION 7.1 Workers'Compensation Insurance. To the extent required by law,the Contractor must be self-insured against,or must secure and maintain during the life of the contract,Worker's Compensation Insurance for all its employees connected with the work of this project,and in case any work is subcontracted,the Contractor 0) must require the subcontractor similarly to provide Worker's Compensation Insurance for all of >' the latter's employees unless such employees engaged in work under the resulting contract r are covered by the Contractor's insurance program. Self-insurance or insurance coverage must comply with the Florida Worker's Compensation law. In the event hazardous work is ¢ being performed by the Contractor under the resulting contract or purchase order and any class of employees performing the hazardous work is not protected under Worker's Compensation statutes,the Contractor must provide,and cause each subcontractor to provide 1= adequate insurance satisfactory to the Department for the protection of employees not otherwise protected. 7.2 General Liability Insurance. U The Contractor must secure and maintain Commercial General Liability Insurance including bodily injury,property damage,product-liability,personal&advertising injury and completed > operations. This insurance must provide coverage for all claims that may arise from the 0) services,and operations completed under the Contract and any resulting contract or purchase order,whether such services or operations are by the Contractor or anyone directly or indirectly employed by them. Such insurance must include a Hold Harmless Agreement in L` favor of the State of Florida and also include the State of Florida as an Additional Named Insured for the entire length of the Contract and any resulting contract or purchase order. The Contractor is responsible for determining the minimum limits of liability necessary to provide reasonable financial protections to the Contractor and the State of Florida under the Contract and any resulting contract or purchase order. U All insurance policies must be with insurers licensed or eligible to transact business in the State of Florida. The Contractor's current certificate of insurance must contain a provision that the insurance must not be canceled for any reason except after thirty(30)days written notice fn to the Department's Contract Manager. The Contractors must submit insurance certificates evidencing such insurance coverage prior to execution of a contract with the Department. The Contractor must require its insurance carrier to add the Department to the insurance t8 policies as an additional insured,as provided below. 0 N N r M M t r N r U !v U Packet Pg.762 C.19.c Florida Department of Management Services c/o Division of State Purchasing 4050 Esplanade Way,Suite 36060 Tallahassee,Florida 32399-0950 SECTION 8. PUBLIC RECORDS,TRADE SECRETS,DOCUMENT MANAGEMENT AND INTELLECTUAL PROPERTY. 8.1 Public Records. The Department may unilaterally cancel this Contract for refusal by the Contractor to comply with this section by not allowing public access to all documents,papers,letters or other CN material made or received by the Contractor in conjunction with the Contract,unless the records are exempt from section 24(a)of Article I of the State Constitution and section 119.07(1),F.S. Solely for the purposes of this section the contract manager is the agency custodian of public ru records,unless another is designated per(e),below. 0) If,under a resulting contract or purchase order,the Contractor is providing services and is r acting on behalf of a public agency,as provided by section 119.0701,Florida Statutes. The Contractor shall: ¢ U (a)Keep and maintain public records required by the public agency to perform the service; (b)Upon request from the public agency's custodian of public records,provide the public agency with a copy of the requested records or allow the records to be inspected or copied within reasonable time and at a cost that does not exceed the cost provided in Chapter 119, N Florida Statutes,or as otherwise provided by law, U (c)Ensure that public records that are exempt or confidential and exempt from public records '2 disclosure are not disclosed except as authorized by law for the duration of the contract term and following the completion of the contract if the contractor does not transfer the records to the public agency, (d)Upon completion of the contract,transfer,at no cost,to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public fn agency to perform the service.If the contractor transfers all public records to the public agency upon completion of the contract,the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements.If the contractor keeps and maintains public records upon completion of the contract,the contractor shall meet all applicable requirements for retaining public records.All records stored electronically must be provided to the public agency,upon request from the public agency's custodian of public records,in a format that is compatible with the information technology y systems of the public agency,and (e)IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119,FLORIDA STATUTES,TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT THE TELEPHONE NUMBER,EMAIL ADDRESS AND MAILING ADDRESS PROVIDED IN THE RESULTING CONTRACTOR PURCHASE ORDER. 4- 8.2 Protection of Trade Secrets or Confidential Information. If the Contractor considers any portion of materials made or received in the course of performing the Contract("contract-related materials")to be trade secret under section ru CD CD CD M M 0 CD N r CD CD cu 0 ru !v U Packet Pg.763 C.19.c 812.081,F.S.,or otherwise confidential under Florida or federal law,the Contractor must clearly designate that portion of the materials as"confidential'when submitted to the Department. If the Department receives a public records request for contract-related materials designated by the Contractor as"confidential,"the Department will provide only the portions of the contract-related materials not designated as"confidential."If the requester asserts a right to examine contract-related materials designated as"confidential,"the Department will notify the Contractor. The Contractor will be responsible for responding to and resolving all claims for access to contract-related materials it has designated"confidential." N If the Department is served with a request for discovery of contract-related materials designated"confidential,"the Department will promptly notify the Contractor about the request. The Contractor will be responsible for filing the appropriate motion or objection in response to the request for discovery. The Department will provide materials designated"confidential'only if the Contractor fails to take appropriate action,within timeframes established by statute and court rule,to protect the materials designated as"confidential'from disclosure. 0) The Contractor will protect,defend,and indemnify the Department for claims,costs,fines,and r attorney's fees arising from or relating to its designation of contract-related materials as "confidential." ¢ U 8.3 Document Management. The Contractor must retain sufficient documentation to substantiate claims for payment under the Contract and all other records,electronic files,papers and documents that were made in relation to this Contract. Contractor must retain all documents related to the Contract for five Ca years after expiration of the Contract,or,if longer,the period required by the General Records fh Schedules maintained by the Florida Department of State available at: U http://dos.rriytlo rida.co rnA ibra ry-arch ives/records-rnan age rnennen era I-records-schedules/. � SECTION 9. DATA SECURITY AND SERVICES. 0) 9.1 Warranty of Security. Unless otherwise agreed in writing,the Contractor and its subcontractors will not perform any L` of the services from outside of the United States,and the Contractor will not allow any State of N Florida Data to be sent by any medium,transmitted or accessed outside of the United States. Notwithstanding any provision of this Contract to the contrary,the Contractor must notify the Department as soon as possible,in accordance with the requirements of section 501.171, F.S.,and in all events within one(1)business day in the event Contractor discovers any Data is breached,any unauthorized access of Data occurs(even by persons or companies with authorized access for other purposes),any unauthorized transmission of Data or any credible allegation or suspicion of a material violation of the above.This notification is required whether fn the event affects one agency/customer or the entire population.The notification must be clear and conspicuous and include a description of the following: (a)The incident in general terms. (b)The type of information that was subject to the unauthorized access and acquisition. (c)The type and number of entities who were,or potentially have been affected by the breach. t8 (d)The actions taken by the Contractor to protect the Data from further unauthorized access. However,the description of those actions in the written notice may be general so as not to further increase the risk or severity of the breach. N N r M M r N r U !v U Packet Pg.764 C.19.c 9.2 Remedial Measures. Upon becoming aware of an alleged security breach,Contractor's Contract Manager must set up a conference call with the Department's Contract Manager.The conference call invitation must contain a brief description of the nature of the event.When possible,a 30 minute notice will be given to allow Department personnel to be available for the call.If the designated time is not practical for the Department,an alternate time for the call will be scheduled.All available information must be shared on the call.The Contractor must answer all questions based on the information known at that time and answer additional questions as additional information becomes known.The Contractor must provide the Department with final documentation of the incident including all actions that took place.If the Contractor becomes aware of a security breach or security incident outside of normal business hours,the Contractor must notify the Department's Contract Manager and in all events,within one business day. 9.3 Indemnification(Breach of Warranty of Security). The Contractor agrees to defend,indemnify and hold harmless the Department,Customer,the State of Florida,its officers,directors and employees for any claims,suits or proceedings ru related to a breach of the Warranty of Security.The Contractor will include credit monitoring 0) services at its own cost for those individuals affected or potentially affected by a breach of this >' warranty for a two year period of time following the breach. r 9.4 Annual Certification. ¢ The Contractor is required to submit an annual certification demonstrating compliance with the Warranty of Security to the Department by December 31 of each Contract year. SECTION 10. GRATUITIES AND LOBBYING. 10.1 Gratuities. fh The Contractor will not,in connection with this Contract,directly or indirectly(1)offer,give,or U agree to give anything of value to anyone as consideration for any State of Florida 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 anything of value for the 0) benefit of,or at the direction or request of,any State of Florida officer or employee. 10.2 Lobbying. In accordance with sections 11.062 and 216.347,F.S.,Contract funds are not for the purpose N of lobbying the Legislature,the judicial branch,or the Department. Pursuant to subsection 287.058(6),F.S.,the Contract does not prohibit the Contractor from lobbying the executive or legislative branch concerning the scope of services,performance,term,or compensation regarding the Contract,after the Contract execution and during the Contract's term. U SECTION11. CONTRACT MONITORING. 11.1 Financial Consequences of Non-Performance. fn If the corrective action plan is unacceptable to the Department or Customer,or fails to remedy 0) the performance deficiencies,the Contractor will be assessed a non-performance retainage equivalent to 10%of the total invoice amount or as specified in the Contract. The retainage will be applied to the invoice for the then-current billing period. The retainage will be withheld until the Contractor resolves the deficiency. If the deficiency is subsequently resolved,the Contractor may invoice the Customer for the retained amount during the next billing period. If t8 the Contractor is unable to resolve the deficiency,the funds retained will be forfeited. 4- 0 CN CN M M r N r U U Packet Pg.765 C.19.c SECTION 12. CONTRACT AUDITS. 12.1 Payment Audit. Records of costs incurred under terms of the Contract will be maintained. Records of costs incurred will include the Contractor's general accounting records,together with supporting documents and records of the Contractor and all subcontractors performing work,and all other records of the Contractor and subcontractors considered necessary by the Department,State of Florida's Chief Financial Officer or the Office of the Auditor General for audit. SECTION 13. BACKGROUND SCREENING AND SECURITY. (g N 13.1 E-Verify. In accordance with Executive Order 11-116,the Contractor agrees to utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired during the term of the Contract for the services specified in the Contract. The Contractor must also include a requirement in subcontracts that the subcontractor must utilize the E-Verify system to verify the employment eligibility of all new employees hired by the 0) subcontractor during the Contract term. In order to implement this provision,the Contractor >' must provide a copy of its DHS Memorandum of Understanding(MOU)to the Contract r Manager within five days of Contract execution. If the Contractor is not enrolled in DHS E- Verify System,it will do so within five days of notice of Contract award,and provide the Contract Manager a copy of its MOU within five days of Contract execution. The link to E- Verify is provided below.http://www.usci5.gov/e-verify. Upon each Contractor or subcontractor new hire,the Contractor must provide a statement within five days to the Contract Manager identifying the new hire with its E-Verify case number. 13.2 Disqualifying Offenses. fn If at any time it is determined that a person has a criminal misdemeanor or felony record regardless of adjudication(e.g.,adjudication withheld,a plea of guilty or nolo contendere,or a guilty verdict)within the last six years from the date of the court's determination for the crimes > listed below,or their equivalent in any jurisdiction,the Contractor is required to immediately remove that person from any position with access to State of Florida Data or directly performing services under the Contract.The disqualifying offenses are as follows: (a)Computer related or information technology crimes N (b) Fraudulent practices,false pretenses and frauds,and credit card crimes (c) Forgery and counterfeiting (d)Violations involving checks and drafts (e) Misuse of medical or personnel records (f) Felony theft 13.3 Communications and Confidentiality. The Contractor agrees that it will make no statements,press releases,or publicity releases W concerning the Contract or its subject matter or otherwise disclose or permit to be disclosed 0) any of the data or other information obtained or furnished in compliance with the Contract,or any particulars thereof,during the period of the Contract,without first notifying the Department's Contract Manager or the Department designated contact person and securing prior written consent. The Contractor must maintain confidentiality of all confidential data, files,and records related to the services and commodities provided pursuant to the Contract t8 and must comply with all state and federal laws,including,but not limited to sections 381.004, 384.29,392.65,and 456.057,F.S.The Contractor's confidentiality procedures must be consistent with the most recent version of the Department security policies,protocols,and N N r M M r N r U !v U Packet Pg.766 C.19.c procedures.The Contractor must also comply with any applicable professional standards with respect to confidentiality of information. CD r U U U This space left intentionally blank. CD CD CD r M M 0 CD N CD CD U U Packet Pg.767 C.19.c Alternate Contract Source No.81141902-18-ACS EXHIBIT C 2017 STATE OF FLORIDA PRICE LIST N ,(M 2017 Sate of ., Florida Rice tist.pdi 1 qq ®V W q� V q V This space left intentionally blank. N CD r M M U r N r U tJ U Packet Pg.768 EXHIBIT D to C.19.c �.r COMMONWEALTH of VIRGINIA Virginia Information Technologies Agency Nei P M ae TDD VOICE-TEL.NO. 11751�leado�zn�ille Lane Chief[f anon Officer 711 Email: cro(dvita,virgiivagov Chester,Virginia 23836-6315 (804)416-6100 Sf4 N March 10,2016 Kimberly Pease Gartner Inc. r 6401 81st Street Cabin John,Maryland 20818 f� Per Section 3.A.("Term and Termination")of contract VA-120501-GARG,The Virginia Information Technologies Agency has elected to exercise its option to renew the contract for one � year,from May 1,2016 through April 30,2017.Should you have any questions,please feel free 0 to contact me. U Respectfully, Doug Crenshaw L_ Strategic Sourcing Manager Virginia Information Technologies Agency >% (804)416-6160 L_ 0 U AN EQUAL OPPORTUNITY EMPLOYER CD CD M M 0 N U 0 U Packet Pg.769 C.19.c MODIMC,+S'i"M N1O,I TO C(W M 9F A4"I W)VA=120501•CIhARG BCMELN THE ('K'AYNMONWI ALI"H OF VPNl,IlMA R"sA4tiPA'k,M-- N This MvdlhI 46L VJI N0 A man ml ,t^,^_it bcB-.hhd. hues,I fe""d I lu m5"«i11ah,,"mr t I rFuo�n,Ma"rFy7� rr."VII A t1 q',h,de AC',q),and tmalneu Mc., uF 4 � l d rPAu,kaew llny IW4mdl0 i .gym dv Eer.hp Fiu rlrp�ua¢•ml d dirtdr mAd nir ee mui m utiNeFnN dwumt aaP47ubupvnru Nu.o-d'AJ.'2&7,51!- �' CARD Qahe Aa n,,VF°rFeuuo. EJ9 6 b.:lsu Trose of zhls'Wdro{ r im da W C-UT-Ir k Pl.h p amiss';syrecrerrin w m udily the 4">Ir,a�ucl as 4bflows tB Re Rr,,whN d pr idng MchrdVIN mdlll bo- ¢d a crew pr�..in�w,schedule km uhee I'+u;r wl os @ r.hrcuuury I 15 l,Im msarm S 2 q@. I haae dtr'uuutp r Am afYlruY.pvc r+urwne,d'raraPyL. . 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'Each wro t raua requkes,one 01 W oragttrup Leader and a rri mr Mq.tnr of three 69'A Workarmit,Mie rn ers.worfp raaup 4- Member may be added up in a nrAx:6mumv of teen Rjr7)total Yroaa¢'p,9Ntt up M,mthers per wwprtlG@'dmsafr.A4 kW arkgroup fAMem iseurs 0 in a warOrlwovp must be of t;he s Me type, 6 P'JrTxg;C rk4 � N CD M M 0 N U 0 U Packet Pg.773 C.19.c a purrfla4isirl terrrS and prerequisite applies check with was represertd'ateve. NArnited avadabmlrry and/or eilglbifKy reclWrements appii Chart mvsf contlrrm avallalpirty+with Sales represen'4atfvesbefore iru!rchasing .Rai ordy se9rAlom are ava1'0able to ei li-ense holy ds?who purchased The Service Hsted on or before the date specified belong and contlnuous➢y purchase the seni thereafter-oleasa check with Sailes rdepresentatNe for avalfab3 ty and e4gib¢I"aty before ordering. Core ttrseareh:purchased an or before February 1 2DD7 Gartrier for 9 Leaders Wv'orkgroup::purchavi on or before August 01,201:1 industry AcrAsory Itiervices',WWorkg:roup::purchased on or before August 01,2011 Ceadershdp in Devdzprnente purchased on or before February 1.2014 � E rntarpldse IT Leaders Werkgroup:purchased on or before Augumt 02,2011 @f' *'Aggregate Core Reference and Advisor Seats at the Agerncyjbureag/OperatIng Unit 6ei onfry—on a once(Purchase Carder—do deterrrrine prvcae per seat'-Renewal of exd dreg Care Research Glaere as ace perm tgled at the 5axne seat quaalithy � pafice G' l puecivarcertk as u6 Dan Leary 2Dd'f7 or at a fouwmr quaankttyr price Beweq s9unuYd the nraen&rauv of 41eawsas prrnr„'mased is �- reducadp Add'rrtrvurai licensics am pdred at the sarne pree bvevl as exlsbng seats and do not quality to rabe A'he irrice levi to a new or higher seat qulandty, r wx'a�Ytnes'NnrYcchnicai ProAysslana9 SasA6„G.aertener for'Technical Planner SAn%'xxrd Gannivir for TecCanNcaa Manner Essentials (, S,M5 are ava9Pable only to elgglble srna4 and ri sale agencies with 4,,10W or G,ess employees.Please check with Sales represen9atEves L.afore purchasing.. .E+ C w TVCW aftes'appfy to orders rereG'Ned M the event year indicated.For e mple,.20151 Sympus ium ticket'price aprtxe5'nb 0 drderS receaaed on or'bkdore December 31,DD1:5.21016 fickat p6ces have not be,rie'aaas d.PHease chock thi account repre enraitfwes for the owst current ticket prkcNng Gaetyere crede ivnif, •••.•�. CkeD ILAA VtluDV,kRLY I fit r IDAMi"RATE' ' RATE n rix f/� l{k T9gNq;?.Ivb(ft+¢',�v[..Y.;-i;i f � _ ,. 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(y Respectfully, Doug Crenshaw >% Strategic Sourcing Manager L_ Virginia Information Technologies Agency N (804)416-6160 U AN EQUAL OPPORTUNITY EMPLOYER CD CD M M 0 N U U Packet Pg.775 C.19.c M1+II'DIDIFICA]ION NO4 3 TO CON"I'IdA D'NI(MI3 FD NPA'120501-GwARG IfiKI'44"FEN THE L,OMIVIC'NIAIEAla 11 OF VilWI1N'➢el AND GA RTNER,INC, CD ICI 6 aadO DIk'ICA7"iON No-1 k hCrndly n'corp',orate d 199a'o and maade n inlegral p am o Cfda9mou VA-120501(gARO N thq pillp mw ud Lhh''XwFdWiriciltion is par add alas:cpernwe�C,ap and cUlf1wwt'auuasa Hmed laslow: CD A. Acld ter tlt e atla•,fiu t u p'.4a al r ixUnd 1l�w a a°,aea'ivan`"Y Ettiae4 ran f�i l aeuCrac{1�uy;a^ti "Authorized U ers u1so frr4•h a''la pr ivult-`i sfifrulilm Y of higher 6^"6lYtcalicrrr C'haaner e d in 601, 0. 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CD TERMS AND CONDITIONS OF Tn v C{Y'XTKArt'.T'. (6 N ¢i,'R UKR N � CQMM C)N'W AI B Lid C,NE,W eKA NAM P,li'v A, N A ntos ,.a 1 '), � i'as.lCf IRBM"rtp _ .@':C'Ptl.Y L7ddSRS2L'S,1'1L41'N pmSl7u.iu.!i!g"9fra�18.........__ F"CCL1 �rd t:�,ryiaa�r viu�:rausuN..ru�c: N CD t� t� 0 N T— CD cu 0 cu u Packet Pg.777 f C.19.c U COMMONWEALTH of VIRGINIA Virginia Information Technologies Agency Sam 1 4.V'_m.Jr. TDD VOICE-TEL.NO. 11751 Meadmzwille Lane Chief[f tion officer 711 E-mail:cio(t ita.virginia gov Chester,Virginia 23 83 6-63 1 5 (804)416-6100 N March 21,2014 Gartner Inc. 6401 81st Street L. Cabin John,MD 20818 Contact Person:Phillip A.Cummings r Per Section 3.A.('Term and Termination")of contract VA-120501-GARG,The Virginia , Information Technologies Agency has elected to exercise its option to renew the contract for one year,from 5/1/14 through 4/30/15.Should you have any questions, please feel free to contact me. 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'L'aH 4. .F+ aU.'#�.Q'PR"fiURTERMS AK9C'UCif7lrn VAS"u"riQr',>'w"w tlik.r'iMNA'IPv'II NCHIA„afGED.. 0 I'h&f'P'v0"N' MONOG"➢AM s7oRF OF Lhil HI ) I��r"�w uuo alrnii.��d����r,�rc':�m a w�a m���r^�a"u��tt� �su�wv�:,���R��re�s•u��� ,��au,r"mwama7�>� � HOUI,"D BY TIM T"Ve'lIT!'WlIS AND T,ONT'W"raTCM C9 d 0w hF A Y 1 rr ^ �d9 a a� Iti P w 'NNV N U N, CD N CD P' M M 0 P' CD P' U U Packet Pg.789 C.19.c LEGACYGORE f�1f�7-I-F�VBNAL GYVLY Legacy Oient Oxe Research Advisor 1-9 seats $ 20,851 Legacy Oient Core Research Advisor 10-24 seats $ 11,597 Legacy Oient Oxe Research Advisor 25+ $ 9,890 Legacy Oient Core Research Reference 1 seat $ 12,377 Legacy Oient Core Research Reference 2-9 seats $ 11,139 CV Legacy Oient Core Research Reference 10-24 seats $ 9,265 Legacy Oient Core Research Reference 25+ $ 6,485 Core Research Inquiry Access 5 l nstances $ 7,183 COFEOCNNH,T Gartner Core OJnnect Advisor single-member $ 29,773 Gartner Core OJnnect Advisor multi-member $ 21,882 r Gartner Core OJnnect Werence single-member $ 19,165 Gartner Core OJnnect Werence multi-member $ 11,139 U Le c Oient Core Research Advisor Conversion to Core OJnnect Advisor 1-9 seats $ 21,882 Le c Oient Core Research Advisor Conversion to Core OJnnect Advisor 10-24 seats $ 13,314 Legacy Oient Core Research Advisor Conversion to Core OJnnect Advisor 25+seats $ 11,607 Legacy Oient Core Research Reference Conversion to Core Conned Reference 1 seat $ 14158 Legacy Oient Core Research Reference Conversion to Core Conned Reference 2-9 seats $ 11,139 fn Legacy Oient Core Research Reference Conversion to Core Conned Reference 10-24 seats $ 11,045 Legacy Oient Core Research Reference Conversion to Core Conned Reference 25+seats $ 8,234 GARTNER FOR IT LEADERS GITL GTL Reference single-member $ 21,892 GTLReference multi-member $ 13,949 GTLAdvisor single-member $ 32,521 GTLAdvisor multi-member $ 24,568 cn GARTNER FOR ITLEADERS GITL WCWG'iOUPOOROSSFUNCIION .> GTLAdvisor Workgroup Qoss Function:1 Advisor&3 Workgroup Members $ 68,331 GTLAdvisor Workgroup Cross Function:1 Advisor&4 Workgroup Members $ 82,926 GTLAdvisor Workgroup Cross Function:1 Advisor&5 Workgroup Members $ 97,521 GTLAdvisor Workgroup Cross Function:1 Advisor&6 Workgroup Members $ 112,126 GTLAdvisor Workgroup Cross Function:1 Advisor&7 Workgroup Members $ 126,721 GTLAdvisor Workgroup Cross Function:1 Advisor&8 Workgroup Members $ 141,316 N GTLAdvisor Workgroup Cross Function:1 Advisor&9 Workgroup Members $ 155,859 GTLAdvisor Workgroup Cross Function:1 Advisor&10 Workgroup Members $ 170,505 GARTNER FOR IT LEADERS GITL WCW ROUP ROLE GTLAdvisor Workgroup Role:1 Advisor&3 Workgroup Members $ 51,717 GTLAdvisor Workgroup Role:1 Advisor&4 Workgroup Members $ 60,774 GTLAdvisor Workgroup Role:1 Advisor&5 Workgroup Members $ 64,636 GTLAdvisor Workgroup Role:1 Advisor&6 Workgroup Members $ 78,897 GTLAdvisor Workgroup Role:1 Advisor&7 Workgroup Members $ 87,965 GTLAdvisor Workgroup Role:1 Advisor&8 Workgroup Members $ 97,032 CTTLAdvisor Workgroup Role:1 Advisor&9 Workgroup Members $ 106,088 t8 C.TLAdvisor Workgroup Role:1 Advisor&10 Workgroup Members $ 115,145 CD CD CD M 0 CD CD CD U Packet Pg.790 C.19.c GARTNER FOR IT LEADERS GTL WOW GROUP ESENTALS GTLAdvisor Workgroup Essentials 1 Advisor&3 Workgroup Members $ 46,377 GTLAdvisor Workgroup Essentials 1 Advisor&4 Workgroup Members $ 53,664 GTLAdvisor Workgroup Essentials 1 Advisor&5 Workgroup Members $ 60,940 GTLAdvisor Workgroup Essentials 1 Advisor&6 Workgroup Members $ 68,227 GTLAdvisor Workgroup Essentials 1 Advisor&7 Workgroup Members $ 75,514 GTLAdvisor Workgroup Essentials 1 Advisor&8 Workgroup Members $ 82,791 CD GTLAdvisor Workgroup Essentials 1 Advisor&9 Workgroup Members $ 90,078 CD GTLAdvisor Workgroup Essentials 1 Advisor&10 Workgroup Members $ 97,354 N GARTNER FOR IT LEADERS GITL WOW GROUP-RBVBNAL ONLY GTLAdvisor Workgroup:1 Advisor&3 Workgroup Members $ 42,723 GTLAdvisor Workgroup:1 Advisor&4 Workgroup Members $ 48,448 GTLAdvisor Workgroup:1 Advisor&5 Workgroup Members $ 54,174 GTLAdvisor Workgroup:1 Advisor&6 Workgroup Members $ 59,899 (B GTLAdvisor Workgroup:1 Advisor&7 Workgroup Members $ 65,614 GTLAdvisor Workgroup:1 Advisor&8 Workgroup Members $ 71,340 GTLAdvisor Workgroup:1 Advisor&9 Workgroup Members $ 77,044 r GTLAdvisor Workgroup:1 Advisor&10 Workgroup Members $ 82,770 I NDUSFRYADVI a)RYSBR,/I CE(IASG) IASG Reference single-member $ 29,564 � IASG Reference multi-member $ 20,820 IASGAdvisor single member $ 43,826 IASGAdvisor multi member $ 34,561 IASGAdvisor Add-on to IT Bcecutivesor Enterprise IT Leaders $ 10,306 ug INDUSFRYADVIa)RYSBR,/ICE WOWGROUP IASG U IASGAdvisor Work rou Cross Function:1 Advisor&3 Work rou Members $ 93,586 > IASGAdvisorWorkgroup Cross Function:Member add-on $ 19,675 IASGAdvisor Workgroup Role:1 Advisor&3 Workgroup Members $ 70,476 IASGAdvisor Work rou Role:Member add-on $ 11,972 IASGAdvisorWorkgroup Essentials 1 Advisor&3 Work rou Members $ 57,047 �. IASGAdvisor Workgroup Essentials Member add-on $ 7,495 IASGAdvisor Work rou :1 Advisor&3 Work rou Members-REVB(VALONL.Y $ 57,047 N IASGAdvisor Work rou :Member add-on-RBVC:::WALC:NJLY $ 7,495 IT BCEOJIIVE PORIFOU O ITBcecutivesaOS nature $ 86,413 ITBcecutivesOOsin Ie member $ 78,148 ITBcecutivesa0multi-member $ 69,362 t8 ITBcecutive Essentialssin Ie-member $ 52,258 N IT Bcecutive Essentials multi-member $ 46,751 ITBcecutives Delegate Add-on $ 36,685 ITBcecutive2Meetin sAdd-on* $ 13,700 *Check with Sees reprewntat ive for availability Qj Leadership Development Add-onto GTI_BTL or ITBcecutive $ 20,029 aOAcademy Oassic North America for IT Bcecutives Programs Member TBD aOAcademy Oassic North America TBD BJTBRPRS_IT LEADERS BTL BTLsin Ie-member** $ 57,828 (B BTLmulti-member** $ 48,094 CD CD CD M 0 CD CD CD U Packet Pg.791 C.19.c **Choose one:Applications(SNO5,Cnterprise Architecture,Infrastructure&Operations Sawrity&Rsk Management, or sourcing&Rowrement EJTERPRSE IT LEADERS BTL)WOWGROUPORa9SFUNCTI0 N BTLWorkgroup Cross Function:1 BTLMember&3Workgroup Members $ 91,827 BT-Workgroup Cross Function:1 BTLMember&4Work rou Members $ 106,432 BT-Workgroup Cross Function:1 BTLMember&5Work rou Members $ 121,027 BT-Workgroup Cross Function:1 BTLMember&6Work rou Members $ 135,621 BT-Workgroup Cross Function:1 BTLMember&7Work rou Members $ 150,227 BT-Workgroup Cross Function:1 BTLMember&8Work rou Members $ 164,822 BT-Workgroup Cross Function:1 BTLMember&9Work rou Members $ 179,416 (44 BTLWorkgroup Cross Function:1 BTLMember&10Workgroup Members $ 194,011 EJTERPRSEIT LEADERS BTL WOWGROUP ROLE BTLWork rou Pole:1 BiL Member&3 Workgroup Members $ 75,223 BTLWork rou Pole:1 BiL Member&4 Workgroup Members $ 84,279 BTLWork rou Pole:1 BiL Member&5 Workgroup Members $ 93,346 BTLWork rou Pole:1 BiL Member&6 Workgroup Members $ 102,403 >- BTLWork rou Pole:1 BiL Member&7 Workgroup Members $ 111,470 �. BTLWork rou Pole:1 BiL Member&8 Workgroup Members $ 120,527 BTLWork rou Pole:1 BiL Member&9 Workgroup Members $ 129,594 BTLWork rou Foie:1 BT-Member&10Work rou Members $ 138,651 EJTE�PRSE IT LEADERS(BTL)WOWEROUP E39EN11ALS ¢1 BT-Workgroup Essentials 1 BiL Member&3 Workgroup Members $ 69,893 BT-Workgroup Essentials 1 BiL Member&4 Workgroup Members $ 77,169 U BTLWorkgroup Essentials 1 BiL Member&5 Workgroup Members $ 84,446 N BT-Workgroup Essentials 1 BiL Member&6 Workgroup Members $ 91,733 BTLWorkgroup Essentials 1 BiL Member&7 Workgroup Members $ 99,010 BT-Workgroup Essentials 1 BiL Member&8 Workgroup Members $ 106,297 � BT-Workgroup Essentials 1 BiL Member&9 Workgroup Members $ 113,584 BT-Workgroup Essentials 1 BiL Member&10 Workgroup Members $ 120,860 EJTERPRSE IT LEADERS(BTL)WOWGROUP-FREVBNAL ONLY BTLWork rou -1 BiL Member and 3 work group members $ 65,239 BTLWork rou -1 BiL Member and 4 work group members $ 70,965 N BTLWork rou -1 BiL Member and 5 work group members $ 76,680 BTLWork rou -1 BiL Member and 6 work group members $ 82,406 BTLWork rou -1 BiL Member and 7 work group members $ 88,121 BTLWork rou -1 BiL Member and 8 work group members $ 93,846 BTLWork rou -1 BiL Member and 9 work group members $ 99,561 BTLWorkrou -1 BiL Member and 10 workgroup members $ 105,297 GARTNER FOR ITA=ATE3*** Gartner for ITAssociates 100 documents* $ 18,634 Gartner for ITAssociates 200 documents $ 36,643 Gartner for ITAssociates 300 documents $ 55,798 Gartner for ITAssociates 400 documents $ 74,327 Gartner for ITAssociates 500 documents $ 92,961 Gartner for ITAssociates 500+documents Contact Sales Rap t8 *Checkwith aIesrepresentativefor availability **purchasing terms and conditions apply GARTNER FOR TECHNICAL ONALS GTPDepartment Advisor $ 94,648 CD CD M M 0 N U U Packet Pg.792 C.19.c GTPIDepartment Reference $ 63,792 GTP9v1 BAdvisor for Agency with lessthan 4,000 Employees-UMIT®AVAILABIUiY**** $ 50,384 GTP9v1 B Reference for Agency with lessthan 4,000 Employees-UMIiIDAVAILABIUiY**** $ 33,520 Gartner for Technical Ranner Add-onto GTPIDepartment $ 94,648 Gartner for Technical Ranner Add-onto GTPcMB $ 50,384 **Purchasing terms and conditions apply **check with ales representative for availability.Purchasing termsand conditions apply ITNBNSand IN9GHTS IT News and Ins hts-per seat $ 541 N STRATB;ICADVI SDRYSERVIC23 S4 S4SWorldwide O ient-I nternal Use of Anal yst Tme $ 13,429 S4SWorldwide Oient-Remote Advi sory Engagement $ 6,767 S4SWorldwide O ient-External cipeakin Engagement $ 21,757 EVENTS W 2013 rnposium Ticket $ 3,118 2013 ihemed SAmmit Ticket $ 2,056 r NCN-PRORT HIGHER®I NSnTU11CNSCNLY ¢' Higher Education-Core Research Campus Level Reference<q,ggg FfE $ 19,883 Higher Education-Core Research Campus Level Reference 5,000-9,999 FFE $ 39,662 Higher Education-Core Research Campus Level Reference 10,000.24,999 FTE $ 59,649 Higher Education-Core Research Campus Level Reference 25,000+FTE $ 79,428 Higher Education-Core Research Campus Level Reference-Communit Colleges CNLY $ 19,883 Higher Education-Gartner for Technical Professional Advisor Campus*** $ 50,384 ug Higher Education-Gartner for Technical Professional Reference Campus— $ 33,520 � **Purchasing terms and conditions apply Vice President $ 607 3anior Director $ 565 Director $ 509 Associate Director $ 437 S.Consultant $ 350 Consultant $ 257 t8 Associate Consultant $ 180 1 The rates indicated area"not-to-exceed"price.Sipplier may fill in additional labor descriptions. 0 N CD 1 q V N qq ®V W Packet Pg.793 C.19.c cv c c $ 515 $ 4,122 .� $ 475 $ 3,789 $ 442 $ 3,539 $ 375 $ 2,998 $ 302 $ 2,415 $ 219 $ 1,749 $ 156 $ 1,249 0 N CD M M 0 a) T- CD U U Packet Pg.794 RFP 2012-08 C.19.c VIRM (�f v i 7> vas..�m�xnvvau'r. N Information Technology Services Contract between The Virginia Information Technologies Agency on behalf of The Commonwealth of Virginia 0 and Gartner, Inc. c c VITA Contract VA-120501-GARG Page 1 of 21 N CD q V N qq ®V W u Packet Pg.795 RFP 2012-08 C.19.c INFORMATION TECHNOLOGY SERVICES CONTRACT TABLE OF CONTENTS 1. PURPOSE AND SCOPE 4 2. DEFINITIONS 4 CD A. Acceptance 4 (6 B. Agent 4 CN C. Authorized Users 4 D. Confidential Information 4 E. Deliverable 4 F. Party 4 G. Requirements 4 H. Service 4 t8 I. Statement of Work(SOW) 5 J. Supplier 5 K. Work Product 5 r 3. TERM AND TERMINATION 5 A. Contract Term 5 B. Termination for Convenience 5 C. Termination for Breach or Default 5 D. Termination for Non-Appropriation of Funds 6 ¢' E. Effect of Termination 6 F. Transition of Services 6 G. Contract Kick-Off Meeting 6 H. Contract Closeout 6 4. SERVICES 7 A. Nature of Services and Engagement 7 B. Statement of Work(SOW) 7 > C. Change Orders 7 D. Acceptance 7 E. Cure Period 8 5. RIGHTS TO WORK PRODUCT 8 A. Work Product 8 O 6. SUPPLIER PERSONNEL 9 fn A. Selection and Management of Supplier Personnel 9 B. Supplier Personnel Supervision 9 C. Key Personnel 9 D. Subcontractors 10 7. GENERAL WARRANTY 10 A. Ownership 10 B. Supplier's Viability 10 C. Supplier's Past Experience 10 D. Performance 10 N E. Malicious Code 10 F. Limited Warranty Period and Remedy 10 8. TRAINING AND DOCUMENTATION 11 9. ORDERS AND COMPENSATION 11 A. Request for Quote 11 B. Order 11 (i$ C. Purchase Price and Price Protection 12 D. Invoice Procedures 12 E. Purchase Payment Terms 12 O F. Reimbursement of Expenses 13 VITA Contract VA-120501-GARG Page 2 of 21 CD CD CD O CD CD CD ®V W Packet Pg.796 RFP 2012-08 C.19.c 10.REPORTING 13 11.STEERING COMMITTEE 13 12.COMPETITIVE PRICING 14 13.CONFIDENTIALITY 14 A. Treatment and Protection 14 B. Exclusions 14 C. Return or Destruction 14 D. Confidentiality Statement 15 Cf 14.INDEMNIFICATION AND LIABILITY 15 A. Indemnification 15 N B. Liability 15 15.INSURANCE 16 16.SECURITY COMPLIANCE 16 17.IMPORT/EXPORT 17 18.GENERAL PROVISIONS 17 A. Relationship Between VITA and Authorized User and Supplier 17 B. Incorporated Contractual Provisions 17 C. Compliance with the Federal Lobbying Act 17 D. Governing Law 17 r" E. Dispute Resolution 18 r F. Advertising and Use of Proprietary Marks 18 G. Notices 18 H. No Waiver 18 I. Assignment 19 J. Captions 19 K. Severability 19 L. Survival 19 M. Force Majeure 19 N N. Remedies 19 O. Right to Audit 19 � P. Offers of Employment 20 > Q. Contract Administration 20 (V R. Entire Contract 20 U) 0 U VITA Contract VA-120501-GARG Page 3 of 21 N N 1 q V N qq ®V W Packet Pg.797 RFP 2012-08 C.19.c INFORMATION TECHNOLOGY SERVICES CONTRACT THIS INFORMATION TECHNOLOGY SERVICES CONTRACT("Contract')is entered into by and between the Virginia Information Technologies Agency(VITA)pursuant to§2.2-2012 of the Code of Virginia and on behalf of the Commonwealth of Virginia(hereinafter referred to as"VITA"),and Gartner, Inc.("Supplier"),a corporation headquartered at 56 Top Gallant Road,Stamford,CT 06904 to be effective as of May 1,2012("Effective Date"). 1. PURPOSE AND SCOPE This Contract sets forth the terms and conditions under which Supplier shall provide Information Technology Research and Advisory services("Services")to the Authorized Users. CNI 2. DEFINITIONS A. Acceptance Successful performance of the Services at the location designated in the applicable Statement of (B Work,or completed and successful Acceptance testing in conformance with the Requirements as determined by the Authorized User in the applicable Statement of Work. B. Agent Any third party independent agent of any Authorized User. U C. Authorized Users All public bodies,including VITA,as defined by§2.2-4301 and referenced by§2.2-4304 of the Code of Virginia. O D. Confidential Information Any confidential or proprietary information of a Party that is disclosed in any manner,including N oral or written,graphic,machine readable or other tangible form,to any other Party in connection with or as a result of discussions related to this Contract or any order or SOW issued hereunder, and which at the time of disclosure either(i)is marked as being"Confidential'or"Proprietary",(ii) > is otherwise reasonably identifiable as the confidential or proprietary information of the disclosing Party,or(iii)under the circumstances of disclosure should reasonably be considered as confidential or proprietary information of the disclosing Party. E. Deliverable O The tangible embodiment of the Services,including the development or creation of Work Product, fn performed or provided by Supplier as identified in the applicable Statement of Work. F. Party Supplier,VITA,or any Authorized User. U G. Requirements � The functional,performance,operational,compatibility,Acceptance testing criteria and other parameters and characteristics of the Service(s)and Deliverables as set forth in Exhibit A and the N applicable Statement of Work and such other parameters,characteristics,or performance standards that may be agreed upon in writing by the Parties. H. Service Any work performed or service provided,including provision to the Authorized User of any Deliverable,by Supplier under this Contract.Service includes the discovery,creation,or development of Work Product,if any. tts O VITA Contract VA-120501-GARG Page 4 of 21 N N 1 q V N qq ®V W Packet Pg.798 RFP 2012-08 C.19.c I. Statement of Work(SOW) Any document in substantially the form of Exhibit B describing the deliverables,due dates, assignment duration and payment obligations for a specific project,engagement,or assignment for which Supplier shall be providing Services to an Authorized User),which,upon signing by both Parties,shall be deemed a part of this Contract. J. Supplier Means the Supplier and any of its Affiliates(i.e.,an entity that controls,is controlled by,or is under common control with Supplier). N K. Work Product Inventions,combinations,machines,methods,formulae,techniques,processes,improvements, software designs,computer programs,strategies,specific computer-related know-how,data and original works of authorship(collectively,the"Work Product")discovered,created,or developed 601, by Supplier,orjointly by Supplier and an Authorized User(s)in the performance of this Contract. sm Work Product shall not include configuration of software. 3. TERM AND TERMINATION A. Contract Term This Contract is effective and legally binding as of the Effective Date and,unless terminated as ¢1 provided for in this section,shall continue to be effective and legally binding for a period of two(2) years.VITA,in its sole discretion,may extend this Contract for up to three(3)additional one(1) sm year periods after the expiration of the initial two(2)year period. VITA will issue a written notification to the Supplier stating the extension period,not less than thirty(30)days prior to the expiration of any current term.Performance of an order or SOW issued during the term of this U Contract may survive the expiration of the term of this Contract,in which case all terms and N conditions required for the operation of such order or SOW shall remain in full force and effect until Services pursuant to such order or SOW have met the final Acceptance criteria of the applicable Authorized User. B. Termination for Convenience VITA may terminate this Contract,in whole or in part,or any order or SOW issued hereunder,in whole or in part,or an Authorized User may terminate an order or SOW,in whole or in part,upon not less than thirty(30)days prior written notice at any time for any reason. L° 0 C. Termination for Breach or Default N VITA shall have the right to terminate this Contract,in whole or in part,or any order or SOW issued hereunder,in whole or in part,or an Authorized User may terminate an order or SOW,in whole or in part,for breach and/or default of Supplier.Supplier shall be deemed in breach and/or default in the event that Supplier fails to meet any material obligation set forth in this Contract or in any order or SOW issued hereunder. 2 If VITA deems the Supplier to be in breach and/or default,VITA shall provide Supplier with notice of breach and/or default and allow Supplier fifteen(15)days to cure the breach and/or default. If Supplier fails to cure the breach as noted,VITA may immediately terminate this Contract or any N order or SOW issued hereunder,in whole or in part.If an Authorized User deems the Supplier to be in breach and/or default of an order or SOW,such Authorized User shall provide Supplier with sm notice of breach and/or default and allow Supplier fifteen(15)days to cure the breach and/or default.If Supplier fails to cure the breach and/or default as noted,such Authorized User may immediately terminate its order or SOW,in whole or in part.Any such termination shall be deemed a Termination for Breach or a Termination for Default.In addition,if Supplier is found by (B a court of competent jurisdiction to be in violation of or to have violated 31 USC 1352 or if Supplier becomes a party excluded from Federal Procurement and Nonprocurement Programs, VITA may immediately terminate this Contract,in whole or in part,for breach.VITA shall provide written notice to Supplier of such termination and Supplier shall provide written notice to VITA if VITA Contract VA-120501-GARG Page 5 of 21 N N 1 q V N qq ®V W Packet Pg.799 RFP 2012-08 C.19.c Supplier is charged with violation of 31 USC 1352 or if federal debarment proceedings are instituted against Supplier. D. Termination for Non-Appropriation of Funds All payment obligations under this Contract are subject to the availability of legislative appropriations at the federal,state,or local level,for this purpose.In the event of non- appropriation of funds,irrespective of the source of funds,for the items under this Contract,VITA may terminate any order or SOW,in whole or in part,or an Authorized User may terminate its order or SOW,in whole or in part,for those goods or services for which funds have not been appropriated.Written notice will be provided to the Supplier as soon as possible after legislative action is completed. E. Effect of Termination Upon termination,neither the Commonwealth,nor VITA,nor any Authorized User shall have any 64 future liability except for Deliverables accepted by the Authorized User or Services rendered by sm Supplier and accepted by the Authorized User prior to the termination date. In the event of a Termination for Breach or Termination for Default,Supplier shall accept return of >' any Deliverable that was not accepted by the Authorized User(s),and Supplier shall refund any �. monies paid by any Authorized User for such Deliverable,and all costs of de-installation and return of Deliverables shall be borne by Supplier. U F. Transition of Services Prior to or upon expiration or termination of this Contract and at the request of VITA,Supplier shall provide all assistance as VITA or an Authorized User may reasonably require to transition Services to any other supplier with whom VITA or such Authorized User contracts for provision of services identical or similar to the Services provided by Supplier pursuant to this Contract.This obligation may extend beyond expiration or termination of the Contract for a period not to exceed N six(6)months.In the event of a termination for breach and/or default of Supplier,Supplier shall provide such assistance at no charge or fee to VITA or any Authorized User,otherwise,Supplier shall provide such assistance at the hourly rate or a charge agreed upon by Supplier and VITA or > an Authorized User. L_ G. Contract Kick-Off Meeting Within 30 days of Contract award,Supplier may be required to attend a contract orientation meeting,along with the VITA contract manager/administrator,the VITA and/or other CoVa Agency project manager(s)or authorized representative(s),technical leads,VITA representatives N for SWaM and Sales/IFA reporting,as applicable,and any other significant stakeholders who have a part in the successful performance of this Contract.The purpose of this meeting will be to review all contractual obligations for both parties,all administrative and reporting requirements, and to discuss any other relationship,responsibility,communication and performance criteria set forth in the Contract. The Supplier may be required to have its assigned account manager as specified in Section 6.0 and a representative from its contracts department in attendance. The L_ time and location of this meeting will be coordinated with Supplier and other meeting participants by the VITA contract manager. H. Contract Closeout Prior to the contract's expiration date,Supplier may be provided contract close out documentation L_ and shall complete,sign and return to VITA Supply Chain Management within 30 days of receipt. This documentation may include,but not be limited to: Patent/Royalty Certificate,Tangible Property/Asset Certificate,Escrow Certificate,SWaM Reports Completion Certificate,Sales Reports/IFA Payments Completion Certificate,and Final Payment Certificate. Supplier is (U required to process these as requested to ensure completion of close-out administration and to maintain a positive performance reputation with the Commonwealth of Virginia.Any closeout documentation not received within 30 days of Supplier's receipt of our request will be documented in the contract file as Supplier non-compliance.Supplier's non-compliance may VITA Contract VA-120501-GARG Page 6 of 21 N N 1 q V N qq ®V W Packet Pg.800 RFP 2012-08 C.19.c affect any pending payments due the Supplier,including final payment,until the documentation is returned. 4. SERVICES A. Nature of Services and Engagement This Contract is optional use and non-exclusive and all Authorized Users may,at their sole CD discretion,receive benefits from third party suppliers of services similar to,or in competition with, CD services provided by Supplier. By operation of this Contract,any SOW resulting in a commitment of any individual employee or contractor of Supplier,whether employed by Supplier or a contractor or subcontractor of Supplier, for more than one thousand(1,000)hours of work during any six(6)month period or of any such individual employee or contractor for more than eight(8)months in any twelve(12)month period shall be voidable by VITA,in its sole discretion.If an SOW is voided by VITA,such SOW shall no L, longer be binding on either Party and all obligations with respect to such SOW shall expire. (B B. Statement of Work(SOW) >' All Services shall be performed at the times and locations set forth in the applicable SOW and at the rates set forth in Exhibit D herein.Unless VITA issues a written authorization for a time and materials type SOW,any SOW shall be of a fixed price type but may,with the written approval of VITA,contain a cost-reimbursable line item(s)for pre-approved travel expenses. For time and materials type SOWs,Supplier personnel shall maintain daily time records of hours and tasks performed,which shall be submitted or made available for inspection by the Authorized User upon forty-eight(48)hours advance written notice. C. Change Orders All changes to the Services to be provided pursuant to any given SOW must be described in a N written change request(template provided as Exhibit C,which includes any appropriate adjustments to the SOW. Either Party to an SOW may issue a change request that will be subject to written approval of the other Party before it becomes part of this Contract.In no event > shall any SOW or any modification thereto require the Supplier to perform any work beyond the 0) scope of this Contract as such scope is defined in Exhibit A hereto. D. Acceptance Service(s)shall be deemed accepted when the Authorized User determines that such Service(s) meets the Requirements set forth in the applicable SOW.If applicable,Supplier shall be N responsible for ensuring that any individual Deliverable functions properly with any other Deliverable provided pursuant to the SOW.Should a previously Accepted Deliverable require further modification in order to work properly with any other Deliverable,Supplier shall be responsible for all costs associated with such modification. Authorized User shall commence Acceptance testing within five(5)days,or within such other period as set forth in the applicable SOW,after receipt of the Service. Acceptance testing will be no longer than five(5)days,or such longer period as may be agreed in writing between Authorized User and Supplier,for each Deliverable or for the first instance of each Service type N set forth in Exhibit B.Supplier agrees to provide to the Authorized User such assistance and advice as the Authorized User may reasonably require,at no additional cost,during such Acceptance testing.Authorized User shall provide to Supplier written notice of Acceptance upon sm completion of installation and successful Acceptance testing.Should Authorized User fail to provide Supplier written notice of successful or unsuccessful Acceptance testing within five(5) days following the Acceptance testing period,the Service shall be deemed Accepted. 0 VITA Contract VA-120501-GARG Page 7 of 21 CD CD CD q V CD CD CD ®V W Packet Pg.801 RFP 2012-08 C.19.c E. Cure Period Supplier shall correct any non-conformities identified during Acceptance testing and re-submit such non-conforming Service for re-testing within seven(7)days of the appropriate Authorized User's written notice of non-conformance,or as otherwise agreed between such Authorized User and Supplier in the applicable SOW. Should Supplier fail to cure the non-conformity or deliver a Service which meets the Requirements,the Authorized User may,in its sole discretion:(i)reject the Service in its entirety,and any Service rendered unusable due to the non-conforming Service, and recover amounts previously paid hereunder for all such Services,(ii)issue a"partial Acceptance"of the Service with an equitable adjustment in the price to account for such deficiency;or(iii)conditionally accept the applicable Service while reserving its right to revoke (V Acceptance if timely correction is not forthcoming. Failure of a Service to meet,in all material respects,the Requirements after the second set of acceptance tests may constitute a default by Supplier.In the event of such default,the Authorized User may,at its sole discretion,terminate its order or SOW,in whole or in part,for the Services to be provided thereunder by Supplier. 601, 5. RIGHTS TO WORK PRODUCT If Authorized User is a state agency,board,commission,or other quasi-political entity of the >- Commonwealth of Virginia or other body referenced in Title 2.2 of the Code of Virginia,any r.. license to pre-existing work shall be held by,and all rights in,title to,and ownership of Work Product shall vest with the Commonwealth.If Authorized User is a locality,municipality,school, ¢, school system,college,university,local board,local commission,or local quasi-political entity, any license to pre-existing work shall be held by,and all rights in,title to,and ownership of Work Product shall vest with that public body. A. Work Product Supplier grants to an Authorized User ownership of any consulting deliverable originally created and submitted to an Authorized User. Supplier shall retain sole and exclusive fry ownership of all Supplier tools, methodologies, questionnaires, responses, and proprietary research and data generated in the course of performing the consulting services,together with all intellectual property rights therein(collectively,the"Gartner Materials").Supplier grants to an Authorized User a perpetual, non-exclusive, royalty-free license to use and to disclose L_ during the course of its internal business any Gartner Materials embodied in a Deliverables, 0) subject to the limitations set forth below. Nothing contained in this Agreement shall preclude the Supplier from rendering services to L_ others or developing work products that are competitive with,or functionally comparable to, N the consulting services performed.The Supplier shall not be restricted in its use of ideas, °� concepts,know-how,data and techniques acquired or learned in the course of performing the consulting services,provided that the Supplier shall not use or disclose any of an Authorized User's confidential information,as defined below. With respect to any benchmarking Services performed by the Supplier, Authorized User 2 acknowledges that(i)the contents of the Benchmarking Report(as defined in the applicable Statement of Work)and other Deliverables are based upon information which is proprietary to the Supplier and contained in the Supplier's proprietary database, (ii)the contents of the fry database belong to the Supplier solely,(iii)Authorized User's data will become part of the database, (iv)The Supplier will code any presentation of the Authorized User's data to preserve Authorized User's anonymity,and(v)the database will be used by the Supplier in L_ future consulting and benchmarking engagements. B. Research and Advisory Services Supplier owns and retains all rights to the Services not expressly granted to an Authorized User. Only the individuals named in this SA(each a"Licensed User")may access the Services. Each Authorized User will be issued a unique password,which may not be shared. Authorized User VITA Contract VA-120501-GARG Page 8 of 21 N N 1 q V N qq ®V W Packet Pg.802 RFP 2012-08 C.19.c agrees to review and comply with the Usage Guidelines for Gartner Services("Guidelines"), which are accessible to all Licensed Users via the"Policies"section of gartner.com. Among other things,these Guidelines describe how an Authorized User may substitute Licensed Users, excerpt from and/or share Gartner research documents within the Authorized User's organization, and quote or excerpt from the Services externally. THE SERVICES ARE PROVIDED ON AN"AS IS"BASIS,AND SUPPLIER EXPRESSLY DISCLAIMS ALL WARRANTIES,EXPRESS OR IMPLIED,STATUTORY OR OTHERWISE, CD INCLUDING,WITHOUT LIMITATION,ANY IMPLIED WARRANTIES OF FITNESS FOR A CD PARTICULAR PURPOSE OR AS TO ACCURACY,COMPLETENESS OR ADEQUACY OF INFORMATION.AUTHORIZED USER RECOGNIZES THE UNCERTAINTIES INHERENT IN ANY ANALYSIS OR INFORMATION THAT MAY BE PROVIDED AS PART OF THE SERVICES, AND ACKNOWLEDGES THAT THE SERVICES ARE NOT A SUBSTITUTE FOR ITS OWN INDEPENDENT EVALUATION AND ANALYSIS AND SHOULD NOT BE CONSIDERED A 601, RECOMMENDATION TO PURSUE ANY COURSE OF ACTION. SUPPLIER SHALL NOT BE sm LIABLE FOR ANY ACTIONS OR DECISIONS THAT AN AUTHORIZED USER MAY TAKE BASED ON THE SERVICES OR ANY INFORMATION OR DATA CONTAINED THEREIN. AUTHORIZED USER UNDERSTANDS THAT IT ASSUMES THE ENTIRE RISK WITH >- RESPECT TO THE USE OF THE SERVICES P• C. Consulting Services This Agreement is for the benefit of the parties only.None of the provisions of this Agreement are for the benefit of,or enforceable by,any third party.It is the intention of the Supplier and the Authorized User that no third party shall have the right to(i)rely on the consulting services provided by the Supplier or(ii)seek to impose liability on the Supplier as a result of the consulting services or any Deliverables furnished to the Authorized User. 6. SUPPLIER PERSONNEL U A. Selection and Management of Supplier Personnel > Supplier shall take such steps as may be necessary to ensure that all Supplier personnel performing Services under this Contract are competent and knowledgeable of the contractual arrangements and the applicable SOW between Authorized User and Supplier. Supplier shall be solely responsible for the conduct of its employees,agents,and subcontractors,including all acts and omissions of such employees,agents,and subcontractors,and shall ensure that such employees and subcontractors comply with the appropriate Authorized User's site security, N information security and personnel conduct rules,as well as applicable federal,state and local laws,including export regulations. Authorized User reserves the right to require the immediate removal from such Authorized User's premises of any employee,subcontractor or agent of Supplier whom such Authorized User believes has failed to comply or whose conduct or behavior is unacceptable or unprofessional or results in a security or safety breach. B. Supplier Personnel Supervision Supplier acknowledges that Supplier,or any of its agents,contractors,or subcontractors,is and N shall be the employer of Supplier personnel,and shall have sole responsibility to supervise, counsel,discipline,review,evaluate,set the pay rates of and terminate the employment of Supplier personnel. C. Key Personnel An SOW may designate certain of Supplier's personnel as Key Personnel or Project Managers. Supplier's obligations with respect to Key Personnel and Project Managers shall be described in (B the applicable SOW.Failure of Supplier to perform in accordance with such obligations may be deemed a default of this Contract or of the applicable SOW. VITA Contract VA-120501-GARG Page 9 of 21 N CD CD q V CD CD CD ®V W Packet Pg.803 RFP 2012-08 C.19.c D. Subcontractors Supplier shall not use subcontractors to perform the Services unless specifically authorized in writing to do so by the Authorized User.If an order or SOW issued pursuant to this Contract is supported in whole or in part with federal funds,Supplier shall not subcontract any Services pursuant to such order or SOW to any subcontractor that is a party excluded from Federal Procurement and Nonprocurement Programs.In no event shall Supplier subcontract any Services to any subcontractor which is debarred by the Commonwealth of Virginia or which owes back taxes to the Commonwealth and has not made arrangements with the Commonwealth for payment of such back taxes. N 7. GENERAL WARRANTY With respect to the Services provided by Supplier,Supplier represents and warrants the following: 601, A. Ownership (B Supplier has the right to provide the Services,including Deliverables,without violating or infringing any law,rule,regulation,copyright,patent,trade secret or other proprietary right of any >' third party. �. B. Supplier's Viability Supplier warrants that it has the financial capacity to perform and continue to perform its obligations under this Contract;that Supplier has no constructive or actual knowledge of an actual or potential legal proceeding being brought against Supplier that could materially adversely affect performance of this Contract;and that entering into this Contract is not prohibited by any contract, or order by any court of competent jurisdiction. C. Supplier's Past Experience N Supplier warrants that the Services have been successfully performed for a non-related third- party without significant problems due to the Services or Supplier. D. Performance i). All Services shall be performed with care,skill and diligence,consistent with or above applicable professional standards currently recognized in its profession,and Supplier shall be responsible for the professional quality,technical accuracy,completeness and coordination of �. all plans,information,specifications,Deliverables and Services furnished under this Contract, i i). Services pursuant to a particular Request for Proposal("RFP"),quote,or Request for Quote (RFQ),and any associated Deliverables shall be fit for the particular purposes specified by VITA in the RFP and in this Contract and,if applicable,by the Authorized User requesting such quote or issuing such RFQ,and Supplier is possessed of superior knowledge with respect to the Services and Deliverables and is aware that all Authorized Users are relying on Supplier's skill and judgment in providing the Services and Deliverables; iii). The documentation which Supplier is required to provide under this Contract shall be sufficient in detail and content to allow a user to understand and fully utilize the Deliverables N without reference to any other materials or information. E. Malicious Code Supplier has used its best efforts through quality assurance procedures to ensure that there are � no computer viruses or undocumented features in any of the media or means used to deliver the Services.Supplier has used the best available means to scan any media on which Deliverables are provided to the Authorized User. (B F. Limited Warranty Period and Remedy During the warranty period of thirty(30)days,or as specified in the applicable SOW,Supplier warrants that the Services shall meet or exceed the Requirements. Supplier shall correct,at no VITA Contract VA-120501-GARG Page 10 of 21 N N 1 q V N qq ®V W Packet Pg.804 RFP 2012-08 C.19.c additional cost to any Authorized User,all errors identified during the warranty period that result in a failure of the Services to meet the Requirements. If Supplier is unable to make the Service/Deliverable conform,in all material respects,to the Requirements within ten(10)days following written notification by an Authorized User,Supplier shall,at such Authorized User's request,accept return of such Deliverable and any other related Deliverable(s)rendered unusable,and return all monies paid by such Authorized User for the non-conforming Services and Deliverable and such other related Deliverable(s)rendered unusable. CD THE OBLIGATIONS OF SUPPLIER UNDER THIS GENERAL WARRANTY SECTION ARE MATERIAL. SUPPLIER MAKES NO OTHER WARRANTIES,EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY CONCERNING MERCHANTABILITY OR FITNESS FOR ANY OTHER PARTICULAR PURPOSE. 8. TRAINING AND DOCUMENTATION 601, Any training or documentation necessary for an Authorized User to have full benefit of the Service shall be deemed included in the scope of the applicable SOW unless expressly excluded. 9. ORDERS AND COMPENSATION A. Request for Quote r Authorized Users of this Contract,depending on the complexity of services required and/or each supplier's available resources,have the option to select one or more suppliers to provide IT research&advisory services.In addition,an Authorized User may determine that a competitive process is required to ensure it receives the best value.In either or both of such circumstances, the Authorized User may,at its sole discretion,use a Request for Quote(RFQ)process to obtain services identical or similar to those provided by Supplier pursuant to this Contract. U Supplier shall respond to the RFQ by providing a quote,including an estimated total price,and,if N requested by the Authorized User,a proposal and documentation of the qualifications of the individual(s)proposed for providing services to the Authorized User.In no event shall Supplier's quote exceed Supplier's Contract pricing.Should Supplier be unable to respond to the RFQ due, > for example,to resource constraints,Supplier shall notify Authorized User in writing of its inability to perform the work requested by such Authorized User,and provide the reasons for such inability to perform,prior to the due date for the submission of quotes in response to the RFQ. Supplier's repeated failure to provide a quote in response to an RFQ may be grounds for termination of this Contract. B. Order Supplier is required to accept any order placed by an Authorized User through the eVA electronic procurement website portal(hllE://www.eva.vi[giWggov). eVA is the Commonwealth of Virginia's e-procurement system. State agencies,as defined in§2.2-2006 of the Code of Virginia, shall order through eVA. All other Authorized Users are encouraged to order through eVA,but may order through the following means: �. i). Purchase Order(PO):An official PO form issued by an Authorized User. N ii). Any other order/payment charge or credit card process,such as AMEX,MASTERCARD,or VISA under contract for use by an Authorized User. This ordering authority is limited to issuing orders for the Services available under this Contract. Under no circumstances shall any Authorized User have the authority to modify this Contract.An order from an Authorized User may contain additional terms and conditions,however,to the extent that the terms and conditions of the Authorized User's order are inconsistent with the terms and conditions of this Contract,the terms of this Contract shall supersede. Notwithstanding the foregoing,Supplier shall not accept any order from an Authorized User if such order is to be funded,in whole or in part,by federal funds and if,at the time the order is VITA Contract VA-120501-GARG Page 11 of 21 CD CD CD q V CD CD CD ®V W Packet Pg.805 RFP 2012-08 C.19.c placed,Supplier is not eligible to be the recipient of federal funds as may be noted on any of the Lists of Parties Excluded from Federal Procurement and Nonprocurement Programs. ALL CONTRACTUAL OBLIGATIONS UNDER THIS CONTRACT IN CONNECTION WITH AN ORDER PLACED BY ANY AUTHORIZED USER ARE THE SOLE OBLIGATION OF SUCH AUTHORIZED USER AND NOT THE RESPONSIBILITY OF VITA UNLESS SUCH AUTHORIZED USER IS VITA. CD C. Purchase Price and Price Protection For all Supplier Research and Advisory services(i.e.fixed price products)Supplier's offers shall be based on and consistent with the then current GSA Group 70 IT schedule prices to be supplemented(as required)by any mandatory VITA uplifts, For all Supplier Consulting services(i.e.Deliverable provided via the hourly rate structure) Supplier's offers shall be based upon and in accordance with the"then current'GSA Group 70 IT 601, schedule prices to be supplemented as required by any mandatory VITA uplifts, In cases where GSA schedule 70 IT pricing is not available pricing will be based upon and consistent with Supplier's next best pricing level(i.e.Supplier's State&Local Government(SLG) >' pricing structure, �. Supplier reserves the right to refresh its pricing and product offerings on an annual basis consistent with the prices listed in the Gartner GSA Group 70 IT schedule price list. The ¢1 refreshed Pricing and Product offering will be provided to VITA in January of each new calendar year and applicable to any renewal of existing services or initiation of new services. D. Invoice Procedures For an order with a period of performance not expected to exceed one(1)month,Supplier shall (� remit each invoice to the"bill-to"address provided with the order promptly after all Deliverables or N Services have been accepted and in accordance with the milestone payment schedule,if any,in the applicable order.For a time and materials type SOW with a period of performance expected to exceed one(1)month,Supplier shall submit invoices to the ordering Authorized User monthly in arrears,unless otherwise specified in such SOW.For a fixed price type SOW,Supplier shall invoice in accordance with the milestone payment schedule,if any,in the applicable SOW;if such SOW does not include a milestone payment schedule,Supplier shall invoice after all Deliverables or Services have been accepted by the ordering Authorized User. No invoice shall include any costs other than those identified in the executed order or SOW,which costs shall be in L° accordance with Exhibit D.Without limiting the foregoing,all shipping costs are the Supplier's N responsibility except to the extent such charges are identified in Exhibit D,or as noted in any executed order or SOW referencing this Contract. Any cost reimbursable work performed or expenses incurred by Supplier prior to the effective date of the order shall not be billed to or reimbursed by the Authorized User. Invoices issued by the Supplier shall identify at a minimum: i). Deliverable or Service type,or project milestone,and description i i). Quantity,charge and extended pricing for each Deliverable and/or Service item or milestone; (B or,for a time and materials type order or SOW,the name(s)of the assigned employee(s),the hourly rate(s),and the number of hours worked, N iii). Applicable order date or SOW date iv).This Contract number and the applicable order number v). Supplier's Federal Employer Identification Number(FEIN). Any terms included on Supplier's invoice shall have no force or effect and will in no way bind VITA or any Authorized User. E. Purchase Payment Terms Supplier is responsible for the accuracy of its billing information. Supplier agrees not to issue invoices hereunder until Services have been performed or milestones have met Acceptance VITA Contract VA-120501-GARG Page 12 of 21 CD CD CD q V CD CD CD ®V W Packet Pg.806 RFP 2012-08 C.19.c criteria. Charges for Services accepted more than ninety(90)days prior to receipt of a valid invoice may not be paid,except in accordance with a milestone payment schedule.Should Supplier repeatedly over bill Authorized User,Authorized User may assess a one percent(1%) charge for the amount over billed for each month that such over billing continues. If there are any disputed items,the appropriate Authorized User shall pay all undisputed charges and promptly notify Supplier in writing of any disputed amount. Supplier shall thereupon review its records,and,if it does not concur with such Authorized User,provide such Authorized User with documentation to support the charge.If such charges remain in dispute,such dispute shall be resolved in accordance with the Dispute Resolution section of this Contract.In the absence of the Supplier's written evidence identifying the merit of the disputed amounts,Authorized User CV may not pay the disputed amounts and may consider the matter concerning the specific identified amounts closed.All payment terms are net 30 days after Acceptance. 601, F. Reimbursement of Expenses sm If allowable pursuant to an Authorized User's SOW,such Authorized User shall pay,or reimburse Supplier,for all reasonable and actual travel-related expenses for greater than thirty(30)miles from portal to portal incurred by Supplier during the relevant period,provided,however,that such >- Authorized User shall only be liable to pay for Supplier's travel-related expenses,including T_ transportation,meals,lodging and incidental expenses,that have been authorized by such Authorized User in advance and which will be reimbursable by such Authorized User at the then- ¢, current per diem amounts as published by the Virginia Department of Accounts (htto://www doa.virainia.gov/,or a successor URL(s)). All reimbursed expenses will be billed to the Authorized User on a pass-through basis without any markup by Supplier.At Authorized User's request,Supplier shall provide copies of receipts for all travel expenses over US$30.00. (� 10.REPORTING Supplier is required to submit to VITA the following monthly reports. 0 Report of Sales,and 0 Small Business Subcontracting Report () These reports must be submitted using the instructions found atthe following URL: http://www.vita.virainia.gov/scm/default.aspx?id=97 Failure to comply with all reporting requirements may result in default of the Contract. N Suppliers are encouraged to review the site periodically for updates on Supplier reporting. 11.STEERING COMMITTEE In order to facilitate mutually beneficial contractual relationships with suppliers,VITA has procedures for establishing a steering committee("Steering Committee"),consisting of senior management personnel,including personnel involved in the contractual relationship,from VITA and Supplier. Roles of the Steering Committee include but are not limited to a)identifying potential issues which may arise during the performance of a contract,b)discussing and assigning roles and responsibilities,c)establishing methods for quickly resolving potential disputes,d)setting rules for communication and decision making,e)monitoring and measuring the business relationship between the parties,and f)acting as a final decision board for escalated problems. A meeting of the Steering Committee is intended to be a forum for brainstorming and sharing t8 ideas,emphasizing respect,cooperation,and access,with the end goal of developing relationships to avoid conflict.A facilitator may,but is not required to,conduct a meeting of the Steering Committee. VITA Contract VA-120501-GARG Page 13 of 21 N N 1 q V N qq ®V W Packet Pg.807 RFP 2012-08 C.19.c A Steering Committee for this Contract will be formed at VITA's option.Meetings may be held at any time during the Contract term,should VITA,at its sole discretion,determine that a meeting(s) would be beneficial to the contractual relationship,and Supplier agrees to participate in such meeting(s).In addition,Supplier may at any time submit a written request to VITA for a meeting of the Steering Committee,which VITA will not unreasonably deny. Supplier shall ensure the availability of the appropriate personnel to meet with the VITA contract managementteam.Additional Steering Committee meetings involving representatives from VITA, the Supplier,and an Authorized User may be required prior to or during performance on any specific Statement of Work issued pursuant to this Contract. N 12.COMPETITIVE PRICING Supplier agrees to provide pricing to VITA that is consistent with the pricing it provides to the United States General Service Administration via the GSA Group 70 IT schedule. In those instance where a 601, service is offered to VITA that is not contained on the GSA Group 70 IT schedule the item will be sm offered at and consistent with Supplier next best pricing level. 13.CONFIDENTIALITY A. Treatment and Protection Each Party shall(i)hold in strict confidence all Confidential Information of any other Party,(ii)use the Confidential Information solely to perform or to exercise its rights under this Contract,and(iii) not transfer,display,convey or otherwise disclose or make available all or any part of such Confidential Information to any third-party. However,an Authorized User may disclose the ¢1 Confidential Information as delivered by Supplier to subcontractors,contractors or agents of such Authorized User that are bound by non-disclosure contracts with such Authorized User. Each Party shall take the same measures to protect against the disclosure or use of the Confidential Information as it takes to protect its own proprietary or confidential information(but in no event N shall such measures be less than reasonable care). B. Exclusions The term"Confidential Information"shall not include information that is: � i). in the public domain through no fault of the receiving Party or of any other person or entity that is similarly contractually or otherwise obligated; i i). obtained independently from a third-party without an obligation of confidentiality to the disclosing Party and without breach of this Contract, N iii). developed independently by the receiving Party without reference to the Confidential Information of the other Party,or iv). required to be disclosed under The Virginia Freedom of Information Act(§§2.2-3700 et seq. of the Code of Virginia)or similar laws or pursuant to a court order. 2 C. Return or Destruction Upon the termination or expiration of this Contract or upon the earlier request of the disclosing y Authorized User,Supplier shall(i)at its own expense,(a)promptly return to the disclosing Authorized User all tangible Confidential Information(and all copies thereof except the record required by law)of the disclosing Authorized User,or(b)upon written request from the disclosing Authorized User,destroy such Confidential Information and provide the disclosing Authorized User with written certification of such destruction,and(ii)cease all further use of the Authorized User's Confidential Information,whether in tangible or intangible form. VITA orthe Authorized User shall retain and dispose of Supplier's Confidential Information in accordance with the Commonwealth of Virginia's records retention policies or,if Authorized User is not subject to such policies,in accordance with such Authorized User's own records retention policies. VITA Contract VA-120501-GARG Page 14 of 21 N N 1 q V N qq ®V W Packet Pg.808 RFP 2012-08 C.19.c D. Confidentiality Statement All Supplier personnel,contractors,agents,and subcontractors performing Services pursuantto this Contract shall be required to sign a confidentiality statement or non-disclosure agreement. Any violation of such statement or agreement shall be shall be deemed a breach of this Contract and may result in termination of the Contract or any order or SOW issued hereunder. 14.INDEMNIFICATION AND LIABILITY A. Indemnification (g Supplier agrees to indemnify,defend and hold harmless the Commonwealth,VITA,any Authorized User,their officers,directors,agents and employees(collectively,"Commonwealth's Indemnified Parties")from and against any and all losses,damages,claims,demands, proceedings,suits and actions,including any related liabilities,obligations,losses,damages, assessments,fines,penalties(whether criminal or civil),judgments,settlements,expenses (including attorneys'and accountants'fees and disbursements)and costs(each,a"Claim"and collectively,"Claims"),incurred by,borne by or asserted against any of Commonwealth's Indemnified Parties to the extent such Claims in any way relate to,arise out of or result from.(i) any intentional or willful conduct or negligence of any employee,agent,or subcontractor of Supplier,(ii)any act or omission of any employee,agent,or subcontractor of Supplier,(iii)breach r" of any representation,warranty or covenant of Supplier contained herein,(iv)any defect in the Deliverables or the Services,or(v)any actual or alleged infringement or misappropriation of any ¢' third party's intellectual property rights by any of the Deliverables or Services. Selection and approval of counsel and approval of any settlement shall be accomplished in accordance with all � applicable laws,rules and regulations. For state agencies the applicable laws include§§2.2-510 and 2.2-514 of the Code of Virainia. In all cases the selection and approval of counsel and approval of any settlement shall be satisfactory to the Commonwealth. (� In the event that a Claim is commenced against any of Commonwealth's Indemnified Parties fry alleging that use of any Deliverable or that the provision of Services under this Contract infringes any third party's intellectual property rights and Supplier is of the opinion that the allegations in such Claim in whole or in part are not covered by this indemnification provision,Supplier shall immediately notify VITA and the affected Authorized User(s)in writing,via certified mail, specifying to what extent Supplier believes it is obligated to defend and indemnify under the terms ) and conditions of this Contract.Supplier shall in such event protect the interests of the Commonwealth's Indemnified Parties and secure a continuance to permit VITA and the affected Authorized User(s)to appear and defend their interests in cooperation with Supplier as is appropriate,including any jurisdictional defenses VITA or the affected Authorized User(s)may fry have. In the event of a Claim pursuant to any actual or alleged infringement or misappropriation of any third party's intellectual property rights by any of the Services or Deliverables,and in addition to all other obligations of Supplier in this Section,Supplier shall at its expense,either(a)procure for all Authorized Users the right to continue use of such infringing Services or Deliverables;or(b) replace or modify such infringing Services or Deliverables with non-infringing deliverables or services satisfactory to VITA. And in addition,Supplier shall provide any Authorized User with comparable temporary replacement deliverables and services,or reimburse VITA or any (ry Authorized User for the reasonable costs incurred by VITA or such Authorized User in obtaining alternative deliverables and services in the event such Authorized User cannot use the affected Deliverable or benefit from the affected Services.If Supplier cannot accomplish any of the foregoing within a reasonable time and at commercially reasonable rates,then Supplier shall accept the return of the infringing Services or Deliverables,along with any other Services or Deliverables rendered unusable by any Authorized User as a result of the infringing Services or Deliverables,and refund the price paid to Supplier for such Services and Deliverables. B. Liability Supplier's liability to the Commonwealth under this Contract for breach of this Contract's confidentiality,security,or indemnification provisions shall be limited to two(2)times the annual VITA Contract VA-120501-GARG Page 15 of 21 N N 1 q V N qq ®V W Packet Pg.809 RFP 2012-08 C.19.c value of this Contract. The same limitation on the Supplier's liability to the Commonwealth under this Contract shall apply to any other breach of this Contract by Supplier,if the breach arises from any intentional,willful,or negligent act or omission of any employee,agent,or subcontractor of Supplier or if the damages are based on bodily injury,death,or damage to real property or tangible personal property.The limitation shall apply on a per-incident basis,it being understood that multiple losses stemming from the same root cause constitute a single incident. Supplier's liability to any authorized user under this Contract for breach of this Contract's CD confidentiality,security,or indemnification provisions shall be limited to two(2)times the value of CD the Order with authorized user under which such breach took place. N EXCEPT FOR CLAIMS COVERED BYTHE ABOVE DOLLAR LIMITATION,NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR INDIRECT,INCIDENTAL,CONSEQUENTIAL OR PUNITIVE DAMAGES UNDER THIS CONTRACT,INCLUDING(WITHOUT LIMITATION) LOSS OF PROFIT,INCOME OR SAVINGS,EVEN IF ADVISED OF THE POSSIBILITY 601, THEREOF. sm 15.INSURANCE >' In addition to the insurance coverage required by law as specified in the URL identified in the �. Incorporated Contractual Provisions section of this Contract,Supplier shall carry errors and omissions insurance coverage in the amount of$1,000,000 per occurrence. U 16.SECURITY COMPLIANCE Supplier agrees to comply with all provisions of the then-current Commonwealth of Virginia security procedures,published by the Virginia Information Technologies Agency(VITA)and which may be found at(http://www.vita.virginia.gov/library/default.aspx?id=537#securityPSGs)or U a successor URL(s),as are pertinent to Supplier's operation.Supplier further agrees to comply N with all provisions of the relevant Authorized User's then-current security procedures as are pertinent to Supplier's operation and which have been supplied to Supplier by such Authorized � User.Supplier shall also comply with all applicable federal,state and local laws and regulations. '� For any individual Authorized User location,security procedures may include but not be limited to: > background checks,records verification,photographing,and fingerprinting of Supplier's employees or agents.Supplier may,at any time,be required to execute and complete,for each individual Supplier employee or agent,additional forms which may include non-disclosure agreements to be signed by Supplier's employees or agents acknowledging that all Authorized L° User information with which such employees and agents come into contact while at the N Authorized User site is confidential and proprietary.Any unauthorized release of proprietary or Personal information by the Supplier or an employee or agent of Supplier shall constitute a breach of its obligations under this Section and the Contract. Supplier shall immediately notify VITA and Authorized User,if applicable,of any Breach of Unencrypted and Unredacted Personal Information,as those terms are defined in Virginia Code 18.2-186.6,and other personal identifying information,such as insurance data or date of birth, 2- provided by VITA or Authorized User to Supplier.Supplier shall provide VITA the opportunity to participate in the investigation of the Breach and to exercise control over reporting the N unauthorized disclosure,to the extent permitted by law. Supplier shall indemnify,defend,and hold the Commonwealth,VITA,the Authorized User,their officers,directors,employees and agents harmless from and against any and all fines,penalties �. (whether criminal or civil),judgments,damages and assessments,including reasonable expenses suffered by,accrued against,or charged to or recoverable from the Commonwealth, VITA,the Authorized User,their officers,directors,agents or employees,on account of the failure of Supplier to perform its obligations pursuant this Section. VITA Contract VA-120501-GARG Page 16 of 21 N CD CD q V CD CD CD ®V W Packet Pg.810 RFP 2012-08 C.19.c 17.IMPORT/EXPORT In addition to compliance by Supplier with all export laws and regulations,VITA requires that any data deemed"restricted"or"sensitive"by either federal or state authorities,must only be collected,developed,analyzed,or otherwise used or obtained by persons or entities working within the boundaries of the United States. 18.GENERAL PROVISIONS A. Relationship Between VITA and Authorized User and Supplier Supplier has no authority to contract for VITA or any Authorized User or in any way to bind,to commit VITA or any Authorized User to any agreement of any kind,or to assume any liabilities of any nature in the name of or on behalf of VITA or any Authorized User. Under no circumstances shall Supplier,or any of its employees,hold itself out as or be considered an agent or an employee of VITA or any Authorized User,and neither VITA nor any Authorized User shall have any duty to provide or maintain any insurance or other employee benefits on behalf of Supplier or its employees. Supplier represents and warrants that it is an independent contractor for purposes of federal,state and local employment taxes and agrees that neither VITA nor any Authorized User is responsible to collect or withhold any federal,state or local employment taxes,including, but not limited to,income tax withholding and social security contributions,for Supplier. Any and r" all taxes,interest or penalties,including,but not limited to,any federal,state or local withholding or employment taxes,imposed,assessed or levied as a result of this Contract shall be paid or ¢' withheld by Supplier or,if assessed against and paid by VITA or any Authorized User,shall be reimbursed by Supplier upon demand by VITA or such Authorized User. � B. Incorporated Contractual Provisions The then-current contractual provisions at the following URL are mandatory contractual (� provisions,required by law or by VITA,and that are hereby incorporated by reference: N htt .//www.vita.vir inia. ov/u IoadedFiles/SCM/Statutoril MandatedTsandCs. df The contractual claims provision§2.2-4363 of the Code of Virginia and the required eVA U provisions at hftp:/Amww.vita.virainia.gov/uploadedFiles/SCM/eVATsandCs.pdf are also > incorporated by reference. The then-current contractual provisions at the following URL are required contractual provisions, required by law or by VITA,that apply to all orders placed under this Contract that are partially or wholly funded by the American Recovery and Reinvestment Act of 2009(ARRA)and are hereby L° incorporated by reference: N hltE://www.vita.virginia._qqy/uploadedFiles/SCM/ARRA Ts Cs Rev3. df The the n-curre nt terms and conditions in documents posted to the aforereferenced URLs are subject to change pursuant to action by the legislature of the Commonwealth of Virginia,change in VITA policy,or the adoption of revised eVA business requirements.If a change is made to the terms and conditions,a new effective date will be noted in the document title.Supplier is advised to check the URLs periodically. 2- C. Compliance with the Federal Lobbying Act Supplier's signed certification of compliance with 31 USC 1352(entitled"Limitation on use of N appropriated funds to influence certain Federal Contracting and financial transactions")or by the regulations issued from time to time thereunder(together,the"Lobbying Act")is incorporated as Exhibit E hereto. D. Governing Law This Contract shall be governed by and construed in accordance with the laws of the (B Commonwealth of Virginia without regard to that body of law controlling choice of law. Any and all litigation shall be brought in the circuit courts of the Commonwealth of Virginia. The English language version of this Contract prevails when interpreting this Contract. The United Nations Convention on Contracts for the International Sale of Goods and all other laws and international VITA Contract VA-120501-GARG Page 17 of 21 N CD 1 q V N qq ®V W Packet Pg.811 RFP 2012-08 C.19.c treaties or conventions relating to the sale of goods are expressly disclaimed. UCITA shall apply to this Contract only to the extent required by§59.1-501.15 of the Code of Virginia. E. Dispute Resolution In accordance with§2.2-4363 of the Code of Virginia,Contractual claims,whether for money or other relief,shall be submitted in writing to the public body from whom the relief is sought no later than sixty(60)days after final payment,however,written notice of the Supplier's intention to file such claim must be given to such public body at the time of the occurrence or beginning of the work upon which the claim is based. Pendency of claims shall not delay payment of amounts agreed due in the final payment. The relevant public body shall render a final decision in writing within thirty(30)days after its receipt of the Supplier's written claim. The Supplier may not invoke any available administrative procedure under§2.2-4365 of the Code of Virginia nor institute legal action prior to receipt of the decision of the relevant public body on the claim,unless that public body fails to render its decision within thirty(30)days. The decision sm of the relevant public body shall be final and conclusive unless the Supplier,within six(6)months of the date of the final decision on the claim,invokes appropriate action under§2.2-4364,Code of Virginia or the administrative procedure authorized by§2.2-4365,Code of Virginia. >- Upon request from the public body from whom the relief is sought,Supplier agrees to submit any r" and all contractual disputes arising from this Contract to such public body's alternative dispute resolution(ADR)procedures,if any. Supplier may invoke such public body's ADR procedures at ¢' any time and concurrently with any other statutory remedies prescribed by the Code of Virginia. In the event of any breach by a public body,Supplier's remedies shall be limited to claims for damages and Prompt Payment Act interest and,if available and warranted,equitable relief,all such claims to be processed pursuant to this Section. In no event shall Supplier's remedies include the right to terminate any license or support services hereunder. F. Advertising and Use of Proprietary Marks Supplier shall not use the name of VITA or any Authorized User's name or refer to VITA or any Authorized User,directly or indirectly,in any press release or formal advertisement without > receiving prior written consent of VITA or such Authorized User. In no event may Supplier use a L_ proprietary mark of VITA or an Authorized User without receiving the prior written consent of VITA or the Authorized User. G. Notices Any notice required or permitted to be given under this Contract shall be in writing and shall be N deemed to have been sufficiently given if delivered in person,or if deposited in the U.S.mails, postage prepaid,for mailing by registered,certified mail,or overnight courier service addressed to: i). To VITA and to Supplier,if Supplier is incorporated in the Commonwealth of Virginia,to the addresses shown on the signature page. i i). To Supplier,if Supplier is incorporated outside the Commonwealth of Virginia,to the Registered Agent registered with the Virginia State Corporation Commission. N Pursuant to Title13.1 of the Code of Virginia,VITA or Supplier may change its address for notice purposes by giving the other notice of such change in accordance with this Section. Administrative contract renewals,modifications or non-claim related notices are excluded from � the above requirement.Such written and/or executed contract administration actions may be processed by the assigned VITA and Supplier points of contact for this Contract and may be given in person,via U.S.mail,courier service or electronically (B H. No Waiver Any failure to enforce any terms of this Contract shall not constitute a waiver. VITA Contract VA-120501-GARG Page 18 of 21 N N 1 q V N qq ®V W Packet Pg.812 RFP 2012-08 C.19.c I. Assignment This Contract shall be binding upon and shall inure to the benefit of the permitted successors and assigns of VITA and Supplier. Supplier may not assign,subcontract,delegate or otherwise convey this Contract,or any of its rights and obligations hereunder,to any entity without the prior written consent of VITA,and any such attempted assignment or subcontracting without consent shall be void. VITA may assign this Contract to any entity,so long as the assignee agrees in writing to be bound by the all the terms and conditions of this Contract. CD If any law limits the right of VITA or Supplier to prohibit assignment or nonconsensual assignments,the effective date of the assignment shall be thirty(30)days after the Supplier gives VITA prompt written notice of the assignment,signed by authorized representatives of both the Supplier and the assignee. Any payments made prior to receipt of such notification shall not be covered by this assignment. 601, J. Captions sm The captions are for convenience and in no way define,limit or enlarge the scope of this Contract or any of its Sections. K. Severability r.. Invalidity of any term of this Contract,in whole or in part,shall not affect the validity of any other term.VITA and Supplier further agree that in the event such provision is an essential part of this Contract,they shall immediately begin negotiations for a suitable replacement provision. L. Survival The provisions of this Contract regarding License,Rights To Work Products,Warranty, Confidentiality,Liability and Indemnification,and the General Provisions shall survive the expiration or termination of this Contract. M. Force Majeure No Party shall be responsible for failure to meet its obligations under this Contract if the failure arises from causes beyond the control and without the fault or negligence of the non-performing > Party. If any performance date under this Contract is postponed or extended pursuant to this section for longer than thirty(30)calendar days,VITA,by written notice given during the postponement or extension,may terminate Supplier's rightto renderfurther performance after the effective date of termination without liability for that termination,and in addition an Authorized User may terminate any order or SOW affected by such postponement or delay. N. Remedies The remedies set forth in this Contract are intended to be cumulative. In addition to any specific remedy,VITA and all Authorized Users reserve any and all other remedies that may be available at law or in equity. O. Right to Audit VITA reserves the right to audit those Supplier records that relate to the Services rendered or the amounts due Supplier for such Services under this Contract. VITA's right to audit shall be limited N as follows: i). Three(3)years from Service performance date, i i). Performed at Supplier's premises,during normal business hours at mutually agreed upon times,and iii). Excludes access to Supplier cost information. The Supplier shall not have the right to audit,or require to have audited,VITA or any Authorized User. 0 VITA Contract VA-120501-GARG Page 19 of 21 N CD 1 q V N qq ®V W Packet Pg.813 RFP 2012-08 C.19.c P. Offers of Employment During the first twelve(12)months of the Contract,should Supplier hire an employee of an Authorized User who has substantially worked on any project covered by this Contract without prior written consent,the Supplier shall be billed for fifty percent(50%)of the employee's annual salary in effect at the time of termination. Q. Contract Administration Supplier agrees that at all times during the term of this Contract an account executive,at Supplier's senior management level,shall be assigned and available to VITA. Supplier reserves the right to change such account executive upon reasonable advance written notice to VITA. R. Entire Contract The following Exhibits,including all subparts thereof,are attached to this Contract and are made Q9' a part of this Contract for all purposes: 601, i). ExhibitA Service Requirements i i). Exhibit B Statement of Work(SOW)Template �— iii). Exhibit C Change Order Template r" iv). Exhibit D Service Fees v). Exhibit E Certification Regarding Lobbying vi). Exhibit F License Agreement Addendum This Contract,its Exhibits,and any prior non-disclosure agreement constitute the entire agreement between VITA and Supplier and supersede any and all previous representations, understandings,discussions or agreements between VITA and Supplier as to the subject matter hereof. Any and all terms and conditions contained in,incorporated into,or referenced by the Supplier's Proposal shall be deemed invalid.The provisions of the Virginia Department of General Services,Division of Purchases and Supply Vendor's Manual shall not apply to this Contract or any order or SOW issued hereunder.This Contract may only be amended by an instrument in writing signed by VITA and Supplier. In the event of a conflict,the following order of precedence shall apply:this Contract document,Exhibit A,any individual SOW,Exhibit D. Any modification to an SOW that extends the period of performance beyond one(1)year or N increases the value of such SOW above US$100,000 shall,absent the prior written approval of VITA,be voidable by VITA,in its sole discretion.If an SOW is voided by VITA,such SOW shall no longer be binding on either Party and all obligations with respect to such SOW shall expire. An Authorized User and Supplier may enter into an ordering agreement pursuant to this Contract. To the extent that such ordering agreement,or any order or SOW issued hereunder,include any terms and conditions inconsistent with the terms and conditions of this Contract,such terms and conditions shall be of no force and effect. N VITA and Supplier each acknowledge that it has had the opportunity to review this Contract and to obtain appropriate legal review if it so chose. Executed as of the last date set forth below by the undersigned authorized representatives of VITA and Supplier. 4" 0 VITA Contract VA-120501-GARG Page 20 of 21 N N 1 q V N qq ®V W Packet Pg.814 C.19.c RW 2012 ca Gorr ,Inc. V TA m CD ar9n�YBn��e� f,�xrc}ervaYarr�] tC} %dStme V 9u0141y,y'�,'r.1Muf9B P�.[C'.�' Name.,E�,G'��u"Y Y! d'�r�rv �d^�,..,..... C44 f,P'ourrY) (f"mrn.l Cf nlr u. Pivh!r �, Mir: ,nrarrwimr o P. 1"t94k+ P ,�',, a" fl7rvuatr�a✓.. f1�,;�P4YiaVi:,�rr"�z.'�'d�r'r't.. darYar. aar a r5riw$rw,:w3 Mr I'^Selvrr;kgl: J`'wxCUPmm Sum"Nl"rYkCd71 dtPtT't ER MC. VITA r Ml N rfru V-aWax D vs,8"'r oor '11751 6de�ac1[xm fda 0 � AderMon D ivoctor o l Qornro..,c:t 9tlrtrrnuon: Carrlr ct.Pwc9irrpWIspraCw tJ U U 1AP7t6 Y,„[biRI;YU('n+.la„'12'ierr.('F pKs Pala v of as N CD M M 0 N U U Packet Pg.815 Contract No.VA-120501-GARG,Exhibit B C.19.c EXHIBIT B STATEMENT OF WORK(SOW)TEMPLATE BETWEEN(NAME OF AUTHORIZED USER)AND GARTNER,INC ISSUED UNDER CONTRACT NUMBER VA-120501-GARG BETWEEN VIRGINIA INFORMATION TECHNOLOGIES AGENCY AND GARTNER,INC (y Exhibit B,between(Name of Agency/Institution)and Gartner.Inc("Supplier")is hereby incorporated into and made an integral part of Contract Number VA-120501-GARG("Contract')between the Virginia Information Technologies Agency("VITA")on behalf of the Commonwealth of Virginia(and[Supplier. In the event of any discrepancy between this Exhibit Band the Contract,the provisions of the Contract shall control. [Note to Template(tsars:instructions fdr using this template to drafts Statement of Work are in gray � highlight and itatios;These instructions should be deleted after the approphate texthas been added to the Statement of Work.Contractual language is not italleized and should remain In the 06tu rient Text � thatis highlighted in blue is variable based on the nature dithe project.) � STATEMENT OF WORK U This Statement of Work(SOW)is issued by the(Name of Agency/Institution), hereinafter referred to as fry "Authorized User"under the provisions of the Contract,".The objective of the project described in this SOW is for the Supplier to provide the Authorized User with a Solution("Solution")or Services ("Services)"or Software("Software)or Hardware and Maintenance or Licensed Application Services"for Authorized User Project Name.(Customize the lastsentence to state What you are getting from the Supplier based on the ViTA Contract language,and With your project name.) ) 1. PERIOD OF PERFORMANCE The work authorized in this SOW will occur within XX(XX)months of execution of this Statement of Work.This includes delivery,installation,implementation,integration,testing and acceptance all of In products and services necessary to implement the Authorized User's Solution,training,and any support,other than on-going maintenance services.The period of performance for maintenance services shall be one(1)year after implementation or end of Warranty Period and may be extended for additional one(1)year periods pursuant to and unless otherwise specified In the Contract (Customize this,section to match what you are getting from the Suppifer,based on the allowable scope otthe,VITA Contractand your prgjdefs,specific,needs within thatallowable scope;) 2- 2. PLACE OF PERFORMANCE (Assign performance locations to major mFlestones orany,otherprojectgrenp/arltYfdependfng on In your transparency and goyemance,nee is,ifneeded.) �s Tasks associated with this project will be performed at the Authorized User's location(s)in City/State, at Supplier's location(s)in City/State,or other locations as required by the effort. 3. PROJECT DEFINITIONS Provide,project unique definitions so that all stakehgldara have the same understanding.iEnsure � these do not connict with the contractderinitibn.}. All definitions of the Contract shall apply to and take precedence over this SOW.Authorized Users specific project definitions are listed below. EXHIBIT B-SOW TEMPLATE.DOCX Page 1 of 11 N N 1 q V N q ®0 W Packet Pg.816 Contract No.VA-120501-GARG,Exhibit B C.19.c 4. PROJECTSCOPE (Provide a description ofthe scope of yourprojectendcarve out what is NOT In the scope of your project.Aememberthatit mustfitwithinithe VI7A Contractscope) A. General Description of the Project Scope B. Project Boundaries 5. AUTHORIZED USER'S SPECIFIC REQUIREMENTS CD (Provide information about your projects and your agency's specific,requiiements for this particular, (6 projact including,but not limited to the following subsections) N A. Authorized User-Specific Requirements �^ CD B. Special Considerations for Implementing Technology at Authorized User's Location(s) 601, C. Other Project Characteristics to Insure Success L, 6. CURRENT SITUATION W (Provide enough background Information to clearly state the curtentsituatior to Supplier:so that >' Supplier cannot come back during performance claiming any unknowns orshrprises.some example r subsections are provided below,You may collapse/expand as you feel is necessary to provide r adequate information and detail) A. Background of Authorized User's Business Situation B. Current Architecture and Operating System C. Current Work Flow/Business Flow and Processes D. Current Legacy Systems E. Current System Dependencies F. Current Infrastructure(Limitations,Restrictions) 2 G. Usage/Audience Information 7. PRODUCTS AND SERVICES TO SUPPORT THE PROJECT REQUIREMENTS(AND/OR SOLUTION) A. Required Products(or Solution Components) (List the products,prif yourproject is for a Solution,the Solution components,(hardware,software, A etc.)provided by supplier that will be used to support yourprojepf'requirements Identify any special > configuration requirements,,and describe,the system infrastructure to be provided by the Authorizzed User.Provide an overview thatrefiects how the system will be doployed within the Authorized Users C( envrcnment You are urged to refer to the VITA Contract for allowablo scope and otherguidance in drafting language for this section.) B. Required Services (B (List the services(e g,requirements development Solution design,configuration,interface design, (U data conversion,installation,implementation,testing,training,risk assessment,performance in assessment,support and maims nancef that will be provided by Supplier in ire performance of your proiect.You are urged to refer to the VTCA Contract,for the definition of Services and for the allowable scope in drafting language for this section,You will notice subsections"C"and'D" below offer areas for expanded detail on training,support and maintenance services.You may add other subsections in which you wish to expand the/nformationFdetails/requirements far other service areas as well.It is likely some of tl is detall will be a combination of your known needs and the Suppliers proposal,In all cu cases the provisions shouidinclude all negotiated commitmentsbybollipertles,even if you reference 0 by Incorporation the supplier's proposal In any subsection) 0 EXHIBIT B-SOW TEMPLATE.DOCX Page 2of 11 N N 1 q V N q ®0 W Packet Pg.817 Contract No.VA-120501-GARG,Exhibit B C.19.c C. Training Requirements and/or Authorized User Self-Sufficiency/Knowledge Transfer (Provide an overview and details of training services to be provided for yopr project end any special requirements for specific knowledge transfer to support successful Unplementatkrn of the Solution.If the intent is for the Authorized User to become seff-sufficient in operating or maintaining the Solution,' def6rmine the type of training necessary„and develop a training plan,for such user self-sufficiency, Describe how the Supplier will complete knowledge transferin the event this Statement of Work is not completed due to actions of,Supplier or non-approprfetldn of funds for completion affecting the Q Authorized User,You may refer to the VITA Contract forguidance,on the allowable scope for this. � D. Support and Maintenance Requirements (Document the level ofsupport as available underthe Contract,required by your project to operate C44 and maintain the Solution.This may include conversion support„'legacy system integration,transition assistance Solution maintenance(including maintenance level),,orother specialized consulting to et facilitate delfveny nr use of the Solution, � E. Personnel Requirements sa (Provide any supplier personnel qualifications,requirements,Iicenses;certifications or restrictions including project manager,fey personnel,subcontractors,etc„but ensure they,do not conflict with the'VITA Contract terms) r F. Transition Phase-In/Phase-Out Requirements (Describe any specific requirements for orientation o!phasing in andlorphasing out ofthe project with F. the Supplier Be specific on what the projectneeds and expected results are,the duration and other Cb pertinent detail,but ensure they do not confiictwlth the ViTA Bontractprowston(df regarding Transition of Services or with anyathor training requirements in the sow? 0 8. TOTAL PROJECT PRICE The total Fixed Price for this Project shall not exceed$US XXX. N Supplier's invoices shall show retainage of ten percent(10%).Following completion of Solution U implementation,Supplier shall submit a final invoice to the Authorized User,for the final milestone payment amount shown in the table in section 9 below,plus the total amount retained by the Authorized User.If travel expenses are not included in the fixed price of the Solution,such expenses shall be reimbursed in accordance with Commonwealth of Virginia travel policies as published by the Virginia Department of Accounts(httD://www.doa.virginia.aov). In order to be reimbursed for travel expenses,Supplier must submit an estimate of such expenses to Authorized User for approval prior to incurring such expenses. ug (Sections 9 through 11 should be used or deleted depending on.the project's complexity,;risk and need for governance,For a simple projectyou may only need the section 10 table,but rol a more corriplax project,or a majorlT project,you mayne6d a combination of or all'ofthe tables for check and balance and redundancy) 2 9. PROJECT DELIVERABLES in a list of S uppller's defiverable expectations:The'table is to be customized for the Authorized in User's protect;You maywant to categorize defiverables for each phase or majormUestone ofthe onjactend then categorize otherinterim defiverables andlor performance and status reports under one ofthem or under an Administrative or Project Managem tsection.) The following deliverables are to be provided by Supplier under this SOW.Subsequent sections may include further detail on the content requirements for some deliverables. No. Title Due Data Format I Distribution Review Final Due Required(i.e., Recipients Complete Date electronic/hard EXHIBIT B-SOW TEMPLATE.DOCX Page 3of 11 N N 1 E� q V E� N E� q ®0 W Packet Pg.818 Contract No.VA-120501-GARG,Exhibit B C.19.c copy/CD/DVD Due Date Project Plan Design Plan Implementation Plan Data Conversion Plan Risk Assessment Plan Test Plan Training Plan Performance Plan Contingency Plan Disaster Recovery Plan Cutover Plan P' 1 Change Management Plan Transition Plan Monthly Status Reports Quarterly Performance /SLA Reports U Training Manual Final Solution Submission Letter Final Acceptance Letter .� 10.MILESTONES,DELIVERABLES,PAYMENT SCHEDULE,AND HOLDBACKS (This table should jncludethe projects milestone evente'assoclated delivefables,when flue, milestone payments,any retainage amount to be held until final aecaptance and the net payment y0V 0 promise to pay foreach completed and accepted milestone euent,This tablie includes sample date In only,and must be dUatdmfzed for yo[7r pro/ectneeds) The following table identifies milestone events and deliverables,the associated schedule,any associated payments,any retainage amounts,and net payments. U Milestone Associated Schedule Payment Retai nage Net Payment Event Milestone Deliverable(s) Project kick-off --- Execution+5 --- --- --- meeting days Site survey Site survey Execution+10 --- --- --- report days Requirements Design Plan Execution+45 $30,000 $15,000 $15,000 Analysis& days Development Project Plan Execution+45 days Implementation Execution+45 EXHIBIT B-SOW TEMPLATE.DOCX Page 4 of 11 N N 1 q V N q ®0 W Packet Pg.819 Contract No.VA-120501-GARG,Exhibit B C.19.c Plan days Begin Execution+60 Implementation days Data Conversion Execution+90 $10,000 $3,000 $7,000 &Mapping days Installation of --- Execution+90 $10,000 $1,000 $9,000 software days rr Installation of --- Execution+90 $10,000 $1,000 $9,000 hardware days N Configuration --- Execution+120 --- --- --- and testing days Training Training manual Execution+130 $10,000 $1,000 $9,000 days 30-Day User --- Execution+160 $20,000 $2,000 $18,000 te„ Acceptance days (B Testing Implementation Solution Execution+160 $10,000 -- $10,000 complete days Final Execution+210 -- -- $23,000 Acceptance days 11.EVENTS AND TASKS FOR EACH MILESTONE (If needed,provide a table of detailed project events and tasks to be accomplished to deliver the, 0 required milestones and deliverables for the complete Solution.Reference each wltiltire'relevant O milestone A Work Breakdown Structure can be used as shown in the table below or attire very least a Project Plan should have this granularity The Suppliar's proposal should be tailored to the level of detail desired by the Authorized User's business owner/prolectmahager for projectgovemanceJ �y The following table identifies project milestone events and deliverables in a Work Breakdown Structure format. WEIS No. Milestone Milestone Event Milestone Task Interim Task Duration Deliverables 1.0 Site survey 0 1.1 Conduct uj interviews .� 1,1,1 Schedule None 20 days after interviews contract start 1.1.2 Complete Interview Results 25 days after interviews Report contract start 1.2 Receive AU �. information 12.ACCEPTANCE CRITERIA � (This section should reflect the mutua try agreed upon UAT and Acceptance Criteria apeniflc to this engagament Please read the V1TA contract definitions for the definitions or'Requirements and Acceptance,Ensure the language in this section does not conflict with the VITA Contract language.] (U Acceptance Criteria for this Solution will be based on a User Acceptance Test(UAT)designed by Supplier and accepted by the Authorized User.The UAT will ensure that all of the requirements and functionality required for the Solution have been successfully delivered.Supplier will provide the Authorized User with a detailed test plan and acceptance check list based on the mutually agreed upon UAT Plan.This UAT Plan check-list is incorporated into this SOW in Exhibit B-X. EXHIBIT B-SOW TEMPLATE.DOCX Page 5of 11 N N 1 q V N q ®0 W Packet Pg.820 Contract No.VA-120501-GARG,Exhibit B C.19.c Each deliverable created under this Statement of Work will be delivered to the Authorized User with a Deliverable Acceptance Receipt.This receipt will describe the deliverable and provide the Authorized User's Project Manager with space to indicate if the deliverable is accepted,rejected,or conditionally accepted. Conditionally Accepted deliverables will contain a list of deficiencies that need to be corrected in order for the deliverable to be accepted by the Project Manager.The Project Manager will have ten(10)days from receipt of the deliverable to provide Supplier with the signed Acceptance Receipt unless an alternative schedule is mutually agreed to between Supplier and the Authorized User in advance. 13.PROJECT ASSUMPTIONS AND PROJECT ROLES AND RESPONSIBILITIES {7h'rs section contains areas to address project assumptions'yboth the Suppllor and the Authorize User and to assign project-specific roles andrespbItsihflftfes between the parties.Make sure Ntat all � assumptions are included to alleviate surprise$during the prc*t.Ensure that all primary and et secondary(as needed)ioles,and reap6iislbildties are included VvuWill tellorthe RespenslbdlityMetrx L table below to fit Your projects,needs) � A. Project Assumptions (V The following assumptions are specific to this project:B. Project Roles and Responsibilities r" The following roles and responsibilities have been defined for this project: U (Sample Responsibility Matrix) Responsibility Matrix Supplier Authorized User Infrastructure—Preparing the system infrastructure that meets the J (ry recommended configuration defined in Section 2B herein Server Hardware J Server Operating J > Server Network Connectivity J Relational Database Management Software(Installation and J Implementation) Server Modules—Installation and Implementation J PC Workstations—Hardware,Operating System,Network Connectivity J °� PC Workstations—Client Software J Application Installation on PC Workstations J Wireless Network Access Points J Cabling,Electric and User Network Connectivity from Access Points J 2- Wireless Mobile Computing Products—Scanners,printers J Project Planning and Management J J fry Requirements Analysis J J Application Design and Implementation J Product Installation,Implementation and Testing J Conversion Support J Conversion Support--Subject Matter Expertise J Documentation J Training J *� 0 Product Maintenance and Support J EXHIBIT B-SOW TEMPLATE.DOCX Page 6of 11 N N 1 q V N q ®0 W Packet Pg.821 Contract No.VA-120501-GARG,Exhibit B C.19.c Problem Tracking J J Troubleshooting—IT Infrastructure J Troubleshooting—Solution J 14.COMMONWEALTH AND SUPPLIER-FURNISHED MATERIALS,EQUIPMENT,FACILITIES AND PROPERTY CD (In this section,provide details nfany materials,equipment,facilities andproperty to be provided by tfJ yourAgency or the Supplierctn performance of this project tfnone>so state so that the requirements are,clear.ifdelfuery nfany ofthese is critical to the schedule,yoO may want to identify such delivery with hard due dates tied to"business days after project start'or`!days after,event/milestone.' Be aura to,spaoitythe delivery andpoint of contact information.) A. PROVIDED BY THE COMMONWEALTH te„, B. PROVIDED BY THE SUPPLIER 15.SECURITY REQUIREMENTS (Provide(orrefeienca as anAtfachmantl Authorized User's security requirements) r For any individual Authorized User location,security procedures may include but not be limited to: background checks,records verification,photographing,and fingerprinting of Supplier's employees or agents.Supplier may,at any time,be required to execute and complete,for each individual Supplier employee or agent,additional forms which may include non-disclosure agreements to be signed by ¢' Supplier's employees or agents acknowledging that all Authorized User information with which such employees and agents come into contact while at the Authorized User site is confidential and proprietary.Any unauthorized release of proprietary information by the Supplier or an employee or agent of Supplier shall constitute a breach of the Contract. N Supplier shall comply with all requirements in the Security Compliance section of the Contract U 16.REQUIRED STANDARDS,CERTIFICATIONS AND SPECIFICATIONS In addition to any standards and specifications included in the Contract,Supplier shall follow the standards and specifications listed below during performance of this effort. (Liat any specinc commons ealtb,ViM,Federal,engineering,trade/industryorprofessional standards,certi(lcatiops and specifications that Supplier is required to follow dr pbssess in performing 0 this work.The first builetincludes a link to COVA-required standards for all Commonwealth technology projects.The rest are examples only and highlighted to reflect this,if you need an exception of any COVA-req viradstandard,please follow the process located at this link: htt'.JfJuwvir,vita,Gfr tnfa, oulrvarsi nrfdafaultas x?7d=10344 and selectthe Data Standards Cuidancp bulteted Ink'Yqu(AITR can assist yduy � 0 COV ITRM Policies and Standards:http./Amww.vita.virginia._qoy/librar/default.ga x?id=537 tt$ ® IEEE 8020 HIPAA 0 SAS 70 Type I I 17.U.S.ENVIRONMENTAL PROTECTION AGENCY'S AND DEPARTMENT OF ENERGY'S ENERGY STAR GUIDELINESRISK MANAGEMENT (Risk is a function of the prebali ity of an event ocourring and the impact oftee negative effects if it cu does dccur.Negative effects include schedule delay,increased casts,failure of dependent legacy system lhteroperabillty;other projectdopohdahoies thstdon'tallgh With this projoctsschedd(a;and `- pooh quality of galfverablas;Depending pn the level pf risk of this project,as assessed by yofir Project 0 EXHIBIT B-SOW TEMPLATE.DOCX Page 7of 11 N N 1 q V N q ®0 W Packet Pg.822 Contract No.VA-120501-GARG,Exhibit B C.19.c Manager Steering C4mmfNee,this section may contain any or all ofthe following components) ate level of detail commensurate with the level ofrisk,Remember to add them to the Deliveratrles table) C. Initial Risk Assessment Authorized User and Supplier shall each provide an initial assessment from their point of view. D. Risk Management Strategy (The list below is taken from ViTA PM0 itemplate discussing what should go into a Risk Management Strategy.Don'tforgeEto consider and plan for any budget contingencies to accommodate potential tfJ risks that ere identified) N 1. Risk Identification Process:The processes for risk identification. 2. Risk Evaluation and Prioritization: How risks are evaluated and prioritized. 3. Risk Mitigation Options:Describe the risk mitigation options. They must be realistic and available to the project team. sm 4. Risk Plan Maintenance:Describe how the risk plan is maintained during the project t8 lifecycle. 5. Risk Management Responsibilities:Identify all project team members with specific risk management responsibilities. (e.g.,an individual responsible for updating the plan or an r individual assigned as a manager). U E. Risk Management Plan (include a description offrequencyand form of reviews,p4ectteam responsibilities,steering and oversight committee respbnsibUitfes and documentation. Be sub fo add aft deliverables associated with risk shategrimg and planning to the List of Deliverables) 0 U 18.DISASTER RECOVERY in Planning for disasterrecovery for yourproject is paramount to ensure continuity of service,The 0) criticalness and complexity of your project,including its workflow into other dependent systems of the U Commonwealth or federal systems,will'help you determine if you require a simple contingency plan > ore full-blow contingency plan thatfollo'ws,the Commonwealth's;ITRM Guiideline SEi,60"O foundat this link; U) http:/hvww.vite:virgin/a:govfuploaded Filed).ibraiylOontiagencyPianriingGuidelihe44 1l 2647,pdf It is advisable that you visit the link before making your decision on how you need to address contingency planrfng and rotated deliverat lea in N is SOlit!as We"as,how this will impact your in planned budget A likely delfuerabie for this section Would ke aontnuKy of CYperatlons Plan You mayohoosefd ncluda h abovalinkin!yourfinalS4Wtodescribe what the'Plan will entail The -� same link includes the following processes,which you may choose to list in your final requirements for phis section,tome performed by your team,the Supplier orboth andlor a steering committee it your project warrants such Oversight and approval. :m fl-Development ofthe!iT components of the Continujty,of f?perations Rlan(COOP) � r l-Development and exercise of the IT Disaster Recovery Plan flT DRP)within the COOP W 0 Development and exercise of tine IT System 8ackup and Restoration Plan 19.PERFORMANCE BOND (Ifyourpr%ct is sizeable,complex andlor critical,and the VITA,Contractdiies not already provide for � a performance bond;you may went the Supplier to provide one.The VITA Contract mayinclude an Errors and Omissions Insurance requiremenf,which would couerthe Supplier's liability for any breach f� of the,Coatract or this SOW.Be,sure,to read Nre,Co rtractfor this informatiohn However,if you feel ' thatthis project warrants iurither performance incentive due to the projector the S1upplle s viability, 0 you may include the following language in this section.) EXHIBIT B-SOW TEMPLATE.DOCX Page 8of 11 N N 1 q V N q ®0 W Packet Pg.823 Contract No.VA-120501-GARG,Exhibit B C.19.c The Supplier shall post performance bond in an amount equal to one hundred percent(100%)of the total contract value and provide a copy of the bond to Authorized user within(10)days of execution of this SOW Agreement.In the event that the Supplier or any subcontractor or any officer,director, employee or agent of the Supplier or any subcontractor or any parent or subsidiary corporation of the Supplier or any subcontractor fails to fully and faithfully perform each material requirement of this SOW Agreement,including without limitation the Supplier's obligation to indemnify the Authorized User,the performance bond shall be forfeited to Authorized User.The bond shall be in a form customarily used in the technology industry and shall be written by a surety authorized to do business in Virginia and that is acceptable to Authorized User. N 20.OTHER TECHNICAL/FUNCTIONAL REQUIREMENTS (Provide any otter unique project technical and functional requirements and expectations in sufficient detail in this section.Ensure they do not conflict with existing reyuremerits In the ViTA Contract, Several examples are listed:) A. Service Level Requirements B. Mean-Time-Between-Failure Requirements C. Data Access/Retrieval Requirements �. D. Additional Warranties U 21.REPORTING � (Th5 following are examples ofreporting requirements Which maybe included/n your SOW depending on the projects need for governance.in an effort to help VITA monitor Supplier performance,it is strongly recommended thatthe,SIO W include"Supplier Performance 0 Assessments",These assessments may he performed atthe Project Managers discretion and are C) not mandated by,VITA.) N A. Weekly/Bi-weekly Status Update. The weekly/bi-weekly status report,to be submitted by Supplier to the Authorized User,should include:accomplishments to date as compared to the project plan,any changes in tasks,resources > or schedule with new target dates,if necessary;all open issues or questions regarding the project; action plan for addressing open issues or questions and potential impacts on the project,risk management reporting. B. Supplier Performance Self-Assessment. Within thirty(30)days of execution of the project start,the Supplier and the Authorized User will agree on Supplier performance self-assessment criteria.Supplier shall prepare a monthly self- N assessment to report on such criteria.Supplier shall submit its self-assessment to the Authorized User who will have five(5)days to respond to Supplier with any comments.If the Authorized User agrees with Supplier's self-assessment,such Authorized User will sign the self-assessment and submit a copy to the VITA Supplier Relationship Manager. C. Performance Auditing 2. (if ypu have included service level requirements in the above section entitled,Other TechnicaVPunctional Requirements,you will want to include a requirement here,for your ability to audit the results of the Supplier's fulfillment of all requirements,Likewise;you maywant to include yourvalidatlorr audit ofthe Supplier's performance reporting under this Reporting section. Itis Important,however,that you read the VITA contract priiorto developing this section's contentso that conflicts are avoided'Suggested language is provided below,but must be customized for your project) a` Authorized User(or name of IV&V contractor,if there is one), will audit the results of Supplier's service level obligations and performance requirements on a monthly/quarterly basis,within ten (10)days of receipt of Supplier's self-assessments and service report(s).Any discrepancies will be discussed between the Authorized User and Supplier and any necessary invoice/payment adjustments will be made.If agreement cannot be reached,the Authorized User and Supplier will EXHIBIT B-SOW TEMPLATE.DOCX Page 9of 11 N N 1 q V N q ®0 W Packet Pg.824 Contract No.VA-120501-GARG,Exhibit B C.19.c escalate the matter in accordance with the Escalation provision of the Contract (Ifhohe,you may add your escalation procedure in this section.) D. Supplier Performance Assessments (Yo0maywanttodevelopsssersi ants of the Supplier's performance and disseminate such assessments to other Authorized Usersiofthe VITA Contract Prior to dissemination ofsuch assessments,Supplier will have an opportunity to respond to the assessments,and independent verification ofthe assessment may,be utilized in tha case of disagreement) N 22.CHANGE MANAGEMENT {Changes to the baseline,SoW mustbe documented forproperproject oversight Depending on your, project,you may need to manage and capture changes to configuration,incidents;deliverables, schedule,price or other factors your team designates as calical,Any price changes must be done in compliance with the Code of Viramia,§2.24309.Modification of the contract,found at this link, httplrlegl.state va GVogi-firinfiegp544,oxe74fi0+coh>v2.2-4349+.f00823,Changes to the scope ofthid M SOyUmust stay within the,boundaries ofthe scope of the VITA contract � For complex andlor majorprojects;it is recommended that you use the VITA PMD processes and r templates located at http lAvww.vita.virginia.govloversighVprojectsldefautt aspx?id=5671 , Administrative irr non-technicallfunctional changes('deliverables,schedule,point of contact,reporting, etc f should extrapolate the affected sections ofthis;SOW in a'fromlto format and be placed in a numbered modification letter referencing this SOW and date,with a new effective date.The VITA M Contract may include a template for your use or you may obtain one from the VITA Contracts Point of Contact"It is very important,that changes do not 66rhil t with,but do comply with,the VITA Contract which takes precedence.The following language maybe included in this section,butadditional 0 language is needed to list any technicallfunctional change management areas specific to this SOW L) ca,configuration,incident work flow,or any others of a technicallfunctiona/nature) to All changes to this SOW must comply with the Contract.Price changes must comply with the Code of U Virginia,§2.2-4309.Modification of the contract,found at this link.http://legl.state.va.us/cgi- '> bin(legp504.exe?000+coh+2.2-4309+500825 All changes to this SOW shall be in written form and fully executed between the Authorized User's and the Suppliers authorized representatives.For administrative changes,the parties agree to use the change template,attached to this SOW.For technical/functional change management requirements,listed below,the parties agree to follow the processes and use the templates provided at this link:Lttg://www.vita.vir inia. oWoversi hit rojects/default.as x?id=567 N 23.POINT OF CONTACT For the duration of this project,the following project managers shall serve as the points of contact for day-to-day communication: Authorized User. U 9m Supplier: 9m 0 EXHIBIT B-SOW TEMPLATE.DOCX Page 10 of11 N N 1 q V N 9m q ®0 W 9m Packet Pg.825 Contract No.VA-120501-GARG,Exhibit B C.19.c By signing below,both parties agree to the terms of this Exhibit. Supplier: Authorized User: (Name of Supplier) (Name of Agency/Institution) By: By: (Signature) (Signature) Name: Name: CV (Print) (Print) Title: Title: 601, Date: Date: L` U 0 U U L U EXHIBIT B-SOW TEMPLATE.DOCX Page 11 of 11 N N 1 q V N qq ®V W Packet Pg.826 Contract No.VA-120501-GARG,Exhibit C C.19.c Template EXHIBIT C to Contract VA-120501-GARG Change Order No.XX for Statement of Work XX Between(NAME OF AGENCY/INSTITUTION)and Gartner,Inc. Issued Under CONTRACT NUMBER VA-120501-GARG N BETWEEN VIRGINIA INFORMATION TECHNOLOGIES AGENCY AND (SUPPLIER NAME) �. This Change Order No.XX hereby modifies and is made an integral part of Statement of Work XX >- ("SOW"),between NAME OF AGENCY/INSTITUTION("Authorized User')and Gartner.Inc.,("Supplier"), r„ which was issued under Contract Number VA-XXXX-XXXX ("Contract')between the Virginia Information Technologies Agency("VITA")and Supplier,on behalf of the Commonwealth of Virginia and its Authorized Users. CHANGE ORDER 0 This is Change Order No.XX to a SOW issued by Authorized User to Supplier under which Supplier Is to y provide the Authorized User with a Authorized User Project Name Solution("Solution"). The following item(s)Is/are hereby modified as follows Note:Include onlythe sections ofthe SOWthat (y are being changed.Do not include sections hot'being modihed,Changes should'be clearly identlhed as � "From"(copylpaste from current SOW section)and'To"�(fully,desdibe the change(s)to the referenced section).Here is an zxample,using SOW section lj 1, PERIOD OF PERFORMANCE � 0 The following change is madeto the Period of Performance, N [The duration of the Period of Performance Is increased by four(4)monthe] The following Is changed With respectto the Period of Performarce C( From:twelve(12)months of exeoubon of this Statement of Work To,sixteen(16)months ofexecution ofthis Statemenfol'Work 2- This Change Order No.XX is issued pursuant to and,upon execution,shall become incorporated in the W SOW,which is incorporated in the Contract.In the event of conflict,the following order of precedence shall apply: i). The Contract,including Exhibit C i i). Statement of Work XX,as amended by this and previous Change Orders,with the more current Change Orders superseding older Change Orders. The foregoing is the complete and final expression of the agreement between the parties to modify the SOW and cannot be modified,except by a writing signed by duly authorized representatives of both parties hereto. EXHIBIT C-CHANGE ORDERTEMPLATE.DOCX Pagel of 2 N N 1 q V N q ®0 W Packet Pg.827 Contract No.VA-120501-GARG,Exhibit C C.19.c ALL OTHER TERMS AND CONDITIONS OF THE REFERENCED SOW REMAIN UNCHANGED. By signing below,the authorized parties agree to the terms of this Change Order No.XX,effective (INSERT EFFECTIVE DATE). Supplier Authorized User By: By: C9 (Signature) (Signature) Name: Name: (Print) (Print) 601, Title: Title: Date: Date: U U U EXHIBIT C-CHANGE ORDERTEMPLATE.DOCX Page 2 of 2 N N 1 q V N qq ®V W Packet Pg.828 C.19.c 'Pricing for Yr 2 through Yr 5 are for illustrative purposes. `Gartner reserves the right to refresh its pricing and product offerings on an annual basis consistent with the prices listed in the Gartner GSA Group 70 IT schedule price list. The refreshed Pricing and Product offering will be provided to VITA in January of each new calendar year and applicable to any 'The pricing for each year is based on GSA or Gartner SILO Price plus an IFA fee of 2%,eVA Vendor Supplier Transaction fee of 1%,and eVA Ordering Agency Transaction fee of 1.1 Solutions provided are for Gartner for IT Leaders Advisor and Reference services N Appendix C-Pricing CD Mernbefthip aetcriptbons Yr 1 Yr 2 Yr 3 Yr 4 Yr 5 cost cost , cost Cost Cost Sinale Membership:One(1)user with U14T research and'advisory services with analyst inquiry privileges Aburrdied membership is currently in place $ 23,849.00 $ 23,849.00 $ 23,849.00 $ 23,849.00 $ 23,849.00 �— Sinale Membershio:One(1)user with full IT research and advisory services wltheut inelyBfi7nqufryprivttegesSAbundietlnYembershipiscufrentlyinplace.i $ 13,543.00 $ 13,543.00 $ 13,543.00 $ 13,543.00 $ 13,543.00 C? f� SinaleMembershio:i One(1)user with fulGlT research artdadvisory services with analyst inquiry privileges A bundled membership is not in 0 place $ 31,574.00 $ 31,574.00 $ 31,574.00 $ 31,574.00 $ 31,574.00 Sinale Membership:,One(11 user with full IT research and advisory services without analyst inquiry privileges;A bundled membership is not in place, 2 — $ 21,257.00 $ 21,257.00 $ 21,257.00 $ 21,257.00 $ 21,257.00 Bundled Membership for 5/2 Users'Five(5),users with fulf/T research and � advisory,services accest,In addition,two(2)ofth6ge users will hieveAnalyst $ 88,327.00 $ 88,327.00 $ 88,327.00 $ 88,327.00 $ 88,327.00 inquiry privileges, � 0 Bundled Mernbershly for 1014Wers:Ton(10),users with full,lTresegrch , to andadvisbryseMrces access In addition,four(4)bfthose users will have $176,654.00 $176,654.00 $176,654.00 $176,654.00 $176,654.00 � analyst inquiry priviteges Bundled Mernbershly for24/0 Users;Twenty(20)users withfvil IT research and advisoryservices access In addition,eight(8)of those users $353,308.00 $353,308.00 $353,308.00 $353,308.00 $353,308.00 Witt have analyst inquiry privileges *Submit all pricing data in the Excel Pricing Submittal spreadsheet provided. Altered formats or blank data will be considered incomplete and may be eliminated from further consideration. 0 N CD M M 0 N U 0 U Packet Pg.829 C.19.c 'Pricing for Yr 2 through Yr 5 are for illustrative purposes. `Gartner reserves the right to refresh its pricing and product offerings on an annual basis consistent with the prices listed in the Gartner GSA Group 70 IT schedule price list. The refreshed Pricing and Product offering will be provided to VITA in January of each new calendar year and applicable to any renewal of existing services or initiation of new services. 'The pricing for each year is based on GSA or Gartner SLG Price plus an IFA fee of 2%,eVA Vendor Supplier Transaction fee of 1%,and eVA Ordering Agency Transaction fee of 1.1 Yt1 W2 aYt2 Yt4 _' Yr 5, OthorApp,kable Services Cost Cosh, Cost Cost Gosh, N et LEGACY CORE RESEARCH-Renewal ONLY Legacy Client Core Research Advisor 1-9 seats $ 20,247 $ 20,247 $ 20,247 $ 20,247 $ 20,247 Legacy Client Core Research Advisor 10-24 seats $ 11,264 $ 11,264 $ 11,264 $ 11,264 $ 11,264 Legacy Client Core Research Advisor 25+ $ 9,598 $ 9,598 $ 9,598 $ 9,598 $ 9,598 Legacy Client Core Research Reference 1-9 seats $ 12,013 $ 12,013 $ 12,013 $ 12,013 $ 12,013 Legacy Client Core Research Reference 10-24 seats $ 8,994 $ 8,994 $ 8,994 $ 8,994 $ 8,994 Legacy Client Core Research Reference 25+ $ 6,298 $ 6,298 $ 6,298 $ 6,298 $ 6,298 r Core Research Inquiry Access 5 Instances $ 6,975 $ 6,975 $ 6,975 $ 6,975 $ 6,975 � Core Research Inquiry Access 10 Instances $ 13,949 $ 13,949 $ 13,949 $ 13,949 $ 13,949 CORE CONNECT Gartner Core Connect Advisor single-member $ 28,909 $ 28,909 $ 28,9091$ 28,909 $ 28,909 Gartner Core Connect Advisor multi-member $ 21,2471$ 21,247 $ 21,247 $ 21,2471 $ 21,247 Gartner Core Connect Reference single-member $ 18,603 $ 18,603 $ 18,603 $ 18,603 $ 18,603 Gartner Core Connect Reference multi-member $ 10,816 $ 10,816 $ 10,816 $ 10,816 $ 10,816 Legacy Client Core Research Advisor Conversion to Core Connect Advisor 1-9 seats $ 21,247 $ 21,247 $ 21,247 $ 21,247 $ 21,247 Legacy Client Core Research Advisor Conversion to Core Connect Advisor 10-24 seats $ 12,929 $ 12,929 $ 12,929 $ 12,929 $ 12,929 Legacy Client Core Research Advisor Conversion to Core Connect Advisor 25+seats $ 11,274 $ 11,274 $ 11,274 $ 11,274 $ 11,274 Legacy Client Core Research Reference Conversion to Core Connect Reference 1-9 seats $ 13,741 $ 13,741 $ 13,741 $ 13,741 $ 13,741 Legacy Client Core Research Reference Conversion to Core Connect Reference 10-24 seats $ 10,722 $ 10,722 $ 10,722 $ 10,722 $ 10,722 L` Legacy Client Core Research Reference Conversion to Core Connect Reference 25+seats $ 7,995 $ 7,995 $ 7,995 $ 7,9951 $ 7,995 N GARTNER FOR IT LEADERS GITL .� GITL Reference single-member $ 21,257 $ 21,257 $ 21,257 $ 21,257 $ 21,257 GITL Reference multi-member $ 13,543 $ 13,543 $ 13,543 $ 13,543 $ 13,543 GITL Advisor single-member $ 31,574 $ 31,574 $ 31,574 $ 31,574 $ 31,574 GITL Advisor multi-member $ 23,8491$ 23,849 $ 23,849 $ 23,849 $ 23,849 GARTNER FOR IT LEADERS(GITL)WORKGROUP CROSS FUNCTION N GITL Advisor Workgroup Cross Function:1 Advisor&3 Workgroup Members $ 64,459 $ 64,459 $ 64,4591$ 64,459 $ 64,459 GITL Advisor Workgroup Cross Function:1 Advisor&4 Workgroup Members $ 78,231 $ 78,231 $ 78,231 $ 78,231 $ 78,231 GITL Advisor Workgroup Cross Function:1 Advisor&5 Workgroup Members $ 92,004 $ 92,004 $ 92,004 $ 92,004 $ 92,004 GITL Advisor Workgroup Cross Function:1 Advisor&6 Workgroup Members $ 105,776 $ 105,776 $ 105,776 $ 105,776 $ 105,776 GITL Advisor Workgroup Cross Function:1 Advisor&7 Workgroup Members $ 119,548 $ 119,548 $ 119,548 $ 119,548 $ 119,548 GITL Advisor Workgroup Cross Function:1 Advisor&8 Workgroup Members $ 133,321 $ 133,321 $ 133,321 $ 133,321 $ 133,321 GITL Advisor Workgroup Cross Function:1 Advisor&9 Workgroup Members $ 147,0831 $ 147,083 $ 147,083 $ 147,083 $ 147,083 GITL Advisor Workgroup Cross Function:1 Advisor&10 Workgroup Members $ 160,855 $ 160,855 $ 160,855 $ 160,855 $ 160,855 0 GARTNER FOR IT LEADERS(GITL)WORKGROUP ROLE GITL Advisor Workgroup Role:1 Advisor&3 Workgroup Members $ 48,792 $ 48,792 $ 48,792 $ 48,792 $ 48,792 53 GITL Advisor Workgroup Role:1 Advisor&4 Workgroup Members $ 57,338 $ 57,3381$ 57,3381$ 57,3381 $ 57,338 CD CD CD M 0 CD CD CD 0 U Packet Pg.830 C.19.c GITL Advisor Workgroup Role:1 Advisor&5 Workgroup Members $ 65,885 $ 65,885 $ 65,885 $ 65,885 $ 65,885 GITL Advisor Workgroup Role:1 Advisor&6 Workgroup Members $ 74,432 $ 74,432 $ 74,432 $ 74,432 $ 74,432 GITL Advisor Workgroup Role:1 Advisor&7 Workgroup Members $ 82,989 $ 82,989 $ 82,989 $ 82,989 $ 82,989 GITL Advisor Workgroup Role:1 Advisor&8 Workgroup Members $ 91,535 $ 91,535 $ 91,535 $ 91,535 $ 91,535 GITL Advisor Workgroup Role:1 Advisor&9 Workgroup Members $ 100,082 $ 100,082 $ 100,082 $ 100,082 $ 100,082 GITL Advisor Workgroup Role:1 Advisor&10 Workgroup Members $ 108,628 $ 108,628 $ 108,628 $ 108,628 $ 108,628 GARTNER FOR IT LEADERS(GITL)WORKGROUP ESSENTIALS CD GITL Advisor Workgroup Essentials:1 Advisor&3 Workgroup Members $ 43,753 $ 43,753 $ 43,753 $ 43,753 $ 43,753 GITL Advisor Workgroup Essentials:1 Advisor&4 Workgroup Members $ 50,624 $ 50,624 $ 50,624 $ 50,624 $ 50,624 N GITL Advisor Workgroup Essentials:1 Advisor&5 Workgroup Members $ 57,494 $ 57,494 $ 57,494 $ 57,494 $ 57,494 GITL Advisor Workgroup Essentials:1 Advisor&6 Workgroup Members $ 64,365 $ 64,365 $ 64,365 $ 64,365 $ 64,365 GITL Advisor Workgroup Essentials:1 Advisor&7 Workgroup Members $ 71,236 $ 71,236 $ 71,236 $ 71,236 $ 71,236 GITL Advisor Workgroup Essentials:1 Advisor&8 Workgroup Members $ 78,106 $ 78,106 $ 78,106 $ 78,106 $ 78,106 °m GITL Advisor Workgroup Essentials:1 Advisor&9 Workgroup Members $ 84,977 $ 84,977 $ 84,977 $ 84,977 $ 84,977 GITL Advisor Workgroup Essentials:1 Advisor&10 Workgroup Members $ 91,847 $ 91,847 $ 91,847 $ 91,847 $ 91,847 GARTNER FOR IT LEADERS GITL WORKGROUP-Renewal ONLY r GITL Advisor Workgroup:1 Advisor&3 Workgroup Members $ 41,473 $ 41,473 $ 41,473 $ 41,473 $ 41,473 GITL Advisor Workgroup:1 Advisor&4 Workgroup Members $ 47,032 $ 47,032 $ 47,032 $ 47,032 $ 47,032 � GITL Advisor Workgroup:1 Advisor&5 Workgroup Members $ 52,591 $ 52,591 $ 52,591 $ 52,591 $ 52,591 GITL Advisor Workgroup:1 Advisor&6 Workgroup Members $ 58,150 $ 58,150 $ 58,150 $ 58,150 $ 58,150 GITL Advisor Workgroup:1 Advisor&7 Workgroup Members $ 63,699 $ 63,699 $ 63,699 $ 63,699 $ 63,699 GITL Advisor Workgroup:1 Advisor&8 Workgroup Members $ 69,258 $ 69,258 $ 69,258 $ 69,258 $ 69,258 GITL Advisor Workgroup:1 Advisor&9 Workgroup Members $ 74,796 $ 74,796 $ 74,7961$ 74,796 $ 74,796 GITL Advisor Workgroup:1 Advisor&10 Workgroup Members $ 80,3551$ 80,355 $ 80,355 $ 80,355 $ 80,355 INDUSTRY ADVISORY SERVICE IAS-G IAS-G Reference single-member $ 29,564 $ 29,564 $ 29,564 $ 29,564 $ 29,564 > IAS-G Reference multi-member $ 20,820 $ 20,820 $ 20,820 $ 20,820 $ 20,820 IAS-G Advisor single member $ 43,826 $ 43,826 $ 43,826 $ 43,826 $ 43,826 IAS-G Advisor multi member $ 35,082 $ 35,082 $ 35,082 $ 35,082 $ 35,082 IAS-G Advisor Add-on to IT Executives or Enterprise IT Leaders $ 10,306 $ 10,3061$ 10,306 $ 10,306 $ 10,306 L` INDUSTRY ADVISORY SERVICE WORKGROUP IAS-G IAS-G Advisor Workgroup:1 Advisor&3 Workgroup Members $ 51,946 $ 51,946 $ 51,946 $ 51,946 $ 51,946 IAS-G Advisor Workgroup:1 Advisor&4 Workgroup Members $ 57,567 $ 57,567 $ 57,567 $ 57,567 $ 57,567 IAS-G Advisor Workgroup:1 Advisor&5 Workgroup Members $ 63,189 $ 63,189 $ 63,189 $ 63,189 $ 63,189 IAS-G Advisor Workgroup:1 Advisor&6 Workgroup Members $ 68,810 $ 68,810 $ 68,810 $ 68,810 $ 68,810 IAS-G Advisor Workgroup:1 Advisor&7 Workgroup Members $ 74,432 $ 74,432 $ 74,432 $ 74,432 $ 74,432 IAS-G Advisor Workgroup:1 Advisor&8 Workgroup Members $ 80,053 $ 80,053 $ 80,053 $ 80,0531 $ 80,053 IAS-G Advisor Workgroup:1 Advisor&9 Workgroup Members $ 85,674 $ 85,674 $ 85,674 $ 85,674 $ 85,674 ug IAS-G Advisor Workgroup:1 Advisor&10 Workgroup Members $ 91,296 $ 91,296 $ 91,296 $ 91,296 $ 91,296 IT EXECUTIVE PORTFOLIO IT Executives CIO Signature $ 83,894 $ 83,894 $ 83,894 $ 83,894 $ 83,894 IT Executives CIO single member $ 75,868 $ 75,868 $ 75,868 $ 75,868 $ 75,868 IT Executives CIO multi-member $ 67,342 $ 67,342 $ 67,342 $ 67,342 $ 67,342 IT Executive Essentials single-member $ 50,738 $ 50,738 $ 50,738 $ 50,738 $ 50,738 IT Executive Essentials multi-member $ 45,388 $ 45,388 $ 45,388 $ 45,388 $ 45,388 CIO Academy Classic North America for IT Executives Programs Member TBD TBD TBD TBD TBD CIO Academy Classic North America TBD TBD TBD TBD TBD CD CD CD M 0 CD U U Packet Pg.831 C.19.c IT Executives Delegate Add-on* $ 35,613 $ 35,613 $ 35,613 $ 35,613 $ 35,613 IT Executive 2 Meetings Add-on* $ 13,304 $ 13,304 $ 13,304 $ 13,304 $ 13,304 *Check with Sales representative for availability ENTERPRISE IT LEADERS EITL EITL single-member $ 56,141 $ 56,141 $ 56,141 $ 56,141 $ 56,141 CD EITL multi-member** $ 46,689 $ 46,689 $ 46,689 $ 46,689 $ 46,689 CD **Choose one:Applications(SAP),Enterprise Architecture,Infrastructure&Operations,Security&Risk Management,or Sourcing&Procurement ENTERPRISE IT LEADERS EITL WORKGROUP CROSS FUNCTION EITL Workgroup Cross Function:1 EITL Member&3 Workgroup Members $ 86,632 $ 86,632 $ 86,632 $ 86,632 $ 86,632 EITL Workgroup Cross Function:1 EITL Member&4 Workgroup Members $ 100,404 $ 100,404 $ 100,404 $ 100,404 $ 100,404 EITL Workgroup Cross Function:1 EITL Member&5 Workgroup Members $ 114,177 $ 114,177 $ 114,177 $ 114,177 $ 114,177 EITL Workgroup Cross Function:1 EITL Member&6 Workgroup Members $ 127,949 $ 127,949 $ 127,949 $ 127,949 $ 127,949 EITL Workgroup Cross Function:1 EITL Member&7 Workgroup Members $ 141,722 $ 141,722 $ 141,722 $ 141,722 $ 141,722 EITL Workgroup Cross Function:1 EITL Member&8 Workgroup Members $ 155,494 $ 155,494 $ 155,494 $ 155,494 $ 155,494 r" EITL Workgroup Cross Function:1 EITL Member&9 Workgroup Members $ 169,256 $ 169,256 $ 169,256 $ 169,256 $ 169,256 EITL Workgroup Cross Function:1 EITL Member&10 Workgroup Members $ 183,029 $ 183,029 $ 183,029 $ 183,029 $ 183,029 ¢1 U ENTERPRISE IT LEADERS(EITL)WORKGROUP ROLE EITL Workgroup Role:1 EITL Member&3 Workgroup Members $ 70,965 $ 70,965 $ 70,965 $ 70,965 $ 70,965 EITL Workgroup Role:1 EITL Member&4 Workgroup Members $ 79,512 $ 79,512 $ 79,512 $ 79,512 $ 79,512 EITL Workgroup Role:1 EITL Member&5 Workgroup Members $ 88,058 $ 88,058 $ 88,058 $ 88,058 $ 88,058 IJ EITL Workgroup Role:1 EITL Member&6 Workgroup Members $ 96,605 $ 96,605 $ 96,605 $ 96,605 $ 96,605 (p EITL Workgroup Role:1 EITL Member&7 Workgroup Members $ 105,162 $ 105,162 $ 105,162 $ 105,1621 $ 105,162 EITL Workgroup Role:1 EITL Member&8 Workgroup Members $ 113,708 $ 113,708 $ 113,708 $ 113,708 $ 113,708 EITL Workgroup Role:1 EITL Member&9 Workgroup Members $ 122,255 $ 122,255 $ 122,255 $ 122,255 $ 122,255 > EITL Workgroup Role:1 EITL Member&10 Workgroup Members $ 130,802 $ 130,802 $ 130,802 $ 130,802 $ 130,802 ENTERPRISE IT LEADERS EITL WORKGROUP ESSENTIALS EITL Workgroup Essentials:1 EITL Member&3 Workgroup Members $ 65,937 $ 65,937 $ 65,937 $ 65,937 $ 65,937 EITL Workgroup Essentials:1 EITL Member&4 Workgroup Members $ 72,7971$ 72,797 $ 72,797 $ 72,797 $ 72,797 N EITL Workgroup Essentials:1 EITL Member&5 Workgroup Members $ 79,668 $ 79,668 $ 79,6681$ 79,668 $ 79,668 EITL Workgroup Essentials:1 EITL Member&6 Workgroup Members $ 86,538 $ 86,538 $ 86,538 $ 86,538 $ 86,538 EITL Workgroup Essentials:1 EITL Member&7 Workgroup Members $ 93,409 $ 93,409 $ 93,409 $ 93,409 $ 93,409 EITL Workgroup Essentials:1 EITL Member&8 Workgroup Members $ 100,280 $ 100,280 $ 100,280 $ 100,280 $ 100,280 EITL Workgroup Essentials:1 EITL Member&9 Workgroup Members $ 107,150 $ 107,150 $ 107,150 $ 107,150 $ 107,150 EITL Workgroup Essentials:1 EITL Member&10 Workgroup Members $ 114,021 $ 114,021 $ 114,021 $ 114,021 $ 114,021 2 ENTERPRISE IT LEADERS EITL WORKGROUP-Renewal ONLY EITL Workgroup-1 EITL Member and 3 work group members $ 63,3341$ 63,334 $ 63,334 $ 63,334 $ 63,334 N EITL Workgroup-1 EITL Member and 4 work group members $ 68,893 $ 68,893 $ 68,893 $ 68,893 $ 68,893 EITL Workgroup-1 EITL Member and 5 work group members $ 74,442 $ 74,442 $ 74,442 $ 74,442 $ 74,442 EITL Workgroup-1 EITL Member and 6 work group members $ 80,001 $ 80,001 $ 80,001 $ 80,001 $ 80,001 EITL Workgroup-1 EITL Member and 7 work group members $ 85,549 $ 85,549 $ 85,549 $ 85,549 $ 85,549 EITL Workgroup-1 EITL Member and 8 work group members $ 91,108 $ 91,108 $ 91,108 $ 91,108 $ 91,108 EITL Workgroup-1 EITL Member and 9 work group members $ 96,657 $ 96,657 $ 96,657 $ 96,657 $ 96,657 EITL Workgroup-1 EITL Member and 10 work group members $ 102,226 $ 102,226 $ 102,226 $ 102,226 $ 102,226 GARTNER FOR ITASSOCIATES*** Gartner for IT Associates 100 documents* $ 17,697 $ 17,6971$ 17,697 $ 17,697 $ 17,697 (B Gartner for IT Associates 200 documents 1$ 35,3941$ 35,3941$ 35,394 $ 35,394 $ 35,394 CD CD CD M 0 CD CD CD 0 U Packet Pg.832 C.19.c Gartner for IT Associates 300 documents $ 53,091 $ 53,091 $ 53,091 $ 53,091 $ 53,091 Gartner for IT Associates 400 documents $ 70,788 $ 70,788 $ 70,788 $ 70,788 $ 70,788 Gartner for IT Associates 500 documents $ 88,485 $ 88,485 $ 88,485 $ 88,485 $ 88,485 Gartner for IT Associates 500+documents Contact Sales Contact Sales Contact Sales Contact Sales Contact Sales Rep Rep Rep Rep Rep *Check with Sales representative for availability ***Purchasing terms and conditions apply IT NEWS and INSIGHTS IT News and Insights-per seat $ 521 $ 521 $ 521 $ 521 $ 521 STRATEGIC ADVISORY SERVICES(SAS) SAS Worldwide Client-Internal Use of Analyst Time $ 13,013 $ 13,013 $ 13,013 $ 13,013 $ 13,013 601, SAS Worldwide Client-Remote Advisory Engagement $ 6,558 $ 6,558 $ 6,558 $ 6,558 $ 6,558 L_ SAS Worldwide Client-ExternalSpeaking Engagement $ 21,132 $ 21,132 $ 21,132 $ 21,132 $ 21,132 EVENTS 2011 Symposium Ticket $ 3,014 $ 3,014 $ 3,014 $ 3,014 $ 3,014 r 2011 Themed Summit Ticket $ 1,973 $ 1,973 $ 1,973 $ 1,973 $ 1,973 U Non-Profit Higher Ed Institutions ONLY Higher Education-Core Research Add-on Seats-Reference 1-9 users $ 11,347 $ 11,347 $ 11,347 $ 11,347 $ 11,347 Higher Education-Core Research Add-on Seats-Reference 10-24 users $ 8,432 $ 8,432 $ 8,432 $ 8,432 $ 8,432 Higher Education-Core Research Add-on Seats-Advisor 1-9 users $ 19,259 $ 19,259 $ 19,259 $ 19,259 $ 19,259 Higher Education-Core Research Add-on Seats-Advisor 10-24 users $ 10,722 $ 10,722 $ 10,722 $ 10,722 $ 10,722 Higher Education-Core Research Campus Level Reference<4,999 FTE $ 19,259 $ 19,259 $ 19,259 $ 19,259 $ 19,259 Higher Education-Core Research Campus Level Reference 5,000-9,999 FTE $ 38,517 $ 38,517 $ 38,517 $ 38,517 $ 38,517 Higher Education-Core Research Campus Level Reference 10,000-24,999 FTE $ 57,880 $ 57,880 $ 57,880 $ 57,880 $ 57,880 '� Higher Education-Core Research Campus Level Reference 25,000+FTE $ 77,138 $ 77,138 $ 77,138 $ 77,138 $ 77,138 > Higher Education-Core Research Campus Level Reference-Community Colleges ONLY $ 19,259 $ 19,259 $ 19,259 $ 19,259 $ 19,259 BURTON IT1*** Gartner for Technical Professionals De artment*** Gartner for Technical Professionals Department Advisor I$ 96,709 $ 96,709 $ 96,709 $ 96,709 $ 96,709 Gartner for Technical Professionals Department Reference $ 65,167 $ 65,167 $ 65,167 $ 65,167 $ 65,167 ***Purchasing terms and conditions apply Gartner for Technical Professionals for Small and Mid Size Government Agency-LIMITED AVAILABILITY**** Gartner for Technical Professionals Advisor for Agency with up to 4,000 Em Io ees $ 48,927 $ 48,927 $ 48,927 $ 48,927 $ 48,927 Gartner for Technical Professionals Reference for Agency with u to 4,000 Em Io ees $ 32,583 $ 32,583 $ 32,583 $ 32,583 $ 32,583 ***Check with Sales representative for availability.Purchasing terms and conditions apply N N M M N U U Packet Pg.833 C.19.c 'Pricing for Yr 2 through Yr 5 are for illustrative purposes. `Gartner reserves the right to refresh its pricing and product offerings on an annual basis consistent with the prices listed in the Gartner GSA Group 70 IT schedule price list. The refreshed Pricing and Product offering will be provided to VITA in January of each new calendar year and applicable to any renewal of existing services or initiation of new services. 'The pricing for each year is based on GSA or Gartner SLG Price plus an IFA fee of 2l,eVA Vendor Supplier Transaction fee of 1 l,and eVA Ordering Agency Transaction fee of 1.1% Cy Labor'beacriIFtion W 1 Yr 2' Yr 3 � Yr4 Yr J� Hourly Rate Hourly Rate Hourly Rate Hourly Ratd Hourly Ra* Associate Consultant $ 184 $ 184 $ 184 $ 184 $ 184 tti Consultant $ 257 $ 257 $ 257 $ 257 $ 257 Sr.Consultant $ 350 $ 350 $ 350 $ 350 $ 350 r„ Associate Director $ 437 $ 437 $ 437 $ 437 $ 437 Director $ 509 $ 509 $ 509 $ 509 $ 509 Vice President $ 607 $ 607 $ 607 $ 607 $ 607 *Supplier may fill in additional labor descriptions. 0 The rates indicated in the hourly rate columns are a"not-to-exceed"price. I 1 fn 0 0 CD CD CD q V CD CD CD q ®0 W U Packet Pg.834 C.19.c EXHIBIT E.CERTIMATION REGARDING LOBBYING "01he undersigned certifies,to the best of his or her knowledge and belief,'that: Q No Federal appropriated funds have been paid,by or on behalf of the uwndersligned to any � parson for influencing or afterinpi ing to influence an officer or employee or an agency,a Member of Congress,ain 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 Roan the entering into of any cooperatwe agreement,and the extension,continuation,renewal amendment,or modification of any Federal)Contract, grant,loan,or 000peratiue agpreernernt. n). 0any tiros other than Federal appropriated funds nave been paW or will be pairs to any 601, person for influen6ng or attempting to influence an offtcer 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 >- un�dersigned shall complete and submit standard Form-Li- Disclosure Form to,Report r Lobbying,"in accordeince with its instructions.. mil The undersigined shall require that the language of thils certification be included m the award documents for all sub awards at all liars(Including subcontracts,sub grants,and Contracts U under,grants,loans and cooperative agreements)and that all sluti reclplents.shall Certify and � disclose accordingly. 0 This Cerlificatlon 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 prer'equisife for making on entering Into this N transaction imposed by Section 1352,lose 31,US,CodeL Any person who falls to file the required � certification shall be subject to a civil penalty of not less than$10,001b and not more than$1100 DOO for � each such failure. Signature, f,„ �,<.,• ✓ b (U Printed',htame� PhAip A..Cumminr,a 0 OWniaation. „r !r 2 i.: Date: 02 March 2012 U 0 -----------......_.....................w._........ ............................. W P&P 10 r N N r M M 0 r N r U 0 U Packet Pg.835 C.19.c EXHIBIT F-LICENSE AGREEMENT ADDENDUM The Virginia Information Technologies Agency(hereinafter referred to as"VITA"),pursuant to§2.2-2012 of the Code of Virginia and on behalf of the Commonwealth of Virginia,and ("Supplier"), a business incorporated in ,F.E.I.N. ,having its principal place of business at ,are this day entering into a contract and,for their mutual convenience,the parties are using the standard form contract(" ")provided by Supplier.This addendum, duly executed by the parties,is attached to and hereby made a part of Supplier's standard form contract and together shall govern the use of any and all_(name of) Software licensed by the Commonwealth under this agreement whether or not specifically referenced in the order document. Supplier represents and warrants that it is a corporation authorized to do in Virginia the business provided for in this contract.If Supplier is not a U.S.-based entity,Supplier maintains a registered agent and a 601, certification of authority to do business in Virginia. This contract is executed by VITA on behalf of all public bodies,including VITA,as defined by§2.2-4301 and referenced by§2.2-4304 of the Code of Virginia,and hereinafter referred to as"Authorized Users." If Authorized User is a state agency,board,commission,or other quasi-political entity of the Commonwealth of Virginia or other body referenced in Title 2.2 of the Code of Virginia,any license granted by Supplier shall be held by the Commonwealth.If Authorized User is a locality,municipality, school,school system,college,university,local board,local commission,or local quasi-political entity, such license shall be held by that public body. As used herein,the term"contract"shall mean the Supplier's standard form contract and any and all exhibits and attachments thereto.The term(s)"Customer,""You,"and/or"you,"as used in the contract, shall mean,as applicable,VITA,the Commonwealth,any Authorized User,or any of their officers, (p directors,agents or employees. U Supplier's standard form contract is,with the exceptions noted herein,acceptable to VITA.Nonetheless, because certain standard clauses that may appear in,or be incorporated by reference into,Supplier's standard form contract cannot be accepted by VITA,and in consideration of the convenience of using that form,and this form,without the necessity of specifically negotiating a separate contract document,the parties hereto specifically agree that,notwithstanding any provisions appearing in the attached Supplier's standard form contract,none of the following shall have any effect or be enforceable against VITA,the Commonwealth,any Authorized User,or any of their officers,directors,employees or agents: 1. Requiring the application of the law of any state other than the Commonwealth of Virginia in interpreting or enforcing the contract or requiring or permitting that any dispute under the contract be resolved in any court other than a circuit court of the Commonwealth of Virginia, 2. Requiring any total or partial compensation or payment for lost profit or liquidated damages by VITA, the Commonwealth,any Authorized User,or their officers,directors,employees or agents if the contract is terminated before its ordinary period, 3. Imposing any interest charge(s)contrary to that specified by§2.2-4347 et seq.of the Code of Virginia; N 4. Requiring the Commonwealth,VITA,or any Authorized User to maintain any type of insurance either for the benefit of the Commonwealth,VITA,or such Authorized User or for Supplier's benefit, �. 5. Granting Supplier a security interest in property of the Commonwealth,any Authorized User,or any of their officers,directors,employees or agents, 6. Requiring the Commonwealth,VITA,any Authorized User,or any of their officers,directors, employees or agents to indemnify or to hold harmless Supplier for any act or omission, 7. Limiting or adding to the time period within which claims can be made or actions can be brought (Reference Code of Virginia§8.01 et sec.), Exhibit F-License Agreement Addendum Q4FY2011.doc Page 1 of4 N N 1 q V N qq ®V W Packet Pg.836 C.19.c 8. Limiting selection and approval of counsel and approval of any settlement in any claim arising under the contract and in which the Commonwealth,VITA,any Authorized User,or any of their officers, directors,employees or agents is a named party, 9. Binding the Commonwealth,VITA,any Authorized User,or any of their officers,directors,employees or agents to any arbitration or to the decision of any arbitration board,commission,panel or other entity, CD 10.Obligating the Commonwealth,VITA,any Authorized User,or any of their officers,directors, CD employees or agents to pay costs of collection or attorney's fees, 11.Requiring any dispute resolution procedure(s)other than those in accordance with§2.2-4363 et seq. of the Code of Virginia, 12. Permitting Supplier to access any Commonwealth or Authorized User records or data,except pursuant to court order, 13. Permitting Supplier to use any information provided by the Commonwealth or any Authorized User except for Supplier's own internal administrative purposes, 14.Requiring the Commonwealth,VITA,or any Authorized User to limit its rights or waive its remedies at law or in equity,including the right to a trial by jury,and r" 15. Bestowing any right or incurring any obligation that is beyond the duly granted authority of the ¢, undersigned representative of VITA to bestow or incur on behalf of the Commonwealth of Virginia.. U 16.Establishing a presumption of severe or irreparable harm to Supplier by the actions or inactions of �. VITA or any Authorized User; ¢` 17.Limiting the liability of Supplier for property damage or personal injury, 18. Permitting Supplier to assign,subcontract,delegate or otherwise convey the contract,or any of its N rights and obligations thereunder,to any entity without the prior written consent of VITA except as follows:Supplier may assign all or any of its rights and obligations to a third party as a result of a merger or acquisition or sale of all or substantially all of its assets to such third party provided assignee agrees in writing to be bound by the terms and conditions set forth in the contract and provided such third party is a U.S.-based entity or maintains a registered agent and a certification of authority to do business in Virginia,or to an affiliate of Supplier,provided Supplier remains liable for affiliate's compliance with the terms and conditions set forth in this Contract, 'I0 Not complying with the contractual provisions at the following URL,which are mandatory provisions, required by law or by VITA,that are hereby incorporated by reference: li[[p YYrvrv,,iil viu"gNu v gI vhj t v II ilc,q B�b'rt vV,i;�I mlyBq vii Mlcd1,vii U";..I fl The terms and conditions in documents posted to the aforereferenced URL are subject to change pursuant to action by the legislature of the Commonwealth of Virginia or a change in VITA policy.If a change is made to the terms and conditions,a new effective date will be noted in the document title. Supplier is advised to check the URL periodically, 20.Not complying with the contractual claims provision§2.2-4363 of the Code of Virginia which is also (B incorporated by reference, 21. Enforcing the United Nations Convention on Contracts for the International Sale of Goods and all � other laws and international treaties or conventions relating to the sale of goods.They are expressly disclaimed.UCITA shall apply to this contract only to the extent required by§59.1-501.15 of the Code of Virginia, 22.Not complying with all applicable federal,state,and local laws,regulations,and ordinances, 23.Requiring that the Commonwealth waive its sovereign immunity or its immunity under the Eleventh t8 Amendment, 24.Requiring that the Commonwealth,which is tax exempt,be responsible for payment of any taxes, 4" duties,or penalties, Exhibit F-License Agreement Addendum Q4FY2011.doc Page 2 of 4 N CD 1 q V N qq ®V W Packet Pg.837 C.19.c 25.Requiring or construing that any provision in this contract conveys any rights or interest in Commonwealth or Authorized User data to Supplier, 26.Requiring the use of foreign currency.The currency which shall be used for this contract is United States Dollars.Any claim which may arise hereunder shall be settled in United States Dollars, 27.Obligating the Commonwealth beyond approved and appropriated funding.All payment obligations under this contract are subject to the availability of federal,state,and/or local appropriations for this CD purpose.In the event of non-appropriation of funds for the items under this contract,VITA may CD terminate,in whole or in part,this contract or any order,for those goods or services for which funds have not been appropriated.This may extend to the renewal of maintenance services for only some of (V the licenses granted by Supplier.Written notice will be provided to the Supplier as soon as possible after legislative action is completed.There shall be no time limit for termination due to termination for lack of appropriations, 28. Permitting unilateral modification of the contract by Supplier; 601, L_ 29. Permitting termination by Supplier of the contract or the licenses granted thereunder,or permitting suspension of services by Supplier,except pursuant to an order from a court of competent jurisdiction, 30.Requiring or stating that the terms of the Suppliers standard form contract shall prevail over the terms r, of this addendum in the event of conflict, 31.Renewing or extending the contract beyond the initial term or automatically continuing the contract ¢' period from term to term; 32.Requiring that the contract be"accepted"or endorsed by the home office or by any other officer subsequent to execution by an official of VITA before the contract is considered in effect, 0 33.Delaying the acceptance of the contract or its effective date beyond the date of execution, 34.Defining"perpetual"license rights to have any meaning other than license rights that exist in perpetuity unless otherwise terminated in accordance with the applicable provisions of the contract, 35. Permitting modification or replacement of the contract pursuant to any new release,update or °U � upgrade of Software or subsequent renewal of maintenance.If Supplier provides to any Authorized > User an update or upgrade subject to additional payment,such Authorized User shall have the right to 0) reject such update or upgrade; 36.Requiring purchase of a new release,update,or upgrade of Software or subsequent renewal of maintenance in order for the Commonwealth,VITA,or any Authorized User to receive or maintain the benefits of Supplier's indemnification of the Commonwealth,VITA,or such Authorized User against any claims of infringement on any third-party intellectual property rights, 37.Prohibiting the Commonwealth,VITA,or any Authorized User from transferring or assigning to any entity the contract or any license to Software pursuant to the contract, 38.Granting Supplier or an agent of Supplier the right to audit or examine the books,records,or accounts of VITA or any Authorized User, The parties further agree as follows: N 39.Supplier warrants that it is the owner of the Software or otherwise has the right to grant to all Authorized Users the license to use the Software granted hereunder without violating or infringing any law,rule,regulation,copyright,patent,trade secret or other proprietary right of any third party. L` 40.Supplier agrees to indemnify,defend and hold harmless the Commonwealth,VITA,any Authorized User,their officers,directors,agents and employees("Commonwealth's Indemnified Parties")from and against any and all third party claims,demands,proceedings,suits and actions,including any t8 related liabilities,obligations,losses,damages,fines,judgments,settlements,expenses(including attorneys'and accountants'fees and disbursements)and costs(each,a"Claim"and collectively, "Claims"),incurred by,borne by or asserted against any of Commonwealth's Indemnified Parties to the extent such Claims in any way relate to,arise out of or result from:(i)any intentional or willful Exhibit F-License Agreement Addendum Q4FY2011.doc Page 3 of 4 CD N 1 q V CD CD CD ®V W Packet Pg.838 C.19.c conduct or negligence of any employee or subcontractor of Supplier,(ii)any act or omission of any employee or subcontractor of Supplier,(iii)breach of any representation,warranty or covenant of Supplier contained herein,(iv)any defect in the Software,or(v)any actual or alleged infringement or misappropriation of any third party's intellectual property rights by any of the Software.Selection and approval of counsel and approval of any settlement shall be accomplished in accordance with all applicable laws,rules and regulations.For state agencies the applicable laws include§§2.2-510 and 2.2-514 of the Code of Virginia.In all cases the selection and approval of counsel and approval of any settlement shall be satisfactory to VITA or the Authorized User against whom the claim has been CD asserted. 41.Any Authorized User may rely on independent contractors,acting on behalf of such Authorized User, to perform functions requiring the use of and access to the Supplier's Software.Nothing in the Supplier's standard form contract shall limit such third parties'from using or accessing the Software in order to perform such functions.If any invention,work of authorship,or confidential information is developed exclusively by an employee,consultant,contractor,or subcontractor of an Authorized User 601, L_ during the performance of Services by Supplier,Supplier shall have no ownership claim to such invention,work of authorship,or confidential information. 42.Any travel expenses incurred by Supplier in the course of performing the services must be pre- approved by the appropriate Authorized User and shall be reimbursed at the then-current per diem P' rates published by the Virginia Department of Accounts. 43.An Authorized User may require that Supplier personnel submit to a criminal background check prior � to performance of any services under this contract. This contract,consisting of this VITA addendum and the Supplier's standard form contract,constitute the entire agreement between the parties and may not be waived or modified except by written agreement (� between the parties. This contract has been reviewed by staff of VITA.Its substantive terms are appropriate to the needs of VITA. IN WITNESS WHEREOF,the parties have caused this contract to be duly executed as of the last date set forth below by the undersigned authorized representatives of the parties,intending thereby to be legally bound. Supplier Name VITA N By: By: (Signature) (Signature) Name: Name: (Print) (Print) L_ Title: Title: Date: Date: 0 Exhibit F-License Agreement Addendum Q4FY2011.doc Page 4 of 4 CD CD CD q V CD CD CD ®V W Packet Pg.839 C.19.d SWORN STATE DER ORDINANCE , 10- cv COUNTY, 1990 "It MONROE FLORIDA ETHICS CLAUSE z � r rrer. Inc, (Comp r ..,warrants that hefit has riot emp€oyed, retained or otherwise had act on his/her, behalf any v, former County officer or employee in violation of Section, � Ordi le c�. 10-1 or rro�r County officer r mpIoyee irr vl l Lion of Section of rdinan'ce No. -1 , For breach gar ViOl tiorI of this Provision the County may, i its discretion, terminate this Aq eernerrt thou t °' li silit rid may also, in its 6s retion, deduct from the gr er ent r purchase price, or of el - re(m, ver, the fuel amount of any fee, rrtr ;s ion, percentage, giffp r consideration paid to the 0 lorrrrer ounty officer r er pl e ." } k n tur } t DateSTATE OF: COUNTY 76 Subscribed and Swcam to (or affirmed) before, me, by means af p y it 3 Prr�ser� r Cm"F whirr lk notarization, on (date) s=� Y -t (n of ffi r�t�. Hey She, inLM m. ... in ers n Hy known t nee or has pr dui (type f ca i err I rctlrl s iderrtif;rtirtr. t Y GL U TTE SANCHEZ .: MY COOMISSION#GG 146591 Bonded November 20.2021 r ''DEAF F' e Bonded Tins Notary Putk Underwriters NO _ RR �y g p p �_. ��n_.:,r ,t Commission ICC zj Expires: U Packet Pg.840 C.19.d CRIME---- PUBLIC ENTITY "A person or affiliate who has been placed an the convicted vendor list following conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of public building r public work, may not submit bids on leases of real property to public entity, may not be awarded or perform gar s a CONTRACTOR, supplier, ub ontr t r, Cr CONTRACTOR under Contract with any public entity, and trey not transact business with any public entity in excess of the threshold rrtuunt provided in Section287.017, forCATEGORYfor period c of months from the date of being pled rr the convicted vendor fist." ca I have read the above and, state that neither Gartner, Inc. (Respondent's ndent' name) nor any Affiliate has been placed on the convicted vend t-h"'-e last 36 months, ) LN 1f t) Sign tut C �Date: � r y CL S PA T E 0 F.- F C . 'y F 76 Subscribed and sworn to (or ftirr d before me, b can of 1�4, i e u l presence r ;_I online � notarization. 0 nw � � try .�. $ (name of aff ant). He/She i p r ul lly sca r m car has produced d _�r� "{ , .. . a (type ��_ � v, �. � ra id ntific tjon. A f zyP""a CLAU=SMCHEZ _.o: EXPIRESed rhau CJ Packet Pg.841 C.19.d DRUG-FREE WORKPLACE FOR The urdorsiraodndor in accordance with Florida Statute 287,087hereby ortifis that: CD Gartner, Inc. (t4ar�t caf �usia�ossj __ � Publish: a statement notifying employees that the unlawful manufacture, distributions, � dispensing, possession, or use of a controlled substance; is prohibited in the workpiac � and speci6ying the actions that will be talon against employees for violations of such prohibi, UInform employees about the a o rs of drug abuse it thee workplace, the business' policy � of maintaining a drug-free workplace, any available drag Counseling.. rehab Eiitation, are � employee assistance programs, and the penalties that may e imposed upGn err,plo for drug ;abuse violations. � . Give each employee engaged in providing the commodities ;�r contractual services that LN are under bid a cope of the statement specified in Subsection 11), 0 . In the statement specified in subsection (1), notify the orraployr s that, as a condition of > workin on the corn modities or contractual services that are under toad, the ernpl'o ec witj abide by the torrns of he Statement and will notify the employer of anycon Fiction; of, of � pica of guilty car raofo contenders to, an violation of Chapter 9 (Florida Statutes) or of any controlled substance law of the United States or any state, for a viola on owurnng in y the workplace no later than five ( ) days after such conviction. 5, Impose a sanction on, or require the satisfactory participation in a drug abuse assistance � or rehabilitation program if such is avaHaNp in the employee's community, or an C-mploVee who, is so convicted. . Male a 900d faith effort tn; continue to n-aintain a drug-free workplace through implementationc of this src`tron, 76 s the person authorized to sign the statement, I certify that this firma complies fully with the above requirements, "t IT a rntta) N Date: ca STATE OF: FL COUNTY OF: m Subscribed and sworn to (or aftirm d) before me by means o �pta sl�a� pr s� arc or fi�..'t orafirs rsotari.. atioru, ores (clan t y LL .r . . C� t r lfP c rt i 4parpro >_ � . .ro ,s3 or has produrd fr pe of identification) as identification. 'dT t P1 CL4UDEtTE SMCHEZ z k(y COMML%ON#GG 146591 Commission Expires, 4= 'RES.-November20,2021 m.. ., .. P Packet Pg.842 CA9.d VENDOR CIERTIFICN11`10 N.,RESIARDINGSCRUTINIZED COMPANIES LISTS Project scrs`pttion{��RW.....M ���r I� �t� �rvices Respondent ondent vendor Name: ar�rlor�Er�c. Vendor FEIN: FEI x M to CY Vendor's;Authorized e resent tive Name and"]'itic-. Me j s'a Address: 56 o .. alla ftad City: Stamfgrd State; Zips: Phone Number, + .,.. EntailAddress-, irnfo .Cgm LL Season .1.13, Florida Statutes Prohibits at company from bidding on, subrtnittirn_, a proposal for, or entering into or renewing a contract for goods or services of any amount if, at the time of contracting o renewal, the company is on the.Scrutinized Companies anies that Boycott Israel list,creamed pursuant to Section 215.47235, Florida Statutes, or is engaged in as Boycott of Israet, Section 287,1 5, Florida Statutes-, also prohibits company from bidding on.submitting a proposal for,or entering into or renewing ng a contract for goods or services o 1,000,000 or more, that are on either the. Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector L Iists which U. were created pursuant to s.215.473,Florida Statutes,or is engaged in business operations in Cuba or Syria. s the person authorized to sign on behalf of Respondent, f hereby certify that the, company identified atx w c in the Secriotn entitled-Respondent Vendor Name" is not listed on the Scrutinized Companies that Boycott Israel List or engarppc(p in at boycott of Israel and.for Projects of l,t�ClCp,000 or more is not listed on. either the Scrutinized Companies with Activities in Sudan -ist, tire Scrutinized f."ompan cs with Activities in the Iran Petrolctrnt Energy Sector List, or engaged in business operations in Cuba or Syria. I understand that pursuant to Section ? 135, Florida Statutes, the submission of°a false certification may subject cottipany to civil penalties,atiorney's fees, aru err l further understand 4haC any contract with the County may be terminated, at the option of the C"[aunty, if the cosnpnarny is found to halve submitted a Uj false certification or has been placed on the Scrutinized Compnanwses than Boycott Israel List or en�tag d in boycott of Ismael or placed on the Scrutinized Companies with Activities in Sudan list or the Scrutinized Companies with activities in the Earn Petroleum Energy Sector f„sst or ba n engaged in business operations in Cuba or Syria„ Certified Bye: _,Melissa McKay _ . . .. . _ who is authorized to sign on behalf of"t e abc �� c -nc cord a � - - +�uthorized ig mature: Print Name.. a . . Thle Note; p°hc List are v°atrlar e at tht iaa lowing, epn trtntnent of atna��crtternt Services Site: liltsr busi•IC a %Ierr"IHOrls sual: tti�lniawi➢n4 venna���tn�Esntant"snn�ntn _... _. _ ii �l gal fs `s iircnasa rw coinplarnt w cndor last Packet Pg. 843 C.19.e STATE OF FLORIDA ACS#81141902-18-ACS EXHIBIT C- SCHEDULE OF PRICES 0 Rates are effective February 1, 2021 and apply to purchase orders received on or before January 31, 2022 with a service delivery start date no later than February 1, 2022. ®MI . ) SECTION 1: PRIMARY RESEARCH SERVICES Table 1. Global CIO Team Plus 1- Invitation Only Global CIO I 182,024 Divisional CIO I 136,007 y 0 Global IT Leader I 136,007 0 Table 2. Global IT Leadership Team Plus 1- Invitation Only Global Team Leader I 124,349 Global Partner Member I 113,390 Advisor Member I 43,154 0 Table 3. Executive Programs Leadership Team Plus 1 Leader I 93,739 c44 IT Executive Member or IT Executive Leader I 93,739 N cv (IT Executive Leader must purchase IT Leadership Team Plus Members) Partner Member or Partner Leader 79,936 N CD 44 (Partner Leader must purchase Enterprise IT Leadership Team Plus Members) I I Partner Member or Partner Leader- Renewing Subscriber 76,303 - For license purchase before Feb-01-2020 with continuous renewal. CL (Partner Leader must purchase Enterprise IT Leadership Team Plus Members) I CJ Delegate Member or Delegate Leader- Renewal Only 50,186 (Delegate Leader must purchase IT Leadership Team Plus Members) Advisor Member or Advisor Leader I 36,507 (Advisor Leader must purchase IT Leadership Team Plus Members) Cross Function Member I 25,481 N Table 4. Executive Programs Leadership Team Plus for Global Enterprises 1 I r- Leader I 135,086 r- IT Executive_ I 135,086 (may purchase IT Leadership Team Plus Members) Global Partner I 116,710 N (may purchase Enterprise IT Leadership Team Plus Members) N CD Delegate Leader- Renewal Only 50,186 N (may purchase IT Leadership Team Plus Members) Advisor Leader I 36,507 (may purchase IT Leadership Team Plus Members) Cross Function Member I 25,481 FA000118 version 2020-12-22 B-01 Packet Pg.844 C.19.e E711f r Table 5. Executive Programs Leadership Team 1 Leader I 86,142 IT Executive Member or IT Executive Leader I 86,142 (IT Executive Leader must purchase IT Leadership Team Members) Partner Member or Partner Leader I 73,328 (Partner Leader must purchase Enterprise IT Leadership Team Members) LN 0 Partner Member or Partner Leader- Renewing Subscriber 69,994 0 - For license purchase before Feb-01-2020 with continuous renewal. (Partner Leader must purchase Enterprise IT Leadership Team Members) Delegate Member or Delegate Leader- Renewal Only I 46,154 (Delegate Leader must purchase IT Leadership Team Members) Advisor Member or Advisor Leader I 33,494 (Advisor Leader must purchase IT Leadership Team Members) Cross Function Member I 23,353 Role Member I 16,271 o 76 Table 5. Executive Programs Leadership Team Essentials i- Limited Availability a Leader I 86,142 Essentials Member- Limited Availability a I 9,093 `✓ Table 6. Executive Programs Individual Solution I N Member(Single User) I 95,119 Member(Multi User) I 84,402 04 Member Basic(Single User)- Renewal Only I 65,446 I Member Basic(Multi User)- Renewal Only' I 58,550 CL �I Table 7. IT Executives: CIO Signature- Renewal Only CIO Signature I 108,447 Table 8. IT Executives: CIO-Renewal Only I c, CIO (Single User) I 98,066 CIO (Multi User) I 86,980 N Table 9. IT Executives: CIO Essentials- Renewal Only I r- CIO Essentials (Single User) I 65,446 CIO Essentials (Multi User) I 58,550 N Table 10.Gartner Add-ons I N Delegate Add-on to CIO Signature - Limited Availability s I 46,484 04 Two Additional Meetings Add-on- Limited Availability 3 I 17,494 m FA000118 version 2020-12-22 B-01 Packet Pg.845 C.19.e � i r 1 Table 11: Enterprise IT Leadership Team Plus for Global Enterprise i Global Team Leader I 96,3 77 Global Advisor Team Leader I 33,116 (may purchase Enterprise IT Leadership Team Plus Members) Advisor Member I 33,116 Cross Function Member I 19,562 o Table 12. Enterprise IT Leadership Team Plus 1 Leader I 73,842 Leader- Renewing Subscriber I 71,404 - For license purchase Feb-01-2020 to Jan-01-2021 with continuous renewal. y W Leader- Renewing Subscriber I 66,731 - For license purchase before Feb-01-2020 with continuous renewal. Advisor Member I 33,116 Cross Function Member I 19,562 Table 13. Enterprise IT Leadership Team i Leader I 67,978 Leader- Renewing Subscriber I 65,734 �- - For license purchase Feb-01-2020 to Jan-01-2021 with continuous renewal. ' Leader- Renewing Subscriber I 61,312 N - For license purchase before Feb-01-2020 with continuous renewal. Advisor Member I 30,536 N Cross Function Member I 17,960 NI Role Member I 11,296 Essentials Member I 9,093 CL 'L CJ I Table 14. Enterprise IT Leaders Initiative Team I �_ Leader I 82,599 Advisor Member I 43,177 co Table 15. Enterprise IT Leaders- Renewal Only Individual Access (Single User) I 79,026 - For license purchase after Feb-01-2020 with continuous renew. Individual Access (Multi User) I 65,734 - For license purchase after Feb-01-2020 with continuous renew. 0 Individual Access (Single User) I 73,206 - For license purchase before Feb-01-2020 with continuous renew. Individual Access (Multi User) I 61,252 N CD - For license purchase before Feb-01-2020 with continuous renew. cv FA000118 version 2020-12-22 B-01 Packet Pg.846 C.19.e � 1116 able 16. IT Leadership Team PlusLeader 33 Advisor Member I 33,116 Cross Function Member I 19,562 Table 17. IT Leadership Team 1LN Leader I 30,536 Advisor Member I 30,536 Cross Function Member I 17,960 Role Member I 11,296 Essentials Member I 9,093 Table 18. IT Leaders Individual Access Advisor(Single User) I 40,426 0 Individual Access Advisor(Multi User) I 30,536 Reference(Single User) I 27,155 w Reference(Multi User) I 17,237 w Table 19.Technical Professionals 4(per agency) Advisor Department I 118,170 N 04 Reference Department I 79,607 Advisor Team I 56,346 N Ni Table 20.<omitted, not applicable> I �_ CL �i Table 21.Core Connect Research Advisor(Single User) I 33,354 Advisor(Multi User) I 24,338 Reference(Single User) I 21,412 c, Reference(Multi User) I 12,334 CO C, N Table 22.and Table 23.<omitted, not applicable> CO Table 24. Gartner for Customer Service &Support Leaders Customer Service &Support Leaders Team' Leader I 30,767 N Advisor Member I 30,767 N Reference Member I 12,844 04 Customer Service &Support Leaders Individual Access � Advisor(Single User) I 40,743 u Advisor(Multi User) I 30,767 FA000118 version 2020-12-22 B-01 Packet Pg.847 C.19.e � i r 1 Table TBD. Gartner for Chief Finance Officers Chief Financial Officers Team ' Leader I 77,332 U Advisor Member or Advisor Leader 30,767 w (Advisor Leader must purchase Finance Leaders Team Members) LN Reference Member I 13,310 y Chief Financial Officers Individual Access Individual Access (Single User) I 85,189 Individual Access (Multi User) I 77,332 Table 25.Gartner for Finance Leaders Finance Leaders Team' Leader I 30,767 Advisor Member I 30,767 Reference Member I 13,310 Finance Leaders Individual Access Advisor(Single User) I 40,743 Advisor(Multi User) I 30,767 N cv Table 26.Gartner for Chief Human Resources Officers Chief Human Resources Officers Team' I N Leader I 77,332 Ni Advisor Member or Advisor Leader I 30,767 (Advisor Leader must purchase Human Resources Leaders Team Members) Reference Member I 15,644 CL CJ Chief Human Resources Officers Individual Access I _ Individual Access (Single User) I 85,189 Individual Access (Multi User) I 77,332 co Table 27.Gartner for Human Resources Leaders I N Human Resources Leaders Team' Leader I 30,767 co Advisor Member I 30,767 Reference Member I 15,644 Human Resources Leaders Individual Access I 04 Advisor(Single User) I 40,743 N CD Advisor(Multi User) I 30,767 N m FA000118 version 2020-12-22 B-01 Packet Pg.848 C.19.e � 1010 able 28.Gartner for Human Resources ProfessionalsReference- Up to 20 HR Professionals 38 Reference- Up to 5 HR Professionals I 23,628 Table 29.TalentNeuronT"" Single Country I 30,167 LN Single Country Reference I 23,009 y Additional 5 Users I 4,350 Additional Workbench I 10,226 Table 30.Gartner for Legal and Compliance Leaders I y Legal&Compliance Leaders Team' I �, Leader I 26,405 Advisor Member I 26,405 0 Reference Member I 10,492 Legal&Compliance Leaders Individual Access Advisor(Single User) I 34,930 Advisor(Multi User) I 26,405 r Table 31 and 32.<omitted, not applicable> N c� SECTION 2: OTHER RESEARCH SERVICES cv I IT TEAM PLUS WITH INDUSTRY LUTI S ANNUAL FEE Global CIO Team Plus with Industry 2(one industry)- Invitation Only Global CIO I 198,188 CL Divisional CIO I 155,187 Global IT Leader I 155,187 Global IT Leadership Team Plus with Industry 2(one industry)- Invitation Only co Global Team Leader I 143,002 N CD Global Partner Member I 130,313 Global Advisor Member I 49,648 co Executive Programs Leadership Team Plus with Industry for Global Enterprises 2(one industry) Leader I 155,288 N CD IT Executive I 155,288 (may purchase Industry Advisory Services Leadership Team Plus Members) CD cv Global Partner I 134,240 (may purchase Enterprise IT Leadership Team Plus with Industry Members) Delegate Leader- Renewal Only I 59,316 (may purchase Industry Advisory Services Leadership Team Plus Members) FA000118 version 2020-12-22 B-01 Packet Pg.849 C.19.e IMI Advisor Leader 46 (may purchase Industry Advisory Services Leadership Team Plus Members) Cross Function Member I 30,716 0 CJ y Executive Programs Leadership Team Plus with Industry 2(one industry) Leader I 106,345 LN IT Executive Member or IT Executive Leader I 106,345 0 (IT Executive Leader must purchase Industry Advisory Services Leadership Team Plus Members) Partner Member or Partner Leader 99,094 (Partner Leader must purchase Enterprise IT Leadership Team Plus with Industry Members) Partner Member or Partner Leader- Renewing Subscriber 92,951 y - For license purchase before Feb-01-2020 with continuous renewal. W (Partner Leader must purchase Enterprise IT Leadership Team Plus with Industry Members) Delegate Member or Delegate Leader-Renewal Only I 59,316 (Delegate Leader must purchase Industry Advisory Services Leadership Team Plus Members) Advisor Member or Advisor Leader I 46,023 (Advisor Leader must purchase Industry Advisory Services Leadership Team Plus Members) ru Cross Function Member I 30,716 Enterprise IT Leaders Initiative Team with Industry 2(one industry) Leader I 96,476 cv Advisor Member I 53,777 N c44 c44 Enterprise IT Leadership Team Plus with Industry for Global Enterprises 2(one industry) CD Global Team Leader I 121,048 Global Team Leader- Renewing Subscriber I 110,776 - For license purchase before Feb-01-2020 with continuous renewal. CL Global Advisor Team Leader I 41,692 _ (may purchase Enterprise IT Leadership Team Plus with Industry Team Members) Advisor Member I 41,692 Cross Function Member I 25,479 co - Enterprise IT Leadership Team Plus with Industry 2(one industry) I N Leader I 92,347 Leader- Renewing Subscriber I 79,255co - For license purchase before Feb-01-2020 with continuous renewal. Advisor Member I 41,692 Cross Function Member I 25,479 CD N Industry Advisory Services Leadership Team plus 2(one industry) 04 Leader I 41,692 Advisor Member I 41,692 Cross Function Member I 25,479 FA000118 version 2020-12-22 B-01 Packet Pg.850 C.19.e SWIM, IT TEAM WITH INDUSTRY LUTI S ANNUAL FEE Executive Programs Leadership Team with Industry 2(one industry) y Leader I 97,584 IT Executive Member or IT Executive Leader 97,584 W (IT Executive Leader must purchase Industry Advisory Services Leadership Team Members) LN Partner Member or Partner Leader 90,736 y (Partner Leader must purchase Enterprise IT Leadership Team with Industry Members) I > Partner Member or Partner Leader- Renewing Subscriber 85,096 - For license purchase before Feb-01-2020 with continuous renewal. (Partner Leader must purchase Enterprise IT Leadership Team with Industry Members) y Delegate Member or Delegate Leader- Renewal Only' I 54,482 (Delegate Leader must purchase Industry Advisory Services Leadership Team Members) Advisor Member or Advisor Leader I 42,297 (Advisor Leader must purchase Industry Advisory Services Leadership Team Members) Cross Function Member I 28,198 Role Member I 20,041 Enterprise IT Leadership Team with Industry 2(one industry) �- Leader I 84,593 Leader- Renewing Subscriber 72,709 - For license purchase before Feb-01-2020 with continuous renewal. cv Advisor Member I 38,268 cv Cross Function Member I 23,465 N Role Member I 13,394 Essentials Member_ I 9,366 .2 CL Industry Advisory Services Leadership Team 2(one industry) Leader I 38,268 Advisor Member I 38,268 Cross Function Member I 23,465 Role Member I 13,394 N CD Essentials Member I 9,366 w IT INDIVIDUAL ACCESS ANNUAL FEE Research Board for Global Executives- Invitation Only Global CIO I 190,131 c44 cv IT INDIVIDUAL ACCESS WITH INDUSTRY LUTI S ANNUAL FEE Executive Programs with Industry(one industry) Member(Single User) I 106,446 m Member(Multi User) I 95,569 FA000118 version 2020-12-22 B-01 Packet Pg.851 C.19.e � i r 1 Two Additional Meetings Add-on - Limited Availability 3 I 17,494 U o Industry Advisory Services(one industry) Individual Access Advisor(Single User) I 49,447 Individual Access Advisor(Multi User) I 38,268 Reference(Single User) I 33,334 LN Reference(Multi User) I 22,760 y ITMULTI-USER SOLUTIONS ANNUAL FEE Technical Professionals Small& Midsize Business(SMB)4,s(per agency) W Advisor SMB I 62,639 Reference SMB I 41,592 IT Associates 100 Research Notes- Limited Availability 3,4 I 27,392 0 DART ER BUSINESS SERVICES ANNUAL FEE Marketing Leaders Team' W Leader I 40,786 r- Advisor Member I 40,786 cv Reference Member I 16,013 N N Marketing Leaders Individual Access I `CD V c14 Advisor(Single User) I 49,044 c41 S Advisor(Multi User) I 40,786 .2 CL OTHER SERVICES UNIT PRICE Z News and Insights 685 Strategic Advisory Services 4-for clients with research services Internal Advisory Session I 16,718 N Remote Advisory Services I 8,258 r- co Conferences-North America a(price per ticket)-2021 ticket pricing expires 12/3112022 2021 IT Symposium/Xpo I 4,929 0 2021 Summit(BI, Data Center,Security,or Apps) I 3,355 cv 2021 Summit(excludes BI,Data Center,Security,and Apps) I 2,839 r 2021 Catalyst Conference I 3,355 CD N N 2022 Conferences North America Ticket I TBD FA000118 version 2020-12-22 B-01 Packet Pg.852 C.19.e RENEWAL ONLY LEGACY SERVICES ANNUAL FEE Executive Programs Member Basic with Industry(one industry) - Renewal Only 0 Member Basic(Single User) I 75,831 Member Basic(Multi User) I 68,883 0 Enterprise IT Leaders- Renewal Only LN Two Onsite Meetings Add-on - Limited Availability s I 17,494 N > Industry Add-on (one industry)a I 11,279 0 PUBLIC AND -PROFIT HIGHER EDUCATION IT STUDENTS INSTITUTIONS ONLY ANNUAL FEE Core IT Research Reference for Higher Education 9(per student campus) Core Reference for a community college 30,011 Core Reference for a college or university with 1 to 4,999 Student FTE I 30,011 Core Reference for a college or university with 5,000 to 9,999 Student FTE I 60,021 Core Reference for a college or university with 10,000 to 24,999 Student FTE I 90,031 76 Core Reference for college or university with 25,000+Student FTE I 120,041 0 W Technical Professionals for Higher Education 9(per student campus) Technical Professional Advisor for IT Staff only of a college or university I 62,639 cv Technical Professional Reference for IT Staff only of a college or university I 41,592 N c44 cv CD cv Purchasing guidelines i "Single User"applies to a buying center that has one individual license; "Multi User"applies to a buying center that has at .2 least two qualifying licenses within the same agency or named client.To qualify for Multi User price levels,services must CLi be ordered on the same Service Agreement or Purchase Order and reflect a common `Bill To"address.Strategic Advisory Services,Conferences,and Add-on services do not contribute towards Multi User pricing qualification. x 1 Team licenses require the purchase of a team configuration and are not available for purchase as standalone licenses. Certain team solutions are invitation only services as indicated in the pricing table.A maximum of one Leader per team. U Each Leader type license must have three(3)to ten (10)team member licenses.A minimum of three(3)Advisor and/or co Cross Function team member licenses required per Enterprise IT Leadership Leader and per Partner license. Executive Programs Leadership team solutions with one Leader and less than three (3) team member licenses is permissible so long as one of the team member licenses is an IT Executive or a Partner Leader with at least three (3) Advisor and/or Cross Function team member licenses per Partner license. Global CIO team solutions with one Leader and less than co co three (3)team member licenses is permissible.All licenses in a Team must be coterminous and of the same team type. For example, a Team Plus configuration may only contain Team Plus licenses and cannot include other types of team licenses such as Team Plus with Industry,Team (non-Plus),Global CIO Team etc. z Team with Industry licenses require the purchase of a team configuration and are not available for purchase as CD standalone licenses. Certain team solutions are invitation only services as indicated in the pricing table.A maximum of one Leader per team. Each Leader type license must have three(3)to ten (10)team member licenses.A minimum of three(3) Advisor and/or Cross Function team member licenses required per Enterprise IT Leadership Leader and per Partner license. m Executive Programs Leadership team solutions with one Leader and less than three (3)team member licenses is 0 permissible so long as one of the team member licenses is an IT Executive or a Partner Leader with at least three FA000118 version 2020-12-22 B-01 Packet Pg.853 C.19.e (3)Advisor and/or Cross Function team member licenses per Partner license.Global CIO team solutions with one Leader and less than three(3)team member licenses is permissible.All licenses in a Team must be coterminous and of the same team type. For example,a Team Plus with Industry configuration may only contain Team Plus with Industry licenses for the same UO industry and cannot include other types of team licenses such as Team with Industry(non-Plus),Team Plus,Team (no y industry, non- Plus),Global CIO Team etc.Team solutions with Industry Advisory Services is for one industry and all licenses W in the team must purchase access to the same industry. 3 Availability is limited. Please check with your Gartner Sales representative before ordering. LN 0 T) 4 Purchasing prerequisite and/or eligibility requirements apply.Check with Sales representatives before purchasing. 5 Technical Professionals SMB is a per agency license available only to eligible small and medium size agencies with 4,000 U or fewer employees. Please check with Sales representatives before purchasing. a Renewal Only and Renewing Subscriber services and pricing are available to eligible license holders who purchased the service listed on or before the date specified above or below and continuously purchase the service thereafter. Please check with Sales Representative for availability and eligibility before ordering. Team Delegate Member and Delegate Leader licenses: purchased before February 1,2020 Executive Programs Member Basic and Member Basic with Industry: purchased before April 1,2019 IT Executives: purchased before September 1,2015 * Industry Advisory Services Add-on IT Executives must be coterminous with the base IT Executives license and requires the purchase of the same Industry Add-on license for each user within the IT Executives license(CIO Signature must purchase for the Member and each Delegate). 'Gartner Business Services Team licenses require the purchase of a team configuration and are not available for purchase as standalone licenses.A maximum of one Team Leader per Team. Each Team Leader type license must have three(3)to ten (10)Team Members coterminous with the Leader license.A Customer Service&Support Team or Legal&Compliance CD Leaders Team with one Team Leader and two Team Members is permissible.All licenses in a Team must be of the same I business domain;for example,a Finance Leaders Team may only consist of Finance Leaders Team licenses. Human Resources Professionals requires the purchase and maintenance of a coterminous Chief Human Resources Officers Team or 2 Human Resources Team. CL I U $Ticket prices apply to orders received in the event year indicated. For example,2021 Symposium ticket price applies to orders received on or before December 31,2021.2022 ticket prices have not be released; please check with account representatives for pricing. 9 Higher Education products are only available to eligible, not-for-profit Higher Education colleges or universities.A Core IT co Research Reference for Higher Education license is for one designated, student campus based on the total full-time equivalent(FTE) student enrolment of the college or university,as assessed at the time of purchase. Purchasing prerequisites apply.Check with Sales representatives before purchasing. co cv CD cv CD cv m U FA000118 version 2020-12-22 B-01 Packet Pg.854