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Item C16
C.16 Coty f � ,�� ,' BOARD OF COUNTY COMMISSIONERS �� Mayor David Rice,District 4 The Florida Keys � Mayor Pro Tem Craig Cates,District I y Michelle Coldiron,District 2 James K.Scholl,District 3 Ij Holly Merrill Raschein,District 5 County Commission Meeting October 19, 2022 Agenda Item Number: C.16 Agenda Item Summary #11193 BULK ITEM: Yes DEPARTMENT: Information Technology TIME APPROXIMATE: STAFF CONTACT: Alan MacEachern (305) 295-5110 N/A AGENDA ITEM WORDING: Microsoft Volume License Agreements Renewal - Approval of three (3) year renewal term for Microsoft Volume License Agreements under Omnia Partners - IT Solutions Contract 4 2018011-02 Total cost for 36 month term is $732,455.88; annual cost is $244,151.96. Coverage Term: 9/1/2022 — 8/31/2023 and includes renewal of EA 67041457 & 75450408. ITEM BACKGROUND: Monroe County BOCC is currently enrolled in the Microsoft Volume Licensing Program or Enterprise Agreement(EA)under the Omnia Partners - IT Solutions Contract 4: 2018011-02 Coverage Term: 9/1/2022— 8/31/2023 As is renewal of EA 67041457 & 75450408 combined; SHI International Corp. for Microsoft Licenses relating to our Microsoft Windows desktop environment(Operating System and Office),physical and virtual Microsoft servers, Microsoft SQL Server, online services such as Office 365 and other Microsoft tools such as Project, Visio and Visual Studio. This is a renewal of the 2 agreements which continue to license client access to Windows Servers, Exchange, Office 365 and other Microsoft tools. In addition to the BOCC/Fire Rescue departments, this EA also supports the County Attorney (approximately 15 users and 20 PCs), Guardian Ad Litem (approximately 8 users and 15 PCs), the Tourist Development Council (approximately 7 users and 15 PCs) and the Medical Examiner (approximately 4 users and 7 PCs). PREVIOUS RELEVANT BOCC ACTION: 3 Year EA Approved on 08/17/16 - Item C16 - Pricing of$136,146.51 per year Additional Licenses for EA and True-Up Approved on 08/17/16 - Item C17 -Pricing of$58,239.99 3 Year EA Approved on 08/17/16- Item C18 -Pricing of $4,192.25 per year- 3 Year Total of $12,576.75 CONTRACT/AGREEMENT CHANGES: N/A Packet Pg. 551 C.16 STAFF RECOMMENDATION: Approval DOCUMENTATION: Enterprise Enrollment(Indirect) 10-01-2022 Previous EnrollmentAgreement Form Printout-5950-1034-M27776 Product Selection Form-1241713.002_PSF Signature Form SHI Quote-22523123 TOTAL 3 YEARS $732,455.88 EACH YR $244,151.96 2018011-02 SHI- Fully Executed Agreement FINANCIAL IMPACT: Effective Date: 9-1-2022 Expiration Date: 8-31-2023 Total Dollar Value of Contract: $732,455.88 Total Cost to County: $732,455.88 Current Year Portion: $0 in 2022 $244,151.88 to be paid in October out of budget 2023 Budgeted: Yes Source of Funds: Primarily Ad Valorem CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: N/A If yes, amount: Grant: N/A County Match: N/A Insurance Required: N/A Additional Details: 10/19/2022 001-05002 Information Technology $244,151.88 10/19/22 001-05002 - TECHNICAL SERVICES $732,455.88 REVIEWED BY: Alan MacEachern Completed 10/03/2022 5:09 PM Christine Limbert Completed 10/04/2022 2:05 PM Purchasing Completed 10/04/2022 2:27 PM Budget and Finance Completed 10/04/2022 2:31 PM Brian Bradley Completed 10/04/2022 2:41 PM Lindsey Ballard Completed 10/04/2022 2:44 PM Board of County Commissioners Pending 10/19/2022 9:00 AM Packet Pg. 552 C.16.a ° Enterprise Enrollment State and Local CL Enterprise Enrollment number 72227684 Framework ID (Microsoft to complete) (if applicable) Previous Enrollment number 67041457 (Reseller to complete) 0 �b This Enrollment must be attached to a signature form to be valid. ° This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form. This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) the Product Terms, (5) the Online Services Terms, (6) any Supplemental Contact Information Form, Previous Agreement/Enrollment form, and other forms that may be required, and (7) any order submitted under this Enrollment. This Enrollment a may only be entered into under a 2011 or later Enterprise Agreement. By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditions of the Enterprise Agreement. as 24 All terms used but not defined are located at http://www. icrosoft.com/licensing/contracts. In the event of CL any conflict the terms of this Agreement control. Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires or terminates. If this Enrollment is renewed, the effective date of the renewal term will be the day after the Expiration Date of the initial term. Otherwise, the effective date will be the date this Enrollment is accepted by Microsoft. Any reference to "anniversary date" refers to the anniversary of the effective date of the applicable initial or renewal term for each year this Enrollment is in effect. CD Term. The initial term of this Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term. The renewal term will expire 36 full calendar months after the effective date of the renewal term. as Terms and Conditions 1. Definitions. E Z Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment: as "Additional Product" means any Product identified as such in the Product Terms and chosen by Enrolled CL Affiliate under this Enrollment. "Community" means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or(3)a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer's regulatory requirements. EA20201EnrGov(US)SLG(ENG)(0ct2019) Page 1 of 10 Document X2 - Packet Pg. 553 C.16.a Membership in the Community is ultimately at Microsoft's discretion, which may vary by Government Community Cloud Service. as "Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are °b CL treated as Online Services, except as noted. CD "Enterprise Product" means any Desktop Platform Product that Microsoft designates as an Enterprise Ln Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise-wide basis under this program. "Expiration Date" means the date upon which the Enrollment expires. "Federal Agency" means a bureau, office, agency, department or other entity of the United States Government. "Government" means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity. 3 "Government Community Cloud Services" means Microsoft Online Services that are provisioned in Microsoft's multi-tenant data centers for exclusive use by or for the Community and offered in accordance °b with the National Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft Online Services that are Government Community Cloud Services are designated as such in the Use Rights as and Product Terms. 2 "Industry Device" (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a as multi-function server, or a commercially viable substitute for one of these systems; and (2)only employs an a industry or task-specific software program (e.g. a computer-aided design program used by an architect or CL a point of sale program) ("Industry Program"). The device may include features and functions derived from Microsoft software or third-party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with the Industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. "Managed Device" means any device on which any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product CD Terms. "Qualified Device" means any device that is used by or for the benefit of Enrolled Affiliate's Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally (in a physical or virtual operating system environment), or(2)a device used to access a virtual desktop infrastructure ("VDI"). Qualified Devices do not include any device that is: (1)designated as a server and not used as a personal computer, (2)an Industry Device, or(3) not a Managed Device. At its option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate's Enterprise as a Qualified Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. Z "Qualified User" means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access as License or any Enterprise Online Service. It does not include a person who accesses server software or 24 an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. CL as "Reseller" means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post-transaction assistance related to this agreement; "Reserved License" means for an Online Service identified as eligible for true-ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation. EA20201EnrGov(US)SLG(ENG)(0ct2019) Page 2 of 10 Document X2 - Packet Pg. 554 C.16.a "State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer's state and >_ located within Customer's state's jurisdiction and geographic boundaries. as CL "Tribal Entity" means a federally recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe. "Use Rights" means, with respect to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product-Specific License Terms, the License Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a Product. "Volume Licensing Site" means http://www.microsoft.com/licensing/contracts or a successor site. 3 2. Order requirements. a. Minimum order requirements. Enrolled Affiliate's Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for Enterprise Products or Enterprise Online Services. as (i) Enterprise commitment. Enrolled Affiliate must order enough Licenses to cover all Qualified Users or Qualified Devices, depending on the License Type, with one or more as Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise Online Services (as long as all Qualified Devices not covered by a License are only used . by users covered with a user License). (ii) Enterprise Online Services only. If no Enterprise Product is ordered, then Enrolled Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online Services. 0 b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled U Affiliate may order Additional Products. C. Use Rights for Enterprise Products. For Enterprise Products, if a new Product version has CD more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled Affiliate's use of that Product during that term. d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. e. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled E E Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term"price" refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft. C CL f. Adding Products. (i) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online E Services, an initial order for the Online Service is required prior to use. EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 3 of 10 Document X2 - Packet Pg. 555 C.16.a (ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true-up order. Additional Licenses for Online Services must be ordered >_ prior to use, unless the Online Services are (1) identified as eligible for true-up in the as Product Terms or(2)included as part of other Licenses. CL CD g. True-up requirements. Enrolled Affiliate must submit an annual true-up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true-up order. CN (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user-based Licenses) at the time the true-up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services. (ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment, Enrolled Affiliate must determine the maximum number of Additional Products used since the latter of the initial order, the last true-up order, or the prior anniversary date and submit a true-up order that accounts for any increase. (iii) Online Services. For Online Services identified as eligible for true-up in the Product Terms, Enrolled Affiliate may place a reservation order for the additional Licenses prior to use and payment may be deferred until the next true-up order. Microsoft will provide a as report of Reserved Licenses ordered but not yet invoiced to Enrolled Affiliate and its ' Reseller. Reserved Licenses will be invoiced retrospectively to the month in which they were ordered. as 2 C (iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of CL Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows: 1) For Subscription Licenses that are part of an Enterprise-wide purchase, Licenses may be reduced if the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if g ordering user-based Licenses)identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true-up orders. Step-up Licenses do not count towards this total count. CD 2) For Enterprise Online Services that are not a part of an Enterprise-wide purchase, Licenses can be reduced as long as the initial order minimum requirements are maintained. U 3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate's use of the applicable Subscription License will be cancelled. Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true-up order Enrollment anniversary date and effective as of such date. Z (v) Update statement. An update statement must be submitted instead of a true-up order if, since the initial order or last true-up order, Enrolled Affiliate's Enterprise: (1) has not as changed the number of Qualified Devices and Qualified Users licensed with Enterprise 24 Products or Enterprise Online Services; and (2) has not increased its usage of Additional . Products. This update statement must be signed by Enrolled Affiliate's authorized as representative. (vi) True-up order period. The true-up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third- E year true-up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 4 of 10 Document X2 - Packet Pg. 556 C.16.a may submit true-up orders more often to account for increases in Product usage, but an annual true-up order or update statement must still be submitted during the annual order period. (vii)Late true-up order. If the true-up order or update statement is not received when due, °b 0. Microsoft will invoice Reseller for all Reserved Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows: (i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true-up process. (ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up initially by following the process described in the Section titled "Adding new Products not previously ordered," then for additional step-up Licenses, by following the true-up order process. as i. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by email and a reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor as mistakes, unintentional additions and omissions. This provision does not apply to material E terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise Agreement. as 24 3. Pricing. a. Price Levels. For both the initial and any renewal term Enrolled Affiliate's Price Level for all Products ordered under this Enrollment will be Level"D"throughout the term of the Enrollment. 0 b. Setting Prices. Enrolled Affiliate's prices for each Product or Service will be established by its Reseller. Except for Online Services designated in the Product Terms as being exempt from fixed pricing, As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft's prices for Resellers for each Product or Service ordered will be fixed throughout the CD applicable initial or renewal Enrollment term. Microsoft's prices to Resellers are reestablished T_ at the beginning of the renewal term. 4. Payment terms. For the initial or renewal order, Microsoft will invoice Enrolled Affiliate's Reseller in three equal annual installments. The first installment will be invoiced upon Microsoft's acceptance of this Enrollment and remaining installments will be invoiced on each subsequent Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront E for Online Services and upfront for all other Licenses. 5. End of Enrollment term and termination. a CL a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwise provided in this Enrollment. b. Renewal option. At the Expiration Date of the initial term, Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36-month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal. EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 5 of 10 Document X2 - Packet Pg. 557 C.16.a Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. as c. If Enrolled Affiliate elects not to renew. as (i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any CL Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. Ln (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term. 0 1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment.An extended term feature that allows Online Services to continue month-to-month ("Extended Term") is available. During the Extended Term, Online Services will be invoiced monthly at the then-current published price as of the Expiration Date plus a 3% administrative fee for up to one year. If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must submit a request to Microsoft at least 30 days prior to the Expiration Date. as 2) Cancellation during Extended Term. At any time during the first year of the Extended Term, Enrolled Affiliate may terminate the Extended Term by submitting a as notice of cancellation to Microsoft for each Online Service. Thereafter, either party E may terminate the Extended Term by providing the other with a notice of cancellation for each Online Service. Cancellation will be effective at the end of the month following 30 days after Microsoft has received or issued the notice. as U) (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If CL Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate's Enterprise must discontinue use. Microsoft may request written certification to verify compliance. d. Termination for cause. Any termination for cause of this Enrollment will be subject to the "Termination for cause" section of the Agreement. In addition, it shall be a breach of this Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Community. e. Early termination. Any early termination of this Enrollment will be subject to the "Early Termination" Section of the Enterprise Agreement. For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination. as 6. Government Community Cloud. E Z a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees to use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are CL members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community or to provide services to non-Community members is strictly prohibited and could result in termination of Enrolled Affiliate's license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. E b. All terms and conditions applicable to non-Government Community Cloud Services also apply EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 6 of 10 Document X2 - Packet Pg. 558 C.16.a to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment. as C. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non-Government Community Cloud Services in the same domain. °b CL d. Use Rights for Government Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights: Ln (i) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth in the Use Rights, will not apply. U) (iii) References to geographic areas in the Use Rights with respect to the location of Customer 0 0 Data at rest, as set forth in the Use Rights, refer only to the United States. e (D r_ (D (D E (D qb (D C CL qb 0 U) 0 0 CD T_ CD CD 0 qb (D E 0 (D C CL qb (D E 0 EA20201 EnrGov(US)SLG(ENG)(Oct2019) Page 7 of 10 Document X2 - Packet Pg. 559 C.16.a Enrollment Details 1. Enrolled Affiliate's Enterprise. CL a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate's Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Ln Enrolled Affiliate, not partial offices, bureaus, agencies,or departments,or other partial entities. Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the Enterprise to include the largest number of Affiliates: 0 0 Enrolled Affiliate only ❑ Enrolled Affiliate and all Affiliates ❑ Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be included e if fewer than all Affiliates are to be included in the Enterprise): 3 as r_ as ❑ Enrolled Affiliate and all Affiliates, with following Affiliate(s)excluded: as E b. Please indicate whether the Enrolled Affiliate's Enterprise will include all new Affiliates acquired as a after the start of this Enrollment: Exclude future Affiliates as 2. Contact information. CL L_ Each party will notify the other in writing if any of the information in the following contact information page(s) °b changes. The asterisks (*) indicate required fields. By providing contact information, Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment. The personal information provided in connection with this Enrollment will be used and protected in accordance with the privacy statement available at https://www.microsoft.com/licensing/servicecenter. a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled CD Affiliate's Enterprise. This contact is also an Online Administrator for the Volume Licensing Service Center and may grant online access to others. The primary contact will be the default e contact for all purposes unless separate contacts are identified for specific purposes Name of entity (must be legal entity name)* Monroe County BOCC Contact name* First Joe Last Tuttle ' Contact email address*tuttle-joe@monroecounty-fl.gov Street address* 102050 Overseas Hwy, Suite 222 City* Key Largo State* FL E Postal code* 33037-2763- (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States as Phone* 305-295-5101 ° Tax ID CL *indicates required fields b. Notices contact and Online Administrator. This contact(1)receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center and may grant online as access to others, and (3)is authorized to order Reserved Licenses for eligible Online Servies, E including adding or reassigning Licenses and stepping-up prior to a true-up order. EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 8 of 10 Document X2 - Packet Pg. 560 C.16.a ❑ Same as primary contact (default if no information is provided below, even if the box is not checked). as Contact name* First Joe Last Tuttle Contact email address*tuttle-joe@monroecounty-fl.gov °b Street address* 102050 Overseas Hwy, Suite 222 City* Key Largo State* FL Postal code* 33037-2763- (Please provide the zip + 4, e.g. xxxxx-xxxx) Country* United States Phone* 305-295-5101 Language preference. Choose the language for notices. English ❑ This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives personally identifiable information of the Customer and its Affiliates. *indicates required fields c. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true-up order. Same as notices contact and Online Administrator(default if no information is provided below, even if box is not checked) as 2 Contact name*: First Joe Last Tuttle Contact email address*tuttle-joe@monroecounty-fl.gov as Phone* 305-295-5101 24 L_ ❑This contact is from a third party organization(not the entity). Warning: This contact receives CL personally identifiable information of the entity. *indicates required fields d. Reseller information. Reseller contact for this Enrollment is: 0 Reseller company name* SHI International Corp. Street address (PO boxes will not be accepted)* 290 Davidson Ave City* Somerset State* NJ CD Postal code* 08873-4145 Country* United States Contact name* Michael Manaro Phone* 888-764-8888 Contact email address* Mike_Manaro@SHI.com *indicates required fields By signing below, the Reseller identified above confirms that all information provided in this Enrollment is correct. as E Z Signature* Printed name* Printed title* CL Date* as *indicates required fields Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with as each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the E Reseller intends to terminate their relationship,the initiating party must notify Microsoft and the EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 9 of 10 Document X2 - Packet Pg. 561 C.16.a other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect. as e. If Enrolled Affiliate requires a separate contact for any of the following,attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains CL the default. (i) Additional notices contact Ln (ii) Software Assurance manager (iii) Subscriptions manager (iv) Customer Support Manager (CSM)contact 0 U 3. Financing elections. Is a purchase under this Enrollment being financed through MS Financing? ❑ Yes, 0 No. e If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to finance any associated taxes, it must pay these taxes directly to Microsoft. as as E as 2 as C CL as 0 U) 0 U CD T- e qb (D E (D C CL qb (D E U EA20201 EnrGov(US)SLG(ENG)(0ct2019) Page 10 of 10 Document X2 - Packet Pg. 562 Microsoft Volume Licensing Previous Enroll ment(s)/Agreement(s) Form 10 Go OR Ln Entity Name: Monroe County BOCC Ln Contract that this form is attached to: State Local Government rl- For the purposes of this form, "entity" can mean the signing entity, Customer, Enrolled Affiliate, Government Partner, Institution,or other party entering into a volume licensing program agreement. as as CL Please provide a description of the previous Enrollment(s), Agreement(s), Purchasing Account(s), CD and/or Affiliate Registration(s) being renewed or consolidated into the new contract identified above. a. Entity may select below any previous contract(s)from which to transfer MSDN subscribers to this new contract. Entity shall ensure that each MSDN subscriber transferred is either properly licensed under the new contract or is removed. U) b. Entity may select below only one previous contract from which to transfer the Software Assurance (SA) Benefit contact details, i.e., benefits contact(not the SA manager)and the program codes, to this new contract. c. An Open License cannot be used to transfer either the SA Benefit details or MSDN subscribers. d. The date of the earliest expiring Enrollment/Agreement that contains SA or Online Services will be the effective date of the new contract (or SA coverage period for Select Plus). e. Please insert the number of the earliest expiring Enrollment/Agreement with SA or Online Services in the appropriate fields of the new contract. as E as Enrol Iment/Agreement/ as Enrol Iment/Agreement/ Transfer Transfer Purchasing Account/Affiliate 0 Purchasing Account/Affiliate SA Benefit MSDN < Registration Description Registration Public Customer Contact Subscribers as Number 24 - Standard Enrollment 67041457 X XCL C Standard Enrollment 75450408 0 0 E L- 0 as E as as as E U) a 0 as CL as E U PrevEnrAgrForm(WW)(ENG)(Oct2019) Page 1 of 1 Document X2 - C.16.c Coty f � ,�� ,' BOARD OF COUNTY COMMISSIONERS �� Mayor David Rice,District 4 The Florida Keys � Mayor Pro Tem Craig Cates,District 1 y Michelle Coldiron,District 2 James K.Scholl,District 3 Holly Merrill Raschein,District 5 00 County Commission Meeting It August 21, 2019 Agenda Item Number: T.5 CU Agenda Item Summary #5950 BULK ITEM: Yes DEPARTMENT: Information Technology MT c� TIME APPROXIMATE: STAFF CONTACT: Alan MacEachern (305) 295-5110 N/A 0 c� AGENDA ITEM WORDING: Microsoft Volume License Agreements Renewal - Approval of three (3) year renewal term for Microsoft Volume License Agreements under State of Florida Contract 4: 43230000-15-02 from SHI International Corp. Total cost for 36 month term is $626,872.11, annual cost$208,957.37 yearly ITEM BACKGROUND: Monroe County BOCC is currently enrolled in the Microsoft Volume Licensing Program or Enterprise Agreement (EA) under the State of Florida Contract 4 252-001- E 09-1 and has 2 contracts with SHI International Corp. for Microsoft Licenses relating to our Microsoft Windows desktop environment (Opeiafilg System and Office), physical and vittual Microsoft servers, Microsoft SQL Server, online services such as Office 365 and other Microsoft tools such as Project, Visio and Visual Studio. This is a renewal of the 2 agreements which continue to license client access to Windows Servers, Exchange, Office 365 and other Microsoft tools. In addition to the BOCC/Fire Rescue departments, this EA also supports the County Attorney c (approximately 15 users and 20 PCs), Guardian Ad Litem (approximately 8 users and 15 PCs), the 0 Tourist Development Council (approximately 7 users and 15 PCs) and the Medical Examiner 2 (approximately 4 users and 7 PCs). PREVIOUS RELEVANT BOCC ACTION: 3 Year EA Approved on 08/17/16 - Item C16 -Pricing of$136,146.51 per year Additional Licenses for EA and True-Up Approved on 08/17/16 - Item C17 -Pricing of$58,239.99 3 Year EA Approved on 08/17/16- Item C18 -Pricing of$4,192.25 per year- 3 Year Total of LO $12,576.75 0) LO CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATION: Approval E c� Packet Pg. 564 C.16.c DOCUMENTATION: 0 2019 Microsoft Enrollment 67041457 BOCC 00 2019 Microsoft Enrollment 75450408 Fire Rescue LO LO 2019 State Term Contract No. 43230000-15-02 I 2016 BOCC APPROVED BOCC Public Safety 08/21/2019 CU FINANCIAL IMPACT: Effective Date: 9-01-2019 Expiration Date: 8-31-2022 T- MT Total Dollar Value of Contract: $626,872.11 Total Cost to County: $626,872.11 Current Year Portion: $0 in 2019. $208,957.37 to be paid in October out of budgeted 2020 funds Budgeted: Yes Source of Funds: Primarily Ad Valorem CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: N/A If yes, amount: Grant: N/A zsr County Match: N/A Insurance Required: N/A 10/15/19 001-05002 TECHNICAL SERVICES $208,957.37 0 U) 0 REVIEWED BY: 2 Alan MacEachern Completed 08/14/2019 2:21 PM Assistant County Administrator Christine Hurley Skipped 08/14/2019 2:19 PM Christine Limbert Completed 08/15/2019 12:13 PM Budget and Finance Completed 08/15/2019 1:07 PM Maria Slavik Completed 08/15/2019 1:12 PM Q Kathy Peters Completed 08/15/2019 2:14 PM 0) Board of County Commissioners Completed 08/21/2019 9:00 AM c E c� Packet Pg. 565 C.16.d Enterprise Enrollment Product Selection Form Microsoft Volume Licensing Proposal ID Enrollment Number 1241713.002 CL Language: English(United States) ? LO Enrolled Affiliate's Enterprise Products and Enterprise Online Services summaryforthe initial order: MI cN Profile Qualified Qualified Users Device/User 611, Enterprise Product Platform CAL Licensing Model , Devices Ratio U) O U Enterprise 590 566 1.0 Yes User Licenses Public Safety 25 140 0.2 Yes User Licenses Total 615 706 Products Enterprise Quantity Public Safety Quantity E Office 365 Plans 0365 G3 GCC FromSA 522 25 0365 G3 GCC 44 115 Client Access License(CAL) CL Core CAL Bridge for Office 365 44 115 O Core CAL Bridge for Office 365 From SA 522 25 U) Windows Desktop Windows Enterprise OS Upgrade 590 25 Enrolled Affiliate's Product Quantities: cN I Price Group 1 2 3 4 M T- Enterprise Products Office Professional Plus+M365 Client Access License+ Client Access License Win E3+Win E5+ h Apps for Enterprise+Office 365 Office 365(Plans E1,E3 +Windows Intune+ Win VDA+Microsoft (Plans E3 and E5)+Microsoft and E5)+Microsoft 365 EMS USL+Microsoft 365 Enterprise CN 365 Enterprise Enterprise 365 Enterprise 0 O Quantity 706 706 1 0 615 C) Enrolled Affiliate's Price Level: c) Product Offering/Pool Price Level 0 Enterprise Products and Enterprise Online Services USLs: Unless otherwise indicated in associated contract CL documents,Price level set using the highest quantity from Groups 1 through 4. D E U CTM Page 1 of 2 Packet Pg. 566 C.16.d Enterprise Enrollment Product Selection Form Microsoft Volume Licensing Additional Product Application Pool:Unless otherwise indicated in associated contract documents,Price level set using >- quantity from Group 1. D Additional Product Server Pool:Unless otherwise indicated in associated contract documents,Price level set using the highest quantity from Group 2 or 3. D LO Additional Product Systems Pool:Unless otherwise indicated in associated contract documents,Price level set using quantity from Group 4. D N U) O U NOTES Unless otherwise indicated in the associated contract documents,the price level for each Product offering/pool is set as described above,based upon the quantity to price level mapping below: Quantity of Licenses and Software Assurance Price Level 2,399 and below A 2,400 to 5,999 B 6,000 to 14,999 C 15,000 and above D 2A LM Note 1:Enterprise Online Services may not be available in all locations. Please see the Product List for a list of locations where these may be purchased. Note 2:Unless otherwise indicated in associated Agreement documents,the CAL selection must be the same across the Enterprise for each Profile. O U) O Note 3:Enrolled Affiliate acknowledges that in order to use a third party to reimage the Windows Operating System Upgrade,Enrolled Affiliate must cj certify that it has acquired qualifying operating system licenses.The requirement applies to Windows Enterprise OS Upgrade.See Product Terms for details. LO Note 4:If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool,the price CL level for Additional Products in the same pool will be price level"A"throughout the term of the Enrollment.Refer to the Qualifying Government Entity CN Addendum pricing provision for more details on price leveling. t?3 Note 5:Bridge CAL,Office 365 Plan E3 Add Ons,EMS Add Ons,Windows Ent SA Per User Add Ons,and Enterprise Cloud Suite Add On quantities are not included for Price Leveling,as License quantities are determined by the corresponding Enterprise Online Service(s). CN E O a O U U O LM CL U CTM Page 2 of 2 Packet Pg. 567 iiiuu �l Microsoft Volume Licensing Program Signature Form MBA/MBSA number 5-0000009022027 00 OR Agreement number 01 E73902 Ln Ln 04 Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new. as For the purposes of this form, "Customer" can mean the signing entity, Enrolled Affiliate, as Government Partner, Institution,or other party entering into a volume licensing program agreement. CL This signature form and all contract documents identified in the table below are entered into between Ln the Customer and the Microsoft Affiliate signing, as of the effective date identified below. fa Contract Document Number . • - U) 0 Enterprise Enrollment Indirect X20-10635 Enterprise Amendment M97 NEW Product Selection Form 1241713.002 PSF e By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents. as as E Name of Entity (must be legal entity name)* Monroe County BOCC Signature* as Printed First and Last Name* a CL Printed Title as Signature Date* 0 Tax ID 0 *indicates required field MicrosoftE L- 0 Microsoft Corporation Signature Printed First and Last Name Printed Title E Signature Date (date Microsoft Affiliate countersigns) Agreement Effective Date (may be different than Microsoft's signature date) ProgramSignForm(MSSign)(NA,LatAm)ExB RA,MLI(ENG)(May2020) Page 1 of 2 Document X2 - Optional 2"d Customer signature or Outsourcer signature (if applicable) Name of Entity (must be legal entity name)* -� Signature* 0 00 Printed First and Last Name* Cq LO Printed Title LO I Signature Date* *indicates required field Outsourcer Name of Entity (must be legal entity name)* Signature* LO Printed First and Last Name* MT MT Printed Title Signature Date* 0 U 76 *indicates required field If Customer requires additional contacts or is reporting multiple previous Enrollments, include the appropriate form(s)with this signature form. 76 After this signature form is signed by the Customer, send it and the Contract Documents to Customer's channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Corporation Dept. 551, Volume Licensing 6880 Sierra Center Parkway Reno, Nevada 89511 USA 0 0 U) 0 c2 LM 0 CU E c� Program Sign Form(MSSig n)(NA,LatAm)ExB RA,MLI(ENG)(May2020) Page 2 of 2 Document X2 - Pricing Proposal : Quotation#: 22523123 Created On: 9/19/2022 Valid Until: 10/28/2022 AS F1 IU Monroe County BOCC Inside Account Manager ..�00000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000� ..�00000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000� � Joe Tuttle Eric Franzyshen 1100 Simonton Street 290 Davidson Ave. Key West, FL 33040 Somerset, NJ 08873 United States Phone: 888-744-4084 Phone: Fax: Fax: Email: Eric_Franzyshen@shi.com Email: Tuttle-Joe@monroecounty-fl.gov L_ CL All Prices are in US Dollar(USD) Product Qty Your Price Total W 0 e) 0 1 0365 G3 FSA GCC Sub Per User-Year 1 of 3 547 $204.44 $111,828.6E c� Microsoft-Part#: AAA-11924 Contract Name: Omnia Partners-IT Solutions Contract#: 20180 i 1-02 ? Coverage Term: 911/2022—8/31/2023 y Note:As is renewal of EA 67041457 &75450408 combined; See payment T schedule below c14 2 0365 G3 GCC Sub Per User-Year 1 of 3 159 $240.75 $38,279.2E Microsoft-Part#: AAA-11894 t3 Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 00 Coverage Term: 9/1/2022—8/31/2023 OR LO Note:As is renewal of EA 67041457 &75450408 combined; See payment LO It schedule below C1i ...0000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000...000000000000000000000000000000000000000000000000000000000....0000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000 � 3 CCAL Bridge 0365 FS.A Sub Platform Per User-Year 1 of 3 547 $16.41 $8,976.27 Microsoft-Part#: AAA-12417 Contract Name: Omnia Partners- IT Solutions >_ Contract#: 201801 1-02 Coverage Term: 9/1/2022--8/31/2023 Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below M c14 T_ 4 CCAL Bridge 0365 Sub Platform Per User-Year 1 of 3 159 $19.65 $3,124.3E 24 LO Microsoft-Part#: AAA-12415 CN Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 0 Coverage Term: 9/1/2022—8/31/2023 CY Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below LO a� 5 Win Enterprise Device ALng SA Platform-Year 1 of 3 615 $47.38 $29,138.7C Microsoft-Part#: KV3-00353 Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 Coverage Term: 9/1/2022—8/31/2023 Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below 0 AzureAotivoDnctryPromP28CC8hnd8vrALN88ubaVLMVLPorUar Year 1of3 10 $8309 $83090 Microsoft Part#: MON'00001 Contract Name: Omnia Partners IT Solutions Contraot#: 2O18O11'O2 Coverage Term: Q/1/2O22-031/2O23 Note:Aaia renewal ofEA07O41457 &7545O4O800mbinod� See payment U aohodu|o bo|ovv 7 AzuropropaymontG8hrdGvrALN88ubaVLMVL Commit Provision Year 1of3 1 $0.00 $O.00 � Microsoft Part#: J5U'OOOO4 Contract Name: Omnia Partners IT Solutions Contraot#: 2O18O11'O2 � Coverage Term: Q/1/2O22-031/2O23 Note:Aaia renewal ofEA07O41457 &7545O4O800mbinod� See payment aohodu|o bo|ovv 8 Teams AC with Dial Out US/CA 8CC Sub Add-on Year 1of3 700 $0.00 $O.00 Microsoft Part#: NYH'OOOO1 Contract Name: Omnia Partners IT Solutions CL Contraot#: 2O18O11'O2 Coverage Term: 9/1/2022-881/2023 � Note:Aaia renewal ofEA07O41457 &7545O4O800mbinod� See paymont aohodu|o bo|ovv Q ViaioP28CC Sub Per User Year 1of3 1 $139.52 $139.52 Microsoft Part#: P3U'OOOO1 W Contract Name: Omnia Partners IT Solutions x� Contraot#: 2O18O11'O2 Ul) Coverage Term: Q1/2O22-031/2O23 Note:Aaia renewal ofEA07O41457 &7545O48800mbinod� See payment rw aohodu|o bo|ovv � 10 Exchange Server Ent ALngGA Year 1of3 1 $74574 $74574 < Microsoft-Part#: 3Q5'O2504 md Contract Name: Omnia Partners IT Solutions 00 Contraot#: 2O18O11'O2 OR LO Coverage Term: Q/1/2O22-031/2O23 LO Note:Aaia renewal ofEA07O41457 &7545O4O800mbinod� See payment schedule below 11 Project Professional ALngSA1 Server CAL. Year of 2 $215.50 $431.00 W Microsoft Pat#: H30'OO238 >_ Contract Name: Omnia Partners IT Solutions �n Contraot#: 2O18O11'O2 Coverage Term: Q/1/2O22-031/2O23 0 Note:Aaia renewal ofEA07O41457 &7545O4O800mbinod� See payment schedule below bo|ovv �n LO 12 Project Standard ALng8A Year of 14 $131 1Q $1.830.0E Microsoft Part#: O70'O1Q12 Contract Name: Omnia Partners |TSolutions 0 Contraot#: 2O18O11'O2 CY Coverage Term: Q/1/2O22-031/2O23 zc Note:Aaia renewal ofEA07O41457 &7545O4O800mbinod� See payment — aohodu|o bo|ovv 13 SQL CAL ALngGA User CAL Year 1of3 150 $34.94 $5.241.00 Microsoft-Part#: 35Q'OOQ01 Contract Name: Omnia Partners IT Solutions Contraot#: 2O18O11'O2 Coverage Term: Q/1/2O22-031/2O23 Note:Aaia renewal ofEA07O41457 &7545O4O800mbinod� See payment scneauie Deiow 14 SQL Server Standard ALng SA-Year 1 of 3 5 $150.22 $751.1 C Microsoft-Part#: 228-04433 Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 U) Coverage Term: 9/1/2022—8/31/2023 U Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below 15 SQL Server Standard Core ALng SA 2L-Year 1 of 3 32 $600.00 $19,200.00 Microsoft-Part#: 7NQ-00292 Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 Coverage Term: 9/1/2022—8/31/2023 Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below 16 Visio Professional ALng SA-Year 1 of 3 7 $112.54 $787.7E „ Microsoft-Part#: D87-01159 CL Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 w Coverage Term: 9/1/2022—8/31/2023 Note:As is renewal of EA 67041457 &75450408 combined; See payment U) schedule below L_ 2 17 Visual Studio Pro with GitHub ALng SA-Year 1 of 3 2 $314.36 $628.72 Microsoft-Part#: QEK-00003 LO Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 Coverage Term: 9/1/2022—8/31/2023 c14 Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below e_ U d 18 CIS Suite Datacenter Core A!_ng SA 2L-Year 1 of 3 116 $170.11 $19,732.7E Microsoft-Part#: 9GS-00135 00 OR Contract Name: Omnia Partners-IT SOluti0iis LO LO Contract#: 2018011-02 It Coverage Term: 9/1/2022—8/31/2023 Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below 19 CIS Suite Standard Core ALng SA 2L-'Year 1 of 3 32. $36.44 $1,166.0E Microsoft-Part#: 9GA-00313 Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 Coverage Term: 9/1/2022—8/31/2023 Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below C"' c14 LO cN c14 20 Win Server Standard Core ALng SA 2L-Year 1 of 3 60 $19.77 $1,186.2C Microsoft-Part#: 9EM-00270 Contract Name: Omnia Partners-IT Solutions CY Contract#: 2018011-02 Coverage Term: 9/1/2022—8/31/2023 ; Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below c� 21 Win Remote Desktop Services CAL ALng SA UCAL-Year 1 of 3 5 $24.25 $121.2E Microsoft-Part#: 6VC-01254 Contract Name: Omnia Partners-IT Solutions Contract#: 2018011-02 uuveraye Ie[ITl. wI/LULL—0/0I/LUL3 I '-•""^ Note:As is renewal of EA 67041457 &75450408 combined; See payment schedule below Total $244,151.9E U) 0 U Additional Comments Payment Schedule Year 1: $244,151.96 Year 2: $244,151.96 Year 3: $244,151.96 Total:$732,455.88 Please note, if Emergency Connectivity Funds (ECF)will be used to pay for all or part of this quote, please let us know as we will need to ensure compliance with the funding program. Hardware items on this quote may be updated to reflect changes due to industry wide constraints and fluctuations. CL 0000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000•�•000000000000000000000000000000000000000000000000000000000.�•000000000000000000000000000000000000000000000000000000000000000•w000rz...,yo,..,.n.•0000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000• qs The products offered under this proposal are resold in accordance with the berms and conditions of the Contract referenced under that applicable line item. U) 0 c2 LO MT MI N U co Oq LO LO I N M M N N LO N N 0 CY c� (L Ul) T-� MT MT C14 U) 0 U City of Mesa, AZ Coirib�-act # 2018011 for Information Technology Solutions and Services A L- CL with w 0 U) 0 .2 E Effective: March 1 , 2018 x w 21 75 U- C14 00 C14 E Packet Pg. 574 C.16.g The following documents comprise the executed contract between the City of Meza, AZ and SHI International Corp, effective March 1 , 2018: I. Executed Contract II. Mayor and Council Approval LO III. Supplier Response IV. Original RFP U) 0 E A LM CL 0 U) 0 E X 21 5 CN 00 CN E Packet Pg. 575 C.16.g .dew mesa-az LO AGREEMENT PURSUANT TO SOLICITATION MT MT cN CITY OF MESA AGREEMENT NUMBER 2018011 INFORMATION TECHNOLOGY SOLUTIONS&SERVICES U) c� CITY OF MESA,Arizona("City") Department Name City of Mesa—Purchasing Division Mailing Address P.O. Box 1466 < Mesa,AZ 85211-1466 Delivery Address 20 East Main St, Suite 400 Mesa,AZ 85201 Attention Sharon Brause, CPPO, CPPB, CPCP Senior Procurement Officer E-Mail Sharon Brause@MesaAZ.gov Phone (480)644-2815 Fax (480)644-2655 AND SHI INTERNATIONAL CORP.,("Contractor") Mailing Address 290 Davidson Ave Somerset, NJ 08873 Remit Address PO Box 952121 0 Dallas,TX 75395-2121 Attention Meghan Flisakowski, Public Program Manager 2 E-Mail Meghan.Flisakowski@shi.com Phone 512-517-4088 Fax 732-652-6599 Website www,publicsector.shidirect.com/ c� X 21 5 N 00 c� Page 1 of 33 Packet Pg. 576 C.16.g CITY OF MESA AGREEMENT PURSUANT TO SOLICITATION This Agreement pursuant to solicitation ("Agreement") is entered into this 27th day of February, 2018, by and between the City of Mesa, Arizona, an Arizona municipal corporation ("City"), and SHI INTERNATIONAL CORP, a New Jersey corporation ("Contractor"). The City and Contractor are each a LO "Party"to the Agreement or together are"Parties"to the Agreement. MT MT RECITALS N A. The City issued solicitation number 2018011 ("Solicitation") for INFORMATION TECHNOLOGY SOLUTIONS&SERVICES,to which Contractor provided a response("Response"); and B. The City Selected Contractor's Response as being in the best interest of the City and wishes to engage Contractor in providing the Services/Products described in the Solicitation and Response. , 76 C. "Services" means the resale services provided by Contractor under this Agreement; i.e. sourcing and fulfilling the Product and/or providing deliverables identified in an Order. D. "Products"means collectively third-party software, computer peripherals, computer hardware, and associated IT services provided by third parties or Contractor, as the case may be. 0 E. "Order' means the form of purchase order or other document used for the purpose of ordering Product and/or deliverables pursuant to this Agreement. Order shall also include a phone order or on-line order placed by the City employee to Contractor utilizing the City's corporate procurement card or the City's written or electronic form of purchase requisition. CL In consideration of the reciprocal promises contained in the Agreement, and for other valuable and good consideration, which the Parties acknowledge the receipt and sufficiency of, the Parties agree to the following Terms&Conditions. 0 U) 0 TERMS&CONDITIONS 2 1. Term.This Agreement is for a term beginning on March 1,2018 and ending on February 28,2023. The use of the word "Term" in the Agreement includes the aforementioned period as well as any applicable extensions or renewals in accordance with this Section 1. E 1.1 Renewals.On the mutual written agreement of the Parties,the Term may be renewed up to a maximum of two (2), one (1) year periods. Any renewal(s)will be a continuation of the same terms and conditions as in effect immediately prior to the expiration of the then- current term. c, X 1.2 Extension for Procurement Processes. Upon the expiration of the Term of this Agreement, including any renewals permitted herein, at the City's sole discretion this 21 Agreement may be extended on a month-to-month basis for a maximum of six(6) months to allow for the City's procurement processes in the selection of a Contractor to provide the ' Services/Products provided under this Agreement. The City will notify the Contractor in writing of its intent to extend the Agreement at least thirty (30) calendar days prior to the N expiration of the Term. Any extension under this Subsection 1.2 will be a continuation of , the same terms and conditions as in effect immediately prior to the expiration of the then- current term. 00 1.3 Delivery. Delivery shall be made to the location(s)contained in the Scope of Work within N thirty (30) days after receipt of an Order. Contractor agrees to deliver all Products to the desktop of the ordering customer be delivered F.O.B. destination, freight pre-paid and allowed to various locations throughout the City. The City of Mesa shall be responsible for extra incurred fees for expedited shipping or other special delivery requirements. In Page 2 of 33 Packet Pg. 577 C.16.g many cases within the City, the Contractor may be asked to deliver all goods to the front counter within a given department; this is a City requirement and other participating agencies who utilize this Agreement as a cooperative contract (see Exhibit C, Mesa Standard Terms&Conditions)may have other delivery requirements. 2. Scone of Work. The Contractor will provide the necessary staff, Services and associated LO resources to provide the City with the Services, Products, and obligations attached to this Agreement as Exhibit A("Scone of Work")Contractor will be responsible for all costs and expenses N 611, incurred by Contractor that are incident to the performance of the Scope of Work unless otherwise stated in Exhibit A. Contractor will supply all equipment and instrumentalities necessary to perform 0 the Scope of Work. If set forth in Exhibit A, the City will provide Contractor's personnel with adequate workspace and such other related facilities as may be required by Contractor to carry out the Scope of Work. The Agreement is based on the Solicitation and Response which are hereby incorporated by 76 reference into the Agreement as if written out and included herein. In addition to the requirements specifically set forth in the Scope of Work, the Parties acknowledge and agree that the Contractor shall perform in accordance with all terms, conditions, specifications and other requirements set forth within the Solicitation and Response unless modified herein. 3. Orders. Orders must be placed with the Contractor by either a:(i)Purchase Order when for a one- time purchase; (ii) notice to proceed, or (iii) Delivery Order off a Master Agreement for a requirements contract where multiple as-needed orders will be placed with the Contractor. The City may use the Internet to communicate with Contractor and to place Orders as permitted under 0 this Agreement. The terms and conditions on any order form, quote, or similar document provided CL by Contractor to the City will not take precedence over the language set forth in this Agreement or any of the documents outlined in Section 4 below. LU 4. Document Order of Precedence. In the event of any inconsistency between the terms of the body of the Agreement, Exhibits, Solicitation, and Response, the language of the documents will U) control in the following order. 2 a. Amendments to the Agreement b. Agreement C. Exhibits 1. Mesa Standard Terms&Conditions (Exhibit C) 2. Pricing (Exhibit B) �s 3. Scope of Work(Exhibit A) 4. Other Exhibits not listed above d. Solicitation including any addenda e. Contractor's Response LU 5. Payment. Subject to the provisions of the Agreement,the City will pay Contractor the sum(s)described 21 75 in Exhibit B ("Pricing") in consideration of Contractor's performance of the Scope of Work during the LL Term. 6. Pricing. Contractor's pricing shall be in the format of a minimum percentage discount off a verifiable price index. Contractor may submit discounts for various manufacturers. At the time of purchase, N Contractor may offer deeper discounts beyond the discounted price list, based on volume or other factors, as applicable. Minimum discounts will remain firm during the entirety of the Term of the 00 Agreement, unless the Contractor requests to increase its discount percentage, and will include all charges that maybe incurred in fulfilling requirement(s). In addition to decreasing prices for the balance N of the Term due to a change in market conditions,a Contractor may conduct sales promotions involving price reductions for a specified lesser period. In the event a Product is discontinued, Contractor will provide a Product of the same or greater functionality, utilizing the discount structure. c� Page 3 of 33 Packet Pg. 578 C.16.g It is the Contractor's responsibility to provide the City with an up-to-date price list for the duration of the Agreement. 6.1 Prices. All pricing discounts shall be firm for the Term and all extensions or renewals of the Term except where otherwise provided in this Agreement, and will include all costs of LO the Contractor providing the Products/Service including transportation and insurance costs. No fuel surcharges will be accepted unless allowed in this Agreement. The City lzi MT shall not be invoiced at prices higher than those stated in the Agreement. N The Contractor further agrees that any reductions in the price of the Products or Services covered by this Agreement will apply to the undelivered balance. The Contractor shall promptly notify the City of such price reductions. No price modifications will be accepted without proper request by the Contractor and , response by the City's Purchasing Division. 6.2 Price Adjustment. Any requests for reasonable price adjustments must be submitted in accordance with this section. Requests for adjustment in cost of labor and/or Products must be supported by appropriate documentation. There is no guarantee the City will accept a price adjustment therefore Contractor should be prepared for the Pricing to be firm over the Term of the Agreement. The City is only willing to entertain price adjustments based on an increase to Contractor's actual expenses or other reasonable adjustment in providing the Services/Products under the Agreement. If the City agrees to the adjusted price terms,the City shall issue written approval of the change. 0 LM OL During the sixty (60) day period prior to expiration date of the then-current term of the O Agreement,the Contractor may submit a written request to the City to allow an increase to the prices in an amount not to exceed the twelve (12) month change in the Consumer Price Index for All Urban Consumers (CPI-U), US City Average, All Items, Not 0 Seasonally Adjusted as published by the U.S. Department of Labor, Bureau of Labor 0 Statistics (hfto://www.bls.00v/cr)i/home.htm). The City shall review the request for c? adjustment and respond in writing; such response and approval shall not be unreasonably withheld. 6.3 Renewal and Extension Pricing. Any extension of the Agreement will be at the same pricing as the initial term. If the Agreement is renewed in accordance with Section 1, pricing may be adjusted for amounts other than inflation that represent actual costs to the Contractor based on the mutual agreement of the Parties. Contractor may submit a request for a price adjustment along with appropriate supporting documentation demonstrating the cost to the Contractor. Renewal prices shall be firm for the term of the renewal period and may be adjusted thereafter as outlined in Subsection 6.2. There is no guarantee the City will accept a price adjustment. 21 75 6.4 Invoices. Payment will be made to Contractor following the City's receipt of a properly completed invoice. Any issues regarding billing or invoicing must be directed to the City Department/Division requesting the Service or Product from the Contractor. A properly completed invoice should contain, at a minimum, all of the following: LO cO a. Contractor name, address, and contact information; b. City billing information; 00 c. City contract number as listed on the first page of the Agreement; d. Invoice number and date; N e. Payment terms; f. Date of Service or delivery of Product; g. Description of Products or Services provided; h. If Products provided, the quantity delivered and pricing of each unit; Page 4 of 33 Packet Pg. 579 C.16.g i. Applicable taxes; and j. Total amount due. 6.5 Payment of Funds. Contractor acknowledges the City may, at its option and where available use a Procurement Card/e-Payables to make payment for orders under the LO Agreement; otherwise, payment will be through a traditional method of a check or Electronic Funds Transfer(EFT)as available. N 611, 6.6 Disallowed Costs,Overaavment. If at any time the City determines that a cost for which payment was made to Contractor is a disallowed cost,such as an overpayment or a charge 0 for Products/Service not in accordance with the Agreement, the City will notify Contractor in writing of the disallowance; such notice will state the means of correction which may be, but is not limited to, adjustment of any future claim/invoice submitted by Contractor in the amount of the disallowance, or to require repayment of the disallowed amount by Contractor. Contractor will be provided with the opportunity to respond to the notice. 7. Insurance. 7.1 Contractor must obtain and maintain at its expense throughout the Term of the Agreement, at a minimum,the types and amounts of insurance set forth in this Section 7 from insurance companies authorized to do business in the State of Arizona;the insurance must cover the Products/Service to be provided by Contractor under the Agreement. For any insurance required under the Agreement, Contractor will name the City of Mesa, its agents, representatives, officials, volunteers, officers, elected officials, and employees as additional insured, as evidenced by providing either an additional insured endorsement or LM CL proper insurance policy excerpts. Nothing in this Section 7 limits Contractor's responsibility to the City. The insurance requirements herein are minimum requirements for the Agreement and in no way limit any indemnity promise(s)contained in the Agreement. 0 LM 2 7.2 The City does not warrant the minimum limits contained herein are sufficient to protect Contractor and subcontractor(s) from liabilities that might arise out of performance under the Agreement by Contractor, its agents, representatives, employees, or subcontractor(s). Contractor is encouraged to purchase additional insurance as Contractor determines may be necessary. 7.3 Each insurance policy required under the Agreement must be in effect at or prior to the execution of the Agreement and remain in effect for the Term of the Agreement. c� 7.4 Prior to the execution of the Agreement, Contractor will provide the City with a Certificate of Insurance(using an appropriate"ACORD"or equivalent certificate)signed by the issuer with applicable endorsements. The City reserves the right to request additional copies of 21 any or all of the policies, endorsements, or notices relating thereto required under the LL Agreement. 7.5 When the City requires a Certificate of Insurance to be furnished, Contractor's insurance is primary of all other sources available. When the City is a certificate holder and/or an additional insured, Contractor agrees no policy will expire, be canceled, or be materially changed to affect the coverage available without advance written notice to the City. 00 - 7.6 The policies required by the Agreement must contain a waiver of transfer rights of recovery N (waiver of subrogation) against the City, its agents, representatives, officials, volunteers, officers,elected officials,and employees for any claims arising out of the work of Contractor where permitted by law. c� Page 5 of 33 Packet Pg. 580 C.16.g 7.7 All insurance certificates and applicable endorsements are subject to review and approval by the City's Risk Management Division. 7.8 Types and Amounts of Insurance. Contractor must obtain and retain throughout the term of the Agreement, at a minimum, the following: LO 7.8.1 Worker's compensation insurance in accordance with the provisions of Arizona law. If Contractor operates with no employees, Contractor must provide the City 611, N with written proof Contractor has no employees. If employees are hired during the course of this Agreement, Contractor must procure worker's compensations in 0 accordance with Arizona law. 7.8.2 The Contractor shall maintain at all times during the term of this contract, a minimum amount of $1 million per occurrence/$2 million aggregate Commercial General Liability insurance, including Contractual Liability. For Commercial 76 General Liability insurance, the City of Mesa, their agents, officials, volunteers, officers, elected officials or employees shall be named as additional insured, as evidenced by providing an additional insured endorsement. 7.8.3 Automobile liability, bodily injury and property damage with a limit of$1 million per occurrence including owned, hired and non-owned autos. 8. Requirements Contract. Contractor acknowledges and agrees the Agreement is a requirements contract;the Agreement does not guarantee any purchases will be made(minimum or maximum). 0 Orders will only be placed when the City identifies a need and issues a purchase order or a written TM notice to proceed. The City reserves the right to cancel purchase orders or a notice to proceed within a reasonable period of time of issuance; any such cancellation will be in writing. Should a purchase order or notice to proceed be canceled, the City agrees to reimburse Contractor for any actual and documented costs incurred by Contractor. If the City cancels a purchase order following shipment of the Products but prior to delivery,the City shall pay all freight and handling charges for 0 shipment and return shipment of such Products to Contractor. All returns shall be made in c? accordance with Contractor's Return Policy found at w .shi.com/return olio and this Agreement, with the terms of this Agreement controlling. The City will not reimburse Contractor for any avoidable costs incurred after receipt of cancellation including, but not limited to, lost profits, shipment of Product, or performance of Services. The City reserves the right to purchase contracted items through other sources if determined in the best interests of the City to do so. 9. Notices. All notices to be given pursuant to the Agreement will be delivered to the Contractor at the address listed on Page 1 of this Agreement. Notice will be delivered pursuant to the requirements set forth the Mesa Standard Terms and Conditions that are attached to the Agreement as Exhibit C. 10. WARRANTY. Contractor warrants that the Services and Products will conform to the requirements 21 75 of the Agreement. Additionally, Contractor warrants that all Services will be performed in a good, LL workman-like and professional manner. The City's acceptance of Services or Products provided ' by Contractor will not relieve Contractor from its obligations under this warranty. If any Products or Services are of a substandard or unsatisfactory manner as determined by the City, Contractor, at N no additional charge to the City, will provide Products or redo such Services until in accordance with this Agreement and to the City's reasonable satisfaction. 00 11. OEM PRODUCT WARRANTY. Contractor is a value-added reseller("VAR") of Products, not the Original Equipment Manufacturer("OEM")or licensor, and, except as provided herein, Contractor N disclaims any warranty responsibility regarding warranties provided by the OEM for the Products provided under this Agreement ("OEM Product Warranty"). Contractor shall forward the OEM E Product Warranties to the City which are provided to Contractor from the OEM of the Product and, to the extent granted by the OEM,the City shall be the beneficiary of the OEM's Product Warranties Page 6 of 33 Packet Pg. 581 C.16.g with respect to the Product. Contractor is not a party to any such terms of the OEM Product Warranty between the City and OEM and the City agrees to look to the OEM for satisfaction of any and all OEM Product Warranty claims related to that OEM's Product. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, CONTRACTOR HEREBY LO DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WARRANTY OF NONINFRINGEMENT, OR ANY WARRANTY N 611, RELATING TO THIRD PARTY SERVICES OR PRODUCTS. THE DISCLAIMER CONTAINED IN THIS PARAGRAPH DOES NOT AFFECT THE TERMS OF ANY OEM PRODUCT WARRANTY. 0 12. Representations of Contractor. To the best of Contractor's knowledge, Contractor agrees that: a. Contractor has no obligations, legal or otherwise, inconsistent with the terms of the Agreement or with Contractor's undertaking of the relationship with the City; 76 b. Performance of the Services called for by the Agreement do not and will not violate any applicable law, rule, regulation, or any proprietary or other right of any third party; C. Contractor will not use in the performance of Contractor's responsibilities under the Agreement any proprietary information or trade secret of a former employer of its employees (other than City, if applicable); and d. Contractor has not entered into and will not enter into any agreement, whether oral or written, in conflict with the Agreement. CL 13. Mesa Standard Terms and Conditions. Exhibit C to the Agreement is the Mesa Standard Terms and Conditions as modified by the Parties,which are incorporated by reference into the Agreement as though fully set forth herein. In the event of any inconsistency between the terms of the Agreement and the Mesa Standard Terms and Conditions, the language of the Agreement will 0 control. The Parties or a Party are referred to as a"party"or"parties" in the Mesa Standard Terms cM and Conditions. The Term is referred to as the"term" in the Mesa Standard Terms and Conditions. 14. Counterparts and Facsimile or Electronic Signatures. This Agreement may be executed in two (2)or more counterparts,each of which will be deemed an original and all of which,taken together, will constitute one agreement. A facsimile or other electronically delivered signature to the Agreement will be deemed an original and binding upon the Party against whom enforcement is sought. 15. Incorporation of Recitals and Exhibits. All Recitals and Exhibits to the Agreement are hereby incorporated by reference into the Agreement as if written out and included herein. In the event of any inconsistency between the terms of the body of the Agreement and the Exhibits,the language of the Agreement will control. 21 5 LL Exhibits to this Agreement are the following: (A) Scope of Work/Technical Specifications (B) Pricing (C) Mesa Standard Terms and Conditions `� 16. Attorneys' Fees. The prevailing Party in any litigation arising out of the Agreement will be entitled 00 to the recovery of its reasonable attorney's fees, court costs, and other litigation related costs and fees from the other Party. N 17. Title. Risk of Loss. Returns. Contractor shall transfer to the City good and merchantable title to the Product, free from all liens, encumbrances and claims of others, upon delivery of the Product to and its receipt by the City, at which time title and risk of loss shall vest fully in the City, unless Page 7 of 33 Packet Pg. 582 C.16.g notice of rejection is provided to Contractor's authorized representative within three (3) business days after such delivery. All returns of Product shall be made in accordance with this Agreement and Contractor's Return Policy found at .shi.com/EgtgLngg!iU,with the terms of the Agreement CL controlling. LO 18. Additional Acts. The Parties agree to execute promptly such other documents and to perform such other acts as may be reasonably necessary to carry out the purpose and intent of the Agreement. N U) 19. Headings. The headings of the Agreement are for reference only and will not limit or define the 0 meaning of any provision of the Agreement. By executing below, each Party acknowledges that it understands, approves, and accepts all of the terms of the Agreement and the attached exhibits. 76 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. CITY OF M A,ARIZONA SHI INTERNATIONAL CORP. By: By: Cassie Skelton Printed Name Printed Name Contracts Manager 0 Title Title ,2--27--1 2/27/18 Date Date REVIEWED §Y: By: —� X 21 5 cN 00 cN E c� Page 8 of 33 Packet Pg. 583 C.16.g EXHIBIT A SCOPE OF WORK 1. MINIMUM REQUIREMENTS. Contractor must meet the following minimum qualifications: LO a. A full range of information technology solution Products and Services to meet varying requirements of governmental agencies. b. Have a strong national presence as a computer solutions provider. C. Have a distribution model capable of delivering Products,free of charge,in a timely manner on a nationwide basis. cs d. Have a demonstrated sales presence. e. Ability to provide a toll-free telephone and state of the art electronic facsimile and internet ordering and billing capabilities. f. Be able to meet the minimum requirements of the cooperative purchasing program detailed herein. 76 2. ORDERING. Although the City is open to alternate ordering methods, the primary methods for customers placing orders with the Contractor is through the following: a. Online E b. Telephone C. Fax d. Email A 3. SCOPE OF PRODUCTS. Contractor will provide the ability to purchase a comprehensive, wide LM variety of Information Technology Solution Products including but not limited to the following categories: a. Personal Computer Systems: National brand name desktop PCs, notebooks and laptops o U) from Enterprise Tier and Middle Tier Contractors that are business related computers, o manufactured by companies, such as,Apple, COMPAQ, Dell, Gateway, Hewlett Packard, 2 IBM/Lenovo and Toshiba. 2 b. Standard Business Workstation: These will be used for typical tasks, which will include word processing, spreadsheet analysis, database management, business graphics, statistical analysis, internet, and other office automation activities. Product will include the operating system license, software media and documentation in the hardware shipment. C. High End Workstation: These will be used by application developers using GIS, CASE or other high-level language development tools, Computer Aided Design and Drafting professional, Internet Application developers or other sophisticated application work. Product will include the operating system license, software media and documentation in the hardware shipment. d. Laptop Computer or Notebook: These will be used by traveling or remote access users for typical office automation and business productivity use. With a port replicator or docking station, it may also be used as a standard desktop. Product will include the operating N system license, software media and documentation in the hardware shipment. It- e. Network Equipment: This includes equipment primarily used for communications over an 00 IP network. This includes layer 2 and layer 3 switches, routers, area wireless access Q points, point-to-point wireless access, optics, media interfaces (i.e. serial, T1, T3, OC3) ; and fiber channel. Class of equipment should include home office, small and medium business,and enterprise. Contractors may include, but not limited to, Cisco Systems, Dell, c� Page 9 of 33 Packet Pg. 584 C.16.g Juniper Networks, HP, Extreme Networks, Enterasys Networks, D-Link, Netgear, and Brocade Communications Systems. f. Monitors: These will include plug and play compatible monitors that are manufactured for the above systems and/or any other brand that may be specifically called for by the ordering entity and which meet the most current UL and OSHA requirements. LO le g. Computer and Network Products and Peripherals: Complete availability of major N 611, manufacturers Product lines on items such as, but not limited to RAM, graphic accelerator cards, network interface cards, cables, printers, scanners, keyboards, drives, memory 0 cards, cables, batteries, etc. h. Services: Services such as cloud computing, consulting, technical support, leasing/financing, trade-ins, repair, design, analysis, configuration, implementation, installation, training, and maintenance, etc. In addition, Services which are related to the design, use or operation of the Products being purchased such as system configurations, testing, hardware/software installation, upgrades, imaging, etc. Note: All hardware must come fully assembled. For example, if extra memory, additional drives or peripherals are ordered,the Contractor must install them unless the Participating Agency request they not be installed. Contractor shall provide these assembly and installation services as stated in the applicable Order; any additional terms and costs that may apply will be identified in the quote. In cases of custom configuration (e.g.: imaging, etching, kitting, build to order machines, rack and stack servers)and large roll outs,there may be an additional cost associated with assembly. Any additional costs will be noted at the time of quoting. Installation/deployment projects typically are governed by a scope of work specific to the project which may require an additional cost. If installation is requested the Contractor will U) review options and provide the scope of work as well as any associated costs at the time 2 of quoting. i. Comprehensive Product Offering: Contractor's complete catalog and Services set forth in Exhibit B shall be available. The City reserves the right to accept or reject any or all items offered. j. Financing: Options available such as lease programs and conditional sales contracts. c� 4. LICENSES. Participating Agencies may be required to sign a separate agreement, rider or End User Licensing Agreement("EULA")as required by manufacturers. 21 5. DEFECTIVE PRODUCT.All defective Products shall be replaced and exchanged by the Contractor 75 at no cost to the City in accordance with this Agreement and Contractor's Return Policy found at www.shi.com/returnpolioL with the terms of this Agreement controlling. Contractor will order a replacement unit within one (1) business day of notice of damage, defect or DOA from the City. The cost of transportation, unpacking, inspection, re-packing, re-shipping or other like expenses N shall be paid by the Contractor.All replacement Products must be received by the City within seven (7)days of initial notification. co c� Page 10 of 33 Packet Pg. 585 C.16.g EXHIBIT B PRICING Item LO # Product Product/Group Discount Manufacturer Nam 1) Desktops 4.50% SHI's Full Catalog of Systems 2) Notebooks 4.50% SHI's Full Catalog of Systems 1) Group 1-Systems 3) Tablets 4.50% SHI's Full Catalog of Systems 4) Servers 4.50% SHI's Full Catalog of (1 Processor,2 Processor,4+ Systems Processor, Blade,Tower,Unix, Handhelds,etc) 5.00% SHI's Full Catalog of 5) Keyboards Input Devices �s 5.00% SHI's Full Catalog of 6) Mice Input DevicesCL L- 4.00% SHI's Full Catalog of 7) Imaging Scanners Input Devices 4.00% SHI's Full Catalog of 0 8) POS Scanners Input Devices 4.00% SHI's Full Catalog of 9) Pointing Devices Input Devices 4.00% SHI's Full Catalog of 2) Group 2-Input Devices 10) Bar Code Readers Input Devices 4.00% SHI's Full Catalog of 11) Audio Input Input Devices 4.00% SHI's Full Catalog of 12) Input Adapters Input Devices 4.00% SHI's Full Catalog of 75 13) PC and Network Cameras Input Devices 4.00% SHI's Full Catalog of 14) Input Cables Input Devices 4.00% SHI's Full Catalog of 15) Input Accessories Input Devices 00 4.50% SHI's Full Catalog of Q 16) Displays Output Devices 3) Group 3-Output Devices 4.50% SHI's Full Catalog of 17) Printers Output Devices 0 Page 11 of 33 Packet Pg. 586 C.16.g 4.50% SHI's Full Catalog of 18) Inkjet Printers Output Devices 4.50% SHI's Full Catalog of 19) Inkjet Photo Printers Output Devices LO 4.50% SHI's Full Catalog of 20) Laser Printers Output Devices N 611, 4.50% SHI's Full Catalog of 21) Label Printers Output Devices 4.50% SHI's Full Catalog of 22) Dot Matrix Printers Output Devices 4.50% SHI's Full Catalog of 76 23) Multi-Function Printers Output Devices 4.50% SHI's Full Catalog of 24) Wide Format Printers Output Devices 4.50% SHI's Full Catalog of 25) Multi-Function Inkjet Printers Output Devices 4.50% SHI's Full Catalog of 0 26) Wide Format Printers Output Devices 4.50% SHI's Full Catalog of Output Devices 27) Fax Machine Printers Out p 4.50% SHI's Full Catalog of 28) Printer Accessories Output Devices L- 4.50% SHI's Full Catalog of .2 29) Projectors Output Devices 4.50% SHI's Full Catalog of 30) Projector Accessories Output Devices 4.50% SHI's Full Catalog of 31) Audio Input Output Devices 4.50% SHI's Full Catalog of 32) Video Cards Output Devices 4.50% SHI's Full Catalog of 33) Sound Cards Output Devices 4.50% SHI's Full Catalog of 34) Output Accessories Output DevicesLO 4.50% SHI's Full Catalog of cN 35) Printer Consumables Output Devices 36) Desktop 4.50% SHI's Full Catalog of 00 Memory N 4) Group 4-Memory 4.50% SHI's Full Catalog of 37) Flash Memory c� Page 12 of 33 Packet Pg. 587 C.16.g 4.50% SHI's Full Catalog of 38) Networking Memory 4.50% SHI's Full Catalog of 39) Notebook Memory LO 4.50% SHI's Full Catalog ofMT 40) Printer/Fax Memory MT 41) Server 4.50% SHI's Full Catalog of cp Memory c� 4.00% SHI's Full Catalog of 42) Adapters Fiber Channel Storage Devices 4.00% SHI's Full Catalog of 43) Adapters FireWire/USB Storage Devices 4.00% SHI's Full Catalog of 44) Adapters IDE/ATA/SATA Storage Devices 4.00% SHI's Full Catalog of 45) Adapters RAID Storage Devices 4.00% SHI's Full Catalog of 46) Adapters SCSI Storage Devices 4.00% SHI's Full Catalog of 47) Bridges& Routers Storage Devices 48) Disk Arrays 4.00% SHI's Full Catalog of Storage Devices U) 0 49) Disk Arrays JBOD 4.00% SHI's Full Catalog of .2 Storage Devices 2 5) Group 5-Storage Devices 50) Drives Magneto-Optical 4.00% SHI's Full Catalog of Storage Devices 51) Drives Removable Disks 4.00% SHI's Full Catalog of Storage Devices 52) Fiber Channel Switches 4.00% SHI's Full Catalog of Storage Devices 53) Hard Disks-External 4.00% SHI's Full Catalog of 21 Storage Devices 75 4.00% SHI's Full Catalog of 54) Hard Disks-Fiber Channel Storage DevicesLO 4.00% SHI's Full Catalog of c1 55) Hard Disks-IDE/ATA/5 Storage Devices 4.00% SHI's Full Catalog of co 56) Hard Disks-Notebook Storage Devices N 4.00% SHI's Full Catalog of 57) Hard Disks-SCSI Storage Devices c� Page 13 of 33 Packet Pg. 588 C.16.g 4.00% SHI's Full Catalog of 58) Networking Accessories Storage Devices 4.00% SHI's Full Catalog of 59) Optical Drives-CD-ROM Storage Devices LO 4.00% SHI's Full Catalog of 60) Optical Drives-CD-RW Storage Devices N 61) Optical Drives-DVD-CD 4.00% SHI's Full Catalog of Storage Devices 62) Optical Drives-DVD-RW 4.00% SHI's Full Catalog of Storage Devices 63) Storage Accessories 4.00% SHI's Full Catalog of Storage Devices 64) Storage-NAS 4.00% SHI's Full Catalog of Storage Devices 65) Storage-SAN 4.00% SHI's Full Catalog of Storage Devices 66) Tape Autoloaders-AIT 4.00% SHI's Full Catalog of Storage Devices 0 L_ 4.00% SHI's Full Catalog of 67) Tape Autoloaders-DAT Storage Devices 4.00% SHI's Full Catalog of 68) Tape Autoloaders-DLT Storage Devices U) 0 4.00% SHI's Full Catalog of .2 69) Tape Autoloaders-LTO Storage Devices 4.00% SHI's Full Catalog of 70) Tape Drives-4mm Storage Devices 4.00% SHI's Full Catalog of �y 71) Tape Drives-8mm/VXA Storage Devices 4.00% SHI's Full Catalog of 72) Tape Drives-AIT Storage Devices 4.00% SHI's Full Catalog of 73) Tape Drives-DAT Storage Devices 74) Tape Drives-DLT 4.00% SHI's Full Catalog of Storage Devices 75) Tape Drives-LTO/Ultrium 4.00% SHI's Full Catalog of cN Storage Devices 76) Tape Drives SDLT 4.00% SHI's Full Catalog of 00 Storage Devices N 77) Tape Drives-Travan 4.00% SHI's Full Catalog of Storage Devices c� Page 14 of 33 Packet Pg. 589 C.16.g 78) 10/100 Hubs&Switches 5.00% SHI's Full Catalog of Network Equipment CL 79) Bridges& Routers 5.00% SHI's Full Catalog of Network Equipment LO 5.00% SHI's Full Catalog of 80) Gigabit Hubs&Switches Network Equipment N 5.00% SHI's Full Catalog of 81) Concentrators&Multiplexers Network Equipment 0 5.00% SHI's Full Catalog of 82) Hardware Firewalls Network Equipment 5.00% SHI's Full Catalog of 83) Intrusion Detection Network Equipment 5.00% SHI's Full Catalog of 84) KVM Network Equipment 5.00% SHI's Full Catalog of 85) Modems Network Equipment 6) Group 6-Network 5.00% SHI's Full Catalog of Equipment 86) Network Test Equipment Network Equipment ,T L- cL 5.00% SHI's Full Catalog of 87) Network Adapters Network Equipment 5.00% SHI's Full Catalog of 88) Network Cables Network Equipment 5.00% SHI's Full Catalog of .2 89) Network Accessories Network Equipment 5.00% SHI's Full Catalog of 90) Repeaters&Transceivers Network Equipment 5.00% SHI's Full Catalog of �s 91) Wireless LAN Accessories Network Equipment 5.00% SHI's Full Catalog of 15 92) Token Authentication Network Equipment 00 5.00% SHI's Full Catalog of 93) 1OG Fiber Optic Transceivers Network Equipment 75 5.00% SHI's Full Catalog of 94) 1G Fiber Optic Transceivers Network Equipment LO 95) Licensing Packages 4.50% SHI's Full Catalog of c,'J (e.g. Microsoft) Software 00 7) Group 7-Software 4.50% SHI's Full Catalog of 96) Licensing Backup Software N 4i 4.50% SHI's Full Catalog of 97) Licensing Barcode/OC Software E c� Page 15 of 33 Packet Pg. 590 C.16.g 4.50% SHI's Full Catalog of 98) Licensing Business Application Software 4.50% SHI's Full Catalog of 99) Licensing CAD/CAM SoftwareLO 4.50% SHI's Full Catalog of 100) Licensing- Cloning SoftwareCN 4.50% SHI's Full Catalog of 101) Licensing-Computer Services Software 4.50% SHI's Full Catalog of 102) Licensing-Database Software 4.50% SHI's Full Catalog of 103) Licensing-Development Software 4.50% SHI's Full Catalog of 104) Licensing-Entertainment Software 4.50% SHI's Full Catalog of 105) Licensing-Financial Software 4.50% SHI's Full Catalog of 106) Licensing-Flow Chart Software 4.50% SHI's Full Catalog of 107) Licensing-Graphic Design Software 4.50% SHI's Full Catalog of 108) Licensing-Handheld Software 0 4.50% SHI's Full Catalog of .2 109) Licensing-Network OS Software 4.50% SHI's Full Catalog of 110) Licensing-OS Software 111) Licensing-Personal 4.50% SHI's Full Catalog of 0 Organization Software 4.50% SHI's Full Catalog of c� 112) Licensing-Presentation Software 4.50% SHI's Full Catalog of 113) Licensing-Reference Software 4.50% SHI's Full Catalog of 114) Licensing-Report Analysis Software 4.50% SHI's Full Catalog of 115) Licensing-Spreadsheet Software 4.50% SHI's Full Catalog of 116) Licensing-Utilities Software N 4.50% SHI's Full Catalog of 117) Licensing-Warranties Software E c� Page 16 of 33 Packet Pg. 591 C.16.g 4.50% SHI's Full Catalog of 118) Licensing-Web Development Software CL 4.50% SHI's Full Catalog of 119) Licensing-Word Processing SoftwareLO 4.50% SHI's Full Catalog of 120) Software- Backup Software CN 4.50% SHI's Full Catalog of 121) Software-Barcode/OCR Software 122) Software-Business 4.50% SHI's Full Catalog of Application Software 4.50% SHI's Full Catalog of 76 123) Software-CAD/CAM Software 4.50% SHI's Full Catalog of 124) Software-Cloning Software 4.50% SHI's Full Catalog of 0) 125) Software-Computer Services Software 4.50% SHI's Full Catalog of 126) Software-Database Software 4.50% SHI's Full Catalog of 127) Software-Development Software 4.50% SHI's Full Catalog of 128) Software-Entertainment Software 0 4.50% SHI's Full Catalog of .2 129) Software-Financial Software 4.50% SHI's Full Catalog of 130) Software-Flow Chart Software 4.50% SHI's Full Catalog of 0 131) Software-Graphic Design Software 4.50% SHI's Full Catalog of c� 132) Software-Handheld Software 4.50% SHI's Full Catalog of 133)Software-OS Software 134) Software-Personal 4.50% SHI's Full Catalog of ' Organization Software 4.50% SHI's Full Catalog of c'J 135) Software-Presentation Software 4.50% SHI's Full Catalog of co 136) Software-Reference Software c.N 4.50% SHI's Full Catalog of 137) Software-Report Analysis Software E c� Page 17 of 33 Packet Pg. 592 C.16.g 4.50% SHI's Full Catalog of >- 138) Software-Spreadsheet Software 4.50% SHI's Full Catalog of 139) Software-Utilities Software LO 4.50% SHI's Full Catalog of 140) Software-Warranties Software N 4.50% SHI's Full Catalog of 141) Software-Web Development Software 4.50% SHI's Full Catalog of 142) Software-Word Processing Software 4.00% SHI's Full Catalog of 143) Media-4mm tape Media Supplies 4.00% SHI's Full Catalog of 144) Media-AIT tape Media Supplies 4.00% SHI's Full Catalog of 145) Media-DAT tape Media Supplies 4.00% SHI's Full Catalog of 146) Media-DLT tape Media Supplies Lm 147) Media LTO/Ultrium tape 4.00% SHI's Full Catalog of drive Media Supplies 4.00% SHI's Full Catalog of 8) Group 8-Media Supplies Media Supplies 0 148) Media-Magneto-Optical o 4.00% SHI's Full Catalog of .2 149) Media-Optical Media Supplies 2- 4.00% SHI's Full Catalog of 150) Media-SLR tape Media Supplies 4.00% SHI's Full Catalog of �y 151) Media-Travan tape Media Supplies 4.00% SHI's Full Catalog of 152) Media-VXA tape Media Supplies 4.00% SHI's Full Catalog of 21 153) Media-zip Media Supplies 75 4.00% SHI's Full Catalog of ' Collaboration and IP 154) IP phones Telephony cN Group 9-Collaboration& 4.00% SHI's Full Catalog of 9) IP Telephony Collaboration and IP 00 155) Video conferencing products Telephony � 4.00% SHI's Full Catalog of Collaboration and IP 156) Voice gateways/servers Telephony Page 18 of 33 Packet Pg. 593 C.16.g 4.00% SHI's Full Catalog of Collaboration and IP CL 157) Headsets Telephony 4.00% SHI's Full Catalog of LO Collaboration and IP 158) Audio conferencing products Telephony N 4.00% SHI's Full Catalog of - Collaboration and IP 159) Analog phones Telephony 4.00% SHI's Full Catalog of Collaboration and IP Telephony 160) Accessories 4.00% SHI's Full Catalog of 161) Advanced Integration Other 4.00% SHI's Full Catalog of 162) Asset Disposal Other 4.00% SHI's Full Catalog of 163) Asset Management Other U) 4.00% SHI's Full Catalog of 164) Cables Other 4.00% SHI's Full Catalog of 165) Cables-custom Other 4.00% SHI's Full Catalog of 2 166) Cables-printer Other 2 4.00% SHI's Full Catalog of 10) Group 10-Other 167) Complex warranties Other 4.00% SHI's Full Catalog of cm 168) Desktop Accessories Other 4.00% SHI's Full Catalog of Other 169) Display Accessories 4.00% SHI's Full Catalog of Other 21 170) Electronic Services 75 4.00% SHI's Full Catalog of 171) Handheld Accessories Other LO 4.00% SHI's Full Catalog of cN 172) Imaging Accessories Other 4.00% SHI's Full Catalog of 20 173) Imaging-Camcorders Other N 4.00% SHI's Full Catalog of 174) Imaging-Digital Cameras Other c� Page 19 of 33 Packet Pg. 594 C.16.g 4.00% SHI's Full Catalog of 175) Internal Lab Service Other CL 4.00% SHI's Full Catalog of 176) Lab fees Other LO 4.00% SHI's Full Catalog ofqT qT 177) Managed Services OtherCN 4.00% SHI's Full Catalog of 178) Miscellaneous solutions Other 179) Mounting hardware for 4.00% SHI's Full Catalog of vehicles Other 4.00% SHI's Full Catalog of 180) Networking Warranties Other 4.00% SHI's Full Catalog of 181) Notebook Accessories Other 4.00% SHI's Full Catalog of 182) Notebook Batteries Other 4.00% SHI's Full Catalog of 183) PC Lab order services Other I- 4.00% SHI's Full Catalog of 184) POS Accessories Other 4.00% SHI's Full Catalog of 185) POS Displays Other 0 4.00% SHI's Full Catalog of .2 186) Power Accessories Other 4.00% SHI's Full Catalog of Other 187) Power Surge Protection 4.00% SHI's Full Catalog of 188) Power UPS Other 4.00% SHI's Full Catalog of 189) Server Accessories Other 4.00% SHI's Full Catalog of 190) Service Charge Other 4.00% SHI's Full Catalog of 191) System Components Other 4.00% SHI's Full Catalog of c"i 192) Training Courses Other 4.00% SHI's Full Catalog of 00 193) Training Reference Manuals Other cN 4.00% SHI's Full Catalog of 194) Warranties-Electronic Other c� Page 20 of 33 Packet Pg. 595 C.16.g 4.00% SHI's Full Catalog of >- 195) iPAD/Tablet Stylus Other CL 4.00% SHI's Full Catalog of 196) Mouse/Wrist Pads Other LO 4.00% SHI's Full Catalog of 197) Security Locks and Hardware Other N 611, 4.00% SHI's Full Catalog of 198) Tools Other 199) Document Scanner 4.00% SHI's Full Catalog of Accessories Other 4.00% SHI's Full Catalog of 200) Flatbed Scanners Other 4.00% SHI's Full Catalog of 201) Mobile Scanners Other 4.00% SHI's Full Catalog of 202) Network Scanners Other 4.00% SHI's Full Catalog of 0 203) Sheet fed Scanners Other 4.00% SHI's Full Catalog of 204) Wide Format Scanners Other 205) Workgroup/Department 4.00% SHI's Full Catalog of Scanner Other 0 4.00% SHI's Full Catalog of .2 206) Build to Order Desktops Other 4.00% SHI's Full Catalog of Other 207) Nettop 4.00% SHI's Full Catalog of 208) Point of Sale Other 4.00% SHI's Full Catalog of 209) Ultra Small Form Factor Other 210) Apple/Mac Memory 4.00% SHI's Full Catalog of Upgrades Other LL 4.00% SHI's Full Catalog of ' 211) Chips/SIMMs/SIPPs/ROMs Other 4.00% SHI's Full Catalog of 212) Computer Cases Other 4.00% SHI's Full Catalog of co 213) CPUs/Fans Other cN 4.00% SHI's Full Catalog of 214) Memory Accessories Other c� Page 21 of 33 Packet Pg. 596 C.16.g 4.00% SHI's Full Catalog of >- 215) Motherboards/Chassis Other 4.00% SHI's Full Catalog of 216) 1-2 port Serial Boards OtherLO 4.00% SHI's Full Catalog ofMT 217) 3+port Serial Boards Other CN 4.00% SHI's Full Catalog of 218) Console Server Other 4.00% SHI's Full Catalog of 219) Device Server Other 4.00% SHI's Full Catalog of 76 220) Terminal Server Other 4.00% SHI's Full Catalog of 221) Content Management Other 4.00% SHI's Full Catalog of 222) Firewall/VPN Appliances Other 223) Multifunction Security 4.00% SHI's Full Catalog of Appliances Other 4.00% SHI's Full Catalog of 224) Network Camera Accessories Other 4.00% SHI's Full Catalog of 225) Network Cameras Other U) 0 226) Physical/Environmental 4.00% SHI's Full Catalog of .2 Security Other 227) Security Appliance 4.00% SHI's Full Catalog of Accessories Other 4.00% SHI's Full Catalog of 228) Security Tokens Other 4.00% SHI's Full Catalog of 229) Unified Threat Management Other 4.00% SHI's Full Catalog of 230) 2-way Radios/Walkie Talkies Other 4.00% SHI's Full Catalog of 231) Apple Notebooks Other 232) Convertible PCs/Slate PCs/ 4.00% SHI's Full Catalog of �°' WAD Other 4.00% SHI's Full Catalog of 110 233) !PAD Other c14 4.00% SHI's Full Catalog of 234) Slate Tablet Computers Other c� Page 22 of 33 Packet Pg. 597 C.16.g 4.00% SHI's Full Catalog of 0 235) GPS/PDA Other CL 236) Wireless Communication 4.00% SHI's Full Catalog of Devices Other LO 4.00% SHI's Full Catalog of MT 237) Batteries Other N 4.00% SHI's Full Catalog of u) 238) Power Supplies/Adapters Other cos 4.00% SHI's Full Catalog of 239) Rackmountain Equipment Other 4.00% SHI's Full Catalog of ra 240) Remote Power Management Other 4.00% SHI's Full Catalog of 241) Surge Suppressors Other 4.00% SHI's Full Catalog of 242) UPS/Battery Backup Other 4.00% SHI's Full Catalog of 243) 14" &smaller LCD Display Other 4.00% SHI's Full Catalog of CL p 244 15-19 LCD Display Other 4.00% SHI's Full Catalog of 245) 15-19"Wide LCD Display Other 4.00% SHI's Full Catalog of ,c? 246) 15-19"Wide LED Display Other 4.00% SHI's Full Catalog of 247) 20-30" LCD Display Other 4.00% SHI's Full Catalog of 248) 20-30"Wide LCD Display Other 4.00% SHI's Full Catalog of 249) 20-30"Wide LED Display Other 4.00% SHI's Full Catalog of 21 250) PCoIP and Zero Client Displays Other75 LL 4.00% SHI's Full Catalog of 251) Arm Mounts Other 4.00% SHI's Full Catalog of c4 252) Ceiling Mounts Other 4.00% SHI's Full Catalog of 253) Combo Mounts Other cN 4.00% SHI's Full Catalog of Other 254) Desktop Stands/Risers cs Page 23 of 33 Packet Pg. 598 C.16.g 4.00% SHI's Full Catalog of >- 255) Flat Wall Mounts Other 4.00% SHI's Full Catalog of 256) Mount Accessories OtherLO 4.00% SHI's Full Catalog of 257) Pole Display Other 4.00% SHI's Full Catalog of 258) Stands/Carts/Feet Other 4.00% SHI's Full Catalog of 259) Tilt Wall Mounts Other 4.00% SHI's Full Catalog of 260) C-Cure Products Other 4.00% SHI's Full Catalog of 261) Istar Products Other SERVICE STANDARD DISCOUNT FROM HOURLY RATE STANDARD RATE 2 CL Design and Analysis $ 125.00 4 Configuration $ 165.00 4 Implementation $ 185.00 4 °0 11) Group 11-Services Installation $ 185.00 4 Training $ 99.00 4 Maintenance&Support $ 99.00 4 All other Current and Future Products not specifically identified here will b offered at a 4%discount off SHI Advertised List price. Please see descriptic xW below for more information on SHI's discount model for this contract. N 00 cN All discounts articulated here represent the minimum discounts off SHI Advertised List Price;actual discounts maybe significantly higher. Page 24 of 33 Packet Pg. 599 C.16.g The comprehensive SHI offering for National IPA consists of all hardware,software,and services available to our customers in the public sector marketplace.The discount structure offered to National IPA is based on our Advertised Price List which can be located on www.shi.com. In many cases,SHI Advertised List Price already reflects a substantial discount off of Manufacturer CL Published List prices.Given the breadth of manufacturers and products that SHI offers,there will be many opportunities for SHI to secure additional discounts for eligible contract users.We work to provide your contract users with the most advantageous pricing available,above and beyond the minimum discounts offered,whenever possible. ' SHI prides ourselves on being honest and transparent with our customers especially when it comes to pricing. We base our CN discount structure on SHI Advertised Price as this is a verifiable source. We do not inflate this Advertised Price for RFPs in order , to make our discounts appear larger.Other vendors may use MSRP or Publisher List price,which can be unreliable as a pricelist U) 0 may not exist for every product,a pricelist can change from day to day,and a pricelist can be inconsistent depending on where you source the information from.When a vendor manipulates contract language in this manner or uses a loose definition of cost, it results in an increase in profit for them and higher prices for customers. SHI is willing to provide complete transparency over the life of the contract as it relates to our costs and what we charge National IPA customers. E U) CL 0 U) 0 c5 E c5 X en cN CD 00 CD - CD cN E c5 Page 25 of 33 Packet Pg. 600 C.16.g EXHIBIT C MESA STANDARD TERMS AND CONDITIONS CL 1. INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to LO the City will be that of an independent contractor. Contractor and all persons employed by MT Contractor, either directly or indirectly, are Contractor's employees, not City employees. Accordingly, Contractor and Contractor's employees are not entitled to any benefits provided to City employees including,but not limited to, health benefits,enrollment in a retirement system, paid time off or other rights afforded City employees. Contractor employees will not be regarded as City cs employees or agents for any purpose, including the payment of unemployment or workers' compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City, Contractor will defend, indemnify and hold harmless the City from all such claims. 2. SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. 3. ASSIGNMENT. This Agreement may not be assigned either in whole or in part without first receiving the other Party's written consent. Any attempted assignment, either in whole or in part, without such consent will be null and void and in such event the other Party will have the right at its option to terminate the Agreement. No granting of consent to any assignment will relieve either A Party from any of its obligations and liabilities under the Agreement. Notwithstanding the foregoing, CL either Party may assign this Agreement and its rights, interests, liabilities and obligations thereunder to a successor pursuant to a merger, consolidation or sale of all or substantially all its W assets following sixty(60)days written notice. 0 4. SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and 0 inure to the benefit of the parties and their respective permitted successors and assigns. c? 5. NO THIRD-PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the 2 parties. Nothing set forth in this Agreement is intended to create,or will create,any benefits, rights, or responsibilities in any third parties. E 6. NOW EXCLUSIVITY. The City, in its sole discretion, reserves the right to request the Products or Services set forth herein from other sources when deemed necessary and appropriate. No exclusive rights are encompassed through this Agreement. 7. AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or Product will be allowed unless approved in writing, in advance, by the City and Contractor. 8. TIME OF THE ESSENCE. Time is of the essence to the performance of the parties' obligations 21 75 under this Agreement. 9. COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses, and pay all charges and fees N necessary and incidental to the lawful conduct of business. Contractor must stay fully , informed of existing and future federal, state, and local laws, ordinances, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same 00 at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the N Agreement. Upon request, Contractor will demonstrate to the City's satisfaction any programs, procedures, and other activities used to ensure compliance. E c� Page 26 of 33 Packet Pg. 601 C.16.g b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically, all Contractor personnel who are working under this Agreement must be notified in writing by Contractor that they are prohibited from the LO manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. Contractor agrees to prohibit the use of intoxicating N substances by all Contractor personnel, and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. C. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986(IRCA)in performance under this Agreement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. i. As applicable to Contractor, under the provisions of A.R.S. §41-4401, Contractor hereby warrants to the City that Contractor and each of its subcontractors will comply with,and are contractually obligated to comply with,all federal immigration laws and regulations that relate to their employees and A.R.S. § 23-214(A) (hereinafter"Contractor Immigration Warranty"). ii. A breach of the Contractor Immigration Warranty will constitute as a material �s breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. A LM CL iii. The City retains the legal right to inspect the papers of all Contractor personnel who provide services under this Agreement to ensure that Contractor or its subcontractors are complying with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any such inspections. U) iv. The City may,at its sole discretion,conduct random verification of the employment c records of Contractor and any subcontractor to ensure compliance with the Contractor Immigration Warranty. Contractor agrees to assist the City in regard to any random verification performed. V. Neither Contractor nor any subcontractor will be deemed to have materially breached the Contractor Immigration Warranty if Contractor or subcontractor establishes that it has complied with the employment verification provisions prescribed by Sections 274A and 274E of the Federal Immigration and Nationality Act and the E-Verify requirements prescribed by A.R.S. §23-214 (A). d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against any employee or applicant for employment or person to whom it provides services because of race, color, religion, sex, national origin, or disability, and represents and warrants that it complies with all applicable federal, state, and local laws and executive orders regarding employment. Contractor and Contractor's personnel will comply with , applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § LO 12101 et seq.), and applicable rules in performance under this Agreement. N e. State Sponsors of Terrorism Prohibition. Per A.R.S. §35-392, Contractor must not be in violation of section 60) of the Federal Export Administration Act and subsequently 00 It- prohibited by the State of Arizona from selling goods of services to the City. N 10. SALES/USE TAX, OTHER TAXES. a. Contractor is responsible for the payment of all taxes including federal, state, and local taxes related to or arising out of Contractor's Services under this Agreement, including by way of illustration but not limitation, federal and state income tax, Social Security tax, Page 27 of 33 Packet Pg. 602 C.16.g unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City, or should otherwise claim the City is liable for the payment of taxes that are Contractor's responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and penalties imposed upon the City. LO b. The City is exempt from paying certain federal excise taxes and will furnish an exemptionle certificate upon request. The City is not exempt from state and local sales/use taxes. 611, 11. AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of Services under the Agreement. Payments to Contractor may o c� be offset by any delinquent amounts due the City or fees and charges owed to the City. 12. PUBLIC RECORDS. Contractor acknowledges that the City is a public entity, subject to Arizona's public records laws (A.R.S. § 39-121 et. seq.) and that any documents related to this Agreement < may be subject to disclosure pursuant to state law in response to a public records request or to ' subpoena or otherjudicial process. 76 12.1. If Contractor believes document related to the Agreement contains trade secrets or other proprietary data, Contractor must notify the City and include with the notification a statement that explains and supports Contractor's claim. Contractor also must specifically identify the trade secrets or other proprietary data that Contractor believes should remain confidential. 12.2. In the event the City determines it is legally required to disclose pursuant to law any documents or information Contractor deems confidential trade secrets or proprietary data, 0 the City, to the extent possible, will provide Contractor with prompt written notice by TM certified mail, fax, email or other method that tracks delivery status of the requirement to disclose the information so Contractor may seek a protective order from a court having jurisdiction over the matter or obtain other appropriate remedies. The notice will include a time period for Contractor to seek court ordered protection or other legal remedies as deemed appropriate by Contractor. If Contractor does not obtain such court ordered 0 protection by the expiration of said time period,the City may release the information without 2 further notice to Contractor. 13. AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for six (6)years after completion of the Agreement. The City or its authorized agent reserves the right to E inspect any records related to the performance of work specified herein. In addition,the City may inspect any and all payroll, billing or other relevant records kept by Contractor in relation to the Agreement. Contractor will permit such inspections and audits during normal business hours and upon reasonable notice by the City. The audit of records may occur at Contractor's place of business or at City offices, as determined by the City. 14. BACKGROUND CHECK. The City may conduct criminal, driver history, and all other requested background checks of Contractor personnel who would perform Services under the Agreement or who will have access to the City's information,data,or facilities in accordance with the City's current LL background check policies. Any officer, employee, or agent that fails the background check must be replaced immediately for any reasonable cause not prohibited by law. 15. SECURITY CLEARANCE AND REMOVAL OF CONTRACTOR PERSONNEL. The City will c14 have final authority, based on security reasons: (i) to determine when security clearance of 9 Contractor personnel is required; (ii) to determine the nature of the security clearance, up to and including fingerprinting Contractor personnel; and (iii)to determine whether or not any individual or 00 entity may provide Services under this Agreement. If the City objects to any Contractor personnel for any reasonable cause not prohibited by law, then Contractor will, upon notice from the City, N remove any such individual from performance of Services under this Agreement. 16. DEFAULT. E c� a. A party will be in default if that party: Page 28 of 33 Packet Pg. 603 C.16.g i. Is or becomes insolvent or is a party to any voluntary bankruptcy or receivership o proceeding, makes an assignment for a creditor, or there is any similar action that affects Contractor's capability to perform under the Agreement; W ii. Is the subject of a petition for involuntary bankruptcy not removed within sixty(60) 0' It- calendar days; LO iii. Conducts business in an unethical manner as set forth in the City Procurement Rules Article 7 or in an illegal manner; or N iv. Fails to carry out any term, promise, or condition of the Agreement. U) c� b. Contractor will be in default of this Agreement if Contractor is debarred from participating in City procurements and solicitations in accordance with Article 6 of the City's Procurement Rules. C. Notice and Opportunity to Cure. In the event a party is in default then the other party ' may, at its option and at any time, provide written notice to the defaulting party of the default. The defaulting party will have thirty(30)days from receipt of the notice to cure the default;the thirty(30)day cure period may be extended by mutual agreement of the parties, o but no cure period may exceed ninety (90) days. A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non-defaulting party to provide notice of the default does not waive o any rights under the Agreement. d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor's intent or ability to perform,the City may demand that Contractor give a written assurance of its intent and ability to perform. In the event that the demand is made and noLM written assurance is given within five (5) calendar days, the City may treat this failure as an anticipatory repudiation of the Agreement. 17. REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy will not preclude the use of other remedies. In the event of default: 0 c2 a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the Services required under the Agreement from the open market, complete required work itself,or have it completed at the expense of Contractor. If the cost o of obtaining substitute Services exceeds the contract price, the City may recover the excess cost by: (i) requiring immediate reimbursement to the City; (ii) deduction from an o' unpaid balance due to Contractor; (iii) collection against the proposal and/or performance security, if any; (iv) collection against liquidated damages (if applicable); or (v) a combination of the aforementioned remedies or other remedies as provided by law. Costs includes any and all, fees, and expenses incurred in obtaining substitute Services and expended in obtaining reimbursement, including, but not limited to, administrative expenses, attorneys'fees, and costs. LL C. The non-defaulting party will have all other rights granted under this Agreement and all rights at law or in equity that may be available to it. d. Neither party will be liable for incidental, indirect, special, or consequential damages. N 18. CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the parties, Contractor will continue to perform its obligations until the dispute is settled, instructed to 00 cease performance by the City, enjoined or prohibited by judicial action, or otherwise required or obligated to cease performance by other provisions in this Agreement. N 4i 19. TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement in part or in whole upon thirty(30) calendar days'written notice. c� Page 29 of 33 Packet Pg. 604 C.16.g 20. TERMINATION FOR CONFLICT OF INTEREST(A.R.S.§38-511). Pursuant to A.R.S. §38-511, the City may cancel this Agreement within three (3) years after its execution, without penalty or further obligation, if an person significantly involved in initiating, securing, drafting,or creating the 9 YP 9 Y� 9. 9, 9. 9 Agreement for the City becomes an employee or agent of Contractor. 21. TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY LO CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds MT by its governing body to satisfy its obligations. If the City reasonably determines that it does not N have funds to meet its obligations under this Agreement, the City will have the right to terminate the Agreement without penalty on the last day of the fiscal period for which funds were legally available. In the event of such termination, the City agrees to provide written notice of its intent to terminate thirty(30)calendar days prior to the stated termination date. 22. PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those Services performed up to the date of , termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty(30) calendar days after the City has both completed its appraisal of the Products and Services provided and received Contractor's properly prepared final invoice. Termination of this Agreement shall not affect the obligations of the City or Contractor under any existing Order issued under this Agreement,and such Order shall continue in effect as though this Agreement has not been terminated, and was still in effect with respect to such Order. 23. NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or 0 remedies provided herein or by law or in equity, or the acceptance of,or payment for,any Services hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. 24. INDEMNIFICATION/LIABILITY. 0 a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold 0 the City, its officers, agents, and employees, harmless from and against any and all c? liabilities, demands, claims, suits, losses, damages, causes of action, fines or judgments, including costs, attorneys', witnesses', and expert witnesses'fees, and expenses incident thereto, relating to,arising out of,or resulting from: (i) misconduct by Contractor personnel under this Agreement; (ii) any negligent acts, errors, mistakes or omissions by Contractor E or Contractor personnel; and (iii) Contractor or Contractor personnel's failure to comply with this Agreement. b. Contractor will update the City during the course of the litigation to timely notify the City of any issues that may involve the independent negligence of the City that is not covered by this indemnification. X C. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of 21 Contractor-provided supplies or Services. d. IN THE EVENT OF ANY LIABILITY INCURRED BY CONTRACTOR OR ANY OF ITS AFFILIATES HEREUNDER, INCLUDING INDEMNIFICATION OF CITY BY CONTRACTOR,THE ENTIRE LIABILITY OF CONTRACTOR AND ITS AFFILIATES FOR cN DAMAGES FROM ANY CAUSE WHATSOEVER WILL NOT EXCEED $5,000,000.00 OVER THE ENTIRE TERM OF THE AGREEMENT. 00 25. (RESERVED) cN 26. THE CITY'S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to prejudice the City's right to recover against third parties for any loss,destruction,or damage to City property, and will at the City's request and expense, furnish to the City reasonable assistance and c� Page 30 of 33 Packet Pg. 605 C.16.g cooperation, including assistance in the prosecution or defense of suit and the execution of >_ instruments of assignment in favor of the City in obtaining recovery. 27. NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver any specific amount of Products or Services or any Products or Services at all under this Agreement ' and acknowledges and agrees that the Products or Services will be requested by the City on an as LO needed basis at the sole discretion of the City. Any document referencing quantities or performance frequencies represent the City's best estimate of current requirements, but will not N bind the City to purchase, accept, or pay for Products or Services which exceed its actual needs. U) 28. OWNERSHIP. All deliverables, Services, and information provided by Contractor or the City pursuant to this Agreement (whether electronically or manually generated) including without limitation, reports,test plans,and survey results,graphics,and technical tables,originally prepared in the performance of this Agreement, are the property of the City and will not be used or released by Contractor or any other person except with prior written permission by the City. Notwithstanding the foregoing, Contractor shall retain ownership rights to(1)all of its previously existing intellectual 76 property, including any systems, derivatives, modifications and enhancements thereto, (2) confidential information of contractor, and (3) any tools or scripting applications used, developed or created by Contractor or its third-party licensors during the performance of this Agreement. 29. USE OF NAME. Contractor will not use the name of the City of Mesa in any advertising or publicity without obtaining the prior written consent of the City. 30. PROHIBITED ACTS. Pursuant to A.R.S. §38-504, a current or former public officer or employee �s within the last twelve (12) months shall not represent another organization before the City on any matter for which the officer or employee was directly concerned and personally participated in during their service or employment or over which they had a substantial or material administrative CL discretion. Further, while employed by the City and for two(2) years thereafter, public officers or employees are prohibited from disclosing or using, without appropriate authorization, any confidential information acquired by such personnel in the course of his or her official duties at the City. 0 0 31. FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination 2 freight prepaid and allowed unless otherwise agreed. 32. RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of goods or equipment incidental to providing these Services and such loss, injury, or destruction will not release Contractor from any obligation hereunder. 33. SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real �s property or damage or loss of City personal property when such property is the responsibility of or in the custody of Contractor or its employees. 34. WARRANTY OF RIGHTS. Contractor warrants it has title to, or the right to allow the City to use, the Products and Services being provided and that the City may use same without suit, trouble or hindrance from Contractor or third parties. 35. PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will without limitation, at its expense defend the City against all claims asserted by any person that anything provided by Contractor infringes a patent, copyright, trade secret or other intellectual property right and must, without limitation, pay the costs, damages and attorneys' fees awarded against the City in any such action,or pay any settlement of such action or claim. Each party agrees to notify the other promptly of any matters to which this provision may apply and to cooperate with each other in connection with such defense or settlement. If a preliminary or final judgment is 00 obtained against the City's use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without N limitation, either: (a) modify the item so that it becomes non-infringing; (b) procure for the City the right to continue to use the item; (c) substitute for the infringing item other item(s) having at least equivalent capability; or(d) refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be Page 31 of 33 Packet Pg. 606 C.16.g calculated on a useful life not less than five (5)years, plus any additional costs the City may incur to acquire substitute Products or Services. 36. CONTRACT ADMINISTRATION. The contract will be administered by the Purchasing 0. Administrator and/or an authorized representative from the using department. All questions s regarding the contract will be referred to the administrator for resolution. Supplements may be LO written to the contract for the addition or deletion of Services. Payment will be negotiated and determined by the contract administrator(s). 611, 37. FORCE MAJEURE. Failure by either party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control, including acts of nature, acts of the public enemy, riots, fire, explosion, legislation, and governmental regulation. The party whose performance is so affected will within five (5) calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the force majeure event. The party whose performance is so affected must also take all reasonable steps, promptly and diligently, to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay, plus such additional time as may be reasonably necessary to overcome the effect of the delay, provided however, under no circumstances will delays caused by a force majeure extend beyond one hundred-twenty (120) calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties. 38. COOPERATIVE USE OF CONTRACT. This contract is available through National IPA to agencies nationwide. The City has also entered into various cooperative purchasing agreements with other �s Arizona government agencies, including the Strategic Alliance for Volume Expenditures (SAVE) cooperative. Under the SAVE Cooperative Purchasing Agreement,any contract may be extended A for use by other municipalities, school districts and government agencies through National IPA or SAVE in the State of Arizona with the approval of Contractor. Any such usage by other entities must be in accordance with the statutes, codes,ordinances, charter and/or procurement rules and regulations of the respective government agency. 0 A contractor, subcontractor or vendor or any employee of a contractor, subcontractor or vendor U) who is contracted to provide Services on a regular basis at an individual school shall obtain a valid c; fingerprint clearance card pursuant to title 41, chapter 12, article 3.1. A school district governing 2 board shall adopt policies to exempt a person from the requirements of this subsection if the person's normal job duties are not likely to result in independent access to or unsupervised contact with pupils. A school district, its governing board members, its school council members and its employees are exempt from civil liability for the consequences of adoption and implementation of policies and procedures pursuant to this subsection unless the school district, its governing board members, its school council members or its employees are guilty of gross negligence or intentional misconduct. c� Additionally,Contractor will comply with the governing body's fingerprinting policy of each individual school district and public entity. Contractor, subcontractors, vendors and their employees will not provide Services on school district properties until authorized by the school district. 21 Orders placed by other agencies and payment thereof will be the sole responsibility of that agency. The City is not responsible for any disputes arising out of transactions made by others. The City is not a party to any agreements between the Contractor and National IPA, National IPA and other agencies,the Contractor and other agencies,or any third-party contracts in any way related to this Agreement or the cooperative use of this Agreement. It- 39. FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price 00 increases will be accepted without proper request by Contractor and response by the City's Q Purchasing Division. 40. NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or registered mail, postage prepaid; (iii) sent via overnight courier; or(iv) sent via email or facsimile. Page 32 of 33 Packet Pg. 607 C.16.g If provided by personal delivery, receipt will be deemed effective upon delivery. If sent via certified or registered mail, receipt will be deemed effective three(3)calendar days after being deposited in the United States mail. If sent via overnight courier, email or facsimile, receipt will be deemed effective two(2)calendar days after the sending thereof. 41. GOVERNING LAW, FORUM. This Agreement is governed by the laws of the State of Arizona. LO The exclusive forum selected for any proceeding or suit in law or equity arising from or incident to this Agreement will be Maricopa County,Arizona. 611, 42. INTEGRATION CLAUSE. This Agreement, including all attachments and exhibits hereto, supersede all prior oral or written agreements,if any, between the parties and constitutes the entire 0 agreement between the parties with respect to the work to be performed. 43. PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. 44. SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such 76 provision will be severed from this Agreement, which will otherwise remain in full force and effect. The parties will negotiate diligently in good faith for such amendment(s)of this Agreement as may be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. 45. SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of E this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement, will survive and remain in full force and effect. Except as specifically provided in this Agreement,completion,termination, or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. 46. A.R.S.SECTIONS 1-501 and 1-502. Pursuant to Arizona Revised Statutes Sections 1-501 and 1- 502, any person who applies to the City for a local public benefit(the definition of which includes a grant, contract or loan) must demonstrate his or her lawful presence in the United States. As the 0 Agreement is deemed a local public benefit, if Contractor is an individual (natural) person or sole 0 proprietorship, Contractor agrees to sign and submit the necessary documentation to prove 2 compliance with the statutes as applicable. E c� X 21 5 N co E c� Page 33 of 33 Packet Pg. 608 C.16.g mesa w w www OFFICE OF THE CITY CLERK COUNCIL MINUTES RO le le N February 5, 2018 U) c� The City Council of the City of Mesa met in a Regular Council Meeting in the Council Chambers, 57 East 1st Street, on February 5, 2018 at 5:45 p.m. COUNCIL PRESENT COUNCIL ABSENT OFFICERS PRESENT 76 John Giles None Christopher Brady David Luna Dee Ann Mickelsen Mark Freeman Jim Smith Christopher Glover Francisco Heredia 2, Kevin Thompson Jeremy Whittaker Mayor's Welcome. Invocation by Pastor Ben Diaz with Palabra de Vida (Word of Life). U) 0 Pledge of Allegiance was led by Councilmember Thompson. 2 Awards, Recognitions and Announcements. There were no awards, recognitions or announcements. 1. Take action on all consent agenda items. All items listed with an asterisk (*) will be considered as a group by the City Council and will be enacted with one motion. There will be no separate discussion of these items unless a Councilmember or citizen requests, in which event the item will be removed from the consent agenda and considered as a separate item. If a citizen wants an item removed from the consent agenda, a blue card must be completed and given to the City Clerk prior to the Council's vote on the consent agenda. N It was moved by Councilmember Thompson, seconded by Councilmember Glover, that the consent agenda items be approved. Carried unanimously. 00 N *2. Approval of minutes from previous meetings as written. Minutes from the January 8, 11, and 22, 2018 Council meetings. Packet Pg. 609 C.16.g Regular Council Meeting February 5, 2018 Page 2 3. Take action on the following liquor license applications: *3-a. It Ain't Chemo This is a one-day event to be held on Saturday, February 10, 2018 from 9:00 A.M. to ' 9:00 P.M. at Riverview Park, 2100 West Rio Salado Parkway. (District 1) LO MT MT *3-b. AMC Superstition East 12 N A multi-screen cinema is requesting a new Series 6 Bar License for American Multi- U Cinema Inc., 1935 South Signal Butte Road - Andrea Dahlman Lewkowitz, agent. There is no existing license at this location. (District 6) *3-c. ATL Wings A restaurant that serves lunch and dinner is requesting a new Series 12 Restaurant License for Stapley Wings LLC, 1455 South Stapley Drive, Suites 22-24 - Andrea Dahlman Lewkowitz, agent. The existing license held by Mark Killian, sole proprietor, will revert to the State. (District 4) *3-d. Elgin Distillery U) This is a one-day craft distillery festival to be held on Saturday, March 3, 2018 from 9:00 A.M. to 4:00 P.M. at Sunland Village, 4601 East Dolphin Avenue. (District 2) *3-e. Village of Elgin Winery 0 U) 0 This is a one-day wine festival event to be held on Saturday, March 3, 2018 from 9:00 cM A.M. to 4:00 P.M. at Sunland Village, 4601 East Dolphin Avenue. (District 2) 4. Take action on the following off-track bettinq license application: 0 *4-a. Turf Paradise, TP Racing LLLP New Off-Track Betting License for Turf Paradise, TP Racing LLLP to telecast at Moose & Bear, located at 118 East McKellips Road, Suite 103, TB Concepts LLC. Applicant: Vincent Acri Francia. (District 1) 5. Take action on the followin21 g contracts: 75 *5-a. One-Year Renewal to the Term Contract for Executive Physicals for Citywide Departments as requested by the Human Resources Department. (Citywide) N This contract provides annual physicals for the City's executive staff as a means of maintaining optimum health. There are approximately 65-70 positions eligible to 00 participate in this program. The Human Resources Department and Purchasing recommend authorizing the renewal contract with Banner Occupational Health Clinics, at $88,500, based on estimated usage. Packet Pg. 610 C.16.g Regular Council Meeting February 5, 2018 Page 3 *5-b. One-Year Renewal to the Term Contract for Deceased Animal Collection Services for the Community Services Department. (Citywide) This contract provides a vendor to collect and dispose of deceased animals up to 150 pounds that are reported within the City. The contractor is responsible for the proper ' disposal by cremation or other means in accordance with the standards and methods LO approved by the Maricopa County Health Department. N The Community Services Department and Purchasing recommend authorizing the renewal contract with APM/Couts Enterprises, Inc., dba Arizona Pet Mortuary, at U $54,000, based on estimated usage. *5-c. Purchase of One Replacement Fire Apparatus, an Air Light/Rehab Unit, for the Fire and Medical Department (Sole Source). (Citywide) 76 The apparatus being replaced has met established replacement criteria and will be sold by a sealed bid process or traded-in as part of the City's fire apparatus purchase agreement with Pierce Manufacturing. In addition, Fire and Medical will trade-in two units to further offset the price for the Air/Light Rehab unit. The Fire and Medical Department and Purchasing recommend authorizing the purchase using the City's five-year purchase agreement with Pierce Manufacturing Inc., through 0 their designated local dealer, Hughes Fire Equipment Inc., at $502,264.75. This purchase is funded by the Capital-General Fund and authorized 2013 Public Safety Bonds. W *5-d. Three-Year Term Contract for Landscape Maintenance Services for Parks, Retention Basins and Sports Fields - Zones 1, 2, 3 and 4 for the Parks, Recreation and Community cM Facilities Department (PRCF). (Citywide) These contracts provide landscape maintenance services for sports fields, parkways, medians, parks, retention basins or grounds adjacent to City facilities. The City has divided the landscaping into geographic areas known as Zones 1, 2, 3 and 4. PRCF has 2, done an analysis to bring the work under this contract in-house and, at this time, contracting continues to be in the best financial interest of the City. c� The evaluation committee recommends awarding the contract to the highest-scored proposal from Mariposa Landscape Arizona, Inc.; Zone 1, at $1,435,319.57 annually; Zone 2, at $959,183.45 annually; Zone 3, at $974,364.20 annually; and Zone 4, at $1,221,738.22 annually; based on estimated usage. , *5-e. Three-Year Term Contract for Plumbing Services for the Parks, Recreation and Community Facilities Department. (Citywide) N It- This contract will establish a list of pre-qualified plumbing contractors to perform 00 plumbing services on various City facilities/projects on an as-needed basis. Q The evaluation committee recommends awarding the contract to the four, highest-scored proposals from Mesa Energy Systems Inc.; RKS Plumbing and Mechanical Inc.; Sun Mechanical Inc.; and W.D. Manor Mechanical Contractors, Inc.; cumulatively not to exceed $100,000 annually, based on estimated usage. Packet Pg. 611 C.16.g Regular Council Meeting February 5, 2018 Page 4 e *5-f. Purchase of Furniture for the Main Library as requested by the Library Services Department. (Citywide) as This purchase will provide seating and tables for two new rooms at the Main Library, Teen Room and ThinkSpot. The Library worked with several vendors utilizing cooperative contracts specifying their needs and goals with this project. The Library Services Department and Purchasing recommend authorizing the purchase using the Northern Arizona University cooperative contract with Atmosphere Commercial Interiors, at $50,876.25. * -g. Five-Year Term Contract with CDW Government, LLC and SHI International Corp. for Information Technology Solutions and Services for Various,Departments throughout the City. (Citywide) 3 (D This contract will provide the City and participating agencies full range of information technology solution products and services to meet varying requirements of governmental agencies. The scope of products and services available under these contracts include standard business and high!-end workstations; laptop and notebook computers; network equipment; computer and network products and peripherals; monitors; various cloud, 2 CD consulting, and technical support services; financing; various software products, and the contractors'comprehensive product offering. 24 Mesa, as the lead agency, has partnered with the National Intergovernmental D Purchasing, Alliance Company (National IPA) to lead this contract. The contract will be w available to over 45,000 public agencies nationally. While no minimum volume is guaranteed to the suppliers, the estimated annual volume of IT Solutions purchased 5 under this master agreement is, approximately $ 00 million per year. The City will receive rebates annually for administering and awarding,this contract. 2 A committee representing the Police, and Information Technology Departments, City Manager's Office, Police-Information Technology, National IPA and. Purchasing evaluated responses. The evaluation committee recommends awarding the contract to CD the highest-scored proposals from CDW Government, LLC and SNI International Corp., at $ ,100,000 annually, based on estimated usage. *5-h. One-Year Term Contract for Electrical and Lighting Supplies for the Materials and Supply Warehouse (for Citywide Departments). (Citywide) W Multiple departments use this Citywide contract for their miscellaneous electrical equipment and supplies. The Business Services Department and Purchasing recommend authorizing the e purchase using the State of Arizona cooperative contract with Border States Industries, Inc., at $100,000, based on estimated usage. *5-i. Re-Award the Three-Year Term Contract for Microfilm Conversion Services for the Police Department. (Citywide) This contract will provide services to convert Police Department data from microfilm to digital media. Police, Records Division use microfilm that is becoming worn and damaged. The previous vendor is unable to satisfactorily fulfill the contract requirements. Packet Pg. 612 C.16.g Regular Council Meeting February 5, 2018 Page 5 The Police Department and Purchasing recommend re-awarding the contract to the second highest scored proposal, ICM Conversions, at $400,000 annually, based on estimated usage. *5+ Purchase of Falcon District Brand Signage as requested by the Economic Development ' Department. (Citywide) LO le le Continuing to build awareness and to promote the Falcon Field Economic Activity Area, N this purchase for the Falcon District signage includes the installation of two branded monument signs to be located on Greenfield and Higley Roads, south of the 202. U Additionally, the City will install utility and transit signal box wraps and will mount branded banners promoting aerospace, technology, and manufacturing on light poles around the airport. 76 The Economic Development Department and Purchasing recommend authorizing the purchase using the City of Peoria cooperative contract with YESCO Phoenix, at $146,670.49. This purchase is funded by Local Streets Sales Tax. *5-k. Purchase of Three Replacement Rollback Trailers for the Transportation Department. (Citywide) 2 These trailers will replace three aging equipment trailers that are at the end of their service life. The trailers will meet the needs and safety requirements for transporting the large equipment required to perform street and right-of-way maintenance. The Transportation Department and Purchasing recommend authorizing the purchase using the National Joint Powers Alliance contract with Empire Southwest (a Mesa U) business), at $176,764.77. This purchase is funded by Local Streets Sales Tax. cM *5-I. One-Year Renewal to the Term Contract for Radio-Based Endpoint Encoders (for Water Meter Reading) for the Water Resources Department. (Citywide) 0 This contract provides Itron radio-based endpoint encoders and accessories purchased directly from Itron, Inc., the manufacturer. The endpoint stores 40 days of hourly reads to ensure data integrity and offers advanced customer side leak detection and reverse flow and tamper alarms. Water Utility installs approximately 540 radio-based endpoint encoders on new and existing meters annually. 21 The Water Resources Department and Purchasing recommend authorizing the renewal with Itron, Inc., at $100,000, based on estimated usage. , *5-m. Purchase of Water Treatment Plant Shop Tools and Equipment for the New Signal Butte Water Treatment Plant as requested by the Water Resources Department. (Citywide) `�' It- This purchase is for tools and equipment needed for the start-up and maintenance in the 00 various shops at the new Signal Butte Water Treatment Plant. The Water Resources Department and Purchasing recommend awarding the contract to the lowest, responsive and responsible bidders: Copper State Bolt & Nut Co. (a Mesa business); Glendale Industrial Supply, LLC, dba UNICOA Construction and Industrial Supply; Mallory Safety & Supply LLC; and W.W. Grainger, Inc.; cumulatively not to exceed $153,000, based on estimated usage. Packet Pg. 613 C.16.g Regular Council Meeting February 5, 2018 Page 6 *5-n. One-Year Renewal to the Term Contract for Fire Hydrant Water Meters for the Water Resources Department. (Citywide) This contract provides 3" fire hydrant water meters to accurately measure construction water use of fire hydrants. The meters are installed by Water Utility staff to serve ' contractors and other customers needing to connect to City fire hydrants for temporary LO construction water service and dust control purposes. N The Water Resources Department and Purchasing recommend authorizing the renewal with Badger Meter Inc., dba National Meter Automation, at $35,000, based on estimated U usage. *5-o. Greenfield Water Reclamation Plant (GWRP), Phase III Expansion Guaranteed Maximum Price (GMP) No. 2. (Citywide) 76 The City of Mesa, Town of Gilbert, and Town of Queen Creek seek to provide an additional 14 million gallons per day annual average day flow of liquids and solids treatment capacity at the existing GWRP, complete with the required infrastructure, technology, and environmental features to ensure a reliable, efficient, and expanded plant to meet the current and future demands. Staff recommends awarding the contract for the completion of this project to McCarthy Building Companies in the amount of $120,302,333 and authorize a change order allowance $6,015,117 (5%) for a total project amount of $126,317,450. This project is funded by the Greenfield Water Reclamation Plant Joint Venture Fund, with W contributions coming from its members based on usage. Mesa's portion of this GMP is $72,229,521 and is funded by 2014 authorized Wastewater Bonds. U) LM 2 *5-p. Sewer Pipe and Manhole Rehabilitation: Mesa Drive, Millet Avenue, Horne, and 6th 2 Avenue. (District 4) The existing sanitary sewer lines covered by this project were built during the 1950's and 1960's. The age of these pipes greatly increases their risk of failure and emergency repairs. This method of construction can be completed while leaving the pipe in place and without excavation. Similarly, the sewer manholes will be cleaned, repaired, and coated in place. Only the concrete adjustment rings will be removed and replaced. X Staff recommends awarding the contract for this project to the lowest, responsible 21 bidder, B and F Contracting, Inc, in the amount of $1,394,294.67, and authorize a change order allowance in the amount of $139,430 (10%), for a total amount of , $1,533,724.67. Funding for this project is available from the 2014 Wastewater Bond Program. N *5-q. Sidewalks at Railroad Crossing on Alma School. (Districts 3 and 4) 00 To continue to meet current railroad approach and clearance standards at the Alma Q School Road railroad crossing, additional safety improvements will need to be made. The project improvements for roadway and sidewalk approach at this location will facilitate greater public safety and needed clearances from railroad signals along with a smoother roadway crossing of the Union Pacific Railroad track. Mesa will participate in the federally-funded Railway-Highway Grade Crossing Program, and will be responsible Packet Pg. 614 C.16.g Regular Council Meeting February 5, 2018 Page 7 for adjusting the existing concrete sidewalks around the proposed cantilevers and gates, and installing concrete medians. This project was previously awarded by Council on July 10, 2017, however, the previously selected contractor could not comply with the federal requirements and the ' project was released for bid a second time. LO le le Staff recommends awarding the contract to the lowest, responsible bidder, AJP Electric, N in the amount of $149,494, plus an additional $14,949 (10%) as a change order allowance, for a total amount of $164,443. Funding is available from the Local Streets U Sales Tax, of which 94.3% will be reimbursed by Arizona Department of Transportation (Federal) Grant under the Railway-Highway Grade Crossing. 6. Take action on the following resolutions: *6-a. Approving and authorizing the City Manager to submit the Second Substantial Amendment to the Fiscal Year 2017/2018 Annual Action Plan to the U.S. Department of Housing and Urban Development related to the allocation of funding obtained under the Community Development Block Grant (CDBG) program. This Amendment will allow for reallocation of$600,000 in CDBG funds from the Senior Center Renovation Project (247 North Macdonald) to the Eagles Park Project (828 East Broadway Road). (District 4) — Resolution No. 11088. A LM CL LM *6-b. Approving and authorizing the City Manager to enter into a Grant Agreement with the Arizona Department of Public Safety to accept $1,335,284 in Victims of Crime Act W (VOCA) grant funds. The finding will be used for salaries and expenses for the Mesa Prosecutors Office, Victim Services Unit for a three-year period. (Citywide) — Resolution U) No. 11089. cM *6-c. Approving and authorizing the City Manager to enter into a Lease Agreement with New Cingular Wireless PCS for a cellular site on a portion of 5950 East Virginia Street, also known as Mesa Fire Station 214. (District 5) — Resolution No. 11090. *6-d. Approving and authorizing the City Manager to enter into a Development Agreement for City-Share Reimbursement with PPGN-Ray, LLLP, for the reimbursement of $100,568 for regional street and street lighting improvements that are being required by the City in conjunction with a proposed residential development known as Crismon Road at PPGN, located at 5461 South Ellsworth Road. (District 6) — Resolution No. 11091. 21 *6-e. Approving and authorizing the City Manager to enter into an Intergovernmental , Agreement with the Maricopa County, Department of Transportation for the pavement rehabilitation of Adobe Road from Higley Road to Recker Road. The City will contribute an estimated $54,417 for the portion of the project that is within City boundaries that will N be funded from the 2013 Streets Bond Program. (District 5) — Resolution No. 11092. 00 *6-f. Approving and authorizing the City Manager to enter into First Amendments to the Q Development Agreement, Ground and Air Lease, and License Agreement with 3W Management, LLC, to facilitate the development of, and job creation and retention at, the City-owned property generally located at the southwest corner of Main Street and South Pomeroy and 34 South Pomeroy, which is the development commonly known as The GRID. (District 4) — Resolution No. 11093. Packet Pg. 615 C.16.g Regular Council Meeting February 5, 2018 Page 8 7. Introduction of the following ordinance and setting February 26, 2018 as the date of the public hearing on this ordinance: *7-a. ZON17-00323 (District 5) The 8800 to 8900 blocks of East Main Street (south side). Located west of Red Mountain Freeway on the south side of Main Street (16.4± acres). ' Rezoning from RS-43 and GC to GC-PAD; and Site Plan Review. This request will allow LO for the development of an RV dealership and storage facility. Jeff Welker, Welker Development Resources, applicant; Roger D. Overson, owner. N U) Staff Recommendation: Approval with conditions P&Z Board Recommendation: Approval with conditions (Vote: 6-0) 8. Discuss, receive public comment, and take action on the following ordinances: *8-a. ZON17-00309 (District 2) The 5200 block of East Inverness Avenue (south side). Located east of Higley Road south of the US60 Freeway (1.9 ± acres). Rezoning from RM-3-PAD to LC; and Site Plan Review. This request will allow for the development of a commercial building. John Schoenauer, HD Management, applicant; Sevilla, LLC, owner. —Ordinance No. 5419. Staff Recommendation: Approval with conditions P&Z Board Recommendation: Approval with conditions (Vote: 7-0) *8-b. ZON17-00283 (District 6) The 7100 to 7300 blocks of East Ray Road (north side). Located east of Power Road on the north side of Ray Road (56.0± acres). Rezone from U) LI-AF to LI-AF-PAD. This request will allow for the development of an industrial cM subdivision. Omar Cervantes, XCL Engineering, LLC, applicant; Phx-Mesa Gateway 2 Airport 193, LLC, owner. —Ordinance No. 5420. Staff Recommendation: Approval with conditions P&Z Board Recommendation: Approval with conditions (Vote: 7-0) *8-c. ZON17-00432 (District 3) The 800 and 900 blocks of West Southern Avenue (south side), the 1200 and 1300 blocks of South Extension Road (west side), and the 800 and 900 blocks of West Grove Avenue (north side). Located at the southwest corner of 21 Southern Avenue and Extension Road (19.3 ± acres). PAD Amendment; Site Plan 75 Modification. This request will allow the development of a new multiple-residence , building in an existing multiple-residence complex. Reese Anderson, Pew and Lake, PLC, applicant; Edward B. Frankel, Trustee of the Frankel Family Trust, owner. — Ordinance No. 5421. N Staff Recommendation: Approval with conditions 00 N P&Z Board Recommendation: Approval with conditions (Vote: 7-0) 9. Take action on the following subdivision plat: c� *9-a. "Allred Ranch" (District 2) The 2900 to 3100 blocks of East Southern Avenue (north side), and the 900 to 1200 blocks of South Los Alamos (west side). Located east of Packet Pg. 616 Regular Council Meeting C.16.g February 5,2018 Page 9 Lindsay Road on the north side of Southern Avenue. 108 RSL-4.5 PAD lots (25± acres). KB Home Phoenix, Inc., developer; Dan Auxier, EPS Group, engineer. Items not on the Consent Agenda 10. Items from citizens present. LO There were no items from citizens present. ' 11. Adjournment. c� Without objection, the Regular Council Meeting adjourned at 5:57 p.m. i OF M� O U m JO GILES, MAYOR ATTEST: SEAL ^� rA C� DEE ANN MICKELSEN, CITY CLERK 0 0 I hereby certify that the foregoing minutes are a true and correct copy of the minutes of the Regular Council Meeting of the City Council of Mesa, Arizona, held on the 51h day of ~� February, 2018. 1 further certify that the meeting was duly called and held and that a quorum was present. ppCe )OR t ypqqpq bd® } r 3 "s 7 DEE ANN MICKELSEN, CITY CLERK 7521 js 00 a j I I Packet Pg. 617 C.16.g National LO Cooperative U) 0 Contract a w m �i , or �� �I or �mt �or , Nlhance Company E hn-farma-ban Techridlogy Sok.i-tions n A /l/l/POPP, 2 T x 21 5 en CN 00 CN E Packet Pg. 618 OctoberZ3 2017 CL National IPA City ofMesa ~: 7UZ Capitol Avenue, Room U95 — MT FrankfortKY4U6U1 ~T CN Dear Ms. Williams: U) � Thank you for providing SHI the opportunity to participate in the City of Mesa's Request for Proposal for Information Technology Solutions and Services. � Before you read our response, please know that the soul of our company is supported by thousands of ' empowered employees who work together to determine the best course of action for our customers. VVe are a privately-owned company, and as such, our customers are our most valued shareholders. We � � are honored to have the opportunity to work with the City of Mesa. We have been pleased to work with the City for your software needs and other IT purchases over the last 6years, and we will work diligently to ensure that this long-term relationship continues to provide value for you. SH| prides ourselves on being honest and transparent with our customers especially when it comes to pricing. We base our discount structure on SH| Advertised Price asthis is averifiab|e source. We do not CL inflate this Advertised Price for RFPs in order to make our discounts appear larger. Other vendors may use MSRPor Publisher List price, which can be unreliable as a price|ist may not exist for every product, a l� w pricelist can change from day to day, and a pricelist can be inconsistent depending on where you source the information from. When o vendor manipulates contract language in this manner or uses loose definition of cost, it results in an increase in profit for them and higher prices for customers. If awarded, SHI is willing to provide complete transparency over the life of the contract as it relates to our costs and what vve charge National IPA customers. In response to your bid requirements, we have provided our cost response under separate cover. If you have any questions regarding our response, please feel free to contact me or any of your SHI Team Members, introduced in our Letter ofTransmittal. Thank you again. X w 21 75 Sincerely, ' � � � ~ w �� � �) r � 00 Me8hanF|isakovvski w Public Program Manager 1 ft C.16.g Table of Contents TAB 1- Letter of Transmittal.........................................................................................................................3 CL TAB 2- Program Description AND Method of Approach..............................................................................6 LO Attachment D -Supplier Qualifications ....................................................................................................6 c14 611, Company...................................................................................................................................................6 U) Distribution, Logistics.............................................................................................................................. 13 cos Marketingand Sales................................................................................................................................18 TAB3- Pricing Forms...............................................................................................................................61 TAB 4-Qualifications. (Abilities, Experience and Expertise)......................................................................62 TAB5—Technology.....................................................................................................................................73 TAB6- Other Forms................................................................................................................................95 Attachments................................................................................................................................................96 D&B Report.............................................................................................................................................96 Partners...................................................................................................................................................97 CL 0 U) 0 2 cs X 21 75 c14 00 c14 E cs Packet Pg. 620 ��� �� � � ������ ��� ����������N���N � � ���� �� � �=o� m m o�m� ��m � m�m�m�~=m�mm m m �� .w CL � b,)rief lette'r t"""a t f a,,�, be th"at th,,e������������ � � � 2, �� ������� �������� ��� ���������«� 2, A �ms�����m�o�o��o��� �m�����o ���s����� ������ ��� ��7����m��������, 3, �ep'),"ese ,,Ves)11P,,,rr,�/' ������ ����o����m�������m���� C� c1ty sm tat U* S HURespomse: � SH| thanks you for the opportunity to participate in The City of Mesa's/Nationa| |PA's solicitation for Information Technology Solutions and Services. We are confident that our deep commitment to those ~� we serve will prove a strong foundation on which the City of Mesa, National IPA, and SH| can build. We 76 clearly understand the scope of work to be performed and, in the following pages, have provided a complete solution to your specific request, including: = * Adetai|ed account ofSH|'s national presence and our strategy for educating our national sales force about the contract; * A clear explanation of how products and services will be distributed to various locations n� � throughout the City and marketed nationwide; * An articulated plan describing how volume will be tracked and reported to National IPA; CL * Detailed descriptions of product lines and services for City of Mesa and provided bySHL SHU"s Cormirnitrnent to City of Mesa We are positively committed to perform successfully the services requested for an initial five year term from January 1, 2018 to December 31, 2022. SHI is proud to be ranked91h on CRN's Solution Provider = 500 list of North American IT solution providers—a ranking that stems in part from our long-standing, �~ excellent relationships with our customers and partners. Founded in 1989, SH| has cultivated an expert team that works collaboratively to ensure programs and projects are delivered on time, on budget, and far above expectations. With over 3,500 employees worldwide, including an organization dedicated n� � specifically to the needs of the public sector, SHI is the largest Minority and Woman Owned Business Enterprise (MVVBE) in the United States. Our individual team members, dedicated to working for City of Mesa and National IPA, are what make SHI an exceptional choice for your Information and Technology w Solutions and Services;your account team,which will stay loyally engaged with the City of Mesa and W National IPA, is detailed below. U_ SHU"sTearnApproachi 5� Putting our people in place to support the City ofMesa and National IPA is where vvestart. We believe w � that our team members must be empowered and have autonomy to respond to your requests. Additionally, we have ensured that your SHI support team has the training and resources they need to00 provide you with immediate, accurate, up-to-date information and the authority to take action for you �� w whenever you need. SH| has experienced tremendous growth in size and scope in response to our customers' expanding needs. Our organic growth, in conjunction with over two decades of stability, is successful because we C.16.g support a highly-skilled and tenured sales force with software-volume licensing experts, hardware procurement specialists, and certified IT services professionals. As SHI has grown,we have retained the flexibility we are known for, in order to remain agile for ourCL customers. For instance, we have few layers of management and empower our sales teams to make decisions that are in the best interest of their customers. LO The City of Mesa will have the support of the entire SHI team: Denise Verdicchio: Senior Director of Public Sector Sales. Denise has been an essential team member with SHI since 1995. As Senior Director of Public Sector Sales, Denise provides in-person client support and directly supports her team in the public sector; she has executive authority to approve terms and resolve issues and responds to inquiries within 8 business hours. 76 Alison Turner: Regional Director, Public Sector West. Alison coordinates the efforts of the Account Team in direct support of the City of Mesa and is the point of contact for any ° issues that arise and need escalation. With over 20 years in the industry, and with inn, experience working in Education and Government during that time, Alison has the E expertise and customer focus necessary to implement an exceptional Information and Technology Solutions and Services contract for the city. Alison will respond to inquiries within 8 business hours. LM CL Amelia Jakubczyk:Account Executive. Amelia develops relationships with representatives throughout City of Mesa in support of all the city's IT needs.Amelia will conduct face-to- i�, LU face meetings to understand the city's needs;will establish a customized service and 0 U) support plan; and will construct a pricing strategy critical to the city's development. o Amelia will respond to inquiries for resolution within 4 business hours; she has worked in this area and specifically with the City of Mesa for over 5 years and is excited to work with the city on , this new endeavor! Scott Garret: Contract Manager. Scott works closely with Amelia and the sales teams to ensure the sales teams are fully educated on the guidelines of the City of Mesa and IPA contract, including the reporting requirements. Scott will also work with the City and IPA to ensure we are providing necessary reports, accurately capturing the requested information, and to assist with any other contract-related requirements. LU 21 Inside Account Managers(IAM)—In partnership with the Account Executives in the field, our IAMB 75 maintain direct relationships with you and have the responsibility of ensuring customer satisfaction. Functional areas such as pricing, availability, order entry, tracking, returns, product LO information, and expedites are an integral part of their daily activities. IAMB execute the plan c14 established by the Account Executives for City of Mesa. We will evaluate the team regularly and add members as needed to ensure exceptional customer service.The City of Mesa's dedicated Inside00 Account Manager Team consists of the following members: c� 4ftHE6El ..C_ C.16.g Corrin Bennett Inside Team Manager) j` Phone: 732-652-0335 Fax: 732-564-8332 CL Rob DiGiovanni yy Phone: 732-652-7408 LO Fax: 732-537-7287 MT MT N EJ Williams Phone: 732-652-6596 Fax: 732-537-7287 Jason Mitchell Phone: 732-652-4710 Fax: 732-537-7287 Team Alias: t.a".g.! :n.a.IC:.L.o.1!n.a..2.M.b.l.:.coi n.. Detailed information on our national presence and how we will support National IPA members across the country are included in our response. SHI has had the pleasure of serving the City's software and product needs since 2011. Our relationship with the City began with the award of the previous WSCA SVAR Contract and has continued since usingCL other cooperative contracts. SHI's value to the City comes from our extensive expertise in understanding complex licensing, determining the best products for the City's needs, customer service and overall ease LU of use.To date the City has spent$6.6m with SHI, mostly in software and other miscellaneous products. 0 U) Thank you again for the opportunity to show you why SHI is the best partner for City of Mesa and o 2 National IPA; we are eager to present our proposal to you, and we are confident that both the quality _ of our services outlined in our response and the deep level of our commitment to City of Mesa and National IPA will make us a convincing partner for your Information Technology Solutions and Services E needs. We look forward to continuing to build upon our strong and successful relationship with the City of Mesa. c� X LU 21 75 N 00 E c� 5ftHE6El ..C- rAB 2, PROGRAm DESCRIPTION AND METI 101'.) OF A;)PROACI 1. ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... ,rii Res p e t h" ,rii f app"rr', tr,, bi,�!,,t LO CN 1, Provide a response to the national program. U) a. Include a detailed response to Attachnient,D, Fxhibit,A, National IPA Response for National 0 Cooperative contract'. Responses should denionst'rat,e a strong national presence, describe how offeror will educate it's national soles„once about,the contract, describe how products and services will be distributed nationwide, include a plan for marketing the products and < services nationwide, and describe how volume will be tracked and reported to National IPA. b. The successful offeror will be required to sign Attachnient, D, Fxhibit, R, National IPA Administration Agreement. Offerors should have any reviews required to sign the document prior to submitting a response. Offeror's response should include any proposed exceptions to the National IPA Administration Agreement. E SH11 IResl oinise: Immediately following is the response to Attachment D, Exhibit A and Attachment D, Exhibit B. SHI < acknowledges the requirement to sign Attachment D if awarded the contract. We have provided our clarifications to terms and look forward to the opportunity to review and negotiate a mutually agreeable contract. W 0 U) ATTA0111 M E N'T D - S U P P IIII 1 QUAI III III CA III ONS 0 .2 COMPANY 0, N be,,,,,- ,rii ,,,,at f 5 t/pp e ate rs app I 1,1,Vble 'a V 4"li t"),t Bra t"re e t X SH11 IResll oinise: W 21 Founded in 1989, SHI International Corp. is a global provider of technology products and services. Over 75 U_ the past 28 years, SHI has evolved from a $1 million "software-only" regional reseller into a global,full lifecycle provider of technology, services, and solutions. SHI is ranked 91h among CRN's Solution Provider 500 list of North American IT solution providers. With over 3,500 employees worldwide, SHI is the C14 largest Minority and Woman Owned Business Enterprise (MWBE) in the United States. 00 SHI International Corp. is headquartered in Somerset, New Jersey and has 30+offices worldwide. As a privately held company, we have remained under the same ownership since 1989, and most Vice C14 Presidents and Managers have been dedicated to SHI for more than 15 years. E 6 Packet ..C_ ft� HE62Kj C.16.g SHI has been focusing on the specific needs of our Public Sector customers for over 20 years. Our first state-wide contract was awarded in 1994; since then we have continued to build and focus on the 0 specific needs of public sector customers. CL Today our Public Sector business unit consists of over 300 team members who are dedicated specifically to public entities across the country, allowing SHI to build connections and partnerships with each entity LO and to dive deeply into the infrastructure, procurement, and regulation obstacles that they face. For 2016 SHI reported earnings of$7.513, which demonstrates 15%growth over 2015. We are projecting c14 earnings of$8.213 for 2017 continuing to show substantial YoY growth. SHI has a financially strong and stable business model that has proven itself over time. Providing a compelling value to our entire customer base, SHI is able to offer the most advantageous pricing models of our top 4 competitors, while simultaneously maintaining our profitability with the lowest overhead cost structure in the industry. Our breadth and depth of experience on Public Sector contracts of similar size and scope position us well for success as a partner with National IPA and the City of Mesa. Specifically for this contract,we are prepared to: • Provide value by delivering an extensive catalog of items in each category accurately and efficiently; • Offer consistent, aggressive pricing and world-class support to public entities regardless of size; 0 • Collaborate with National IPA to market this contract to public entities across the country. LM With 28 years of experience supporting contracts that are similar in nature, complexity, responsibility, and scope to National IPA's request, we are ready to deliver on all of these requirements and more. SHI 0 is able to provide our customers with full IT solutions, from commodity software and hardware to full U) 0 end-to-end datacenter solutions. SHI offers a wealth of products, services, and resources which are all 2 specifically in line with the requirements of this contract. This is, at our core, what we do—and the reason we will excel in the fulfillment of this contract more than other organizations who might have diverted focus. National IPA and City of Mesa users will benefit from SHI's laser focus on being the best at delivering the products and services they need,while continuing to keep our costs aggressive. A dedicated approach to the Public Sector business for the last twenty years has helped us to create solutions that are specific to the unique needs of State, Local, and Education customers across the country. We work constantly to understand your business and personnel and to stay current with your unique, evolving challenges. 21 75 Company in Structure and Organization SHI has experienced tremendous growth in size and scope due to our customers' expanding needs. Our organic growth and over two decades of stability are a direct result of backing a highly-skilled and tenured sales force with software volume licensing experts, hardware procurement specialists and `14 certified IT services professionals. 00 In terms of organization, we have retained a small business feel in order to remain agile for our Q customers. We have few layers of management and empower our sales teams to make decisions that are in the best interest of their customers. E c� 7ftHE6El ..C_ C.16.g To ensure that we are meeting the needs of all Public entities, we have split our Public Sector business unit into three divisions: • Public Sector Field • SM Sled • Federal LO Public Sector Field C14 The Public Sector field organization supports State Government, Local Government, K-12, Higher Ed, and Public Healthcare entities across the country. Our sales teams are regionally aligned in order to provide local focus; subsequently, our Account Executives are able to live where they work. Each region is managed by a regional director who lives in that region. 76 Customers are supported by an Account Executive and a dedicated Inside Sales Team. Field territories are structured vertically and by geography. We have over 120 Account Executives (AEs)who live and work in their territories. Their emphasis is to be face-to-face with their customers as frequently as , possible. We are in the process of expanding our field Account Executive team to ensure that each AE is focused on 25 accounts or less and in one specific vertical. This will enable us to continue to cater to the individualized needs of our customers. �s Each Account Executive is supported by a team of Inside Account Mangers (IAMB). This group, totaling CL over 150 professionals, is located in our global headquarters in Somerset, NJ. This team is also aligned to match specific regions so that everyone who is working with you will have sensitive knowledge of LU National IPA member's regional environment and the nuances associated there.They are responsible for the day-to-day customer service questions such as order placement, order tracking, quotations, return authorizations, and product information. 2 SHI provides a comprehensive customer support plan to ensure we are meeting each customer's needs. , SHI's Account Executives are empowered to make decisions around the support of their customers, and they have the autonomy to resolve issues as they arise. Because our Account Executives are accountable and responsible for ensuring customer satisfaction, SHI is able to provide high quality 0 customer service and ensure efficient and effective response to questions and issues. In addition, the SHI Regional Directors are engaged with the account teams to provide executive level support and to meet with customers as needed. LU SHI believes in regular and transparent communication with our customers. SHI Account Executives 21 75 meet with the participating entities and individual contract users to review their business with SHI. During these review meetings,we discuss purchase history, as well as the customer's future plans. With open discussions, SHI can provide tremendous value in supporting future initiatives and will engage the support teams as needed to meet the customer's goals and objectives. If awarded, SHI will provide this `14 level of service for all entities that use this contract to procure IT products, regardless of size. 00 c14 c� 8 ftHE6Ej ..C_ C.16.g A Vf914T Senior Director of Public Sector Sales NORTHEAST Ph.Nyw m1 In—var.A&hA-Unne, DoIY w VA„d*r @i1M"b fAvNy'gdt:;7S A'ru IA<Iti n GUNufNa wv" I CL a':�ti�174 ab.�.:A `t0'Sr-J,ef�4..'IM 5au ls1114., W kina�rrarT. rf2wC,—, (11 111 Melt Yraoo,vu C':HAurr�«N� w'n=raui�sRNof�-u!hu.a;curtrr � � 0)II N Salw AW nrl— IAImdt sx WN ub's 99 'Mt � torn hm m:A 00�trwwi Director of Inside SlaPem-Public Sector AfrorGlrA P M*w.Mtir.�nf'q to 'M ,"I is.'aid P'F +ri ^flux V— r LVAa !e{TmN vn YW? ',R p"7240 tlNe^h A9 fl Y l P olaK"M "A ana p.rrtrnnd4 'y Mi con, re»ana aar5p NI mvF,wa1 F 9'.Al U161 4 tl,navkd"aNrr kN r ':und x�d'.rctlgA... CN �M!tinrrtl,�7"NI*Atiamn i u x✓afar E#r .�� �,«w,«w,«w,rw,rw,rw,rw,rw,rw ,r NORTHEAST R.UwaW rug a M.,Go'—, 0 i 7 7 xv4 r rm�u�, FASTU .� r ttnw ro E GdWgb arN t8 MAI U ra 9s PtiinN c sW« a W m-ho.5.1et M-. n,ryr..j.n Ci,-•v k �w N WTI lm .�wN A:RX,.FiFA..f&I I Y ywil uv_f:,nY6 tC'Wv„N ryCvs.4'�"inu q!4'r;i 91 V' Itli NOt 5*1e bM 6114P.M' wvw nwrrwwwxwww. % EA uE N"KI I lha�i X11 ����t{�tRP�.�P�P.�Pn,. .kAt r..nUyvy"y'a.vhi.r,:ts✓n e rWi orwo N :;N yarn i.GA— � w fl'DkW%rNA•Y, w AGhan � wJ sns>u��Aar r,�re 0):wlruhmvw h7nWvrANN,Wu Arvr.: V m o. ma a bpPTlk ' ' T-dumr nsoAtA rn tax uaum � � i" � IIIIII�� III�_ eeeeeeeee eeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeva Gp N w r�,z�nwnrmlpPAm6r rwa.n u��Ni"A SOUTHEAST' 'VHCRPM1i#rCr NuJ('M��rw kM mUkV r on"N^Ilf Adgy..dNAr IFI m tt 2& M1�n Cj+Jurw'7Y a.a Iqx r!'"Ykfl � P""..�",.A rvls d"x4'17'"!' 1 AGM,w lrwl_F�Hry n MdY�r°sf n,w;nnru�e 6t f4*Y M1 If RAnu NI "FI q ry +T E k41�41xVW FAR dINn'w, * ���II1R. tlae�.w0udt^!��rol r32 U111184'J'.fYA IY�K Hi.mnlA� 0) g ar'IIIJw i „o.nmroAr Imnanry to+r'ann fom 2J t q,,,asxannun�.r.�:e SM Sled R The Small/Medium Sled division is focused on supporting the needs of the smaller K-12, local government, and higher education institutions across the country to ensure personalized attention , regardless of customer's size. In this case, we have defined small as a K-12 district with 7500 Students or 0 0 less, a higher-ed institution with 1500 students or less, or a city/town with 50,000 population count or less. These customers often are overlooked by large resellers yet have the same need to stay current with technology as their larger counterparts. SM Sled is based out of our global headquarters in Somerset, NJ and consists of a team of 170 Inside Account Executives (IAEs) who support their E customers' needs from start to finish.They are organized into the same six regions as the field team and both a manager and a team lead support each region. c� X 21 75 A cat 00 V- cat c� 9ftHE6El ..C- C.16.g Sernior Cnurector,S,LIEI FieIld Douse'yerd chko 908,8,84-1389 WEST De ene Eennear NORTHEAST � Plad Marsicaloo Greyq t..ambwen Director, R1'aI$We'diu mi Public Sector, Lauren HuawOn 0s a32-f52-0 79 Irene rtµera-* Enterprise-SLED 772-,564-61505 Josh Reyes Joe Burst Steven gdplewwe¢yiro t19 772-652-0,31 f ymonwhan Ko er 73�•537'..7246 V Mmnkid,e Team "gr Rchael Kb Kayla krWdhain a N I nmur�e Team Pete aysarrry+ Kristen C;oere � CENTRAL Da wd"Preure tiGady N&n aautkr yeW e�n�ai kdaelk. 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JeellaKAU Fra,ncaaca4.rcan,a, atlS&�'q�TN'ME.A.ST rk,mVw,wt�r;M,uivea'rla+xwzm� UkmeC"OV.dw qp K anaaawMem Gr,*glC-Maa i ArruxamndaCahrnannrA 7ds,gherEducad'Vaw 5a„ma�n¢,a Hkg1wErdanc^,µddon M*eftesaakm cdeo'tl'an 732 6483"6r2 0oe0 Keaaaap¢,t .Pfti,Mmrofoh ROJJAiarrwmu.liv, r.uan FNO" N!kn nrearar Cook Yew n Mariano k"wy01'sramr r,�u�annnnmmwanM rAe,F delft Gp Kaaa,maem thkmce„ U Maura rdutoaunan Jne Burst 732 7rdw4 85 6 G-9 sp.4 mi �wwawa r��rmm,�n P AM k Gold'm fl, J„S,Ga,ax KrARW Ames akew'w Pd Vs X 92 RyanKmulwA msmnw„klnabh"kd Ifo-a36 rEductadearra Jrek Sow ap A60.11✓p[MLM Pp.,Show mawk feared EA.m M1ACGQem Kaleigh Maffei Alexme9wre � Bobby rran,lnn,+ '�SAe eY4 kfi Y 4awMwL''.a'. pd�¢.k IaactMamrmna �J,',[rld0.rbAe NYa$mV. kmenea Raamua And",#amen 15 fty SV.,UW,B �srtayOpd„1+Wada„ aeimh nr',WAV' ki b"m M&Mrm f,alrlep,AMAmaka ipatmk V wconWAq k'Oarmmtl,r,a SmnmMmr� f8? r armmnr kc+uaamarawa ran wµ rnmminrµ,a ru ele FiPad,µa P6,12 .� '.SAMSh-IPm�ak a-aaV61Y ruWIY1YAmaN14d' Chu m rrdenak Tom moaak�rei Pew a:�a,raura ddrom4m Keaeak',Ben1 NL ppNewdNK male X ma a Pp.,r;.aranad m AYP a,,p fla 'rfhmmnmme io w,tv,w rwarerru rAemu,x y,„ 4.rwrhF P+aw:e 51 b,w�lb PdW'rWf,N. r r"An,111 91Ataaeal'X iwux e r'Y„k JoAn rlSeeNNtldwe iaA.wenmwnmwnmwn,,, mwnmwnmwn,, en o an,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,n W d.+ 0 CID SHI has the largest team of Software and Licensing Specialists in the industry who are prepared to support our customers and our sales teams in whatever manner possible. SHI has the expertise in managing the varied features of the Publisher Licensing Programs; our award-winning team of Software and Licensing Specialists is available to assist you with selecting your licensing programs, executing the agreements, and supporting the agreement lifecycle. c� Today SHI has dedicated teams that support 38 Strategic Software Partners and over 70 Emerging Technology Partners. 21 75 Over the past decade, IT has changed. Although there is still a need for commodity products, attention has turned more and more to building solutions that will solve customers' needs. In response to this, and working within our customer-centered foundation, we developed our Enterprise Solutions Group to 00 include solution based support.This team has over 150 people who hold 3000+certifications for various products and solutions.Their goal is to help address our customers' needs, acquire the right technology, 00 and adopt that technology into their environment to achieve the desired outcomes.This team can bring together resources to talk across an entire solution whether that be end user, datacenter, or security. `14 These teams are vendor-neutral and use their breadth of experience to help tailor conversations that will be optimal for a customers' specific environment. We engage our customers during the strategy and c� solution design phases of a project and assist with activities like strategic planning, assessments, white 11 ftHE6El ..C_ boarding, proof of concepts, and obtaining demo units. Initiating conversations at this point in the conversation leads to a more optimized project and cost savings. 0 SUPPORT STRATEGY Technollogy heafth checks 5trateg6c planning services LO Best prEictice asspssments Repo i-tring&.position staten,ients (V I Renewal management Technology Roadmaps CN STRATEGY U) 0 DEPLOYMENT M ERI 0 SOLUTION DESIGP Full1l fifecycle servicps Tedinologyassessnient p1lementation services J' Proof of concepts Project managenient DEPLOY Asset ncirnniaiizauon qp ISION E TRANSACTION PROCESS PRODUCT SELECTION Custorn e-cornmerce pnrtais Pr�ce ModeBng Financing&leasing Prrgrarn management 0) QuoUng&invwce management SIELEUT Contract admNStlraflon 2A W Airrnt4l1 SaIlIes 0 U) 0 2014 2015 2016 2017 YTD K-12 (public& 160,000,000 200,000,000 232,000,000 203,000,000 private), Educational E Service Agencies Higher Education 190,000,000 245,000,000 249,000,000 222,000,000 Institutions Counties, Cities, 345,000,000 400,000,000 465,000,000 354,000,000 x W Townships, Villages States 530,000,000 600,000,000 674,000,000 530,000,000 Private Sector 4,640,000,000 5,211,000,000 5,821,000,000 4,680,000,000 N Total 5,865,000,000 6,656,000,000 7,441,000,000 r,989,000,000 I I I I 00 N FEIN and D&B E SHI FEIN: 22-3009648 12111 Packet Pg. 630 D&BNumnber 61-142-9481—SHI has included a copy of our D&B report as an Attachment to this ' response. w � � � N� N � ����-������NU-������� ����������� x� ,A, ri,b h,, t Pa Lq be C, 0 as able, � able, assm�6m�������� ���xx��s, by SHURespomse: ' 76 SHI is proud of our tremendous network of distributors and partners. We maintain relationships with our large IT Distributors (Ingram Micro, Data, andSynnex), as as local distributors, and � ` ' the manufacturers directly.With each transaction, we source from the supplier with inventory in the closest proximity to the customer and drop ship directly to their door. Most products are delivered within 3'5 business days via UPS Ground. Our extensive network allows reduced time to market for National IPA members and prospective -~ members. In addition, we have our own integration center located in New Jersey that can provideLM CL warehousing and complete configuration capabilities when such a solution best meets your needs. Of course, we always take the opportunity to find cost savings for ourcustomers—and National IPA is no � different. In addition to leveraging our partner relationships for savings at the vision and design phases of an IT project, when quoting and sourcing product, our sales teams also request information from all of our distributors' stock to obtain the best price for the National IPA member. In addition, we have sourcing specialists on our procurement team who monitor purchase orders with the partner and distributor community to ensure that no savings opportunities have been missed. In many instances, our sourcing specialists have the ability to aggregate purchases for a specific partner or product across multiple transactions oreven multiple customers to realize lower overall cost. While SH| does maintain a vvarehouse/inte8ration center in Somerset, New Jersey, it is our relationships with our major distributors that a||ovv us to provide for efficient product delivery across the United States. This model reduces the overhead costs of maintaining our own additional warehouses. Our X W distribution model is important to SH|'sovvn internal cost structure and allows us to offer our customers 21 a very aggressive pricing model. Our major distribution centers are located in: 75 * Atlanta, GA * Los Angeles, [A zc * Chicago, |L * Memphis,TN . * Dallas,TX * Miami, FL � * Fontana, CA * Ontario, CA Fort TX South |N �� * ' * u ' * Jonestown, PA * Suvvanee, GA w * Svvedesboro, N] C.16.g SHI receives electronic feeds from these major distributors as well as the top publishers/OEMs in the industry. We include advertised list price in our catalog and have based our discounts off of this pricing. 0 All products will be offered to National IPA members at or below bid pricing for the life of the contract. CL SHI's return policy is customer-centered—we will accept any request to return any unopened box up to 30 days after receipt, unless the manufacturer specifically has a no returns policy, in which case we note LO this to the customer. In order to request a return, a customer first contacts the customer's dedicated sales team,via email, phone, or through the "Request Return Authorization Number" section on the c14 customer/SHI.com website.Your Inside Account Manager then generates a return authorization (RMA) number and provides that to you with a shipping label or account number. Finally,the IPA customer writes the RMA number on their return box, ships it to SHI, and we process the return. In some cases, to expedite a return, SHI will arrange to have the return-product picked up directly. Once SHI receives the return, we will credit the customer's invoice. If you request a replacement order, 76 we work with you to expedite a replacement even before we receive the return. Occasionally, Software Publishers may require a customer to fill out a letter of destruction. In these , cases, SHI provides the form to the customer, who signs and returns the form.To help simplify and expedite the process, SHI takes care of the rest—processing the letter of destruction with the Software Publisher. �s Rarely, a customer might receive an incorrect or damaged product; if this occurs, SHI accepts return of CL that product within 30 days, with no restocking fees, regardless of the package being opened. At any point, if customers encounter issues with their products,the SHI Account Team is accessible and eager to help! 0 U) 0 SHI has a diversified product line that includes a broad range of computer products and services. c? Leading manufacturers have established SHI as an authorized partner. If awarded, National IPA contract users will benefit from having access to one of the most extensive IT product catalogs in the industry. The following lists contain a snapshot of some of the manufacturers whose products SHI is authorized to sell. If, by chance, we are not authorized for a specific product line that is of interest to a member, we will work with the manufacturer to become authorized. Upon award, we will work with National IPA to create a catalog inclusive of all products/partners that you would like to include. c� X 21 75 cN 00 V_ CD cN c� 14ftHE6Kl ..C_ v,(a r e a ir'i ii,""i S o f a r e r,t n e r,s Acronils FAIAdobe ,,),Jr,,yab:h aim anon VVWWA/N(' 6, v*bwvkm CL (D 0) WIllue Ad�ded (S)Attwhnufte AUTODESK AMAYA v-: belkin, BkdvhndtW Lo T-� qT "gr C14 Check Poirl 611, Ft 11, IIII Cisco Ca 0U) CITRI�X c0mmvAu`i`T c ir oii d e p 0new "i'�"R` f" NOLL AN Pr%.4 er " ff""FORMIPOJHT F-.l:!dFIT]nET <W n"', �s I 1 H*wWftIPWc*afrd TVI", L=3� 3, 0, qp ni I IIISW FTC H KA5PER�[(Y'� ivanti E Log R fryt h rn, lli%,Jimv+�o Lerul,"Wo Le�xrnOrk' Malwaireby,tes, tj McAfee, M IS D NAK,jr,osor,,t r exrlosmt s,jiffaco m 11 m e c a Mobfleiliron 111MI NetApp, CL FCCU Qnetfj�l lNovie III l, 1,41UMANI OizAcii..ez, palo Panasorge, w 0 U) 0 Paiminels" plantr e! onics. Qpoiy(�-orn proofipoint), PURE Tol(ILAIA)A .2 redhat, RSA 4r S,AMSUNG Sarf.Ask, SAP E SONY SOPHOS *,surlrft,,,Zml 'Y"'Symantec TREN?. Ur-JIIT'F:,I:ENr.)S tenlable M I C A x VERITAS ViewSonico, VnIVAlf-11,1 &Z 0,Y' xerox IEBRA w ;sk U- ["':t y C14 a i li a t c h ff Value,Added -j:8(SC*8,p" �lHoinip,y%Afe 11 Co Flitsefleir v- ��w@e, mul ol CD CN Molb SAMSUNG delron TAW sEt�("� �v 1, E 15 Packet ..C- ft� HE6Kl E II 11 ElII`�,. �rq' 1-lartriers ........................— ZABSOLUTE' Ail,c own UJii)ri Acronis, a 1.t E,r yx ALTOVA" larcserve i-jtB,',vr,)a,KJd T'Isevondffnist" LO ts CAFilB(DPJ T-� ll"';3 bmc B 0 C,,`,�,A R' EM-AOK CK&WO.11 C 0 D E"4 2 Mi "gr C14 icytieie,mor L*�Dlata(!raviity " IATAWATCH ldolcker 10D 1 GF1. U) lC".Jf"LJLJ111113 vmwo ckototor V R E M N 0 g!o Iscapile' Hootsulte- ln R AGWK"" foblox '� inTUIT ivanti B e 6 Nor.momrso4w Minitab New Relic Onitro W�.NIUANCE Pairdile]S* Pudlk,,K,Secure Milk lwlll""llk redgate' RAPIDF) SK Y IM RTBEAR 5 W SPEA[Mbits splunk> ) , $ Vlllll A.0 b l�x e a intle oI 0) E 83-lbchsmith' lhink-celll�- dS V A N D Y K F %VARoriss 41,1V IBIS ION" W104MAMC w S e ill."ILA 1'- 0 ) 0 Ca Q 9�neck Point Bitdef"der CISCO Log R hylt h im, 0 HcAfoe palo'; proof poilInt, IUD S A SOPHOS E "/Symantec te,nable TREND 1"'40stcopolmy x w 21 75 U- C14 00 C14 E 16 Packet ..C- ft� HE63Kl PG pp C C t; U. c:00i BELKIN, A"k 2 Av%k @ GRIFFHY (L aGN in opio,co Kensingtori, losiltech, LO plantranics. StarTect,1",�,-)r ni CN HWOW4,rdma 00,4, 0 U /aus InFocus OLG NEC viewSk"mie, Sourding Nairy Standard Products SHI is committed to sourcing any product that our customers consider standard. In fact, one of our greatest strengths as a reseller has been our ability and willingness to source and purchase any product E on our customers' behalf. This process is fast and efficient. SHI allows our Inside Account Managers to source products themselves, and to add them to SHI's product catalog without the assistance of another department.This means that a customer can request a product that does not currently exist in SHI's 2A LM catalog, and that your Inside Account Manager will provide pricing and enter the customer's order CL within hours, rather than days. W 0 U) 0 .2 2 E X W 21 75 U- N 00 N E 17 Packet ..C- ftHEEJ �� �� m�m���������� ���� �m I E S ,A, ���;,r'lie a e t p6m� mf th,,e CL x� e, bm��m���7�����m� LO CN sales 0 SHURespomse: SH| realizes the value of partnering with avvide|y respected organization like National IPA. Upon award76 ' this partnership would be immediately announced to the entire company, starting with our President and CEO,Thai Lee. This would be done via email to Thai along with the rest of the SH| Leadership, both sales and internal support. In addition, we would post an article on SH|'s internal sharepoint site and announce on our upcoming all hands call. SH| has retained a small business feel despite our growth. DeniseVerdicchio, Sr. Director of Public Sector has worked for SHI for 22 years. She is personally working on this response and will continue to not only < sponsor this partnership but will also bean active participant in creating and supporting all marketing plans. She, along with the rest of the Public Sector leadership, is fully committed to the success of this CL contract. National IPA and its members will benefit from this personal touch and commitment to W success. Ongoing training of our sales force on this contract will be critical to our success. Within the first week of award, SH| plans have a call including a|| of Public Sector Leadership and Public Sector .2 2 Marketing team as well as the appropriate sales, marketing, and contract persone|| for National IPA to -~ create a specific design to enable our entire sales team. Discussion points will include: * Train and enable all SH| Public Sector Field Account Executives and leadership * Train and enable SH|'sSM Sled Inside Account Executives and leadership * Announce contract strategies such as social media, targeted email blasts, and press releases * Facilitate current member market strategy * Facilitate perspective member market strategy X W * Create ongoing marketing plans. We respectfully suggest having weekly touch point calls with Denise and the Public Sector marketing ' � team until the contract is officially launched. Continuing monthly review calls over the life of the mw contract will allow usto stay focused, to analyze results for plans and strategies currently in place, to w � discuss new campaign and marketing ideas, and to review the overall success of the contract. � Since our Account Exectutives live all over the country, we find the most efficient way to conduct traning 00 � and enab|ement is with regional vvebcasts.There are on average ZUAccount Executives per region so w this will allow each call to have a more collaborative feel and allow for in-depth questions and answers. C.16.g We would love to have National IPA conduct live traning sessions at our global headquarters in Somerset, NJ for our SM Sled organization as well as any local Account Executives. In addition,we would 0 welcome the opportunity to present SHI's overall capabilities to the National IPA team. CL SHI would expect this initial training to take place within the first 60 days of contract award. From there, we can work closely with National IPA to create an ongoing training plan, including quarterly LO touchpoints with the Regional Teams. We would like to include the National IPA team on future in- person meetings to facilitate better relationships between our sales organizations. c14 U) �/ (✓?t�l,�lm l,V l.,�1,�,l,V lm i,� i/e� ' �It,V� �.,/i�lV i �,li'1n� i>;nE� (JPP/h;V rbV /;�/h 1l yf,lm (,r� �,lri{m �l�>;,V.r�,{m !�!� lmlm ,�l, ill,�>m'�! �, e>;n 0 t ie st !Vt/m!^;EJ tr':� th,(m as ' r/,m.i as ( ',,V p,es ,release l(,' "V, thi(m V. ,fP. Nat .,9libV! Cli'DA at n� th"e thi/m /'[,ast , rg,,,,,lee !let,"t CL u !l. j(:,!!�'f!1 �, !II'1i�, �,(, t,u��le i!„��lm�l lri �,/�/I„V ib��,G/.,u�l, 4, �J!„4�1m at th,,m gN,V (mil r/el,��„�,; ��,G,G�, ✓�ibV ��//�+a �(J �,61n,p'L ilm '�- �J�,G)t',.,l, r „',:?�,�i „!�,laG',le ' r >V,/,,, �Jl,; r,,lil,G.�lmbk �.G i�' a.+ l�t,,u,,/�61��,�� l,r t,(✓�I I�GbV i '. bVb�lT,� LU lex l,r t,(✓a llll t t p,)rr,, ";,rlie ,re 1,as able ass at1n,V 14,e 0 U) th"e (,ul';l,V! �,G s/,r!!1(:,�, J/'i G,G i6� 4lIr,G !l,,i� i!� 1, � 1,� �Rr! ��il' ����a,J './ il,i>pp ,Jl,r"i'ly as 0 <J �., ��l,V�, ! l y!��/. a. a.a tlri/ (f th lm r//l,ustl, rgflm lm !1>m'.it t, � "X, �l ��GL/ �lG PPKG /m�, i�l� G,G iG,„ � !(„ ! (.?� th,,m rZ'[,ast,lm. g ee l�lm it �,lre�( 1 ll,�lri ✓l,r�, �,.� �lm !i� j l,bVse O/ r, dS • j(„P, (�t,(,tli�, !„44, /,V ib�b07�llm ib� l�lm i�,.� >'.,l'�, rlm lm.r�/ il,s�;.GbV!�/ (,JId,J, lm III' i� rl, lm il.. X LU l�l, dl !1 r��r✓ , • �..1'h`,�, (:,li.�h`„ i�°�,P„$��bV�, ;�f�bV ��/'r:� � rlm�,..v.�,(m i4,1� 1� �P,G�Iri/m (:,li E,i/ lml�,G..�� bV� Jl1'� paraj e,, N CD a • r t,r" """F,lmm mr)!,!„ 'ress Nat 11/-t � CD 00 SH11 IResll oinnnnsew CD cN 4i In addition to our extensive sales force promoting this contract actively and on a daily basis with our current customer base and prospective customers, SHI intends to collaborate with National IPA on an extensive marketing plan. We understand the goal is to increase the number of entities that buy via 19ftHE6Ej ..C- C.16.g National IPA in all public sector verticals. We have a dedicated Public Sector Programs team with resources specifically identified to market and support growth for our national contracts such as National IPA. If SHI is awarded, the National IPA team, alongside Denise and the entire Public Sector leadership team, will work with the following people on this team in creation and execution of this CL marketing plan: LO Scott Garrett Public Sector Operations Specialist Scott Gainrett2�bLcoirn U) 0 c� Lauren Baines Public Sector Marketing Specialist :i..Ll ir'.an.°.I ._L.a..11.l e M..2..M.I ..II.:.c.o.11r 76 We have prepared the below marketing plan but will remain flexible and open to collaboration post award.We are agile and will work quickly to execute the agreed upon plan. First week: • Create a co-branded press release and work quickly to distribute to agreed-upon trade publications • Post announcement along with contract details and contact information to www.shLcoirnCL • Begin design of co-branded marketing materials including print, electronic, email, and presentations • Discuss publication and distribution plans, as well as a plan to distribute and follow up on leads • Create social media strategy U) 0 • Design implementNational .......... ..M.hLcorn including National IPA .2 logo, copy of original RP, copyof contract and amendments, summary of products and pricing, marketing materials, a link to National IPA's website, and all relevant contact information. E First month: • Complete design of co-branded marketing materials • Finalize plans to publish and distribute • Begin distribution to current and prospective National IPA members • Implement initial social media strategy 21 75 First ninety days: • Post announcement as a blog post to our widely read blog.shi.com series • Complete training and enablement for SHI sales force c14 • Complete publishing and distribution of initial marketing materials • Analyze initial activity 00 • Discuss next ninety day plan for marketing c14 E c� 20ftHE63Kl ..C_ C.16.g Ongoing: • Design and publish national and regional advertising in trade publications • Market and promote the Master Agreement including case studies, presentations, campaigns, CL and blog posts LO SHI participates in hundreds of trade shows, conferences, and meetings across the country. National IPA MT has our commitment to participate at specified shows as well as looking for additional opportunities to broadcast and promote our partnership. 0 Specifically, SHI will attend, exhibit, and participate at the NIGP Annual Forum alongside National IPA suppliers. We are happy to assist National IPA in promoting and marketing this event and look forward to collaborating on a plan that will drive attendance. SHI currently provides seminars and workshops to our public-sector customers across the country.We 76 would be pleased to do the same for National IPA members. In all cases, we would work with you to determine the right topics, venue, timing, and participants. Some examples include: Manufacturer Table Show— held annually, SHI will bring in manufacturers that currently do business E with National IPA as well as emerging partners for a day of education and demonstration. Technology Roundtables—this event brings together Public Sector IT Professionals and leading manufacturers to discuss current and future technology and how it can be used to solve problems orLM CL innovate solutions for the future. Webinars—SHI frequently holds webinars for our customers.Topics range from Software Volume LU licensing (Microsoft EA,VMWare ELA), specific product features, and more broad solution areas. 0 0 Workshops—typically done in a half day, a workshop is meant to educate customers on all the aspects 2 of a particular solution. One recent example is SHI's Video Surveillance Workshop. We have presented this workshop in 13 cities across the country and have discussed challenges, technology, policy, and future considerations. Summits-SHI holds technology summits at our corporate headquarters in Somerset, NJ. Current summits include mobility and software asset management (held bi-annually).The State is welcome to attend these at no additional charge. X Custom Events-SHI will help National IPA coordinate any event that they believe will be beneficial to LU 21 the participating entities. 75 In addition, SHI regularly publishes a widely read blog- http://blog.shi.com/. Recent posts include information on audits, E-Rate, VMWare VSphere Licensing Changes, and Microsoft 0365 Productivity. c14 Immediately following is a sample marketing plan. 00 c14 c� 21ftHE6Kj ..C_ c3mmm ml�'. CL LO SHI has transformed RSellf from a$1 Whon"software-only"regional reseller into a$7,5 billhon loball C14 provider of viformation techinollogy produm, and services.Frorn software aind hardware procurement to dep luyiment Iplanning,clonfigurattrin,data center oplimrzaUon,IIT asset management and doud 0U) computiling,SHII offers,custiom IT sollutOns for every aspect of your environment,PNMOV-held andl under the guilidaince of our current ownership since 1989,SHVIs goal iis to foster tong-term andl miatuafty-benefid all Ir6 'kionstuwps with our ct6torners and partners every sin&day, With 3,500 emplayees,worldwilde,SHII is the largest Mlinicirity/Wornan Owned Business Enterprise (MWBE)in the U noted Statoss and is ranked 91n`on CRN's Solution provider 51C.)0 lest of NDrth A.MeTican,ff solution providers. SHII has a dedicated IPulslWc.Sector sales force focused on,sell ng Solely to state and local government, K-12 schools,and higher education instftutegs.Digital Leairnung is one of SH111's core verti,cal sales ass ftftiatives fm our education team,ritaking a U%-ter m rellatimishipwith Naflonall IPA a natima4 fit. da L- mne,,,Jkf-�,SHII has an active presence on Twitter,Uinkedm,Facebook,andlinstagram.We closely CL foflow Mustry trendsetters and advertise new servrces,agreernents,and re4evant articles as they relate tO DUf'oustomers.We also uise these Ip1latfclrrans to ampfify SHI Blog articles about new buying W vehidles for SHII and our customers. 0 U) 0 4,"aru ,N Vfl SHl mailkleting,team can cireate HI,TML emad templiates designed to rnform uy thousands of targeted proprietary contarts,about new contracts. wIwwt ("i I,I o t°, rrl 0,111 t w r rt g,,to r o u r K-12 4 es f orce.V la ou r re g ui a rlly s ched ui I ed rollu n dta b lle ca 11 s,, internal newMetters,live webinar trainings andl ln-person presentabons,,we strive to farnifiarize OUir sales reps with all new offerrings so t1hey acre prepared to serve our customers.Addliflonaily,we offer live webinars and trainings for our oustorners,when relpvant to keep therm abreast of thp latest IT inews,, —- ----------------------- pip Epp a x W 21 LL CN om ftw w"I", MINA 11 I�Yll 10, 11l I IT" 'mrh 41 114� 00 CN 22 Packet ..C- ftHE6Kl C30mal III CL ———------------ —U) useS our corpoirat ebsite(SHI,corn)and Business Wire to make 0nportaint C14 announcements,includkig occasionallly Hghhghtiing strategic new contracts, U) 0 L vfn, SHI attends and supports a plpthora of events, often spearheaded lby toc!A SM A to educate our U custorners on ouir resolurces, These include but are not fimited tor co-sponsoired regionM iT events, road shows,custoirner-facing conventions,and webcasts, These types of events aillow SHII to market key idifferentiators to Dur die ntele,md1ulding plurichasing -ra cooperatives such as National pM SHI attends many of the top,traide shows in the edulication W Mustry,and we Use these Lipportunffies to Nghhght key resolUrces avaflablle to us to our customers, including education contracts. E The Ibliggest of these shows is MTE,the most comprehensive educabonal technology lizonference mn < the world for the past 30+years,with 18,000+ Whoa Rm,AAANoked VVION1 0) tt U) (loud aend,Pes. CL 131,',l 8 gvnd ,,,l4H i Our subject inlatter experts, aocount expcutives,and partners,contriblute stodes regullaily to iour customer-facing No&informing thern 0 on insights,trends,and challenges impac'Ung the iT COMN= U) 0 Mustry today.We measure each post's mipact cs through best Df breed SEO and web analyflics pralclices. Since our Idle has a widie-ranging audilence,our PuNic Sector marketing tearn is included in wdlters'rneetings to ensure that we wire effectivOy reaching our government and elducation-sipecific customers, We have dedicated contract pages on our pubkc-falcing wpbsifte highfighting key iciontraict vpNdles, x W I I I'M U- SHII's,NatAonal$PA contract provides us with the abflity to conlinue serviang pubillic sector toglethe�r,SHII has demonstrated its,distrilbution capabiflity in geneirating revenue,creating mterest for partneir products and in transformiing the way our irriluluall customeirs buiRd,deliver C14 and cons,unne inforniabon technology.We,have ever"VtNng it takes to be successful in suppoirUng this ciontract, 00 CD CN 23 Packet ..C- ftHEEJ tmthe amm�ab/e Nat y1;'DA, a8Stm��m���� � � th,,e rvAl'as be th,,emth"er mPemmt',""Ve CL SHURespomse: LO SH| realizes that the transition process is essential to National |PA'ssuccess. Below, please find a brief MT explanation, along with visual support, of SHI's collaborative process. In order to make the transition C14 �1, smooth, efficient, and effective, the process described may be customized to best meet the each member's specific needs. For now,the SHI team recognizes six (6) areas of focus to help ensure National 0 |PA'stransition is successful: 1. Manufacturer Supply and Pricing Agreements � Z. Product Standards ' 3. Dedicated Account Team and Team Tools 4. Custom/Customer Specific Reports � � 5. Order Acknowledgement Customization 6. Non e'ProcurementSite Implementation: SH|.com For each of these six areas, SH| and National IPA will work collaboratively on identified tasks tocomplete implementation of Information Technology Solutions.The breakdown of these tasks is outlined below. LM ~� Area of Transition SHI Task to be Performed National IPA (member) CL --k to be Performedc Manufacturer Supply and Create contract/agreement Identify all existing W Pricing Agreements document in the SH| System customer/manufacturer agreements Identify source(s) ofsupply = Submit letter to - - Request/p|anforroutine manufacturer naming SH| as product/price updates from agent/reseUer for customer anynon'autonnated price feed from manufacturer Identify customer policy for manufacturer selection and Set up customer specific orders SKU'sasapplicable X W Identify any IT refreshes Createtrainino/infornnation already in process so that SH| � documents oncustomer is able to best assist ' � requirements for internal use customer. mw Publish customer terms, .� pricing, contracts, and processes and policies to 00 SH|,s Internal SharePoint site w for customer 24 ft C.16.g Create customer-ready marketing efforts to inform all authorized purchases about the new contract begin request authorization process and identify SHI LO requirements for any applicable manufacturers N U) 0 c� Area of Transition SHI Task to be Performed National IPA (member) Task to be Performed Product Standards Work with manufacturers or Identify customer standards distributors to set inventory 76 levels, if applicable Forecast volume on any IT inventory requirements, if Flag standard products in applicable customer catalog at item level Define non-standard request process for customer and SHI Place first inventory order, if approval validation for applicable processing, if applicable CL Create process documentation and update to SHI internal SharePoint o site o 2 Set custom fields for customer order entry to identify and capture order- specific information that City would like to maintain c� x 21 75 N 00 c� 25ftHE6iKl ..C_ C.16.g Area of Transition SHI Task to be Performed National IPA (member) Task to be Performed Dedicated Account Team Introduce City of Mesa to its Identify any specific and Team Tools dedicated sales team requirements for City LO le Train all team members on N pricing and terms for City of Mesa contract o c� Ensure that City of Mesa is aware of best customer- specific email alias for their 76 use Verify proper setup of team folders in Outlook Area of Transition SHI Task to be Performed National IPA (member) Task to be Performed CL Custom/Customer Specific Define custom fields that City Define custom fields that Reports of Mesa may wish to capture City wishes to capture 0 U) Establish reporting schedule Establish reporting schedule Establish distribution list Establish distribution list , Validate custom fields Establish report layout and transmitted in e-procurement report type/requirements and non-e-procurement orders c� Program data labels and list of values in order entry to 21 capture information 75 Set order types: Standard, non-standard, replacement, N expedite 00 Submit report requirements to Web Administration N Develop and test reports c� 26111 ' a Packet Pg. 644 C.16.g Introduce and train City of Mesa on SHI reporting tools Set user permissions CL LO Area of Transition SHI Task to be Performed National IPA (member) MT Task to be Performed N Order Acknowledgement SHI account team customize Define City of Mesa specific Customization in SCII content 0 Test order acknowledgement Define intended recipients documents of notifications, such as Order of Acknowledgement 76 Area of Transition SHI Task to be Performed National IPA (member) Task to be Performed SHI.com non e-Procurement Define organization/site Define organization/site site implementation requirements (process flow) requirements (process flow) Define system users and set Define system users and set CL up permissions up permissions Design SHI.com customer Define approval process o U) specific implementation and billing process/requirements Define/build any additional , catalog requirements Define catalogue content Define SHI.com special Test system and processes verbiage requirements Connect users to City of Mesa-specific catalogues 21 Conduct user demonstration 75 and training sessions for City of Mesa N 00 c� 27ftHE6iKl ..C_ C ag"'rees tr "e is 11;'DA rV ibGln,g"'rees tr', th,,at t se f Nat H"D,"I" as '"I' el CL SH11 IResll oinise: LO T-� SHI acknowledges and can comply. CN U) 5"'e"�'es 0 "e th"e sa"'es ie,,,rli by a Best "V, SH11 IResll oinise: National IPA will benefit from SHI's laser focus on being the best at delivering the products and services your members need.A dedicated approach to the Public Sector business for the last twenty years has helped us to create solutions that are specific to the unique needs of State, Local, and Education CL customers across the country. w SHI's Public Sector sales force will be actively promoting the availability of National IPA to customers and 0 U) prospects across the country. With the assistance of our Public Sector marketing team, all leads that are 0 generated will be followed up immediately. Any leads that come in, regardless of the source, are uploaded to our CIRM database and assigned to an Account Executive. In addition, the lead is attached to a specific lead source so we have the ability to track ROI on various marketing strategies.The AE is then emailed to make them aware that a new lead has been published to them.The AE will document any activity with that customer in CRM. When appropriate, the lead can be transitioned to an opportunity and tracked through close. SHI agrees that all joint sales materials for this contract will include the National IPA logo and reference the required information as required by this RFP. X w 21 75 U- CN CD CD 00 V- CD CN E 28 Packet ..C- ftHE6iE sa,,es th,,e rv/77aster ,At sa,!es -es ry Y a t 47as t e ,A g,,re er'i1 er,[,t CL LO ige CN SH11 IRespoinise: U) 0 SHI understands and agrees to train our national sales force on the Master Agreement.As discussed above, the sales leadership will be actively involved in ongoing training over the life of the contract. Training will include key features of the agreement,working knowledge of the solicitation process, awareness of the Public Agencies that can utilize this agreement, and specific information on the 76 benefits of this Master Agreement as opposed to other cooperative contracts available for use. 3: G, a t )""r,",f'(, )r t h"e Pe )""r, 1)"', �,,I'vi, r b e ,re s p s b I e ,f'(, )r rv17,;,rii,,rke Rep 2A V, s LM CL SH11 IRespoinise: In order to provide the most seamless and efficient service to National IPA,we will be providing one LU primary point of contact. If other people are needed to address the situation, Scott will quickly make 0 U) connections with the appropriate people and stay involved until the situation is addressed completely. 0 .2 2 Scott Garrett Public Sector Operations Specialist 732-868-5915 Scott Gainrett2�bLcoirn sa,l,es ""s X a t th"e h" gh"e 5 t-.taut'I e e t V e h,a,rg e t"h"e sa,,es LU 21 SH11 IRespoinise: 75 U_ As previously articulated, SHI has experienced tremendous growth in size and scope due to our T customers' expanding needs. Our organic growth and over two decades of stability are a direct result of LO C14 backing a highly-skilled and tenured sales force with software volume licensing experts, hardware procurement specialists and certified IT services professionals. 00 V_ In terms of organization, we have retained a small business feel in order to remain agile for our CD C14 customers. We have few layers of management and empower our sales teams to make decisions that are in the best interest of their customers. E 29 Packet ..C_ ftHE6El C.16.g To ensure that we are meeting the needs of all Public entities, we have split our Public Sector business unit into three divisions: • Public Sector Field • SM Sled • Federal LO Public Sector Field C14 The Public Sector field organization supports State Government, Local Government, K-12, Higher Ed, and Public Healthcare entities across the country. Our sales teams are regionally aligned in order to provide local focus; subsequently, our Account Executives are able to live where they work. Each region is managed by a regional director who lives in that region. 76 Customers are supported by an Account Executive and a dedicated Inside Sales Team. Field territories are structured by vertical and geography.We have over 120 Account Executives (AE's)who live and work in their territories. The emphasis is on having them be face to face with their customers as , frequently as possible. We are in the process of expanding our field Account Executive team to ensure that each AE is focused on 25 accounts or less and in one specific vertical. This will enable us to continue to cater to the individualized needs of our customers. �s Each Account Executive is supported by a team of Inside Account Mangers (IAM's).This group totaling CL over 150 professionals is located in our global headquarters in Somerset, NJ. This team is also aligned to match specific regions so that everyone who is working with you will have sensitive knowledge of LU National IPA member's regional environment and the nuances associated there.They are responsible for the day-to-day customer service questions such as order placement, order tracking, quotations, return authorizations, product information etc. 2 1F5'tt' fafawr PharVOW of PublicSect"Salk-s PP TPPi S f RogR 9 uaft ft,wawmcnm�vuxrm *nm,VwdCCh,0 wmmpW.*MamomV*,got M, 429,1741917 DM,RE4,q300 arwN �r>Y,uw AAD%7�rr*O,'a= CWrtrm w_'49 m,�rw�',^.nr< 'tu r-m^+..i_vmammrr ntilrumn. M w,..xm.A - mmmlmm ramma Iw,j wmres:: uwimumm—wM Cam.a Dire,-e or of iinsid ie Sales-P*uablic..Sector d2 wrmmmmwua:wrmum vxwormmimrw I;nwR^r_w;r rre" o"m 7';P14X7 i.ml4„tl 9imzrrwur_^ur„mme✓r m=.�t.',�uro U CAkw�wYm1M!4m 6 aw'p P{anrca@ V A',a E'WVkV1Q5h owl Qp Md wuMsmmmNR,r WPo!W'1'aVMVtl wMVIE wktk rAr.M&Iw44'FI e"rc'idvvn "AA mMn ONR&agsw wu;xmrrc AmM4wn�a'�X9 'X NOFITHEAST mraar`n Ix„$naNP.'rr'uiN�wruav„'r�ru � CENTRAL IW,nlpmtmm amPM�Ii CM helm @pmmmmm II� � LL &m09 .l Dwre m CwIA Pw4 ouoft1M4m c poo.Crawl mw W�m�amro uuw.-ter 0"'mmammwwwas,, 4/$ waaivxr J�a1"wm wt" EAST' mz s: u., N ay4mrs:14n4P'nm,,w+«n wuvNpmamcem MUwmarm mawnrm+.m Mmn r'k1w MkrCOffiM'YMA,wG00.0 Ad V_ le� v uPVmaazmm+, � rM �smi�r � zw^rrwaw NlNwac'yP^xw toll mwliw mmwaa wm au��a< a St) FT 04 $�nP N rrr,aw�r nm�rew umm�mr� -0rw ni�n �" � � ggqq ggqq ggqq � a»sa�amwraa me i_asrrrvm�xmrmrrnr '� �lr m�,mwdiwmmwnBnmeaaw.t amrrrdr pmgmmmaww , w.ruwwmu I Ir uwrwuwrw m .. a -r, .;a a a A14IS�wMM'77 mn,r.�mr,+�.mTa�r.umlmal i�tn',u,�um d9 Tea-iEewm,mhjmaau:F m&',j— ,.w ^ �M anslww+r�gM+ar lMmwumGl1 mmm.marepm'M wmC„d .a�,P':ra.rr'w"rvr", .�^rrwma,�r,ummsw,Nur+tww°, � <S a.+ 30 ftHE6ii:j ..C_ C.16.g Denise Verdicchio Sr. Director Public Sector 908-884-1389 f'.�,r.!I .'I!irr��,'._veiir:d'iic dIIJ„'i!j.9.o.�.IIIJ„'i!j.coiirn CL cL Yara Ismail LO Director of Enterprise Inside Sales— Public Sector 732-537-7240 c14 U SM Sled The Small/Medium Sled division is focused on supporting the needs of the smaller K-12, local government, and higher education institutions across the country to ensure personalized attention 76 regardless of customer's size. In this case, we have defined small as a K-12 district with 7500 Students or less, a higher education institution with 1500 students or less, or a city/town with 50,000 population count or less.These customers often are overlooked by large resellers yet have the same need to stay current with technology as their larger counterparts.This division is based out of our global headquarters in Somerset, NJ.This team consists of 170 Inside Account Executives (IAE's)who support their customers' needs from start to finish.They are organized into the same six regions as the field team and both a manager and a team lead support each region. CL 0 U) 0 c2 E c� X 21 75 c14 00 c14 c� 31ftHE6iKj ..C- C.16.g Senl'or Director SLED Field Denise Yardicchdo e e CL 'WEST �Csdd' yrdz HaYnruett NORTHEAST [)IIIeGtpf„ MTM VIfiI '18C�ILNINI PubViC eCtt1l, C� Hranai Mar uu arras Gvegr3 n arnh„dren R auuren d Irawwlan 732,6, 1J8,3,9 R,°ene r o,ok Enterprise-$LED 732,,64.05(l r � Josh Reyes Joe Bursh' SR'�everrt�Nenroep'h LO ,'"-t., 0::f 9cdreeikw„ads V4O''Rea' 732,5 37..7246 Insiids Team 1: Michael Kilotz Kayla Williarns C14 Inside Team Poe n a a ay Kau Ya rw a,rnrsrs �p Hilly Howarth Sebastian P,ak CENTRAL David Vic drag � folona+ue(:""hedid a a 4yrny Catapano GUIrTell a racnksraa''d U) C iars�«Cali rnn F"arkrr Jensen . hgnrn nd 3r 65 •a329 (3ou'deepShada 0 1nan FkntVey u Chris C a shin John M r+uno Tylere Daniel SOUTHCEINTRAL Erika Korsak Pal Swinarski � Alan From ,harries IrHapael6 ar.ru Inside Tearn Ryan FS nucduerc 32 65?t 290 Jenulah Alghah Anlhnny Rist',arto Ryan Brennan EAST JeSs C',I Rnii 4r„,^,ur avkM Chadre 1ACCIelllanrd Mill Rir*015 a Llaau„aaa#t'nrn 7:3 68-8Y,31 Juan Marlinez Chrrs Costello 7 hw 56J-62'23 � Mck C.oirvmo Kevin wanHnn;„kirk qp Inside Team Sloane End ick Andrew dreww I3 irrf'aer ralaarna ihwasa' 7 i2 652-fJa'71 � Sleve Katz v � d) .Ask they M add Insdde Team as CGN3R'1 4 Alex M ir;Doulak& C Bnanunai Jick 0' Sh7MTHEAST iJravntd 0 Irrvyrtp Ydri m' Chris Rebeh, Arnaax''da t ahm arno Gary VAlsnn EASt' d2 Dan Nemeth 732,564,6362 Jim Gr¢xpran Dianna Lee Kewhniwlanaaw KaaleighMaffeei d daahneRla'Vfoiva � 7 2-564 8516 Lauren Rallis III �r� $00111i' Jeff PiiuC enle Lou rwt lvaa„.l N1nR1GkkT9tiWNt q) Kewna r urr Wra t) Inside Team Pak t rannoly Kwame L hun L,,, Bryan Hunt Winnie Fauns � Mal Schenck CL Bryan Thompson Samantha Rebrrnbaas, ap fbanreile M ailoraey Toiin Monks � w a.+ 0 �9 X a t'11 00 t'11 E 32 ftHE6Kl ..C- C.16.g Senior Director.SI! Field � W Deanse VerdllccInlcx aa. CL NORTHEAST t�ewwa�Powe�A'. a aaaaaaawW+PEST aaaaaaaaaa CENTRAL �Aonoransgax � Lauren How fin INUraa'gw( "Ild Paul Marsicaaaura Amy r'aUp;arun JtlAV Y'ne �b 732 564 5505 PaIsti amm ew 737 652 0535 7326520294 .b mnA0lWn wwimimuraan �°"° InnA a ruwmany Jo,0, Reyes Chris( mhued manor F arms fr' i "' 9 141) Htohea£aqua ibon 7;a2 657 03t 1 732 058 daldx°t MdMfrA ldawe ?gdmhdumnr�„R&rreiNomn.11r � W'red'rb g':nnae+Fm 6r9ak11—ILM fmda�d n,a FelvWmallmlm mmmc N ydu�p,"der dN„ur atawyA�r Mt,¢w'eer hw3urr�n6FdyaA err twmwl WMlduamAnmwwu � X-f 2 awmajA DWdlum MCI,e r Fardwomew,r eunw i amudwu tlarmr.aa,e>,aas wlrwankw grrnmir IWIinwBn�nwvl asmrm"�lmr;k ryla Naldmwen nam@mPq,aimUAN,. �li, 0 JaMBAadmda Nt NA 5rsi Ab nanxanrvrw K,12 And-a Lee tdwtawv Wwrag n rum warehunma Amvewv lrxum Aa'UkMykh roN SmFAn"mH le Maya 1,bIIIWrAa avk'a 5 ... .. ... ... p'AAIf1y dAoxwmnkan IE°m'Vd'S rvnrwrr awmuurumxrg N Q 9= Bgxo"m a AkAxallm"Aw nanrwl r d 91Cdgm 'vdmarorwm Pma-i Dan Henl h ChnemMor^ coanrfaq-0. SOUTHCENT67,"AL .wwaaamrrtnf:ro,are!.... EAST 0 rran,egI. [Vmwaa9 htanrma D.,pwadml.m Alan Frost loychaeg RNArv*p a Fain Suu'ft(Tln Dean w aaavdo Dow[*[*Se'no m Mel Rx'Norwn 7 32 552-02 0 H r.3,C a Wno 732 564 8223 E Mw ...a F wmPwme mpmm .im t"a Maw;' N nrdeaull HIRA I � Kevin Vad Bu� ,,kir'k walla,d11PAlae Fwrn oww"C wrrelhl a ease 73 868,g731 R.66G 'an � 732 652,72p'7'1 ewae Katzw mww mma1 unnm �SOUTHEAST a hllbliolA w rda Owx FI v awoo" 02 xmewo d,vd,,,we nemw v::,umawuarm� Amanda C,alaruaarun Dave fiema.,aunudmaa Higher EtNracadrw San,mm In � Ja;gher Ed ucaakayra tiv�A,M"'kw kanfwv Tmia 7�32��64-8362 1J drwv hdwra�uwlw: In h,Afq $a'eJ4waaebm a"sew a.a �°fa„ �,men � Don Fan m MSW,t yuummnM's ka New:ON* Kevin Maid f ano wManz w'flfa-, %N snanTrmdaere ayawn r mrmdAa qp uadII GWf'amnmadau Jmdraffuwa IWfradde, muunww mmsmy K,17 d) K 12 Ay-XamW at-'aewura u'O" Htghea F troatyaura PmOWSIaAla saS ✓AMalawµ'ICWrY.lap Fayar 9laurn daona5;udaePal IEdrvvwn Mw°r,wvuawor a'+nreekkr raafMu Ale araan.,m ratlftSCYy wmmfativrmP '$09 ml WnQblIr NY Kew aaK hltnroAm )pw umgl nml4 VrvAmz a,.tlanven P.4411 .AnNln9tlrm✓d maw&mu Sat f rn Anetwn alnr„�p V llaad' Man..Makmn-m Aml ley Ma dun CNN a'le%patllm'v'">bA��m9rA1wA YJ cm awl seve nam Tmaeq Fad4Aaflln MUM CMr^fuawa N(.'g2^ P mUKn n a--goo i a7rnrvm UM 4Auea,K A Comm i wamun of nC �„ Owe FM1.v6ngW Y gar UA�rmiakm Pew I,uaraw5+ Ada;xam IM,rrtlnww�z'amw�9 aFMAdaVaAlaAN WIumM'� P Vwaewnmra Mmrnrervx iT+m tla Eti_wmmn 5,,,, t moray rprvpwaadmc� AebfO dwalwvk' Ryan A;'m,m0e'pab 1daiYwwe$mA gmtitlb CNN Cody dy P'W"ar $*%en'rn wraar� ran'ynm 1 henne,Wi— 'W"aanfw P,10 .OsnfYrlr w Adw;Al' lrerr Fiwe�admnr � LLB a.+ m y w a 0 N) 0 G i lm i t r` a.+ SH11 I esll oinnisew SHI has extensive experience administering contracts of this nature, and we are confident that we will exceed the requirements of the Scope of Work and Terms and Conditions. We take great pride in our ability to administer the agreement to the maximum benefit of the contract users. c� The SHI sales team will work in conjunction with the National IPA sales team to promote the Master Agreement to both existing participating Public Agencies and prospective Public Agencies.As detailed 21 75 previously in this response, the SHI Sales team will receive in-depth and ongoing training on the Master Agreement. Public Sector sales leadership will be actively involved in implementing and servicing this agreement.The entire team is committed to growth and success of this contract. c1N SHI Account Executives will promote this agreement actively within their account base during regular face-to-face meetings and calls with customers and prospects. In addition, we welcome joint sales calls 00 with the National IPA sales team. c1N Scott Garrett, the dedicated National IPA Public Sector Operations Specialist, will coordinate regular communications with our sales team and actively follow up on all campaigns. He can quickly distribute leads and connect the National IPA team with their correct counterpart on the SHI sales team. 33ftHEEJ ..C_ C.16.g We understand the intricacies of implementing and maintaining a contract of this nature, supporting multiple state agencies and municipalities. When we enter into an agreement of this magnitude,we 0 take great care to implement support and service plans to meet the needs of each individual agency, city, county,township, school district and higher education institution CL . th,,e Ll'fastl rI,,G.ee Ile ity i4,ll,e;l,!;li ,g („r"'lG ig b,(„ Ll .,[,at (:,)ir(,.}f MT i s l i i f rlil :y I,II I f 'i p CN IIbV nlm� il;,!l.,pfi/,r .rbV f�.I ! l,! �Ir � Illm � ilm�.� � bV L h,fl/IV� it:E �l,r�, .h`, l,m r„� r,,,,(,��, i� .r(m��-1 �!� lm>=, a.+ U) SH11 I eslpoinnnise: cos In addition to our extensive sales force promoting this contract actively and on a daily basis with our current customer base and prospective customers, SHI intends to collaborate with National IPA on an extensive marketing plan. We understand the goal is to increase the number of entities that buy via 76 National IPA in all public sector verticals. We have a dedicated Public Sector Programs team with resources specifically identified to market and support growth for our national contracts such as National IPA. If SHI is awarded, the following team members will collaborate with the National IPA team to create and implement the marketing plan: Scott Garrett Public Sector Operations Specialist Scott:.....G.a.!C:.IC:.a:.°.j.t.2..M.b L:.co i n. L C Lauren Baines Public Sector Marketing Specialist a..U..IC:.e In_ba!iDes2 M b L:.c.o irn':q. U) 0 Scott's main focus will be onboarding and growing the National IPA contract vehicle. He will be 2 responsible for coordinating calls and other communications between SHI Leadership and sales teams , and National IPA. Having Scott in place will help us to stay focused on our joint goals and also to review success as we go so we can make changes as needed. We have previously discussed our marketing plans in this response and fully expect to continue to generate new marketing and sales campaigns to continue to drive business over the life of the contract. X When there is interest from a prospective public agency we will work quickly with National IPA to get their account set up and introduced to their account team at SHI. Having Scott Garrett as the primary point of contact will help to ensure that this process is seamless for the customer. K. th,,e th,,e 1 r N uiN"Iie a st ( t(,,,,.G I�L�I,r�,,�(I rlGlm.el 4,1, ,��(Jlllm � �,(,I�,I,VI�11,e;.4,�ibV.r lm..v�( (m ln,uh,�i �(J Lyl(mu slrl I �..r-h,kVl yea,,,r jll��l,n 4,(✓�i�1 VI,� rt�'I Im I,VI,�G. Cad T_ SHII es11 oinnnnise: CD CN Immediately following are our top 10 Public Agency customers. SHI can provide additional information upon request. cs 34ftHE65D ..C_ C.16.g Texas Seat Management 28,915,734.65 $50m -$100m CL MN Office of Enterprise Technology 20,015,880.01 $50m-$100m NJ New Jersey Information Technology 18,827,813.44 $50m -$100m LO Atos Governmental IT Outsourcing Services, LLC 17,093,142.56 $50m-$100m C14 Louisiana Office of Technology Services 17,072,810.99 $50m-$100m 0 c� KY Technology, Commonwealth Office of(Cot) 16,978,802.17 $50m-$100m NY Department of Health 13,400,486.55 $50m-$100m City of New York NY 13,089,495.50 $50m-$100m County of Harris 12,760,337.44 $50m-$100m City of Houston 12,079,388.15 $50m-$100m E CL dS W SH11 IResll oinnisew U) 0 Regardless of the method of submission (email, fax, web), the order is routed to your dedicated Inside Sales Team for validation and the management of the order process. Upon receipt,the Inside Account Manager(IAM)will review the order to ensure that the order is complete and can be processed. If the order is not valid for any reason, the IAM will contact the customer within 2-4 E business hours to request any necessary information. If lower pricing is available, the IAM will inform the customer and pass the lower price on. In a case where a price has increased, SHI will honor the �s price if the quote is within 30 days of the original quote. If the quote has expired, SHI will make a best effort to work with the manufacturer to honor the price. c� Your dedicated sales team will enter all valid orders on the same day they are received. An automatic order confirmation will be generated and sent to the end user listed on the purchase order, as well as any other contacts the customer has designated. We can customize the information on the order acknowledgement email and can include any and all information required by the customer. c14 00 c14 c� 35ftHE65Kj ..C- C.16.g Order Confirmation CSa, CL 200 Da,v,.9s,on Ave 01irder matte $CY,1 7t7atfu7 J "3:anw4rset NJ 018,873 �.uast,anmer�fe"ouurnt t7uh08211a LO Phomus.88,8-.2? -387't Curstom�rFray t ttttlt7 0 Crasta'a sr Refwrencry 7"ayn'nl*nt Net 30 Days C14 t Accounit Manager Robe,I DKr.",mat ran 6 0 U BilH To Ship To A'nraofusr Means ur.4'7 t OF MESA C[ t OF dwro 'w Sid t 7 5 7 POBOX tut,"71I55 (Mesa, AZ.85711 AP CENTPAL IB LLpNG U mut,saut Stabes � Mesa.ate'81.5211 t5t7ttd'p'75ittl@ann0,PrMeans states 3: 6teumNo, Dmsuarigpatton QtY Unit Extendled Mt P''a,rt No. Ordered price, Price. 32,63 tl 458 Qualys P ubk,Sertor annua6 subsc pliarw t ID.0 a I) � Q- .- 91UB Mvtp e 7udatfrwrrmrs Ill Opfd iop d aoa diarwwnkl Software � Qi aly's Contractrurriber:: tl 07!5wrr°•FP ta�ntsnance Fvamv aatc t'21111P2.La'tl7 d2 Maintenance 710 rCa ' 12f1U201 L39 72745A 715 tu,uafys P".fbk're traa VtuhnerallaRAy Marna a rnt-Modulle t 923,213 92320 1 raalys Inc:. Muuttple ptafforms Engfish ESD&.mare ted LM T.:Cnt,att nu rrwlaer: 1607(5- FP CL �7awvrtsmarumsr�'re fiats:,p^ttu;:5kt7 '." datatnt,enarnro'Trautatp 'gZMC/2018 263l4610 Quualiyas mnuuullrm rabilt't Manag umpirnk— nitertat a--Pua!buf,lw 950 098 6,81200 0 alys Windows doves-M ulbple 1,NAin rr.Nws Ratfnn,rmr En ltah ESID Software U) Contract number- tl 017 -RFIP � Marnt,snaruco From rdaw 'G2p 1j t+::017 2 NAa tenance7adat>mu 12P1f70210"15 13370,986 lauaatyws P utalr SLlctor'loVp1t„Ap7Fndmca7bon St.-ann ngii-hliodWtl 021210 912,7 20 � 0_E.p U td AS-tot P n ws �9 Once an order is entered, it is then directed to SHI's Procurement Department for processing. This team is then responsible for placing the order with the appropriate Distributor or Manufacturer.The orders are sent electronically and confirmed. All orders are placed within 24 hours of being received. Should there be a change in the delivery time, the Procurement team will notify the sales team immediately. At 21 that point we will reach out to the end user to discuss options. 75 Should a product not be available at the time of order placement,the Inside Account Manager will reach out to the contact who placed the PO and advise that contact on all the options available. No c14 substitutions will be ordered unless we have express, written authorization to do so by the end user. Assuming there are no delays, the tracking number will be uploaded to the website upon shipping 00 if/when provided by our vendors. In addition, the customer can opt to receive an advanced shipping c14 notification which will be emailed automatically upon shipping of the product(s). See an example of the ASN below. c� 36ftHE65Kl ..C- C.16.g Shipment Notification S UtfFiCirSHI 5 rsel.IlJ Office:I A a!527-8339 CL Order Date: 28 they 2014 SHl'order#: S12183345 PO# 15698 DO Ship To: Parkslde Utility Gonstruciion 219 Ruth Rd Ha.daystl IIa,PA 19436 i) 0 Dell—ry I569SLise ivtalcolm memo: Shipment mate: 29..May-14 Shlip Vi,a. UPS Ground Tracking# 17-.11135030931'r5114:3 city city5hipp'ed Ordared SMl'Partl# Mfg Part# Damnation 223735691 SHI-TAG1 Asset Tagging 6 Reporting{Perlx Tay] 1 1 Gonfig4nsfall SHI GDHFIG Nothing ships Ror this virtual item 27752597 Q`7G96N-IbNAG E-2 Ilrtagelns1all:Gycom-''d117PR0 Standard Laptwp Image 1 1 Gonfig4nstall Qp SHI COHFIG Nothing ships Rorthle vht®al item 28785615 J4P16US#ABA E84Qg1u74fi)Qujn2},6fitvcn Q9ya Us 1 1 i Hardware 2 1— H—I,ff Packard CL SM:CMU420�C'L6,R Aaset Tag'A2271455 'Thank you.for your business'' 'Vour order has shipp.l today.If you.I,—net received your e-der ithm one bu s i n zs s',veek,plzasz contact your sales team for order status.' We nfa.nf tw hear fro m you.If you have any wo»Inents regarding the service that you have receive+'fro'»SHI.please Email our Director of IGuallty at Qualify Direetorf:As'hi—nn U) 0 SHI is able to customize our invoices to meet the needs of individual customers. If awarded, we will work with each customer to add necessary fields to our order entry system so that information will be captured on the invoice as well. A sample invoice is included for you below. Again,this can be customized to meet any requirements necessary. c� x 21 5 CN 00 CN E c� 37ft� HE6El ..C- Mpas e reml payment D saw,,75 321 P,0,Os,TY9152$55-2121 Inmocem deane rntx I W9W 7c ,SIHI ft'rIemaioinall i 1 IM2 t 4 CL (S Me mrormatinn,We%Fargo Bank Sales order S415482360 (D. e Rr'#QW00248 FedprW tax 0,22-3001*548 ACH RV 0 22 Rnaincie chargie al 1 5%per month vallil L*charged on 1200025 290 DaWdson Ave, AccirRjnr#2000037fW I M4 past due accouril s- A,Vjr LO Somerse2 NJ 08873 SWIFT Code,WFNUS6S Alt retuins requne an,RMA#surkpirted by pur:SlHil Phone,8W235-3871 Fat'Al-9 Fomi,m&w shii con'Wpig smi es team, 732-$064669 ml CN V) 0 Brfl:To Ship To 0TY OF MESA CITY OF PAESA PO 8C)X 16795 59E. ISTSTREET AP CENTRAL BILLING Mesa,AZ 85211 Mesa,AZ 85211 USA USA 18001750,Uenirrifer Means .... .............................. FOS�'j CIS Shdip at ........... S ail es person Purchase Order Ship Via Terdam 'I G'I DJ20 7 1 ArneIia Jakulb,cZyk 1POO 1 750 ESD F06 DEST NIE Item No. Descriphon, Oty Oty unit Extended Mtg Part ...................... NO............. Ordered ShIpped Phie Price 3263,1458.... Qualtys,Publilic'Sector aniinuial sulb,scriphon 1 in On 0..0.0... 00 0) m 0-E-PLIS NlullhpIe platfors Engrish Opll upKI wa dici 2! Optr upd villa do ward Software 0 Q10'Mys Cordiacl numlbler 16076-RFP P,Iladn,IE,.f,iia,niceFrcbi,iirJate QY1112017 V) MamtenianiceTbicrate, 1110(2,018 C: CL 32745136 Qualys Publhc Sector Vutnerabflity ManagerneM 1 11 923,20 92320 7-E-PL6-%(M-f0 ModuIe Price ESID MuMple platfurns,Enighsh ESD Software W Quallys,Inc, (Antiracl number '16076-RIFP 0 Mamterianice Frorn date°1211 U2017 V) Mlairrterianice Tim daW 12f,10)'20'18 0 32631460 Quarys V(dnetabfhry klaniagen,ent-- 950 t)fo 6 196 6,6 12 00 Q-E-PliJ8-,Vr4 Enterpriise--Pulbiiic Sector ESD Windom-hiullfipIie Wridows Plafform,i Quallys E S D Software as Crjntracd nurnber" 16076.IRIFP E MaOtena nice From date 12/1112017 0 Mahtenanice To date, "1211012018 2! 3337088,6 QuMys IFwuudlik Sector Web AppIrrabon Sirani'ving 1 1 923,20 923 2'0 Q-E-PUS-WAS-10 -Module Pnice ESD Mutbiple platforms English ESD Software Quallys CcAtracl n1i 16,076-RFP cJ Mamiterrance From date" Q/1192017 X MarriterianiceToldate 1211012018 W 3�263 14 6 Quaitys Wet)ApphG,31,110111 Scanning--Put)l3r:Sector 5 5 463,92 2,31960 21 0-E-PUS-WASs Winidows-MuMple Windows Plattmili EnighM 75 ESD ESID Software u I- Qualys Contract nuirnber 16076-RFP Mamiteniance Frorn date 12,11112017 M Matnitenianice To date121'=2018 (All ---------------------____--——----- ----------------------------------_----------------- CN 12745132 QuWys Virtual Scanner—Annual ls;W)SCOPUDin 5 !)2:320 4,616,00 Q-'VS liduthiple plalitfori English Opfll upd war dovivinid 01p4 upd vila duArnild Software 00 Qualys,Inc; Corttracq number 06,076-IRFP Mairiteria nice From date 12MI2017 C14 an,itefiiance"To date� 12.(l 012,018 M E 38 Packet ..C_ ftHE6Kl C.16.g We have the flexibility to bill upfront, in arrears, or on a payment plan depending on the requirements of each purchase.We will have these discussions before the quote process takes place and confirm again before we enter the purchase order. In this way, we will alleviate incorrect billings. In the rare case that something is incorrectly billed, the customer can simply reach out to their sales team and they will CL work with our Accounting Department to correct. ' LO SHI is able to accommodate sending either hard copy invoices, electronic invoices, or both. Summary billing is also available. We can accommodate changes to their preference at any time. Invoices will be c14 sent only after the products have been delivered. Should we get an award, we would like to sit down with each National IPA customer to understand their requirements, typical acceptance procedures, and time frames. SHI's open architecture systems allow us to integrate with virtually any eCommerce platform, whether through market leaders or a proprietary solution.Ariba, Perfect Commerce, PeopleSoft, SAP and Oracle 76 are the most popular applications supported by SHI. In general, SHI can support systems that use cXML (commerce extensible mark-up language), or EDI (electronic data interchange) standards.This includes a wide range of applications, proprietary systems. In addition, SHI supports the following Punch-out types: • Ariba Punch-out • Perfect Commerce Roundtrip • Coupa • PeopleSoft Direct Connect • ePlus Procure+ • SAP OCI Roundtrip CL • Hubwoo • Sciquest • Oracle OAG and cXML Punchout • Verian ProcurelT LU U) SHI's order entry system, procurement system, and invoicing system are all standardized on AX.This allows for seamless process and maximum efficiency from order placement to billing. SHI has a team of AX developers in house to accommodate our various customers' needs. gg I G(as /Llm;�, ilmb� .G �l�lm4,�, ?.i III(✓��,Iri/m Nat ,�il,VfV ille ge,',ue iti��lm it,l,V. th"at, ��, ,i t,(:, PI'.l r,G i� Ewa l�l,i l,.b'�,G.i�lm lm l,�,G�,�i yeG,G L39 fella rl'1,aste i,g ee '{f' it ,f(:,' the th""'r e Yea"', (f th,,m rl,[,aste rg'ee iIe i,t "Z3 LU U Pi 00 0 l G,G �"',.� �'i� 21 L_ Pi 00 yea, tii,. ee T(' thef f f, �' ' t,G „!i' ,C„1,,, s��is r,G �„C„;G 7,G G,I, y, ,1,,,�,�� ,���m i� rl�l,i�Ji�/ 1, 1,,��i bV bV r��lm(m.� it i� �i ll,i lid l(,�i,,.i,u4,l, Sales)" �, ilm h.ub it ii.a„ N 4e8 bkVse,,li th,, l;,G lmate r', th,,e Sales th,, ' Sales, SH11 IResll oinnise: 00 cN Per addendum#2, this information is not required. At this time, SHI prefers not to guarantee sales as ; we have no history or data with which to accurately determine these numbers. We are open to working with National IPA on forecasts in the future. c� 39ftHE6El ..C_ N, ""s th"at �,,1,v,,,,,Ybe able tr, 1, �,. //lm th,,e r"11171'aste'r th"e"'re be Tl""e a,,,re avr1ik;ble CL Res p r,,111'1,astet,,,Ag"""ee""",i✓eIt Sales tr� LO CN U) 0 U 0)"e sales al"I"e ,rep ,)rfe;,rii as Sales tr,� Nat ll"'A th,,e rvAl'as Res p t,!)',"e eve,,,,-rt th,,at th,,e Sales a,,,re "rimp e,,,�,)rfe;,rli t(:, Nat li'>A), w, a,,,re as th,,e ( )r mr")l ),eta,4 sr,"rate g',""es 0)',"ese a at,"," SH11 IRespoinise: We understand that some public agencies will choose to conduct their own formal solicitations even CL LM though this Master Agreement is in place. In these cases, SHI will evaluate each situation as it arises. We will do everything we can to ensure that the resulting sales are priced at or below the National IPA LU pricing and reported to National IPA. It is our goal to make this contract as successful and widely used 0 U) as possible and will not look to steer business away from it, even if the agency chooses to do a formal 0 solicitation. SHI has put forth our most aggressive pricing to National IPA in this proposal. For this reason .2 we believe that responding with this pricing will be the most widely used strategy(as described in i.). If a publisher/OEM offers competitive pricing, SHI will pass that pricing along and report those sales to National IPA (as described in ii.). It is highly unlikely for SHI to offer pricing higher than what is in the Master Agreement unless we were using the Master Agreement pricing as a comparison to show the value of this agreement (as described in iv.). 2, a rf th,,e th,,at be by X LU SH11 IRespoinise: Currently, SHI collaborates with thousands of Hardware and Software partners and will provide National IPA access to the most extensive IT catalog in the industry. In addition, SHI continually adds vendors and products to our databases to allow our customers the most updated, comprehensive choices possible. LO C14 Q We are confident that our flexibility, extensive product offering, and our willingness to evolve along with Public Agencies' changing needs, are unique strengths that SHI happily leverages for National IPA 00 members. We will also reach out to new vendors upon request, or when we identify new technologies 1 that we believe members will want to purchase. C4 Over the past decade IT has changed. Although there is still a need for commodity products, attention E has turned more and more to building solutions that will solve customers' needs. In response to shift, 40 Packet ..C- ftHE65Kl C.16.g and working within our customer-centered foundation, we developed our Enterprise Solutions Group to include solution based support.This team has over 150 people who hold 3000+certifications for various 0 products and solutions.Their goal is to help address our customers' needs, acquire the right technology, and adopt that technology into their environment to achieve the desired outcomes.This team can bring CL together resources to talk across an entire solution whether that be end user, datacenter, or security. LO ' These teams are vendor neutral and use their breadth of experience to help tailor conversations that will be optimal for a customers' specific environment. We engage our customers during the strategy and solution design phases of a project and assist with activities like strategic planning, assessments, white , boarding, proof of concepts and obtaining demo units. Initiating conversations at this point in the conversation leads to a more optimized project and cost savings. To help with the selection of product, equipment, and services (whether it be a Laptop, Desktop, All-in- One,Tablet, or other device)the SHI Team provides National IPA members with a customized 76 procurement website, allowing authorized end-users to select from standard configurations and peripherals, as well as to provide necessary information to ensure a successful installation.The procurement website provides all service catalogs, approved hardware configurations, and inventory databases, allowing National IPA members to procure the best products for their needs. National IPA members will benefit from SHI's laser focus on being the best at delivering the products and services it needs,while continuing to keep our costs aggressive with our low overhead.A dedicated approach to the Public Sector business for the last twenty years has helped us to create solutions that are specific to the unique needs of State, Local, and Education customers across the country. Because CL we provide a neutral vendor approach—not valuing one vendor more than any other—and because we use our experience and breadth of knowledge to assist in finding the right technology to meet the specific requirements of your environment, we are confident we are the best choice as your IT Solutions U) 0 Partner. c2 SHI included an overview of some of our top partners in our response to section 3.2 Distribution, Logistics we have also included an additional list in the Attachment section of this response. SHI is happy to provide additional information regarding partners or answer questions about procuring a specific product if needed. ✓`, �� (:,u t.,lm 1,V t,Llm..vh, �,G�, ✓�( (� th,,e se"",u.h,lm.i �,i�it,bt 1,1,G „,l''�,G (:,u�h,ll r�by a+ SIHII I eslpoinnnise: X In addition to an extensive product catalog, SHI offers a full range of services. Outlined below are some 21 of the services SHI will work collaboratively on with National IPA members: 75 Software IProc renient • COTS N • Software Volume License procurement/management • Contract negotiation and optimization assistance 00 Enid User Coniputing • Mobility • Desktops • Laptops • Systems Management • Tablets 41ftHE6Kl ..C_ C.16.g • Phones • Unified Communications Datacenter • Servers • Converged Infrastructure s • Storage • Cloud LO • Networking • Colocation Equipment MT Security U) 0 • Assessments • Social Engineering c� • HIPPA Security • Policy Creation • Vulnerability • Data Protection Solutions and Services • Security Posture • Firewall/UTM/NGFW Implementation 76 Review(SPR) • DLP/Encryption Implementation • Penetration Testing • Video Surveillance Lifecyclle Services • Acquisition • Mobile Device Configurations • Deployment • Asset Tagging • Installation • Image Deployment • Data Migration • Laser Etching TM CL • OS Upgrades • Activations • Support • Kitting W • Recovery • Integrated Add-on Components • Integration Services • Custom Label and Packing • Rack and Stack • Inventory Management 2 • Advanced Configurations E Coininiiecti ity Services • Voice • SDN • POTS • PTP • Mobility • MPLS • UC Hosted PBX • Cable/DSL • SIP/PRI • Specialized • Network and Data • Telecom Expense Management • Ethernet/Fiber • Service Provider Assessment • Wireless c14 Microsoft Services • 0365 • Exchange 00 • Active Directory • SharePoint N • SCCM • Windows • Skype c� 42ftHE6K, ..C_ C.16.g Other Services • Project Management • Auxiliary Services • Partner Delivered LO In addition to these myriad products and services, SHI can assist with technical evaluation of products as well. Evaluation may include full proof of concepts or simply obtaining evaluation units. In this way,we c14 will enable National IPA members to make the best choices and scope each project appropriately. Beyond just offering competitive pricing for products covered under this contract, SHI will strive to help National IPA members to avoid costs associated with selecting the wrong technology, or with project delays due to incorrect scope. In addition,we will review buying programs and conduct price modeling to ensure that the technology you choose is being procured in the best way possible and at the most 76 aggressive price. 4, 1,V t„�Im�iV lm t,� t„�lm.rt, �J�, (J� �P,V i� �,G R,rt,G 1,V iC'2 auLV .ab 1e ��J)r��bV 1, 1,r�11V�, it;E age rh,l,.r .�lml'� �t,G tr( set ll,V ib� i�k�l �, t,,G ,'i,4�i �(„�„�i .r�,(:,� h`,1V � l,i�et,Llm 1, �, . //lm t,� �,�,�.r ilm.r..vl i 1,1e i�, it ('P✓y �,,, ' r s,r�i lt,V'G�, 9r lm�,lm t,p,i� b� .rbu�a,�lmb0�- � �e�,/, �, �,� .r 4,l,i.�.v �i ,' r71,V i.r bV4,�:(:,�i.� �.,(m�, rlm lm.e ( ��lm (✓! bV ib��,lm (, elm .�1,i�,G�,G�am .� bVeN,� ��bV 1,°K �,GbV�, .e/� /�lm.e4, lm..ti ' r l be �, t„uh,/lm/,� bV.eb� 1,Vl,l,(,K iflm/„� ��:,� bV /,`�1V i� t,r 1,V �,� ass that 5.. ll,V (m ('�,� t,Vt,lm �6 bV.r.r 1,i.P ty Ui t;,E�i �/lm �(✓� ilbV e�,k� .r�,1,V ii.NV t,i �(✓! �, (m (,��,lm .r 1, �J�w/ (m ..2. SH11 I esll oriise: LM CL SHI's Diversity Business Development initiative seeks to enhance business opportunities with companies whose corporate objectives include supplier diversity. As both a minority owned (MBE) and woman- owned (WBE) enterprise, SHI is the country's largest MWBE provider of information technology products and services. SHI also maintains its own internal supplier diversity program and seeks to engage MBE and WBE suppliers to meet SHI product requirements and operational needs. cs SHI International Corp is a 100% minority owned company and a Corporate Plus member of the National , C Minority Supplier Development Council (NMSDC). SHI is certified by the New York& New Jersey Minority Supplier Development Council of the NMSDC and recognized by the 24 other regional affiliates of the NMSDC including the Canadian Aboriginal and Minority Supplier Council (CAMSC). SHI is also a woman owned business and certified with the Women's Business Enterprise National Council (WBENC) and certified as a MWBE with California Public Utilities Commission (CPUC). c� SHI International Corp holds current State Government Certifications in the following states, cities, or counties: Delaware, Indiana, Massachusetts, Missouri, New Jersey, Wisconsin, Virginia, North Carolina, 21 75 Prince George's County, Maryland, New York City, NY. In 2004, SHI launched an executive initiative to increase SHI International Corp presence in the minority business community and established a diversity business development program.An executive-level c14 position was created to better meet the expectations of our customers for SHI's participation in their M/WBE development and 2nd Tier programs. SHI is the only M/WBE that maintains a fully-staffed team 00 dedicated to supplier diversity matters for our clients and vendor partners. Our team manages and distributes just over 175+diversity spend reports to our clients today(see below). SHI continues to increase the number of diverse suppliers in SHI's Managed Partner Network which our internal operational requirements alongside accommodating our clients to meet their specific governmental, 43ftHEEKJ ..C_ C.16.g educational and corporate diversity goals. In addition,we sponsor and support annually, on average, over 50 supplier diversity related events which include corporate client-sponsored events that value 0 diversity spend opportunities across the country. SHI is a Corporate Plus member and a sustaining annual contributor to the Business Consortium Fund of the NMSDC. CL Diversity Spend Client Reporting LO SHI tracks and reports 1st and 2nd tier spend with minority, women, veteran and disabled/small disadvantaged/HUB zone owned businesses and makes these reports available to all customers that `14 track such spend. As a 6.8 billion dollar company, SHI reports these results to over 150+of our U) 0 customers on a quarterly basis. 2416 Percentage of Diverse Spend a Totall Spend SHE Addressable Spend SHI Tatail Diverse Spend %of Diversity spend $6,4491,2'.94,928' $193,478,848 $104,3012,045 S3.9%... MBE'Partner et ork & Initiative SHI has an active program to recruit minority, women,veteran and disabled/small disadvantaged/HUB zone owned businesses as "Go To" partners for both SHI internal services and Client Services requests. 0 The success of this program is coupled with an executed Partner Teaming Agreement with several A minority, women,veteran and disabled/small disadvantaged/HUB zone owned businesses, and we LM CL LM actively mentor several seeking to promote them not only internally, but also to other SHI customers.To date, these businesses have gained entrance to several of SHI customers as a direct result of SHI's W referral. Our diversity team engages our Director of Partner Network to attended supplier diversity events with the sole purpose to recruit additional "Go To" minority-owned businesses. 2 Tier It Prograrn 2 The growth, development, and mentorship of minority, women, veteran and disabled/small disadvantaged/HUB zone owned businesses is a commitment SHI regards as crucial to our major clients' continued success. Capturing and retaining the loyalty of our clients who value diversity spend is an integral part of our professional services strategy and one which has mutual benefit. As a Large M/WBE, we continue to grow an effective Tier II program by accessing our Services Partner database using qualified certified minority, women, veteran and disabled/small disadvantaged/HUB Zone owned businesses where it complements our major clients overall supplier diversity program today. 21 SHI plays a key role as a Primary vendor or Tier I supplier to a vast number of our major business 75 segment clients. Not only do we provide Tier I quarterly reports to 150+clients, by customer request, we also provide Tier 2 reporting where the totals reflect a direct link to our customer procuring professional services through subcontract arrangement that is directly tied to the performed service for c14 the client. 00 SHI understands there is value along with a continued commitment on your organization's part to help increase your Tier 2 spend with minority, women, veteran and disabled/small disadvantaged/HUB zone `4 owned businesses. In support of this commitment, SHI International is in partnership with these diversity businesses as our sub-service providers to furnish your company when they meet your quality, c� service, and price standards. 44 ftHE66K] ..C_ C.16.g SHI International Corp continues to remain committed to growing its program and providing mentoring and support to fellow minority, women, veteran and disabled/small disadvantaged/HUB zone owned 0 businesses. CL ✓, SH11 I esll oinnise: LO SHI is proud of our tremendous network of distributors and partners. We maintain relationships with CN our large IT Distributors (Ingram Micro,Tech Data, and Synnex), as well as smaller, local distributors, and , the manufacturers directly.With each transaction, we source from the supplier with inventory in the closest proximity to the customer, and drop ship directly to their door. Most products are delivered within 3-5 business days via UPS Ground. Our extensive network allows reduced time to market for National IPA members and prospective 76 members. In addition, we have our own integration center located in New Jersey that can provide warehousing and complete configuration capabilities when such a solution best meets your needs. Of course, we always take the opportunity to find cost savings for our customers—and National IPA is no , different. In addition to leveraging our partner relationships for savings at the vision and design phases of an IT project, when quoting and sourcing product, our sales teams also request information from all of our distributors' stock to obtain the best price for the National IPA member. In addition,we have �s sourcing specialists on our procurement team who monitor purchase orders with the partner and distributor community to ensure that no savings opportunities have been missed. In many instances, our CL sourcing specialists have the ability to aggregate purchases for a specific partner or product across multiple transactions or even multiple customers to realize a lower overall cost. W While SHI does maintain a warehouse/integration center in Somerset, New Jersey, it is our relationships U) 0 with our major distributors that allow us to provide for efficient product delivery across the United States. This model reduces the overhead costs of maintaining our own additional warehouses. Our distribution model is important to SHI's own internal cost structure and allows us to offer our customers a very aggressive pricing model. Our major distribution centers are located in: • Atlanta, GA • Los Angeles, CA �s • Chicago, IL • Memphis,TN • Dallas,TX • Miami, FL • Fontana, CA • Ontario, CA X • Fort Worth, TX • South Bend, IN • Jonestown, PA • Suwanee, GA 21 75 • Swedesboro, NJ fJ, be eflr ,�ulm l.,k �,G�(✓h`,1 .�.� il. lVl�le ih, - (,�t,�lm.� l,i ibll �,��i .� 4,s�.i�i�, b,44,�bV ib0 P)rrt„t"i it.5. � SIHII I esll oinise: 00 SHI is not using any subcontractors as part of this contract; however if SHI needs assistance with `1' 4i distribution/delivery processes, SHI has an Elite Partner Network that we call upon for service delivery on occasion. We consider this partner network our "burst" partners for those times when we do not have the SHI FTE to deliver on a project... 45ftHE6Ej ..C- C.16.g SHI has each potential partner fill out an extensive qualification checklist.This list is used to vet the types of services offered, certifications held, overall experience, and where they are able do business. 0 One of our top priorities is confirming that our partners' resources are certified for the work we are sub- contracting them to perform. Please note that our practice managers/SAs/Program Managers will be CL asking for proof of certification as needed. ' LO We will inform National IPA in advance of any subcontractor that we intend to use. c14 V i8} Film�, r ✓� bV.r t.,�I�J�J)4,b able �� (r tr tl(m .e�(�� ilt;6� (:,�i (:;7Q �,�iij �,d.(,t,�l,i 4,�,,r �� �'�� le;. ,�1,V4, �,.1'.� bV ib4 .��.r�,lm iP.� as0 <S a, a lm y Vaveragei � b, /I(:,k.1 ita in/'k/lmu./,f'5 ti e5 y t �h"1i t )i lt"re di .n- )""r,a a V e rage a /� ��li�ih,��, � �,Ir i:(m Iri t�lril'.a�, il,i'P 1'�1, (,:� �r�/,il,,, .� �i✓ (,1,,lm.r..vlmbi i h,p i it,G(m/LI,On� �., SHII IRes11 oinnnnise: As described above, SHI utilizes a network of distributors and partners. SHI's internal procurement team process an average of 6000 orders per day. SHI Integration Center, Piscataway, NJ 2A LM CL • 400 orders for configuration, per day. • 1800 units per day LU • 3000+ is the highest number of orders processed in a single day 0 • Depending on the configuration and device types considered, we have processed orders for over U) 3000 in a day, and configured over 40,000 units in a month. 2 On average, our top three distributors process 21,000 orders per day with a max of 36,000 in a day at peak time (m e.r�,(,�h,l� it'G�,GC�)t � b,p�it�bV ¢ �l es)" b,u.ss � r th" etJ,i �Y SHII IRes11 oinnnnisew SHI's return policy is customer-centered—we will accept any request to return any unopened box up to 30 days after receipt, unless the manufacturer specifically has a no returns policy and we have noted LU this on the quote. In order to request a return, a customer first contacts the City of Mesa's dedicated sales team,via email, phone, or through the "Request Return Authorization Number" section on the City of Mesa/SHI.com website. Your Inside Account Manager then generates a return authorization (RMA) number and provides that to you with a shipping label or account number. Finally,the City of Mesa customer writes the RMA number on their return box, ships it to SHI, and we process the return. In c14 some cases, to expedite a return, SHI will arrange to have the return-product picked up directly. 00 Once SHI receives the return, we will credit City of Mesa's invoice. If you request a replacement order, we work with you to expedite a replacement even before we receive the return. `14 Occasionally, Software Publishers may require a customer to fill out a letter of destruction. In these cases, SHI provides the form to the City of Mesa customer, who signs and returns the form.To help 46ftHE66Kj ..C_ C.16.g simplify and expedite the process, SHI takes care of the rest—processing the Letter of destruction with the Software Publisher. Rarely, a customer might receive an incorrect or damaged product; if this occurs, SHI accepts return of that product within 30 days, with no restocking fees, regardless of the package being opened. At any point, if customers encounter issues with their products,the SHI Account Team is accessible and ` eager to help! MT /,V ulV &e th,,m lm lm/,e'wms U SIHII IResll oinnnnisew SHI is able to accommodate sending either hard copy invoices, electronic invoices, or both. Upon award, we will work with the National IPA members to understand preferences and set up the account 76 accordingly. We can accommodate changes to preferences at any time. An invoice will be sent only after the products have been delivered and accepted by the member. Should we get an award, we would like to sit down with the National IPA and each member to review any additional requirements and provide our recommendations based on best practices with other customers. I0, CL e, r (m .� ��l�,G il� l lily l�¢le i lm��lm.¢l�l�, �(✓! r� 1 ,i�,�( I, „il„& ,I,i .� 4,(✓I(�, 1,V 4,1 0 � q � SH11 IReslpoinnnnise: m 2 SHI relies on our extensive distribution network for the large majority of our shipments. On average, across our largest distributors, our fill rate is between 93%-100%. In most cases, where we are not filling orders on time, it is due to constrained items. In these cases, we notify the customer immediately and either source from a different distributor at the same cost to customer, continue to wait, or cancel the order based on what the customer wishes to do. c� Most products are delivered within 2-5 days of being ordered.At the time of quoting and again at order placement, the SHI sales team will inform the end-user of the exact delivery timeframe expected. 21 5 Should this change,we will notify the customer immediately upon learning of any changes. We will communicate with the customer however they prefer but typically, communications of this type are done via email. Updates will be provided at least every 24 hours, or on an agreed upon time frame, until c14 the product is delivered. When there is a delay, SHI will provide any alternatives available. Alternatives may include a different 00 V_ distribution source, comparable products, cancelling the order, or potentially discounting to account for cCD D the delay. Shipments are made Monday through Friday. Next day and Saturday delivery are available for in-stock c� items but are subject to a shipping fee and will require that the order be received before the cut off time 47ftHE6El ..C_ C.16.g (dependent on time zone). SHI will handle shipping in the same way for any and all National IPA member, regardless of size and location. Standard shipping will be covered but special delivery 0 requirements or expedited shipping may be subject to an additional charge. CL If there is ever an issue with delivery, such as the wrong or defective products, the customer simply needs to request a return by reaching out to the Inside Account Manager or by navigating to the LO "Request Return Authorization Number" section of the custom IPA website. cN 611, U) 0 far, Is a a bVb1e?1' g � lm r,�r,l„;.��, a"'re a ass r,.vh,,at, t� r,,f se a r,es 0,,"e �n �ri(m �J �,�fele 4,1, .��,(,tlr llm ri PN,V it Vr,Ge �,1, r„4h,k„(,l,i il�y � b0. II(',' .da e :r/ /m ri° ,res/Uve,,,'C?' a.+ t"n". l"rlihi-at a e th,,m bOfflli �l� r;%" „h,,e �,G l;, 1, rlr,G i,� irk if,�l�r f f- ,�r r r f- d2 iA �. /lm 4, (m �le r, l,i 4,(✓!'r 1 GbV i .r bV�, "t, �,(:, rri e,r t, ' r>;n,u'lm rri ,l,i"..vlm r,l, .r (,rrr Ilm �,� R,r r, / ..v iV (t'0 °LM.r Lr �, �1n �, V b" � � � �� �, L�m CL ftrrij''r/, bV f">;n,4 i� !,(�..��, ass(✓h,rV�leb-. d2 a.+ SH11 IResll oinnisew LU 0 SHI provides a comprehensive customer support plan to ensure we are meeting each customer's needs. Customers are supported by a dedicated Account Executive and a dedicated Inside Sales Team. Field 2 territories are structured vertically and geographically.We have over 120 Account Executives (AEs)who live and work in their territories.Their emphasis is on ace-to-face connections with their customers as frequently as possible. We are in the process of expanding our field Account Executive team to ensure that each AE is focused on 25 accounts or less and in one specific vertical. This will enable us to continue to cater to the individualized needs of our customers. The field based Account Executives are responsible for meeting with their customers in person as often as possible and for the overall relationship between the customer and SHI. In addition, they can bring in LU resources as needed, be it SHI's own Field Solution Engineers or other subject matter experts or OEM 21 75 specific resources. SHI's Account Executives are empowered to make decisions around the support of their customers, and LO they have the autonomy to resolve issues as they arise. Because our Account Executives are responsible c14 for ensuring customer satisfaction, SHI is able to provide high quality customer service and ensure efficient and effective response to questions and issues. In addition,the SHI Regional Directors are 00 engaged with the account teams to provide executive-level support and to meet with customers as c14 needed. Each Account Executive is supported by a team of Inside Account Mangers (IAMB).This group totals over 150 professionals and is located in our global headquarters in Somerset, NJ. This team is also aligned to 48ftHE6E:j ..C_ C.16.g match specific regions so that everyone who is working with you will have sensitive knowledge of National IPA member's regional environment and the nuances associated there. SHI's Inside Account Managers maintain direct relationships with the customers and have the CL responsibility of ensuring customer satisfaction. Functional areas such as pricing, availability, order entry, tracking, returns, product information, and expediting of orders are an integral part of their daily LO activities.They execute the plan established by the Account Executive for a customer.The IAMB all have experience working exclusively with Public Sector accounts and they are regionally assigned support for c14 the customers. U) 0 c� The sales teams can be reached on line via the National IPA custom website or via email/phone. Upon award, each National IPA member will be provided with information about the account team that is dedicated to support them. Following a support plan for City of Mesa. A similar plan will be put 76 together to IPA members. E CL 0 U) 0 c2 E c� X 21 75 c14 00 cN c� 49ftHE6El ..C- Cit, CL y of Mesa Sutwort Information LO Clo af Mes&.Account Executive-AznehaTakubc_7J is th�, n�spopisiblefibr thg,overafl '4"whaw,ill b�-the mxirjpoant qfcontac zfo r reaular 0 pzsite� Fel7iews' CN P17's & Copitrazts. U) .IuneHa Yaku.bczv1r1 Office:(3,03)723--r,25�6;Mobile!:,(3,03)882-81012 0 lnside,S',algs roqugsts. Thgor a Rob DiGiov anrii-Inside Ac count.mana zer a EJ Milliams -Inside Ac c ount Manager a JasonMit.chell -Inside Account1fanager a C orrin B ennett-Inside Sales Team Manager E in a il T 1 rxtAr ToU Free Nuinben. (888)71.1-2613 E Senwice Level Agreements (SLA's) 0 Email&Phone re que sts-Acknovie dge k;ith response%iathin 2-4 hours 6 Orders-Process orders vdthin 24 hours of rece.ipt U) Zurgtio7L, Nim appO7 kvha?o addkabnal iqfbrznatrm i:roquirgd LM CL 6 Pending re quezt-D aily up dates(ev ery 2 4 hours) Tracking and Reliability LU 0 S,HI is committedto providin World Class Support throughreliable t�rackin and delivery of purchasedtechnologv. 0U) 0 Customers cantracktheir orders on when supplying two pieces ofinfortnation cy unique t;o their orders,,,such astheir internal PO number andtheir email address * Once online,go to->My Account 40rders and Q:notes 4ader Status * Register your email and choose a password and gain accessto yourpulchased orders 0 Customers can also emailtheir Inside Sales Team at. or call(�888)711-1613 forupdates E a S,H I supports cust orners a cro ss the country,vith business hours from 9 am-9pm EST.vdth e as-y a c ce sr,to managers for additional escalation and support. Submitting Requests &Path of Escalation a New Requests: ct o Email or call'(888)711-1613 . ....................... x 0 Follow up on p ending it ems.vithin 2 4 ho=,o f initial re que st::: LU o Email TeapIAH7.glLi Lij,,.AN.D C'r,.ia r ri n B e u uLN�t_.'� Teani.Nifgn 21 0 Cust=er sat�isfa ction issues: LL o Email Corrin Afisoii Turfler.s,dii.coln ............................ !E SHII Management Team CN • Corrill Bern'lett"a",shLcoin-Inside S,ales Manager-West Region(73 2 652-0335 • Misomi T n uaer1ii.,shi.coin-Director of Public SectorWest Region,(425 974-5997 ....................... • Robert PetrurelliZdii.coin-Sy. Inside Sale:s Manager-Public Sector(732 969-6,072 00 • Yara Inn ail"Rshix o m-Director of Inside Sales-Public Sector(732)537-7240 ............. CN 4i SHI realizes the need for timely information in order to keep projects moving forward.The first step will be clearly defining SLAB that meet the needs of National IPA members. As requested, SHI has outlined E the following SLAB. If awarded,the SLAB will be reviewed and mutually agreeable standards established. 50 Packet ..C_ ftHE6EJ C.16.g • Email & Phone requests—Acknowledge with response within 2-4 hours • Orders— Process orders within 24 hours of receipt o Exceptions may apply when additional information is required • Pending request— Daily updates (every 24 hours) CL SHI provides support to our customers between the hours of 8:OOAM—7:OOPM in every time zone.We LO are only completely closed on New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day. Support is available every other business day of the year. In `14 addition, your custom web catalog is available 24 hours per day, 7 days per week. U) 0 c� Problems are typically escalated to management for immediate review and action. Customers are provided with a Path of Escalation, to ensure they can engage with management on any pending items or issues which may arise. If customers are unable to locate their Path of Escalation, they can click on the link at the bottom of all IAM email correspondences,which reads " aw was my serviceContact— 76 Senior is aaggrnM@„� m corn". This will also escalate all issues directly to Senior Management for immediate action. Once an issue has been escalated, management will set up a call to help get all affected parties on the E same page, and follow up with regular updates until resolution. We are including a sample escalation path for City of Mesa. Each IPA member would receive an escalation path that includes their specific team information. A LM CL 0 U) 0 c2 c� X 21 75 N 00 E c� 51ftHE6Kl ..C- C.16.g Escalation Point Responsibilities Response Time Inside Account Day-to-Day customer service questions, such Within 4 business hours, with CL Managers as order placement, order tracking, quotations, at least status on resolution, if Rob DiGiovanni, EJ return authorizations, licensing questions, etc. not with the final resolution. LO Williams,Jason Mitchell `1' U) Account Executive Overall management of the relationship Within 4 business hours, with Amelia Jakubczyk between SHI and the customer. Has the at least status on resolution, if authority to take into consideration special not with the final resolution. circumstances to make exceptions to SHI's general policies. 76 Inside Sales Manager Responsible for the management of the daily Within 4 business hours, with Corrin Bennett activities of the Inside Account Managers. at least status on resolution, if not with the final resolution. Director Inside Sales Management of the Inside Account Within 8 business hours with Manager Managers. Escalation point for any over-all either status or resolution. Yara Ismail quality concerns at SHI. Regional Director, Management of the Account Executives. Has Within 8 business hours with CL Public Sector Sales the authority to approve contract terms and either status or resolution. Alison Turner conditions and to make exceptions as deemed LU appropriate. 0 0 Senior Director of Executive authority to approve terms and Within 8 business hours with 2 Public Sector Sales resolve issues. either status or resolution. Denise Verdicchio SHI believes in regular and transparent communication with our customers. Our Account Executives meet with the City of Mesa and individual contract users to review their business with SHI. During these review meetings,we discuss purchase history, as well as the customer's future plans. With open discussions, SHI can provide tremendous value in supporting future initiatives and will engage the LU support teams as needed to meet the customer's goals and objectives. 21 75 As part of our customer care, we encourage and actively solicit customer feedback. Our Director of Quality, Bernadette Hunsikcer, collects customer comments and concerns to ensure they are addressed and resolved as quickly as possible. SHI sends an annual customer satisfaction survey to request c14 feedback on our performance and the services we provide. By soliciting feedback, we remain in touch with our customers' needs. 00 We have a World Class Support Incentive Program for IAMB who receive positive feedback from `1' 4i customers and partners. IAMB who receive three compliments will receive$150 to their net pay with unlimited payout potential. Compliments can be sent through the aw.a"..in..ii..o.Ir:.......M a naik.2!1:n.a:°.I .1..2.M.b.l.:.coi n..email or in any form directed at complimenting the IAMB service and support. 52ftHE67E ..C_ C.16.g SHI can hold inventory of products in our warehouse, at no additional charge to the customer,for thirty days. After the initial thirty days, SHI may charge a small inventory fee.We may also require the 0 customer to sign a purchase guarantee. All of these factors would be discussed up front with the customer before a purchase is made. CL l,lm s..v, t19 SH11 IResll oinnnise: MT T MT c14 SHI will pass on any included Manufacturer warranties at the time of purchase. In addition,we will , educate the end-user on any and all available extended warranty, maintenance, and service programs at the time of quote. Should the customer have the need to use the warranty SHI can facilitate the interaction between the customer and the OEM.We will gladly provide any contact information, process information, or assist in escalating with the OEM when necessary. 76 SHI can offer 3rd party, non-manufacturer warranties that will allow our customers to extend the life of mission critical devices with world-class service and support. '12, .r 4,1 {a,(m iii k,r° ,l,i, �.,' it ' � i( � �.n�4,l,i.r�,(:,.¢Il, .r ✓� ilm' r �Ji�(,t,�1, 4,� . dS SH11 IReslpoinnnise: In addition to aggressive pricing, will provide National IPA members with product and technology �s expertise to help ensure that you stay up to date on the latest technology changes, product roadmaps, product transitions, and current manufacturer programs.As a successfully functioning partnership is CL based on communication, SHI proposes scheduling regular review meetings with each customer. The purpose of these meetings will be to discuss all aspects of the partnership including but not limited to w the following: U) 0 • Product Roadmaps 2 • Forecasting of Product Requirements 2 • Future Product and Services • Industry trends and updates SHI Account Executives are supported by our Hardware and Advanced Solutions and Software Licensing teams which consists of vendor-dedicated subject matter experts.This team not only ensures that we are delivering the most up to date product and technology information in a timely manner but also that we are providing access to the best pricing, programs, and levels available to National IPA members. X For example, a current trend in education is creating learning spaces that support creativity, collaboration, innovation, and critical thinking. Based on this trend, we provide ongoing facilitation to our sales teams around the latest technology specific to education. Our Account Executives then bring this information to their clients and help engage them in a conversation about how they can make use of this technology in their environment. We bring internal or partner-based resources to their doorstep c14 CD to talk over product roadmaps and transitions and how these may impact future plans. 00 We publish content frequently. Our widely read blog (blog.shi.com)features articles about Public Sector CD focused technology, software publisher licensing programs, and more. Links to some recent blogs are `14 included below: E �kY M�all���u�air�M/w� a^����c„���u�air���ll.::ta^cll�ir��a�a� ira;^MOUirca"M h0r? Da^yv 122clb2irk. � 53ftHEEJ ..C_ � CL We have worked in conjunction with the Center for Digital Government and the Center for Digital LO Education to publish relevant articles such as a Guide to Choosing Digital Content and Curriculum, as well as sponsoring other quality content like the Top 10 Higher Ed IT issues ofZU17. C14 SH| can and will add relevant content to the vvebsite on a regular basis.This may include product � announcements, product end-of-life information, support information, or promotions, vvebinaror 76 special event invitations, and other industry news that will be of interest to the |PA/Cityof Mesa. SH| will notify IPA ofany information before it gets posted. Please see screen capture below for a sample of our News and Announcements page. w��*ouu~ � m���,"�/~|�m°*o"� �°��°"m���°"m- CL III Mil, News and Announcements '�M�,H[ LU Contract Indfoin0nafloin m=,d'.5 grid*=°la*= AM LO�aticns, PURC==i nps�^ sp"��°u���"p�m.� mI�so"nsmte~"mILIDC a/Gwen"=err litc^"'="� u°a°."^lp INews � we/°"�to"","==ch=ko""syst°ni/ smp=irt"°,"w/ms,/n.=~sug°x"nnm,°"c"m°°c�,,=",°=°",p,�,"� sx/m�,"�°"°�c",pu"�°",�mup�mo""ppn�mm°""���/n"°�c��p"�h"~m�""�mm".°p,no�� =�^�m�" w��um��s="m^ X *=iew 0=MY'HI =rNlre _ nr�Ayr pagem �Nln��AJLQ1d�,0101`1, 21 75 U- � � |naddhbon, SH| curnentk/ provdesseminarsandvvorkshopstoourpub|icsectorcustomersacrossthe country. We will be pleased to do the same for National IPA and their members. In all cases,vvewill work with you to determine the right topics, venue, timing, and participants. Some examples include: 00 K8anufactuner Table Shovv—held annuaU will �� with the State as well as emerging partners for a day of education and demonstration. 54 ft C.16.g Technology Roundtables—this event brings together Public Sector IT Professionals and leading manufacturers to discuss current and future technology and how it can be used to solve problems or 0 innovate solutions for the future. CL Webinars—SHI frequently holds webinars for our customers.Topics range from Software Volume licensing (Microsoft EA,VMWare ELA), specific product features, and more broad solution areas. LO Workshops—typically done in a half day, a workshop is meant to educate customers on all the aspects 611, of a particular solution. One recent example is SHI's Video Surveillance Workshop, held in 13 cities , across the country, in which we discussed challenges,technology, policy, and future considerations. Summits-SHI holds technology summits at our corporate headquarters in Somerset, NJ. Current summits include mobility and software asset management (held bi-annually). National is welcome to attend these at no additional charge. 76 Custom Events-SHI will help IPA and City of Mesa coordinate any event that they believe will be beneficial to the participating entities. I 1 � be Ir ilP",i, 6, ' r ;'r'lii 5 „i„ i 1� P l � IJ,,e.i I i rh'�,,,'i' �,he 51"'G,4 iG,�l,.G,l,�ZeG,li .� e"rli4,Ge ig SH11 I esll oinnisew d We understand that a standard reaching end of life requires careful planning to avoid disruption. Our customers receive end of life information early via regular and transparent communication. Once a CL standard is identified as reaching end of life,we will meet with the customer to discuss options.These LU may include extending warranty through a third party and continuing to use the product, conducting a buy out and using those funds towards procuring new product, or transitioning/migrating to a new solution. We will engage the customer in a strategic planning session to offer all options and help determine the best course of action. At times, having a product reach end of life presents a unique opportunity to save money.Your Account Team will monitor the lifecycles of your standard hardware.When a product is coming to End of Life, SHI can often purchase the products at substantially lower pricing. Your Account Team will bring these �s opportunities to the attention of the National IPA customer in order to determine the timing of the specials versus the timing in which the customer is looking to purchase the products. SHI can hold inventory for these products in our warehouse, at no additional charge to the customer, for thirty days. After the initial thirty days, SHI may charge a small inventory fee. We may also require the LU 21 customer to sign a purchase guarantee. All of these factors would be discussed up front with the 75 customer to help them make the determination whether an end of life buy-in is an appropriate cost saving measure. LO c14 00 c14 c� 55ftHE67Kj ..C_ 14, If t, b e th,,e t����� m��������/s���m���mm����� ����mmm�m� m��������/sm��m�� ������ � � /s th,,e tmmse e"',i"7PhmYees be �� CL SHURespomse: LO Technical support is not handled in the same manner as customer service.Typically, technical support is handled directly by the OEM/Publisher. In these cases, SH| can assist in getting the customer connected ~* to the right person at the OEM/Pub|isher. w� SHI does offer technical support/helpdesk services for an additional fee. � Customers don't always have, on staff, the expertise needed for the spike in the number of calls to their � � Help Desk when deploying new technologies or upgrading versions of existing technologies. For many, . having the option tofunnel that increase in calls to a turn-key so|ution provided by third party is much 76 more attractive than increasing internal head-count. In addition, outsourcing this service can increase overall productivity. Having resource that can not only answer problems but can also provide end users with user-based tips and tricks can decrease employee downtime. SHI Technical Support provides your customers Tier I Help Desk support for inquiries related to wn technology deployment, everyday usage and upgrades covering multiple manufacturers. In addition to everyday applications such as Office or Acrobat, this support can be expanded to cover a customer's LM CL custom applications. If needed, SHI Technical Support has the ability to provide higher technical and engineer level support for those same technologies. W SH| offers: * Phone support with a live technician orengineer 2 * Options for 8x5orZ4x7 support coverage * Knowledge support for all software publishers as defined in the supported products list * Optional components that include training modules, knowledge-based websites, engineering time and health checks. � be &e,g,, �mm�� s������ �ep;,r'l�� e��,� SHURespomse: CustairneirUnnovation Center ' � The SHI Customer Innovation Center is an 8,000 square-foot secure data center that lets your team mw evaluate and compare how hardware, software and cloud technologies from various OEMs and w � providers will perform in your environment. � Compare state'of-the'art equipment from SH|'spartners or ship us your own to design architecture 00 and test proof-of-concepts while collaborating with your own staff or IT industry experts. w SHI has worked with some of our top partners to help make our vision of an independent, multi-vendor environment with technologies from leading manufacturers a reality. Manufacturers' products that are 56 ft C.16.g part of the SHI CIC today include: HP, Dell, EMC, Cisco, NetApp, Veritas, APC,Tripp Lite, Eaton, Pure, Tintri, Nutanix, Lenovo, VMware, Microsoft, Brocade, gLogic, Emulex. 0 Customers can participate in: • Demonstrations—evaluate product features and functions in a real working environmentLO ' • Bake-offs—compare products under workloads • Proofs-of-concept—Test next generation equipment without disrupting your datacenter 611, • Hands-on training—get a deep dive walkthrough from our solution architects. , U) The CIC is staffed with trained team members who are knowledgeable on the products and the cos solutions.As technology advances and changes, the SHI CIC will follow ensuring that we have the products and demonstrations that our customers want to see. When IPA/City of Mesa is ready to evaluate solutions and products, whether it is Virtualization, Cloud 76 Integration, or the latest EUC products, your dedicated account team will work with you to schedule time and develop a plan with the CIC so you can see the best options in the industry, and choose the right solutions based on observation, not speculation. In addition,we coordinate Executive Briefing opportunities for customers as desired. In these cases,we partner with the manufacturers of interest and hold the briefing at their location. For instance, we have hosted customers at the Lenovo's Briefing Center in Raleigh, North Carolina, Microsoft's Briefing Center in Seattle,Washington, and Dell's Briefing Center in Austin,Texas. °LM CL Cloud Sdlutlilln Organizations are moving the cloud faster than ever. Identifying workloads, improving cloud service levels and optimizing cloud performance are all challenges, and SHI has created a variety of services to U) 0 assist with this transition. cs PI ROOF OF CONGEP1'FS CLOUD READINIESS Test,.Demio and Evaluate Cloud AASSESSUEN"T Platforms or Apps in Alignment with Identify&Allocate Cloud Worriiclloads, your 113usiness Objectives A.liigned to your Bushiness Objectives • Microsoft Azure Proof of Gouneepts Chou ct Readiness Assessments AWS Proof cnt Concepts °Vendor Speciiffic Pllannurrngi Assessments cis Office 365 Proof of Concepts oogle Demo and Testing Environment 21 5 c14 00 c14 E cs 57ftHE6El ..C_ C.16.g CLOUD OPTIIIh NZAP101N INIEN A TII IUCTURIE � SIEINI II ES If ANAGEMENT SERVI E CL a� lnsiight Into Cost andl Usage Trends ,Architectural and(Real-Time for Optimal Cost Savings Operational Support s • Cost Management Services Cllouud Migration Services LO forAWS AWS IInfrastructure Management • Cost Analysis for A''VS Identity&Security Management -- --- --- --- --- AWS Managed Services c14 ,IIIRIK HOIP Accelerate End User Adoption and HEALTH Cll-IIIEC IT Staff Efficiency En cure Your Cloud Platform • Azure and Office 365(Discovery De ivers value � Workshops Performance Riightsuziung Analysis � Crustollnnler Immeirsioun Experience Technic.all Buusmess Reviews for Eind Users, HIEN_IP'DE N TRA{INNII G CLOUD ILIICIEN611NIG SUPPORT Training&Supporttor End Users Understand BYO,L to Maintain and IIT Staff qs Compliance and IReduace Risk Azure-Technical Readiness Trainingi • AWS Asset Tracking&Auar'dukung Azure-Instructor(Led Training Surd(Party ILiicense,Guidance AVVS Tier 1 and 2 Technical Support E and Guidance Softwaire MahritenanceIrn lil llrNl ist lr t lil 011rNl/Red irNI III Management Services � SHI has built a tool in response to our customers' needs around expiring warranties, support CL agreements, and product maintenance programs.The Renewal Organizer, available as a value add to SHI customers only, and at no additional cost, compiles your technology renewals in a centralized, rolling 36- month timeline for simplified budgeting and renewal management.The tool is delivered via an o n) interactive on-line portal, with 24/7/365 availability. Each renewal box will contain information relelvant to that renewal such as: • Contract start date • Contract end date E • Contract Number • Customer PO. Through this tool we are able to offer National IPA/City of Mesa proactive management of maintenance, warranty, and support plans will safe both time and money. All products purchased through SHI with an expiration date of any kind will automatically be loaded into the Commonwealth's renewal organizer. 21 Quotes will automatically be sent to the Commonwealth 90 days before the expiration of the service. 75 IPA's and City of Mesa's account team will them actively work with the end user to go over options. Regular follow up will continue until the PO is placed or the end user indicates that they are no longer LO interested in renewing the maintenance or support agreement. c14 Following is an example of what a customer can expect to see using the PRO Timeline: 00 c14 c� 58ftHE6H:j ..C_ C.16.g uaX�flNiiitlluuuuoiluiiiiiiluBuVluf' ��������� ����� � IIIII 171� iI ���� Y (.... �........ ( u Ii ( ....... ...(P l(. ...._ ..A LO I I ICI I I I I I I' ICI ,. a»777111� »777777N� -»777111� �i17771w� �r7lfffN� »777111� »7�/�»� .. a»777111� +»7771w' +r7lfffllr^ »7771 »7�/�»� e»777f�w -.....11N� a�lllll� »777f1U� »U/U/N�' �III�IIIWIYllllN "III pV W111111� IUIIP 11111IIPXlllllNAIIIIIhWiIIV�6� if m I •1���w I ��_� �ti,�I�w �F� �um„ k ,w „gym, a r, Uro,,u �, m x l U) m mVluo� m m 0 S.Hit lll�lm ( INIIRIrr ( illy( iINIlOu ( illlllllli ( illllllllu ( illlllllli ( �IIVlp I I I ( f I I I I I I ...... ......... i ronr� ARwr���.a ������r���������" III�IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIV Illllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllllll��.�����������1����.��.�l��i��i��lll&��IIIV�.����������������Iti�����������,��.;�,�����„ b� as In order to be able to provide this level of detail for our customers, SHI collects the maintenance expiration date in our order entry system each time a customer purchases product maintenance. Through our Renewal Organizer, SHI provides visibility and clarity around renewals to each agency, thus complementing the workflow of their own software and hardware renewal lifecycle efforts. These efficiencies support our customers' existing operating processes, and in some instances SHI's Renewal CL Organizer service even replaces or fills a void in our customers' existing workflows, freeing up our customers' time for other activities. If City of Mesa takes advantage of our PRO timeline it will receive the following benefits: 0 U) • Improved management of technology and renewals, as SHI provides proactive notification of 0 c2 maintenance renewal periods for all relevant technologies in your environment • Improved budgeting and ordering efficiencies • More support (road maps, licenses options, potential for volume purchasing) E • Reduce overall maintenance spend by avoiding unnecessary costs associated with selecting a less-than-ideal buying program or pattern (e.g., contractual vs.transactional buying programs, individual purchases vs. leveraging cumulative spend, etc.) • Reduce overhead (makes it much easier to manage multiple suppliers) • Simple setup, SHI guides customers through the onboarding and acquisition stage • No cost and no risk to initiate the service • Assistance with negotiating with the manufacturers to co-term maintenance or warranty contracts,when permitted by the manufacturers' programs �✓, �/��,,,„i G, {a,lm (,�J� dr�i i �(✓7^,1/,V.� ihEt� �t^��r�ii/V i4, r�?G bV ib��Uilm ulVi(,1,,.� �,Gh,p, illm i� illm�,�ii�.�l,�.� l„4/,i,lm�J�,lm l„k, N SH11 IReslpoinise: �a SHI offers flexible leasing plans for hardware and finance plans for software to ease upfront costs and 00 V- increase IT flexibility. More and more customers are moving away from owning IT and moving into the N business of IT. SHI financing can help them seamlessly make this shift. SHI has an internal leasing and financing group which allows us to be extremely flexible in terms of payment options and paperwork. c� 59ftHE67D ..C- C.16.g We can accommodate almost any payment method/schedule and will work with the customer to construct a plan that best suits their needs. LO MT MT c14 U) 0 U 76 E A LM CL LU U) 0 c2 E c� x LU 21 75 LO cN CO - CD cN c� 60ft� HE67K, ..C- �� �� �� N��N��N��U� ������� � ���� �� � ��m�m��mm��� �r��m�m�m~=w � � � CL � 2, as"reqmeste"r'li th"e �r��7� �m�m�o����������o����— "���m���°���} th"e page, -' �oxxs��/smapp/y thmse tmth"e th,,e rv17'a,,,,,-ket Basket histe��� ~� �t t ��,�u����� w 2, Prmpms������m�6�������� �������m��/���mxx���m�������s�m��m/xx�o� m����� s�����/ 0 � txx�e��^����� �ee ��/���xx��s����� ���, � SHURespomse: SH| has included the necessary pricing forms asa separate document to our response. � 76 All discounts articulated here represent the minimum discounts off SH| Advertised List Price; actual discounts may be significantly higher. � � The comprehensive SHI offering for National IPA consists of all hardware, software, and services available to our customers in the public sector marketplace.The discount structure offered to National IPA is based on our Advertised Price List which can be located on |n many cases, SH| � � Advertised List Price already reflects a substantial discount off ofManufacturer Published List prices. Given the breadth of manufacturers and products that SH| offers, there will be many CL opportunities for SH| to secure additional discounts for eligible contract users. VVe work to provide your contract users with the most advantageous pricing available, above and beyond the minimum discounts c offered, whenever possible. SH| prides ourselves on being honest and transparent with our customers especially when it comes to pricing. We base our discount structure on SHI Advertised Price as this is a verifiable source. VVedonot inflate this Advertised Price for RFPs in order to make our discounts appear larger. Other vendors may use MSRP or Publisher List price, which can be unreliable as a pricelist may not exist for every product, a price|istcan change from day today, and a price|istcan be inconsistent depending on where you source the information from. When o vendor manipulates contract language in this manner or uses loose definition of cost, it results in an increase in profit for them and higher prices for customers. If awarded, SHI is willing to provide complete transparency over the life of the contract as it relates to our costs and what we charge National IPA customers. kj 21 In addition, SH| welcomes the opportunity to discuss our price offering for National IPA in more detail, 5 andvvearevvi||in8tooffera|ternatepridn8mode|satyourrequest. ' � CD � � CD 00 � w 61 ft ���� �� �� ��m m��N N��N���~�N������ � �� ��NN N��NU��� ����N�U���NU�����U� ������ � ���� �� � m�������mm m�mrmm m��m�~=w �����m�m m mo�~=� ����m o�m�mo�m���o� ��m��� � �����������N�� � ����m o�m� m m~=o��w (L be LO MT 2, a b,)rief tm"ry ��mxx����, �is�xxss���o^s����m������s������ th,,eyT ~gr CN SHURespomse: ~ SH| has provided an answer to this question in the Attachment D portion of this response. � � 2, ye,,r,'li by�mm����, ' SHURespomse: SHI has provided an answer to this question in the Attachment D portion of this response as it relates to our capabilities to support a National Contract. The City of Mesa has a dedicated account team that includes the following team members: Account Executive Amne|ia]akubczyk: Amelia develops relationships with representatives throughout — City of Mesa in support of all the City's IT needs.Amelia will conduct face-to-face meetings toLM CL understand the City's needs;will establish a customized service and support plan; and will construct a pricing strategy critical to the City'sdeve|opment. Amelia will respond to inquiries for resolution within 4 LU business hours; she has worked in this area for over 5years. Regional Director, Public Sector West—Alison Turner: Alison coordinates the efforts of the Account Team in direct support of the City of Mesa and is the point of contact for any issues that arise and need 2 escalation. With over 20 years in the industry, and with experience working in Education and Government during that time, Alison has the expertise and customer focus necessary to implement an exceptional Information and Technology Solutions and Services contract for the city. Alison will respond to inquiries within 8 business hours. Inside Account Managers(|AK8s) -- Rob DiGio*anni, E] Williams,and Jason Miller: SH|'s |nside Account Managers maintain direct relationships with the customers and have the responsibility of ensuring customer satisfaction. Functional areas such as pricing, availability, order entry, tracking, mu 21 returns, product information, and expediting of orders are an integral part of their daily activities.They 75 U- executethep|anestab|ishedbytheAccountExecutiveforacustomer. There are three Inside Account . Managers mentioned above who support City of Mesa;they all have experience working exclusively LO with Public Sector accounts, and specific experience with Maricopa County. w � These three Inside Account Managers report toCorrinBennett Inside Corrinhasbeen ' � with SHI for eight years, and has been both an Inside Account Manager and a Sales Operations Manager. 00 � Customer service is very important to Corrin, and she is always happy to assist the team as needed. w 3, v6�e 0,,"e , ' SHURespomse: � CL SHI has provided an answer to this question in the Attachment D portion of this response. � 202,6,1, 2025 2026����������������o��m� Ul) SHURespomse: w SH| has provided an answer to this question in the Attachment D portion of this response. 0 5, ��e;,r,,iisesxx��o���mxx���/yW����xx�� �� �������������m��, SHURespomse: c � SH| has provided an answer to this question in the Attachment D portion of this response. 76 �rmvi,;,r"li e ast za f Ymm�e X P e r"",e r'�, e P e g )rks k;"r tmt h,a tmm�,", e di h"ls � SHURespomse: Founded in 1989, SHI International Corp. is a global provider of technology products and services. Over the past Z8years, SH| has evolved from a $1 million "software-only" regional rese||er into a global,full lifecycle provider of technology, services, and solutions. SHI is ranked 91h among CRN's Solution Provider 500 list of North American IT solution providers. With over 3,5UU employees worldwide, SH| is the CL largest Minority and Woman Owned Business Enterprise (MWBE) in the United States. W SHI International Corp. is headquartered in Somerset, New Jersey and has 30+offices worldwide. Asa privately held company, we have remained under the same ownership since 1989, and most Vice Presidents and Managers have been dedicated toSH| for more than 15years. .2 � SHI has been focusing on the specific needs of our Public Sector customers for over 20 years. Our first state-wide contract was awarded in 1994; since then we have continued to build and focus on the specific needs of public sector customers. Today our Public Sector business unit consists of over 300 team members who are dedicated specifically - to public entities across the country, allowing SH| to build connections and partnerships with each entity and to dive deeply into the infrastructure, procurement, and regulation obstacles that they face. For 2016 SHI reported earnings of$7.513, which demonstrates 15%growth over 2015. We are projecting mu 21 earnings of$8.ZBfor 2017 continuing to show substantial YoY8rovvth. SH| has a financially strong and 75 U_ stable business model that has proven itself over time. Providing a compelling value to our entire . customer base, SH| is able to offer the most advantageous pricing models of our top 4 competitors, � while simultaneously maintaining our profitability with the lowest overhead cost structure in the w � industry. � SH| has had the pleasure of serving the City'ssoftvvare and product needs since ZU11 Our �� � with the City began with the award of the previous WSCA SVAR Contract and has continued since using w other cooperative contracts. SHI's value to the City comes from our extensive expertise in understanding complex licensing, determining the best products for the City's needs, customer service and overall ease of use.To date the City has spent$6.6m with SHI, mostly in software and some miscellaneous products. We value the relationship with the City of Mesa and look forward to serving the City's needs for years to come. 7, th""'ree h"as th,,e (L aates age r'i, es)" ti LO SH11 IResll oinise: C14 SHI has provided references on Attachment C, which can be found later in this response. 0U) 8, P'rr'wi,;'r"1ie t"h"e t 5 t er 5 er vi;,e "re P,)",e 5 e it,at V e Rest e 5 h";,r"li t�!,,ae t h"e "r t t"e �,,I'vi t h" t h"e )rg;,r"li i Z;,r"li t N)',"e type th,,ey )',"e the th,,e SH11 Respoinise: E Immediately following are the resumes for the SHI team that is dedicated support for the City of Mesa. If necessary, SHI can provide specific account team information for IPA customers. SHI is providing the following three references for Amelia. Should additional information be needed or references for other team members be required, SHI will be happy to assist where possible. CL Ari7ona Departtrient of Adaiinistration State of AZ LU Deputy State Procurement Administrator 0 U) 0 Terri Johnson .2 602-542-9122 E Amelia worked closely with Terri Johnson as the former Contract Administrator for the WSCA SVAR Contract. Amelia had regular cadence calls/onsite visits with Terri to conduct quarterly reviews, provide industry knowledge and assist with any customer related inquiries/challenges. From Terri, "Amelia—was the original point of contact regarding the SVAR contract for AZ starting in 2011. Through her initiative and the focus of SHI corporate, Amelia was able to assist the state through a seamless transition from x LU one contract set to another. Amelia personally took the time to establish points of contact and customer relationships within the State agencies. SHI corporate was instrumental in hiring additional U- staff as needed to ensure full coverage for the state and its cooperative members." Ari7ona Departtrient of Tans portation CN Steve West, CIO C: 602-690-4209 00 CN 4i Amelia has worked with Steve West throughout his tenure within Arizona Government, most recently with the Arizona Department of Transportation. Projects include a large HP hardware refresh, E 64 Packet ..C- ftHE6Kj C.16.g discovering and managing large license agreements and acting as a trusted advisor in the reseller community. 0 State of Nevada, Nevada State Purchasing Marti Marsh, Purchasing Officer 775-684-0180 LO c14 611, Amelia has worked closely with Marti Marsh of the Nevada State Purchasing Office since 2011. During this time Amelia served as the main point of contact on multiple statewide contracts Marti is responsible for: Former WSCA SVAR, NASPO SVAR, NASPO HP, Lenovo, EMC, NetApp, Cisco, etc. Immediately following are resumes for the City of Mesa Team. Should additional information be needed, SHI will work to provide where appropriate. 76 CL 0 U) 0 c� E c� x 21 75 N 00 E c� 65ftHE6Kl ..C- Denise V rdicchio >- ish DESCRIPTION OF WORK LO PROFESSIONAL ExPERIENCE MIT MIT Senior Diirectoi Public Sector Sontersot,I I J CN Lead S 1.3B business unit,includinig team of 6 Regional Directors ai 1100 Account Executives in ail aspects of sales, U) service,bwiziiness development,accouint management,solutions implementation,and issue resollution a,cr=North 0 America, • Wlaboraw vrith toadgrship town to craft auvd:dallivor cutorn IT soludonis and sorvicos foi all aspocts of City of Masa. • Provido porsonalizwf marogcm-nont and information shafing,trxsuffinq fin cooativio and inni onviranimant far SHI tow'ii and City of hWs& • Davolop and:,irnpkfornoint shovit,and longAormsaigs and bts,,Inoss ptans,as nqQdQd. • lExcol to dgwlop,moUvatQ,and twmii build,qnsuring SHII and City of M Qsa tqiinin woo*oxceptionatty, CREDENTIALS Et BACKGROUND SIN Director, East Region SLED 2013-2015 E eu • Lgad Wanii of 17 Account ExQckjflvo5 In At a pacts�of salons,wvicq,bi,AsinQ,,5 dQvQ11opmQnt,account li on cm 'qnj, solutions iniplonwouttation,and i5sug 0 w"01bution;foil B-SU%to tw rito,y. • Marsagod dlafly o1porations in SHl's laigost rogion,roprownting ovor$200M in annual Povanur4. 0) • CnHabotatod Mth cmtomors to pi locum and irnpilwont A.,lfh�,,aloand hardwam,systaw configuiration,data, to contoroptiriAzation,doud ccunpoflng,IT ash rnanlaqomcNit,and othcor cmnputor sahjbans CL LM • TravWwi oxtonsivolyto cHont toprovido ln, ors ) li,;PM east and ar usio ')w)� joW w W Gp ti;kwil ing with IT vqndoi s and,tratogic partnipr,5, w Account Executive 2M,to 2017 110 Stato and ILocall Govornniont 0 * Dovotopodl now bui Sorvicod custonwr noods,and ovorsaw daity account managarnont for public soctoi U) Worts in HJ Stato and UxM Gavornmont. LM * UAlaboiraWd daily vftcustonwofs to provide information,rosolvo issUOS,COMMKinicato SHI offeiing:s,and socurg .2 qwjtQ,.throuoi custorniiM procuiromwit tlagotiaated doals,suppioiUdl ctr5iaawr contracts,aind dqHv9lQd omIgs prwwnitationx tod0hvQl-crunpicAwns0vo IIT Soludons. Account Executive 1998 to 20 10 E Mort ha Carolina Corrwnnou cial Accouras Orchostratod custoniiizod,total IT solutions for Duko Enorgy,SAS Inistitluto,Wako FoiwA UnivwAty,and othor comirTiorrW accoonts In togion. EDUCATION & CERTIFICATIONS X w Bachelor of Arts,Degree, Rutger's Col'itege Nxiblo Majisr Fl,,;ycMloqy and Sociolog y Honors Graduato Cpitlfied Mci osoft as i[P5 h ofessiioniai VMVVail-P Sa(es Specialist CN MrAlFee Cm tif ied Sales Ptaifps5ionaf 00 C14 E 66 Packet ..C- ftHE68E Alison 'TurnerII PROFESSIONAL EXPERIENCE CN 611, Director,West Region Klikiand, VIA U) 1 PA)City of Mesa Primary Contact 0 manago toami o f fiald-basod Axxount ExQcutivos for City of Mosa • Collaborato with toarn to craft and dollmor custorn IT soltuticim and wrvicos for,all aspocts of Uty of Mosa. • Holp to procuro softwaro and hardwaro. • fa anago IT assot and cIoud c0111PUtfiliq as noodod. • Coordinato rmurcos within Sm and City of Mosa to grow and maintain uprutupaHy bon9ficial custonrop rolationships. as CREDENTIALS Ft BACKGROUND Microsoft Spattle,WA Sonijor Liconsing Saws Spocwrst 20011 -2013 ds • lnitiatod complox softwaro liconsIng solutions fop,kov Acerdonric custornpors in duo Wostou U,5, Lay • Incroasod account panotration and oxcoododl saios commitmorpts in oxcass of$90 nmulion annually. • Enigagod wiffi son lor naanagonpont, bLMjrpQSS unit managonwant,product groups,f inanco and oporations to dosign stratogic approachos to accarpints. 2A • Maintapnodl roLationships vAth partnors and custopnois to onsuiro sipJCC,9'SSfLd irriplomontation of 5tratolpos. CL dS Dell Seattle,WA 2007 to 20111 Saniar IRogponat Salos Managor w • hkanagod toam of salor,profossiopials t osponsiblo for solf twaro and r0atodl solution s,atas firto Major Pubfic 0 Accounts, hUArding stato,local,and oducatporp custornops. U) • Rocmitod,coachod,gvaLuatod,and managod staff of up to 15 flo4d account QxQcutfv@. 0 • Coordinal@d sothmro prapo�Als. .2 • Atignod offorts wrth cithoi DO dopartmonts to socuro trust andongagornant wpO stato govarnmont and @d1p.pcaflon IT initiativos. ASAP Software Seattle,WA 20011 to 2007 Diroctor,Staw ft Local Govommont wd Education HQ,1pod stato and locM govornmrnt and(A—puration custopraors dcrvolop RFPs and actfA as Pp-ojw.t Managor fof majo-sofveaapo proposals.Ungratodl ovqp $$00,wiftion anntW p9wripuo for Staw&Local,and Education sw.tor. Lay EDUCATION ft CERTIFICATIONS x w Master's fins Slusiness Administration Washington Unkrerspty 11993 >% NoriKqVing Con,cwtiatron/Rank9d top 10% U- Bachelor of Arts/Marketing Majior Kmisas 5tate University 19911 1 !E Microsoft Certified Personnel 201111 (n C14 SHII Chaturnan Club 2015, Microsoft Chcle olf Excellence 2013 00 D101 Rewards& Recognition Program SAvei Awa,rd Recipient 2011 CN E .a 67 Packet ..C- ftHE6E] Amelia G. Jakubczyk OF ............................................................... DESCRIPTION OF WORK Ft ---------------------------------------------------------------- LO PROFESSIONAL ExPER11EINCE Public Sector Account Executive Derovef,CO CN U) IPA/City of Mein a Primary Contact 0 DwQtop paii ownship Mth Oty of Mosa to swvicQ nQW,5 and ovQtsQQ daily acrowit naAnavQnrrArot too tho City.Engav go daity with cuustcurnuou^to 1providQ,infoo nradon,o-Q,sohpq issuos,conijornunicaW SHI offoainqps,and onabIQ acicq%to 5,Kuiro quatQ5 Virough,cus(ornIzod pi ocm Qnwnt systqgm. • hoiaint,Mro kho iIASP01 WAR(ono act in ilqvada too Stato ft Locot Govorl,11rorp9-R. • SurcQ5sfulky nowago orwitipIq NA'SPO and Io�cal conUact5 both do Arizona and l iovada • Woo k with ontornaI wairn to co-paw po oposals and qkrAgs, • Build and:nialntaO crostomw EQ00oinshfps at aik IovQ15 viothin an orp,pnoization, • Act as an adviwt for cu5toorwo,s to doloir nr)iom?Ow bQ5t valw for thqIr agods, .................................................. CREDENTIALS(t ................................................... BACKGROUND SHI International Corp. E SQrvtco,5 Executovo,ftst RQ9,1on 2009-2M • Conductod road sfirw�and soovi000 po'QsQntafl,ons to ali tovob of managraniont, • PaorticipatW in a roruffitudo of Vondor Wobiniu-5 and SorrAnars, ap • Acted as haiSID11 IlnoWocrun tQd)o)k,o1I rosouirces and busiorwss usors. U) • SupportcA Snwli Modhorni Businosws as woH as Entorpdso SaIos,kxourot toams,by cmating and substaorodaHy C: ir tcm w asfng IT rvicos businoss,foir oxisting and n4wd accounts. CL • Clovoiopwi arki waroagod finany succossfu(voirodor arui distribidof channoi ManaRodi nouttiplo poojocts drone start to,fonish,including wady status,calts Moth partnors and custornors,w�#A w TEKsysterros, Inc. VlestfrrinstN,CO 2004 to,2009 0 5;,onjoii Tochnrcal Rocitokor U) • NjWmRod contract onipIoyws whilo on assignmont.Mspsswf aord kwcostigatod connwtor rWaUxl prabIoms,and 0 administer porfannanco counsoling,coaching,awl discipfinary rnoamiros v4wn nocossaty. .2 • BuRt and noahitairood iong-torno,roIadonships vMlo cionsultants in oudoo,to lgaco hoo future ore gonuncwarntrs. • Spynsorod and attondod Donvof/Bouldai Java Usor Groups to notwork and Warn atw.aft nov,,iruJustry trwids. • Coxwdinatod consWtant cYvonts ranging on sizo of 5•250�Primary contact for surnnoor ovont,hodday party and conwkarot approcoation owmts throughout tho yoar. E Corporate Trakwr 0 • Facolitatod wcxA Wng corurso to Vain and Roach niwAy hirod romflotoos 1'oow to do thoir,jobs nooro offqcbw4y. 2! Coumos hicWdo.Company History,Prwxm,TmAs and Day to Day oporadrog rhhim yt . 0 EDUCATION fit ACTIVITIES X Community College of Denver Denver, CO 1998 w 21 Affifintsons-5,W)Tmor anri ovQmbor of Doinvor Java Uw Group,Eko Idor Jlava khof Group 75 u- Professional DevOopment-5lopiro floqodatjonsa Inge:Itut.o-Thle Power of Nh Tc Tra$n Cho Tragnor,Foro)Hy Griffith R" Estato Birojkor Prograrn(Associato Rrokoc,inactivo),Bawry Rhoin ft Assoriatos -Selling through Curiosity VPAvsairo VSP(V1Awaj'o Salos hofossional)Co4trfiod 2(00/2014 C14 M.-Afoo Salos Profossionat Cartiflod 20101 00 CN E .a 68 Packet ..C- ftHE6Kl Yara Ismail ............................................................ .............. DESCRIPTION OF WORK Et .......................................................................................... LO PROFESSIONAL EXPERIENCE CN 611, Director of Enterprise Inside Saies/Public Sector Sonrorsot, I,IJ U) 0 Collaborate with Senior Management on strategy and focus to increase participation in department iinitiatNes. promote world-class support to City of mesa and internal suipport tearns; en1hance SHII tools and applications through collaboration with internal development teams. • Align v4th OuWdf?Salo,,toom to initiate new relationships within]IT indr50-y, • Drivo gi ovoth of profitability for SH arid City 0 1,4*sa,0ontifying oppoirtuniflas foi dovaloproont of intoii nat toois and appkations. ........................................................................................ CREDENTIALS Et .......................................................................................... BACKGROUND SHII Public Sector Senior Inside Sales Manager 2009 -201W7 E 0 • Managod SHl Public Soctor Insido Wos Division,salting nova initiativos for Warm vdiflo rnaintainlrig voorid-class 2! stipport for customors. 0) • hlaintaIrnod support and covotago for custconors while managing torri(orios. • Actod as 1paint of oscalation foi custornors and p.6fic soctor dkoctogs to holp rosolvo issugs and support to am. 2A 0 CoflaboraUA with intornroat Warns to cmato novv tooh with addcA functionality for custonigirs. LM CL Inside Sales Manager 2005 to 2L4)9 GSA Administrator • Trainod and rnanagodl 6 Public Soctor Insido'Salos Toanis, crgating hoalthy wof konvironmont and fincondvo W prograrns, 0 • Croatod proposals and modif icadons to SHII's GSA schodulo. U) • pass od anrruaIl GSA Audits for continuo act d contr ronowal. LM .2 Inside Account Manager 2004 to 2,005 Fodmal To am • Solicit businoss and croato quoto,proposais for finforniation Tochnology products and process custorn ordois and provido consistont urdatos,for status and trackfillg, eu Ekornies, Inc, 20011 to 2,004 Custainfror Sarvico Roproson(ati va/Load Trainor • Providod clioriksvAth oxcopdona,I[soirvice and suppott whilo managing 9i'mrp of accounts,proniotod to Load Trairrof for Customer Smvico Roprosontativos in 2003, ap x W EDUCATION Et 21 75 CERTIFICATIONS 11- Bachelor of Arts Degree Rutgers Cone 20012 Politkat Scionco to CN Q Q 00 V— Q C14 E 69 Packet ..C- ft� HE6Kj Carr in Bennett .................................................................... DESCRIPTION OF WORK ------------------------------------------------------------------- LO PROFESSIONAL EXPERIENCE MT MT CN Inside Sales Manager Sornpirset,I J U) * Pravido support and gu4danco to,City of Mosa sal os toam. 0 * Arrange and schodulo nocosum'V tralninq,for WAs, * NU)nitor and rovWvv wiaptoyoo poffamianco. CREDENTIALS 6t BACKGROUND SHII$LED Sales Operation Manager 20114- 2017 Assistad maropmont wfthi acadornic and local govornimant rniflaflvgs. CoUlaboratod,with sales Wain to manna officiont pnxoms. Suppoiftod fimplorniontahon of nwm poUctas and pmcocfwols. Inside Account Manager 2009 to 20 114 2A * Roprosonkad 911 as contral point ol'contact font rustonvis, LM * Providod outstanding custaimor sarvico and Hsuppm t, CL * Actod as flaison betwoon Account Excocutivos,cimtomjors,and SHI intomall dapartmonts. Inside Account Manager 20014 to 2005 Fodorat Town 0 Soficft business and moats qwte propvsals for lnfomiation Tochnokogv products and serAcpsa process custorn 0U) oidors and pro Ado consistont updates for statiusandl tracking, EDUCATION Et E CERTIFICATIONS Bachelor of Arts Degree Rutgers College 2008 Cornmunications x U- CN 00 CN 4i E 70 Packet ..C- ft� HE68Kl t�101 Ernest Wittiarns Robert DiGiovanini Jason Mitchell T- LO T-� le le DESCRIPTION OF WORK Et CN PROFESSIONAL EXPERIENCE U) 0 Inside Account Managers Somerset,11,11 ft klng with,aur tr4nurQd n)ain,%gQfl1Qnt 5upordsots,our tarn buRds succwMul rolattaqngiips witti 9io City oi`Mo5a toam, and intornal snp;w.wt tmanisl wo vvork cc.A1aborativWV to provide iffiniodlato support fw any ponding ksuos or cancol ns Mango WCrosaft licrinsinp aqre 00'11'11�Xits and Adobg licxxisinv,agrooknonts, as vs I as contracts inclueling WSCA, PACE,and Efil. • Manago and malnta n oviof $00 public sqctor Wost Coot accounts succossfulky,ffickMbig SLED,accounts M AZ,CO, OR,and IN,and atho,status. • KAp nogotiato pricos,tou mis of calms,and sqii,Nico app-QQrnonts for City of Mosa, COMBINED CREDENTiALS Ft E BACKGROUND Central Moving Systems Relocatlon Sorvices, 2013- 20,15 eu • h o0do oxcoptional quatity and standards for corporato and rosldonflal moving procossos. A • Comiiacting wamhousa packing and unpacidn4g. LM CL RWJ Health a WeRness Fitness Centers 2012 to 2013 Salloss Intani,SunwwE' w • Suppo;l9d customor 0ioduHng and othor wrvicqs,pmvtding ono,on•ofw atWitiom • CorwJuctod cold catty to hcmasa gym nwniborshlIps and rovonuo. 0 U) 0 Professlonal Proficiencies • 1Akn,o,,,of(Offica-Word„Excol,Pw?(oo'P0fnk .2 • Salocentor AX Academic Experience E • Excotod in coumas spriciahzing In LoadDrshilp and Managairniont skffls • Focuwdl studtos in,Mai*gting and:hnanrq,swxpWdnq oc000rlk Vonds,�,�atos managowignit,accounting,conqxjtQf 0 skilh dovoWptnont,and rnofossional comirnunication. • Bu0noss Econonfks Minor COMBINED Eouc,Anotsl CERTiF$CATIONS X w 21 Bachelor of Arts Degree West Virginia University 2013 — Communication Studies U- Bachelor of Science Degree Rutgers University 2014 Ex.orciso Scionce and Sports Studif-,s C14 Bachelor of Arts Degrees Rutgers University 20,l 7 Economics Potlocal Sdoincp, 00 C14 SH11 IRespoinise: 71 Packet ..C- ftHE6Kl C.16.g We are proud to report we do not have any failed projects.With each project we strive to do our best, and although we realize perfection is rare, we work closely with our customers to review and discuss 0 how we can improve our processes, products, and services to help ensure our continued evolution and success. CL �I („9r blilm .d�(J ill;,�l� li le'g;"ai /i iNJ f ,l„4;" i�� e �,h"e ` )e.elm it y(:, -,rd ;!,he �J'ast h,,as bee r t 9 SIHII I esll oinnisew CN SHI has not been involved in litigation, bankruptcy, or reorganization. 0 c� 76 E A LM CL LU U) 0 c2 E c� x LU 21 75 LO cN CO - CD cN c� 72ftHE6Kl ..C- C.16.g rAB 5 ........... ... EV I O L ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... '.ve s to th,, lm r,V.r lm,� I rl' r:,l t,ti.v�,(:, rllm ` �( �,/f� �r:,l rl �,'�'(l, �(:,) ✓' irk typesCL �J b ��� ibC h,�r�(m it„u�(m �JI(,r„I r �,.r 1,, r,V r,lm l,'?,V �,GI(.�rf,�l,�t,�, ..v,i(��, b,41ra a le)j MT MT cN a.+ 0 <S tm, lrr "e rm. g, �6r (m.r�, .'h,�,��, ✓h,lr ��ilm (,➢1 r/le eh� (�4,l'.�,bV >7�rm �,lm r�� bV ib� ��:, (m.r�, �4,�,��, ?h,r �,Irilm 6rl rl(m .eK� �.te i, t( r, m 4tm VJJ Irr u,V � �,r:,rr � �r:, l ,)r„ra",Path"�r✓' � ert r, rmr, t rV ��t.,t>ir llm. st r✓�'.rt��, .rh,: �,r,�r,��w/k� !„'i bV..vlm.r r,�,Iril' �Jlm .r(✓I ibG //lm tn,� r) r.J�° r, rmate bV ..`rt �r�! h,V rVr,�l'.ir �,r� t�se 5�. r, ,'r r:,�, �,bV .i rJi 7(�lt r,l,i.r�,r,✓Irlr rP'", rJ I" L3Y A u CL 5�. LU � a.a (n 0 SH11 I eslpoinrnisew cs SHI's ecommerce site was developed in house. As such, it is one of the most flexible tools in the , industry. In addition,we offer approval routing that allows for one user to create and send a quote to another user for approval. Also, quotes that are requested via email, fax, or phone can be published by the Inside Account Managers to the ecommerce site for visibility and future reference. 0 While the master catalog will be available to all participating entities, each individual customer under this contract will also have the opportunity to request their own customized product catalog based upon any customer-specific needs. Custom catalogs are built based on input from the customer's IT standards LU groups, via the definition of base systems and permitted options, and licensing programs. 21 75 SHI.COM Public Sector catalog ......................... .....................................................................................................................c coirnj is a public walk-up site and requires no password. It has been available to the public for over 16 years. SHI hosts a public page for each individual state and vertical. In addition to the public site link, SHI will provide City of Mesa a c14 custom e-commerce site.This personalized, password-protected site is accessible only to authorized users, determined by City of Mesa.The City's web portal will display only the products and other 00 website requirements that are part of this contract. c14 SHI's web-based procurement platform provides the latest in functionality and the best in user-friendly interface. SHI.COM also offers functionality designed specifically for business-to-business. Whether used as a stand-alone procurement system or integrated with your own current procurement systems, 73ft� HEEJ ..C_ C.16.g SHLCOM provides the functionality and customized user experience needed to manage IT procurement workflow. If awarded, SHI's web administration team will work with the key stakeholders at City of Mesa to CL integrate with any e-Procurement catalogs whether state-hosted or punchout(roundtrip). This process typically takes about 1 week. 141) MT MT cN tl U) (l:i)W 'f).1:117�- IiYdu.7.Brl nPr.uli1ti ;d,r,n lrl- 0 r� A l I����0�00000000000000000000000000� a sr s,.... . as CL e� Above is a on sample screenshot that shows what the Cit 's custom e-commerce site might look like. U p Y g p receipt of contract, your site will be configured to fit all of the contract requirements. If the City wishes to view this site please go to I t .," rrrrrrrrr:,r?! l??l c;ectoir,,Mlridc irect:,corm select "Sign in" on the top right hand side of the public site. A drop down box will appear. Click"Register" to be directed to the new user registration page seen below. ni11i" ili 1liil IIIIIIIIIIIIIIIIIIIIIIII INew User Registration irrr,In Dial you have a itiisQ: ni ir'ifok n Access IKey? E orrm,10 rii C"' ,f o rn ""'I <J X mmiiiY75 You will select "Yes"when asked if you have a token and access key. Your token is 90949 and your c14 access key is MU5XB2J3PL. Once you enter these you will be asked to create a user name and password. Once complete you will be directed to the site. Today the site is in development and as such only shows sample products and pricing. Upon award, we will work with you to create a custom catalog, 00 add appropriate contract numbers, and the additional content desired by the City. c14 The SHI Ecommerce Specialists are available to provide training to those employees authorized to access contract pricing and information at SHLCOM. SHI can schedule trainings based on the customer's level c� 74ftHE6Kl ..C_ C.16.g of access to the site. Upon award of contract,your Account Executive will work with the customers to determine the program and schedule that would work best for them. Your III With thousands of manufacturers represented,your product catalog is fully customized to reflect contracted products and pricing available through SHI, as well as special pricing programs for which you LO are eligible, such as licensing programs or other volume programs. The catalog can be as broad or as narrow as you need to fit your needs. `14 U) 0 c� 76 w ,�wx;�awrwww amw,rawnvxrra" �' 5.. wArc w.¢^Ipdlwu,N�Ni aveW N^gar Uvk ftuO'ni r�e OR���r�li �roar:,m.em,�h s+ar�ti_. n� C. . lm.i y Y 7 r, r v p'v 0 A4M M�YMo V4N@ Y v'+a'l a d, b W";N'irQAiRW' 4MM ohs„ -------------� After log on, the customer can search by using a variety of criteria: • Keyword search • Browse manufacturers • Browse by product category and type c� X 21 75 cN 00 - CD cN c� 75ftHE6Kj ..C- C.16.g ja*�=78 c a � LO .......99999999999999999... r.�w•w°�,�„v;,,,�, 4y. �� d,,:,v ,, ,vaw e,Nni,rl:,;tr.An � a.a O U 1 Search Results r " �w�ip' EA� �L,4bLnk�IYo.N i.A V91 � U f M/I � f V' Y VY Yj „V? �y 04 o�u emir„tl' ii n rr yin lon .n�,a, �w;d _ �1m, d2 i m���rv4 Rio-�wrt 1,2��e, i8? m a.a CoirmrnonweaIltlhi Standards im �r� m a� y is a $Q CyVTh ;aQ h CS „� � � � 6➢r ) I��G ate^' � �,Nmkr b1p,VIM AWN raw°u PwU4`°c.r..r dr�9 s�, x i� ra�,no, Il n,ll°"s'nS,�aNV a�„Nib- WX IN&NN, mwrml ' wy, wd—' Swr io- 5'?rrNi l�m.,.. LL 21 be vommma a Fop Quo cri nor ...� � � ar������ CS:OM or wn�, may qm;,. YY ffrr1 MhONNWOiSYn„d81!'47�1°r-r,., Mem��4m�m l:Fuoal�lan�� r�m,t,i¢��p4wmmmmr,.. +N"' � 00 $13 O, t'J E U 76ft� HE6E:l ..C- C.16.g CL �o�o�ogrQ� �el&u 111".1Ml iiLO i. CN ray ruev h a w .uv iy 040 p a+ o�a wi i rys.,a sry ��(oi�Ul a L59 881 LM CL 0 U) 0 U L59 U x 21 5 a CN Co V— CD CN E U 77 ft� HE6Kl ..C- View Product DetaUls Lenovo Thinkhd X250 20CM - 12.5"' - or 6 530OU - ffindlows C,=rimmoamolml LO T-� 7' Pro, 64-bit I 'WindIows 8.1 Pro 64-ilit downgrade—, Nmtebrpuk,Dioch anidl "gr '4" N CN No,.�ulcK II1lnlrIn,& U) A')aAa ll)�r 11 o.,y, 0 N� Qum 1111 O.Y V.r Mdllpl ".t realkhme OFF .............. Customers Who Bought These I(evi(s)Also Ralught 1", Io IONA DO 610 194, 2A CL 0 U) 0 .2 2 E x W 21 75 U- CN 00 T— CD CN E 78 Packet ..C- ft� HE6Kl C.16.g Add Productsto the h II Il iiiin , Cart From here, a user who has not yet logged in can manage the items in the shopping cart, continue to shop, or finalize the purchase (if the user clicks "checkout", SHI.COM requires the user to log into the CL system). If the user has logged into SHI.COM, he is presented with the additional options to save the items as a quote or to send the shopping cart to your SHI Sales Team to obtain an "official" SHI quote. LO s; N U) 0 c5 u d +�Iluwd�a��PDuv Sunda W'dpr oB's.,11Marv;vma 7,2744'.M, P5M,I*6 .. m,11 o- M Pift h4 OF, bra-� ���r W'I `( l r ain ,,a is ,9, ,t,l{ ° U) t e CL ^ ���v 1,r �qll �Pr V ,r ilo,h wwemreHHHeeio�oimuwexmreHa�e io�oii xexmreeHHeaoAoii xexmreHu� °� d e 111111SYOU �'n',�� t� �i) ji,„!,II ��i 1� I J E �+.k i✓ y ri"r a.a I�W.�WN� �1YWI4A'� ID�UYu � ... dM�. 0 gyypp U) 0 p� W pIpmp pW W yqqpq pWp® W p� W x 21 75 CN 00 — CD CN p� W E m 79ftHE6Kl ..C- C.16.g Saved Quote The saved quote remains valid on SHI.COM for thirty days. At any time within those thirty days,the user can change/add to the items saved in the quote or send the contents of the quote (with saved pricing) CL back to the shopping cart to finalize the purchase. ME LO Quote List CN „DlmW 0 i t 4 Quote Details 76 A"Yi�reprc�CManiwm -G rv�i�npr��nvy�: ap a.+ �ur��oG a a, iu 1rvN: CODI '4fiw L59 CL w IONS YU "RI ✓ r o it l6m Ir U) v ' R illw�W ��Bll '�� �UOuu�IG fir,wdNY I tiM�@N', � uuu �s 0 a.+ �9 U x 21 75 CN 00 — CD CN E U 80 ftHE6Kl ..C- C.16.g The process of selecting and configuring a product begins when the user clicks a configurable system in Search Results or within featured products. The systems are displayed with a picture, summary of its CL characteristics, and price before adding options. SHI.COM presents all products in the same fashion, with consistent groupings of options by category. MT MT cN e Fava Imes lelp onfil uraW PC's 0 pip p��p�J�� c� VEI��1VI�1111Y ",11,d SaN,o«A9II ItiunaY�am.¢FAu9 �,�, ».... �i4:f.,�y IbPaY&RGY��w!wrofly,n�&rN - a ��NP�D�4MGmha"41111-lurn-i7o,e na1,CX4r:PXB! ,arr � Vur wl nr h Inr.9lc�aIi:�s�that a I iodurt s a .oah uc uk IP v r n ,.�vn¢uv�1RournIcP.� Lw� ��am�rnovnaa Wiaxa ,aFP. S,r`ot C7t4 rr1 dS L59 10 CL �u u• a ap a.a Ik9eIP In improve search dUe WlellC h C� Yi alpows on W e,,ults page 6ulliter B';pKeyword SearchResult ��„» »�.ry �.u,ry „„ � � '�' U) l arrv'Yuvr'Ytlzi�i l^��ur�Yma MM7'Wull rV 'bih 'fnr`mru••i^n N!v'PpYC1Y&zHr RA,. a.a Sd'5.,00, �Pvl p�uxu.,C'�rrl's,aA ap h"rcrP�w�,ifiP�' x 21 75 a CN 00 CN E 81 ..C- Packet C.16.g Prior to adding the product to the Shopping cart,the user is brought given the option to configure the base system with options designated as acceptable by the City of Mesa.The user simply clicks on the CL options he wants included in the final product. As options are selected, SHI.COM updates the general availability of each configuration based upon the LO availability of each component.As the user adds and removes components to the base system, SHI.COM calculates an estimated time to ship to the user. SHI.com also tells the end user what selected C14 611, component is contributing the longest lead-time.This is designed to allow the end user to make informed decisions based upon their particular needs:for some users, getting a useable system quickly may be more important than obtaining a particular option or upgrade that would delay the production of the machine. 76 HIP Pro Book, - " - Care 3 431101M SV50 V " ,. ,•, . , Y"w'au�wr�;"h'„uPsro�ahouA u9:rw�.�P^"1 Pre�i�,m p` w'Vhuimunhu¢��rl;ru4;hu�,wrv: N � wwam WVW � �fi!�6���I�� {i�IIIW IIW�" ruwu✓ wh nC Me CL 5f,:) ,e 9V;e LLl ��a�uroturaand0 ' V;vra;.mr Xr'roa II mru;✓kµ"rm o ,,,fi r 0 ,e.,h u� ;qua:dirPihuhe�4hVv�B;�����ru�I�du�r�V�ff;�l��uu!inallr �°��G��iuv, -f•: Ii�iBa U Mi � Il p�Coin,firparm i a�n:Fu l"UM RII�."r aw7�p�na»fl.�uB���n�� � �f� EB a+ * Orit,aim e,.onffisuud°,urban7 IfimO P,E nry a yfilir.m IF uvr, Ix d I'rwe 8 I umstavma Z (SIN � fiu a r m ru°dw d2 "" �Ulllly xy r LSY y a II Omu IYu hmc IIBf m.v,Park YwtrIM IOudv ft"Ol§b.� VV .� �,a w; "�'*� I u " .,ui Lr Fi?a?i L) Up,Y:KJ : `,rskSLr "Z3 On I'°t( i.tu a�',yP, ^" HP a`?B'V 1�U4�lr a Cuuun iu N�rSmu"i rli k m +r N 7 M �(�,EifJIIY�y x ku` �„ a r"�:��°ir'I�,uu a��4,D� ,C'� t ai it hum rvI' 'd ur✓ Muu t4ny;rPo SJih�Il,h Md. a4 V F� 4ioww"N ar flwg h 044 mach u,e'NO,-3 0 rn w21 ti,xmi-Y'246HILBOI LIE,uuniuurin,&P 2IV' 'S Checkout Process SHI provides an easy to use Checkout Process that can be customized to your specifications: • Users can save addresses to an address book for easy selection of the appropriate ship-to 00 address c14 • Custom Data Collection—we will create fields where we can collect the information you need about the purchases your employees make—department, project code, cost center, etc. E • For our Terms Customers—enter a PO number and for our Credit Card Customers—use the c� security of PayPal to complete your purchase 82ftHE7Kj ..C_ C.16.g • See the freight and estimated taxes based on the shipping address entered LO Y amp � 4'wr�tewW V��w � „F @PVYl W,P IdWm F7'u.,N9q, i��„f�/ruYlli,l�Ijl�� YIY1r����l�G��ivF7�Gff�"fJJr(�� �Al�(II��NII IY'k�v�A���kW�f�f�,��1Y�1111 LM CL Ndei Depm"lWI1 � z 0 <,. .w. _. �.t On e "rrVavi.11 .. ...................................wri✓o" A!I b�d p� W X 21 If additional information needs to be captured with each hardware purchase.Therefore, SHI has 75 designed an "interview page" in which SHI can collect all of the pertinent information.The interview page will be completely customized to collect the information as required by the City of Mesa. If LO additional information isn't required, this step would be skipped in the order process. c14 00 c14 c� 83ftHEEJ ..C- �-Ow rm�"~�Iv'~K*',m � �,��� � �� � �� � LO IOU NUb- ^� �� �� �� � � F. K-d^M-.. .�"�" ,fv- Hwo-O, When the user has completed the interview page, SHI will then request the ship to address and any CL additional Email addresses for employees who should receive notices regarding this order(i.e. order acknowledgment, ship notification, etc] � Approvdl� Routfing Only authorized users will be able to submit orders onSHicom. However, if the City of Mesa would like to allow agencies to request products, but not to place orders, SH| has support for approval routing through SHI.com. Using our approval routing, end user can select the products they wish to purchase and submit their selection as a requisition. With support for as many levels of approval routing as required, SHI.com will forward the requisition to the appropriate people to obtain approval. Once the order is approved,the requestor (and anyone else listed to receive notices) will receive an Email stating that the requisition has been approved and will be processed at SHL At this time, the order will upload into SH|'s internal order processing system. Order Status W Obtain order status information and tracking details for the orders that you process with SHL SH|zom U- providesavvideran8eofsearchoptionstoquick|yandeasi|y|ocatetheorderinvvhichyouare -� interested. mw � oo � w 84 ft The following screen shot shows the order search results. ' CL LO pan The following demonstrates the tracking details available. 76 ' Droor ixoo,�r Dow Order Ship MIN To User flaone CL Cirderde ai�vvbh W troddm0dat�lpm, sh�pment 14) 21 75 . LO � � 00 � w 85 ft C.16.g Within the City's dedicated page, authorized users can: • Save/retrieve a price quotation using a state agency supplied unique quotation identifier(s).The agency should be able to save the price quotation as a .pdf document CL • Modify a previously saved price quotation, including adding additional products, changing product quantity, removing or deleting products, and "refreshing" product prices LO • Re-save price quotation following modifications MT • Print price quotation � • View quotes that were originally requested via email, fax, or phone and created by the Inside Account Team. o c� SHI provides online order status and reporting for all orders placed with SHI, whether the orders are submitted online or directly to the Account Team.Access to the order information is controlled by the permissions assigned to each individual user name.The order data is tied to a specific customer account, 76 and the individual accounts are then grouped together to accommodate reporting groups that match the customer's organizational hierarchy. For example, individual departments can be grouped with cities and counties to allow reporting across an entire local government entity or an entire State. , Additionally, SHI tracks all contract data at the highest level of the hierarchy, allowing us to provide reports across the entire City of Mesa contract. In short, SHI makes it simple for all contract users to access the reporting information that they need. Whether the reporting requirement is for a single agency looking for the history of their purchases only, LM or if the City of Mesa that wants to understand statewide purchasing trends, the process to access that CL report is fast and intuitive. The following lists the standard fields that are available within a standard, detailed report today via the State's ecommerce site today: c2 Customer Name Manufacturer Name Manufacturer Part Number Product Description Version Operating System Media Language Product Type License Program License Pool License Level License Point Value Maintenance Term Maintenance Time Remaining X UNSPSC Number UNSPSC Segment UNSPSC Family UNSPSC Class UNSPSC Commodity Order Date SHI Order Number Invoice Number Ship Date c14 SHI Part Number Quantity Unit Price Extended Price Customer PO Ship to Company 00 Ship to Address Ship to City Ship to State C14, Ship to Zip Code E c� 86ftHE7E] ..C_ C.16.g In addition to the data fields above, SHI will create customized data fields for any customer who wishes to capture additional information, and the customer would then have access to reporting based upon 0 those additional fields.This custom capability is helpful for tracking purchases, expenditures, and chargebacks. SHI works with each individual account to understand reporting requirements and to CL ensure we continue to meet and exceed those requirements. ' LO The City of Mesa and IPA can identify Procurement Officers or others that can be granted a higher level of access, allowing them to run reports and view activity across authorized users. c14 The level of access any user has is determined by the permissions assigned.The Account Teams and SHI's Web Administration Team works with the customer to understand their needs for user authorization and access to information.Those users who only need access to their own purchase history are limited. Likewise,those users who need higher level will have the appropriate access rights. 76 The SHI eCommerce Specialists are available to provide training to those employees authorized to access contract pricing and information at SHI.com. SHI can schedule trainings based on the customer's level of access to the site. Upon award of contract, David Rounds will work with the customers to , determine the program and schedule that would work best for them. SHI will also work with the City of Mesa to define and establish an Employee Purchase Program.We will create a separate and secure site for employees to purchase products at the State contract prices. �s 2, �,�1°.r 4, �.,1'iVt,lbv (✓�itV��1,i"7 F4,�, (:,�ih,p) � �} �1 lm t,v „�,; uJ,io` le�,.r �lm, �� (,1?�� t,Llm .r h,.lml. .r ii i-d �,.ry bV h,�lm ilP„P n� i CL �", W SH11 IResll oinnisew 0 U) 0 If the City wishes to view this site please select "Sign in" on the top right hand side of the public site, c? .M° ..� l�llilc;Ma^c; �alr.Mlilillra^c; .c;�alrnn A drop down box will appear. Click"Register" to be directed .......................ZZI........................[..............................................ir,,,...................ir...............................r. p pp 8 to the new user registration page seen below. ryry nil1" iii 1iiii IIIIIIIIIIIIIIIIIIIIIIII INew User Registration i ir,In Dial you have a itisQ: nl ir'ifok n Access IKey? c� Frnirot P zswaord s y'l-" f:,i f it[u2r ' "'i i r.,; `'"} LLl umumiuiiulilYu LL You will select "Yes"when asked if you have a token and access key. Your token is 90949 and your 00 access key is MU5XB2J3PL. Once you enter these you will be asked to create a user name and password. Once complete you will be directed to the site. Today the site is in development and as such c14 only shows sample products and pricing. Upon award, we will work with you to create a custom catalog, add appropriate contract numbers, and the additional content desired by the City. c� 87ftHE7Kl ..C- C.16.g The SHI Ecommerce Specialists are available to provide training to those employees authorized to access contract pricing and information at SHI.com. SHI can schedule trainings based on the customer's level of 0 access to the site. Upon award of contract, your Account Executive will work with the customers to determine the program and schedule that would work best for them. CL 3, � �.,1'/;V i� 1f'N,p�, ,�ibV�/I„V rbV bl..' bV ib��(.�� (:,�,��il';` f t,(,/,�.i �, (:,�i���,��i/V�, � ;�,i � rlm�a,.� �,1,,, ��itn,p� .1,,,/,lm.ir�,,,�„�p t19 MT SH11 I eslpoinnnise: MT While we take pride in the design and usability of our website, our primary focus is always on the needs of our customers rather than on external recognition. With that in mind, we are extremely proud that this year alone we have won 10 awards for exceptional service in three distinct categories: partnership, supplier, and employer— including the prestigious Citi Lean Partner Award and Microsoft US Public Sector 2017 Partner of the Year— largely in part because of the efforts and dedication our team puts toward our public and partner/procurement websites. Our success as a partner in the Public Sector, in fact, stems from the personalized procurement websites, standard with most SHI contracts, which allow authorized end-users a vast selection from standard configurations and peripherals, as well information to ensure successful installations. These custom, procurement websites provide customers with all service catalogs, approved hardware configurations, and inventory databases, which in turn 2A allow our customers to procure the best products and product support for their needs. LM CL l�li� /I,V� 1,V l l,i �i:✓1 i (✓�/f,� :, r i�,-F illm� .�1.,4;h li /V.�,�P.PI' W 0 U) SH11 I esll oinnnni'se: 0 The website is available 24 hours a day. Downtime is minimal and if a major system repair is necessary SHI works to schedule it at a time that will be of least inconvenience to our customers. We will also notify customers of any planned downtime in advance. 5, 'L3 SH11 I eslpoinnnise: c� Yes. Please see the information provides above regarding our website for a complete overview. 21 75 �IP,,P' r t,�(,l �i l��t.,pti elm dl,i rl'�a m (� (,l dl 4,1,i ✓d Iri/m /.,p,l/,� bVu /lit,G SH11 es11 oinnnise: cN SHI can customize our web page to include any information that National IPA/City of Mesa would like to see. In this case, we can publish additional savings opportunities for specific products on the home page 00 of the catalog or highlight products that have savings opportunities within the catalog itself. c14 SHI can and will add relevant content to the website on a regular basis. This may include product announcements, end of life information, support information, or promotions, webinar or special event c� 88ftHE7Kl ..C_ C.16.g invitations, and other industry news that will be of interest to City of Mesa. SHI will notify City of Mesa of any information before it gets posted. The contents of SHI's web site and the catalog are kept up to date using data feeds from our suppliers. CL We make daily updates to product information, availability, and pricing; ensuring that contract users are always accessing the latest products and at the correct price. LID 7, ��IC'.�4,/ �.,1,' ���i/„ �,��,�.J'l „i ( ,�f'.ilbV 4,P,,,P�i� /1'N,p�, ,�i.� ��i/V�, 1,i rlm�a,.a �/,tGl�.ile /,V�,1m..v, ��rli��itn;� eve et i /fig '""" N U) 0 SHII I eslpoinnlse1 cs SHI acknowledges this requirement and can comply. SHI will acknowledge all orders received within 2 hours of receipt. All orders will be placed within 24 76 hours of receipt. Upon placement, the end user will receive an order placement acknowledgement via email. A sample of that is included below. We can customize the information on the order acknowledgement email and can include any and all information required by the State. '11111 I, 1r IV tnitsrr atuluninal 4 nr1 Salles rmrdeir S46482360 an Li Cu Lrs a d s n Order vats I01j 1712017 CL aomorset.NJ 08,873 Customer Accoum 10I0821:4 Plrwaiw 888-235- 1571; cu^stwnrn er PO 1BIDD 17515 9= Shipping Method ESD W Cvs,to mnrwr Re*Twsnnne r,a, r nt test 30 Da is 0 Slot Account Executive A rlI Jak abii=yk 0 M Autwswatarmt Manager Rob eft t11Lml*a,aainm tj I 'mlll'4ra Ship To JII hk-ans C Y 09 MESA a:IT a OF MESA 5,I9 E 1ST TRI ET AP C5PI' 1 L IBILLING Llun0ed States Mesa,ate:55711 1 MCI755'Jenrmlisr Means United States �9 Item,No, tlsstrriptwrara Qty Unit ExtenIdled Mfg Part Imo, a rderw"d Ip'h iris, 42,631458 Qiuu,aVys FniuLltnt&sstmro,r uanlnuu al s-maltussrlpliasan 1 coo 000 � Q-E-PUB Mutple plaffrurmnxs Engfish u'wpd iu 5 nnia dlow n� �are 0) M a Irm o"anc*r rr,:wrr oasts, 1�2)1 1 a25'17 llauwtena,rnt'Raalfodate 12,r1?R1201 21 2745M Quuaml Is Piubfia;:»sr°k,crr Vulineralb(, ly Mana en m-twtod ube ti 923_20 523,20 Q-E-PVF'S•aw"1wC-I1w'1 Flrpc* a 1 rual`ys.Inc. hhiltple pIalffasrms Engfish ESD So Mantenanurs From rtads_12IM12017 N 326314,50 Oualym wvw Ilr it hnlluR anagw+can4mt.. nterlrrnso—Pullrllrirr 91510, 051' d 6'Al2.00 0—E-Pu B-11tr1 `:was-r'tr 00 uJnual:lwus IffinreJ+rrws-Multr1n8waWindows Rat1'rc.amm remgh h 5.1".D Software Csru5' st niurmrftusr•: 1557 -RFFF' N t1a rwG rsnns F''rcmmmr t _1211V2017 4i M ai:rrtsrrume To lots: '1Z"IW'2 W18 3371DOSi5 Qual s Fruut0lIc',JsmtrtrWelt)Apphtaatmrmr Scanning.twlurluumrs 1 92320 92320 O-E-PUS-WrWAS-M F"rrra>s U a mastv's Witolle ofatfoirms ErAhsh E30 Software 89 ftHE7Kl ..C- P,)r,�;,,ess tr' set t p sel"f"', avr.,ii,,',,,k;b1e?1 f,""'F 6 tr,, e t, CL SH11 IResll oinise: 141) Yes self-registration is available. Customers can go to Ihttr�M,,,/Ivvr�,vv,IpLr ill csectoir',,slhid ir'ectcoirm/and then follow the instructions below. C14 A customer will select"Sign in" on the top right hand side of the public site. A drop down box will U) 0 appear. Click"Register"to be directed to the new user registration page seen below. INew Uiser Registration Sigir,In IDial you have a,Citistanwir'Token Access IKey? Fai,got L'ser RIP I�11�g IIIIII Fr:ngot Paswvord C"'i�uwnerl do�j,i C"'i o'n t" CL LM If a customer has token, they can enter it. If not then when they select No, they will be taken to another C site to register. Once you enter, you will be asked to create a user name and password. Once complete W you will be directed to the site. 0 U) 0 The SHI Ecommerce Specialists are available to provide training to those employees authorized to access .2 contract pricing and information at SHI.com. SHI can schedule trainings based on the customer's level of access to the site. Upon award of contract,your Account Executive will work with the customers to determine the program and schedule that would work best for them. E 8, �,,1,vebs,,,,,,te be age as �,,1,vebs,,,,,te, ass mY 'a 2 a bt�!,,lie tr,� play ess ages)" app')rr'�ve;'rli abd,,,,,,tytr,� bt ;,r'liget CIS X 21 75 SH11 IResll oinise: U_ SHI acknowledges this requirement and can comply. SHI can and will add relevant content to the website on a regular basis.This may include logos, product C14 announcements, end of life information, support information, or promotions, webinar or special event 00 invitations, and other industry news that will be of interest to the City. SHI will notify the City of any information before it gets posted. C14 Please see screen capture below for a sample of our News and Announcements page. E 90 Packet ..C_ ftHE7Kl C.16.g ,� QJ'�'.°°'�JrCi- i_cururu.ifeK+d'-fi, irt;tCle ir�.�,haanPli.,�ht,d3b;i.�. 5w, III I�IIII IIIII�I III IIIIII�II CL IIIIIII��IIIIIIII.. IIIIIIIIIIIIIIIIIIIIIIIIIIIINews and Aninouncements AJ)a ut SHl1141) A„r,I d'.5 rand Asre.�:>1a��d e Contract I ndfoi nn '�:Iloln eer, CN AMU) Lo ati,,,r,., PU1=KAeMrm.��e e� fl S. 7APS Furdha.singnrrp ^r�iiv- N(Irilds and F,n n4Ju ntum Nl rts Poisso ud 5mto and ILiP Cal Government Contracts ta�d4.1 shiry.A Wawa Welcome to ouir mnpew S:JPoea:Iko ut.asy„>tenni! d reeas I!s1411 IPemdnamms vaimptVa tm,uQuuemt Edge to Offeu an I.ini heirrM:aed IPmuax.eureumeuvt.IPragvea inns � SE-If Inf.ei n a ir>nal Ucip IS I'iOW t in hl ic u^w.5c.iih h urge purchasing^;olation,e pan pa01'E hferl¢if in,tanr,pre u gcma -d a+ Pirevleve 0 new My Hiiamune page � I ,�dyi page u i fli slte mall 11 a pihrte i;.rr,.�n. r/, �,�IC'„,4, �.,1' �Iri/e �y�.,Fl,.a (,�(✓ ilm �1 ,rh .dyy that bV e /,V r1i bV;; 1 ', In SH11 I esll oinnnlse: CL SHI fully understand s your need for flexibility in reporting, as well as your need for reports from the highest organizational level to the most granular.We have created our databases to remain flexible w enough to be able to incorporate any organizational structure and to provide reports on any level within the organization. We begin with the most granular reporting level,this can be by department or local 0 government entity and then SHI groups the ordering units to the statewide level. In addition, we capture 2 the contract number, allowing us to run a report across all purchases made under the contract. SHI has the capability to collect customized data fields, which can be established at the State Level, the Agency Level, and)or per individual customer. We are pleased to offer both standard and customized reports to the State, in addition to the required reporting above. All reports can be set up on a subscription basis and will be delivered automatically daily,weekly, quarterly etc. In addition,the State will have a dedicated account team that will be able to review and discuss purchases and reporting whenever there is a need. These standard reports provide an overview of your purchases from SHI. Our system allows for the 21 tracking of Customer Specific Fields, therefore we are able to generate these reports in many ways. SHI will provide these reports in any time frame that you require, and in one of three formats: detail of all transactions, summary by part number, or summary by manufacturer name. c14 • Spend by Manufacturer—summary of total dollars spent in period with one specific manufacturer, all manufacturers, or a sub-set thereof. 00 • Spend by Product—summary of total dollars spent in period for one specific product, all products, or sub-set thereof. c14 • Spend by Product Type—summary of total dollars spent in period for shrink-wrap versus licensing or by UNSPSC. c� 91 ftHE7Kl ..C_ C.16.g • Spend by Organization, Enterprise, Conglomerate—again, each of the above reports can be pulled based on a specific organization, enterprise or conglomerate r Er•. u1,l�rh1. 1 rho-.. aY LID MIT w o. N 'Customer Invoice Detaull,Consolidated a r Part � — �', � U) 0 <S a qp 14,111, m,a t CL 2M00 1 IY,k i Y"1 4 '+' ,b 11" Y :I Y 1 Y e MA p.v d , ,Irf1 1Y 0 U r' /!r rrrr lm, a.+ SH11 Respoi isew' All damaged or DOA product will be taken back with no restocking fees. If it has been longer than 30 days, SHI will make a best faith effort to accommodate the return. SHI's return procedure is simple.The customer simply needs to request a return by reaching out to the X Inside Account Manager or by navigating to the "Request Return Authorization Number" section of the States website. The IAM will take the necessary information and give the customer a Return 21 75 Authorization Number. A shipping label or account number will be provided by SHI to the customer if physical product is being returned.The end user then has to write the RMA number on the outside of Lo the box and ship it back. In some cases, SHI can arrange to have the product picked up. c14 Software Publishers may require that a letter of destruction be filled out and signed by the customer. In these cases, SHI would provide the form to the end user and request that they sign and send back. SHI 00 will then hand le processing with the Publisher. Once the valid return is received by SHI we will credit c14 the invoice. If a replacement order is desired we will work with the end user to get that process started before the return is received to increase efficiency. c� 92ftHEHE ..C- C.16.g Should the City have any issues or questions with a product return, they can contract their Account Team for assistance. For an online return, customers will access the Order Details page and complete the requestedCL information as shown in the screen shot below. LO 'Naie:. le N ^F.nnaill Addiress; , �I a r,rolc� 0 <S "`(yudez Ihd,.u.urnmlher IP01 Number II � 'Mfir Paul C � ">f1C Ffih©ilGi Fu+rh ..� � SHII IPars C "Quantity: "Reasoin IFcn!r Return:: L59 �I IF'u.urkher INpl ainiakimnr,: n CL Ku^x No ';Don't n'e IKirmwu � U "Has Iproduct been u,se d?� i Yes 1140 ")IDOVI'r Ik lm¢nww' m€s product in original cwidiidarort?:, qp i Yes 1140 ")IDOVI'r Ik lmanww' ��ii�ip�irrprra��!���ru��rr�q��i[�p rrkr�«ul�u�urr�ra�rr>�«r���gu�r�ad�ri/�,�� rsr g �k"at d,�J,i urib,4l e .0 1, /,/,>i m'.i i�Ji 'r it l�lm'dlle i�lm/„k y exa 'r'Ple' "s � ,.P1,� ' rlm�a,� �,(m i�'f t� t„4�,1't,�' r �, �1V i� �,ur i:,f b� �,G b,u.b� �Ju(,✓h,J, lm ull'.i�i � fk,rl it, t,Vg R,r �,G J,� 1, itV i it:E�Yt,J lm t,�.�, X th"e"'e 1V!,(:,.r� (:,u th" 'se .r lm li t le.i- 21 SH11 I esll oinnlsew' [III lira t i onl with eCormirneirce N SHI's open architecture systems allow us to integrate with virtually any eCommerce platform, whether through market leaders or a proprietary solution.Ariba, Perfect Commerce, PeopleSoft, SAP, and Oracle 00 are the most popular applications supported by SHI. In general, SHI can support systems that use cXML (commerce extensible mark-up language), or EDI (electronic data interchange)standards. These c14 systems includes a wide range of applications and proprietary systems. In addition, SHI supports the following Punch-out types: c� 93ftHEEJ ..C_ • Ariba Punch-out 0 Perfect Commerce Roundtrip • Coupa 0 PeopleSoft Direct Connect • ePlus Procure+ 0 SAP OCI Roundtrip • Hubwoo 0 Sciquest CL • Oracle OAG and cXML Punchout 0 Verian ProcurelT LO 12, 5 ""'e" /'s """ee expe;,,',�I,'e;,r1i be C14 0 As eve"'Uves j"r",'F("')"-exai"lPle' a,,re �,,1,vebs,,',,,te eve,',4ve, b',"% SHII Respoinise: 76 New functionality and technology is continuously being evaluated and updated as customer needs 3: evolve.The same holds true for our overall website design. SHI also listens closely to our customers and their feedback regarding the use of the site and we strive to incorporate those changes. E CL W 0 U) 0 .2 x W 21 75 U_ N 00 N E 94 Packet ..C_ ftHEHKI rAB 6 01 1 lEiz Fwzms. ............................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... be ccuroeted and hgned,,, CL LO 2. Ekceptions & Confidential Wfonvation 3, 5. Respondent 0 6, Res t U Z W9 should AxWde a Idly ple t ed, cuunk Wfonv Aduiv to Adude the 9 t the be submitted to the CI,An*v to the execution of any contract pupsuant to this se,',� tat i"�,)"i��)"","",""f"""","",�",I"",�"""�,,,,,,,�""",,"","� SH11 IResll oinise: Immediately following are the forms that were requested as part of this RFP. SHI agrees to provide any additional forms if necessary as part of a final award. E A C CL W 0 U) 2 .2 E x W 21 U- CM CN 9 CO CD CN E 95 Packet ..C- ft� HEHD REQUIRED RESPONSE FORMS mesa„ ° VENDOR INFORMATION Company Legal/Corporate Name: SHI International Corp Doing Business As (if different than above): Address: 290 Davidson Ave LO MT City: Somerset State: New Jersey Zip: 08873CN Phone: 888-764-8888 Fax: 732-652-6599 U) 0 c� E-Mail Address: teamarizonaa-shi.com Website: htti)s://www.i)ublicsector.shidirect.com/ DUNS#61-142-9481 State Where Business Entity Was Formed: New Jersey Remit to Address (if different than above): Order from Address (if different from above): Address: PO Box 952121 Address: City: Dallas City: State: Texas Zip: 75395-2121 State: Zip: Contact for Questions about this bid: A LM CL Name: Meghan Flisakowski Title: Public Program Manager Phone: 512-517-4088 E-Mail Address: meghan flisakowski(a)-shi.com 0 U) Day-to-Day Project Contact (if awarded): 0 c2 Name: Amelia Jakubczyk Title: Account Executive Phone: 303-723-5256 E-Mail Address: Amelia Jakubczyk(a-)-shi.com E Sales/Use Tax Information (check one). n Respondent is located outside Arizona and does NOT collect Arizona State Sales/Use Tax. (The City will pay use tax directly to the Arizona Department of Revenue.) c� Respondent is located outside Arizona, but is authorized to collect Arizona Sales/Use Taxes. (Respondent will invoice the City the applicable sales tax and remit the tax to the appropriate 21 taxing authorities.) 75 State Sales Tax Number: City Sales Tax Number a� -Rate Moir IPhoei�fi�� i°is 8��%, �:i.��%AZ stateIl����r�����ll, 0 7 ��% ou.�inty Il���r���� (II�o��iriia,��p )o:�ir cl 2 n:�%��,i°rty 9 Applicable Tax Rate: ev6�I II hoeirflx n Respondent is located in Arizona. (Respondent will invoice the City the applicable sales tax and remit the tax to the appropriate taxing authorities) 00 State Sales Tax Number: City Sales Tax Number: City of: AZ N Applicable Tax Rate: % E c� V7/14/2015 Required Response Forms—Page 1 of 5 onipaii Packet Pg. 714 C.16.g EXCEPTIONS & CONFIDENTIAL INFORMATION Exceptions (mark one). Respondents shall indicate any and all exceptions taken to the provisions or specifications in this Solicitation. Exceptions that surface elsewhere in the Response and that do not also appear under this section shall be considered rejected by the City, invalid and of no contractual significance. LO Other Forms or Documents: If the City is required by the awarded Respondent to complete and execute any other forms or documents in relation to this Solicitation, the terms, conditions, and requirements in this Solicitation shall take precedence to any and all conflicting or modifying terms, N conditions or requirements of the Respondents forms or documents. U) 0 c� *Special Note —Any material exceptions taken to the City's Specifications and/or Standard Terms and Conditions may render a Bid Non-responsive. n No exceptions 76 Exceptions Taken: Please describe exact sections to which exception is taken. If proposing new or modified language,your firm shall identify the requested language below or provide as additional attachment. The City reserves the right to accept or reject any requested exceptions listed in the below section or attached to the solicitation. E SHI has included a separate section within our response that includes our request to review and negotiate p p q 9 in good faith with the City of Mesa and IPA. A Confidential/Proprietary Information (mark one). No confidential/proprietary materials have been included with this Response. n Confidential/Proprietary materials included with Response. Respondent must identify below any portion of their Response deemed confidential or proprietary and attach additional pages if necessary (See Mesa Standard Terms and Conditions related to Public Records). Requests to deem the entire bid as confidential will not be considered. The disclosure by the City of information , deemed by Respondent as confidential or proprietary is governed by City of Mesa Procurement Rules. c� X 21 5 N 00 c� V7/14/2015 Required Response Forms—Page 2 of 5 onipaii Packet Pg. 715 C.16.g GENERAL QUESTIONNAIRE 1. Compliance with Applicable Laws. Respondent complies with Exhibit 1, Draft Agreement, Exhibit C, Mesa Standard Terms &Conditions, 9. "Compliance with Applicable Laws"? Fq Yes n No 2. Delivery. Delivery, as stated in Detailed Specifications, can be met. F�Yes n No If no, specify number of days for delivery T- LO 3. Payment terms. Payment Due (Not less than net 30 days): payment is net 30 MT Payment Discount of 0% if invoices are paid within days of receipt. 4. Procurement Card. Does Respondent allow payment of invoices using a Procurement Card? U) c� M Yes n No (Marking a "no" answer will not disqualify your Response.) Discount for Procurement Card Purchases? 0% 5. Cooperative Purchasing. The use of this Agreement as a cooperative purchasing agreement 76 available to other governmental agencies is described in the Mesa Standard Terms and Conditions. The use of this Agreement as a cooperative purchasing agreement is subject to approval by the Respondent as designated below. 6. Does Respondent agree to extend the prices, terms and conditions of the Agreement to other agencies as specified in the Standard Terms and Conditions? M Yes n No (Marking a "no" answer will not disqualify your Response.) A LM Addenda. CL Respondents are responsible for verifying receipt of any addenda issued by checking the City's website at /Ik a miiirn ,m,m/t u�ir Iha miii n,a�_ or the Vendor Self Service portal prior to the Response Due date and time. Failure to acknowledge any addenda issued may result in a response being deemed non- responsive. Failure to review addenda does not negate Respondent's initial offer and holds Respondent 0 for any changes prior to Response Due date and time. 9 Acknowledgement of Receipt and Consideration of Addenda(if applicable): Addenda# 1M 2M 3 n 4 n E c� X 21 75 cN 00 cN 4i c� V7/14/2015 Required Response Forms-Page 3 of 5 onipaii Packet Pg. 716 C.16.g LAWFUL PRESENCE AFFIDAVIT CHECK HERE AND SKIP THIS AFFIDAVIT IF: Respondent is an LLC, a Corporation or a Partnership as indicated on your W-9. (Please include a copy of your W-9) COMPLETE THIS AFFIDAVIT IF: Respondent is an Individual (Natural Person) or a Sole Proprietor as indicated on your W-9. (Please include a copy of your W-9) ARS § 1-502 requires any person who applies to the City for a Local Public Benefit (defined as a Grant, LO Contract or Loan) must demonstrate through the presentation of one (1) of the following documents that le he/she is lawfully present in the United States (See the Solicitation Instructions for more information). Please place a check mark next to the applicable document and present the document to the City employee. If mailing the response, attach a copy of the document to this Affidavit. (If the document says on its face 0 that it may not be copied or you know for reasons of confidentiality that it cannot be copied, you will need to present the document in person to the City for review and signing of the affidavit.) n 1. Arizona driver license issued after 1996. Print first 4 numbers/letters from license: n 2. Arizona non-operating identification license. Print first 4 numbers/letters: n 3. Birth certificate or delayed birth certificate issued in any state, territory or possession of the United States. Year of birth: Place of birth: n 4. United States Certificate of Birth abroad. Year of birth: Place of birth: n 5. United States passport. Print first 4 numbers/letters on Passport: CL n 6. Foreign passport with a United States Visa. Print first 4 numbers/letters on Passport: Print first 4 numbers/letters on Visa: n 7. 1-94 form with a photograph. U) Print first 4 numbers on 1-94: cs n 8. United States Citizenship & Immigration Services Employment Authorization Document (EAD). Print first 4 numbers/letters on EAD: n 9. Refugee travel document. Date of Issuance: Refugee Country: n 10. United States Certificate of Naturalization. Print first 4 digits of CIS Reg. No.: n 11. United States Certificate of Citizenship. Date of Issuance: Place of Issuance: n 12. Tribal Certificate of Indian Blood. 21 Date of Issuance: Name of Tribe: 75 n 13. Tribal or Bureau of Indian Affairs Affidavit of Birth. Year of Birth: Place of Birth: In accordance with the requirements of Arizona law, I do swear or affirm under penalty of perjury that I am N lawfully present in the United States and that the document I presented to establish this presence is true. It I 00 Signature Business/Company Name N Print Name Verification of Attachment by City Staff: c� Date Signature Date V7/14/2015 Required Response Forms—Page 4 of 5 onipaii Packet Pg. 717 C.16.g RESPONDENT CERTIFICATION By submitting the Response and signing this Certification, the Respondent understands and certifies to all of the following: a) The information provided in Respondent's Response it true and accurate to the best of Respondent's knowledge. b) Respondent is under no legal prohibition that would prevent Respondent from contracting with the 0? City of Mesa. LO c) Respondent has read and understands the Solicitation packet as a whole (including attachments, exhibits, and referenced documents) and: (i) can attest that Respondent is in compliance with the 611, requirements of the Solicitation packet; and (ii) is capable of fully carrying out the requirements of the Solicitation as set forth in Respondent's Response. U) d) To Respondent's knowledge, Respondent and Respondent's employees have no known, undisclosed conflicts of interest as defined by applicable law or City of Mesa Procurement Rules. If Respondent or Respondent employees have a known conflict of interest, Respondent has disclosed the conflict in its Response. e) Respondent did not engage in any anti-competitive practices related to its Response or the 76 Solicitation. The prices offered by Respondent were independently developed without consultation or collusion with any other Respondents or potential Respondents. f) No gifts, payments or other consideration were made to any City employee, officer, elected official, agent, or consultant who has or may have a role in the procurement process for the services/materials covered by the Solicitation. g) Respondent grants the City of Mesa permission to copy all parts of its Response including,without limitation, any documents and materials copyrighted by Respondent: (i) for the City's use in evaluating the Response; and (ii) to be disclosed in response to a public records request under Arizona's public records law (A.R.S. § 39-121 et. seq.) or other applicable law, subpoena, or other 0 judicial process provided such disclosure is in accordance with City of Mesa Procurement Rule LM CL 6.13. h) If a contract is awarded to Respondent as a result of the Response submitted to the Solicitation Respondent will: i. Provide the materials or services specified in the Response in compliance with all 0 U) applicable federal, state, and local statutes, rules and policies; 0 ii. Honor all elements of the Response submitted by Respondent to the City including, but not 2 limited to, the price and the materials/services to be provided; and iii. Enter into an agreement with the City based on the terms and conditions of the Solicitation and the Response, subject to any negotiated exceptions and terms. i) Respondent is current in all obligations due to the City including any amounts owed the City and any licenses/permits required forthe general lawful conduct of business. Respondent shall acquire all licenses/permits necessary to lawfully conduct business specific to the Solicitation prior to the execution of a contract with the City pertaining to the Solicitation. j) The signatory of this Certification is an officer or duly authorized agent of Respondent with full power and authority to submit binding offers for the goods/services specified herein. Respondent intends by the submission of this Certification to be bound by the terms of the Certification, Solicitation, and Response, subject to any negotiated terms/exceptions. 21 75 ACCEPTED AND AGREED TO BY RESPONDENT: Company Name: SHI International 9 It- -. W4 Signature: 00 Printed Name: Natalie Castagno N Title: Director of Response Team E c� Date: 10/20/2017 V7/14/2015 Required Response Forms—Page 5 of 5 onipaii Packet Pg. 718 Respondent Company Name/DBA: &I-H Ilinteirinafloinal Corp Years in business providing similar services: 28 years Contractor's License No(s): Type: (Submit a copy with the Response) LO &I-H iis cuirrently iregt steired to do business wHlh the Cuty of Mesa and the State, Upoin awaird, we can C14 pirovkJe any ad(Ifloir4� infbirrnafloin as requested, U) 0 Number of employees at location that would serve under a contract from the Solicitation: Provide names, contact and telephone numbers of three (3) organizations that have received similar services from your company. At one reference slhoU:d Ill e =inparabl:e uun sirze to Uie 01y's proposed contract. Firm/Government Agency Name: Arizona State Procurement Office I State of Arizona Contact Person: Phone: Teirirn Johnson, Deputy --State Il irocuirerneint 602-54 2-9122 Adrnlinlstiratoir E Address: Fax: 100 (North 1 5th Avenue, SuH.e 40 [:Ihoeinb(, AZ 85007' E-Mail Address: IPIILIS91[1§20� CL $ Value of Work, Supplies/Services and Dates Provided: W $75rn aininua Hy, Software, Aininua Mainteaince, [Re ated Il irofessloinal Seirvoces Apirlill 2011 --SepternbeirW 0 2016 0U) Firm/Government Agency Name: Uirflveirs ty of Texas Systerns Supp,Iy C[4in AHuaince Contact Person: Phone: Jason Stainfbird, Manager, Contracts 713-563-1021 Address: Fax: 700 7' IBertirneir Ave Houston, TX 77030 E-Mail Address: X W $ Value of Work, Supplies/Services and Dates Provided: 21 75 $20rn aininu41y, Cornputeir IPeirliltthei4ls, Software, Storage, Servers, INetwoirltliirngf equlprneint, and [Re�ated U_ Seirvuces, JuIy 1 2014, 5 year agireerneint wlth 3 year exteinsloin opitJoin Firm/Government Agency Name: Mairucqpa County MateirVa s Mainagerneint C14 Contact Person: Phone: �Birliain WaIsh, Il irocuirerneint Officeir 602-506-3243 00 Address: Fax: CN 320 W. IL incolin St. Phoeirfl)(AZ 85003 E-Mail Address: E Packet Pg. 719 $ Value of Work, Supplies/Services and Dates Provided: Min aininua�Hy, Techino�ogy Piroducts n6u(Iing Software, Storage, Servers, Netwoirk ing E-qulprneintaind Re ated SeirvI�ces, List any other information which may be helpful in determining your qualifications for a potential contract: CL LO At&+, ouir success us based on a foundatJoin of custorneir ceintirl6ty and tirainspaireincy, Our appiroach to �Lee County Schoo l ILflistirlicMt MlI be Ibaaµed on these sarne vas ues, Eveiry rnernbeir of the &I-H tearn lis de6cated to helpuing ouir custorneirs and pirovkIing woidd 6ass suppoirt thiroughout the eintJire eingagerneint, C14 &I-H liintends to pirovkJe the ILflistiricMt Mth a seanNess, firm nspairent, and cost effectJve solutJoin for a II of you U) hairdwaire, soft afire, and seirvuce irneeds, Over the Illife of the contract, &I-H MII work to lideinflfy ways that 0 the IDf stirict can iredu.aic e you expein(JH.uires on IIT soft.wafire, hairdwaire, and seirvuces, Techinolq� y chainges fast, and &I-H iis a techin6ogy Ibu.ais iness Ipartirneir that has dernoinstirated the ablilllty to chainge aloing Mth lit, thirough cointJinued seiMce evo ufloins and Iplirocess urnpiroverneint, &I-H ��s e)(6ted about tlNs oppoirtuirflty to work Mth the C��ty of Mesa and Nafloinal� PA, We ook forward to rneefling Mth the irc v� e Iboard to fuirtheir(Jiscuss ouir capabulH.Jes E LU 0 U) 0 .2 E x LU 21 75 U- CN 00 CN E Packet Pg. 720 C.16.g CL ATTACHMENT D 0? T- 11911161VIIIIIIIIVIIIIIVONIIIIIIVVIIIIIIIIIUIVumllllllllllllllmiouuuumm ° ,,� TI ALI Prnn N V 881 0 U Requirements for National Cooperative Contract To be Administered by National Intergovernmental Purchasing Alliance Company a� The following documents are used in evaluating and administering national cooperative contracts q�p and are included for Supplier's review and response. W National IPA Exhibit A—NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE CONTRACT ads National IPA Exhibit B—NATIONAL IPA ADMINISTRATION AGREEMENT,EXAMPLE as National IPA Exhibit C—NATIONAL IPA MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENT,EXAMPLE CL National IPA Exhibit D—NATIONAL IPA PRINCIPAL PROCUREMENT AGENCY CERTIFICATE,EXAMPLE 0 National IPA Exhibit E—NATIONAL IPA CONTRACT SALES REPORTING TEMPLATE 0 2 National IPA Exhibit F— NATIONAL IPA ADVERTISING COMPLIANCE REQUIREMENT ., E x 21 75 c14 00 cN E Packet Pg. 721 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITSb EXHIBIT A-RESPONSE FOR NATIONAL COOPERATIVE CONTRACT LO MT MT 1.0 Scope of National Cooperative Contract c14 1.1 Requirement The CITY OF MESA, AZ (hereinafter defined and referred to as "Principal 0 Procurement Agency"), on behalf of itself and the National Intergovernmental U Purchasing Alliance Company (`National IPA"), is requesting proposals for INFORMATION TECHNOLOGY SOLUTIONS. The intent of this Request for Proposal is that any contract between Principal Procurement Agency and Supplier resulting from this Request for Proposal (hereinafter defined and referred to as the "Master Agreement")be made available to other public agencies nationally,including 76 state and local governmental entities,public and private primary,secondary and higher education entities, non-profit entities, and agencies for the public benefit ("Public Agencies"),through National IPA's cooperative purchasing program. The Principal W Procurement Agency has executed a Principal Procurement Agency Certificate with National IPA(an example of which is included as Exhibit D)and has agreed to pursue the Master Agreement. Use of the Master Agreement by any Public Agency is E preceded by their registration with National IPA as a Participating Public Agency in National IPA's cooperative purchasing program. Registration with National IPA as a Participating Public Agency is accomplished by Public Agencies entering into a as Master Intergovernmental Cooperative Purchasing Agreement, an example of which A is attached as Exhibit C. The terms and pricing established in the resulting Master C, Agreement between the Supplier and the Principal Procurement Agency will be the qs same as that available to Participating Public Agencies through National IPA. All transactions,purchase orders,invoices,payments etc.,will occur directly between 0 the Supplier and each Participating Public Agency individually,and neither National U) 0 IPA, any Principal Procurement Agency nor any Participating Public Agency, including their respective agents, directors, employees or representatives, shall be 2 liable to Supplier for any acts, liabilities, damages, etc., incurred by any other Participating Public Agency. as This Exhibit A defines the expectations for qualifying Suppliers based on National qEs IPA's requirements to market the resulting Master Agreement nationally to Public Agencies. Each section in this Exhibit A refers to the capabilities, requirements, obligations, and prohibitions of competing Suppliers on a national level in order to serve Participating Public Agencies through National IPA. c5 These requirements are incorporated into and are considered an integral part of this RFP. National IPA reserves the right to determine whether or not to make the Master W Agreement awarded by the Principal Procurement Agency available to Participating 1 Public Agencies. 75 LL 1.2 Marketing,Sales and Administrative Support During the term of the Master Agreement National IPA intends to provide marketing, t/S sales and administrative support for Supplier pursuant to this section 1.2 that directly c14 promotes the Supplier's products and services to Participating Public Agencies �� Requirements for National Cooperative Contract Page 2 of 26 00 c14 c� Packet Pg. 722 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT A-NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE CONTRACT C.Tb through multiple channels,each designed to promote specific products and services to Public Agencies on a national basis. to The National IPA marketing team will work in conjunction with Supplier to promote (714 the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through: U) 0 A. Marketing collateral(print,electronic,email,presentations) U B. Website development and support C. Trade shows/conferences/meetings D. Advertising E. Social Media F. Sales Team Support The National IPA sales teams will work in conjunction with Supplier to promote the Master Agreement to both existing Participating Public Agencies and prospective Public Agencies through: A. Individual sales calls q�s B. Joint sales calls C. Communications/customer service qs D. Training sessions for Public Agency teams E. Training sessions for Supplier teams eu U) The National IPA contracting teams will work in conjunction with Supplier to promote CL the Master Agreement to both existing Participating Public Agencies prospective ap Public Agencies through: A. Serving as the subject matter expert for questions regarding jointpowers authority W and state statutes and regulations for cooperative purchasing 0 B. Training sessions for Public Agency teams U) C. Training sessions for Supplier teams L- cs D. Regular business reviews to monitor program success U E. General contract administration Suppliers are required to pay an administrative fee of_.0 % of the greater of the Deleted:3 Contract Sales under the Master Agreement and Guaranteed Contract Sales under this E, Request for Proposal. Supplier will be required to execute the National IPA Commented[PB1]:Typically on national contracts we see fees ranging from0.25%to1.00%.We understand theneedI Administration Agreement(refer to Exhibit B). administrative fee,but we are concerned brat a fee of 3.0%wi render this contract Less competitive and that therefore it will Capitalized terms not otherwise defined herein shall have the meanings given to them in the as widely used as other purchasing options available to this ec set. In order to ensure that this contract is as widely adopted Master Agreement or in the National Intergovernmental Purchasing Alliance Company successfrdas possible,we would reconunendanadininistrativ of I.0%. This will allow this vehicle to will be more in line n U Administration Agreement between Supplier and National IPA (the "National IPA 0) other national purchasing vehicles,and in turn,we believe,wi Administration Agreement") render a larger dollar fee than the higher percentage would pig LLB since the contract will be more widely adopted. SHI will agn: the higher administrative fee if brat is the route that National I 1.3 Estimated Volume decides to take;however we wanted to share our thoughts anc The dollar volume purchased under the Master Agreement is estimated to be experiences--aroundthe"sweet spot'for this fee.-- -- -- - LL - approximately $500 million annually. While no minimum volume is guaranteed to Supplier, the estimated annual volume is projected based on the current annual �S volumes among the Principal Procurement Agency, other Participating Public c714 Agencies that are anticipated to utilize the resulting Master Agreement to be made Requirements for National Cooperative Contract Page 3 of 26 00 c714 c� Packet Pg. 723 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT A-NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE CONTRACT C.Tb available to them through National IPA, and volume growth into other Public Agencies through a coordinated marketing approach between Supplier and National to IPA. cN 1.4 Award Basis The basis of any contract award resulting from this RFP made by Principal U) 0 Procurement Agency will be the basis of award on a national level through National U IPA. If multiple suppliers are awarded by Principal Procurement Agency under the iI Master Agreement, those same suppliers will be required to extend the Master Agreement to Participating Public Agencies through National IPA. Utilization of the Master Agreement by Participating Public Agencies will be at the discretion of the individual Participating Public Agency. Certain terms of the Master Agreement specifically applicable to the Principal Procurement Agency are subject to modification for each Participating Public Agency as Supplier, such Participating Public Agency and National IPA shall agree. Participating Agencies may request to enter into a separate supplemental agreement to further define the level of service requirements over and above the minimum defined in the Master Agreement, eu including but not limited to invoice requirements; order requirements; specialized delivery; diversity requirements such as minority and woman owned businesses, historically underutilized business;and governing law. As part of such supplemental agreements, Participating Agencies may negotiate other terms of the Master Agreement, and may require offeror,An supplemental agreement developed as a Doves rs licensing tem or separate srrbserptio isen� gr y q r, y pp gr p manufacturer to accept ad result of the Master Agreement is exclusive) between the Participating Agency and moth �~ the Supplier(Contract Sales are reported to National IPA). ap Deleted:Participating Agencies may also contract direc with the offeror's authorized tier one suppliers pursuant = request process based on factors as defined by the Partic 0 Agency. These contracts would constitute individual cc U) between the Participating Agency and tier one suppliers 0 1.5 Objectives of Cooperative Program have accepted the ternsofthe Master Agreement under �y This RFP is intended to achieve the following objectives regarding availability through separate supplemental agreement between the Participat National IPA'S cooperative program: Agency and the tier one supplier.Sales under these cunt " are tracked and reported to National IPA by the offeror. �..d A. Provide a comprehensive competitively solicited and awarded national agreement " offering the Products covered by this solicitation to Participating Public Agencies; B. Establish the Master Agreement as the Supplier's primary go to market strategy to E, Public Agencies nationwide; C. Achieve cost savings for Supplier and Public Agencies through a single solicitation process that will reduce the Supplier's need to respond to multiple solicitations and 'L3 Public Agencies need to conduct their own solicitation process; D. Combine the aggregate purchasing volumes of Participating Public Agencies to cs achieve cost effective pricing. W 2.0 REPRESENTATIONS AND COVENANTS As a condition to Supplier entering into the Master Agreement,which would be available to all Public Agencies,Supplier must make certain representations,warranties and covenants to W both the Principal Procurement Agency and National IPA designed to ensure the success of the Master Agreement for all Participating Public Agencies as well as the Supplier. LS c714 2.1 Corporate Commitment Requirements for National Cooperative Contract Page 4 of 26 00 c714 E Packet Pg. 724 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT A-NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE CONTRACT C.Tb Supplier commits that(1)the Master Agreement has received all necessary corporate authorizations and support of the Supplier's executive management, (2)the Master LO Agreement is Supplier's primary"go to market"strategy for Public Agencies,(3)the Master Agreement will be promoted to all Public Agencies, including any existing (714 customers,and Supplier will transition existing customers,upon their request,to the Master Agreement, and (4) that the Supplier has read and agrees to the terms and U) 0 conditions of the Administration Agreement with National IPA and will execute such agreement concurrent with and as a condition of its execution of the Master Agreement i with the Principal Procurement Agency.Supplier will identify an executive corporate sponsor and a separate national account manager within the RFP response that will be responsible for the overall management of the Master Agreement. 2.2 _. _. _ _. _. _ _. _. _ _. Deleted:Pricing Commitment¶.. Supplier commits the not-to-exceed pricing provided under Master Agreement pricing is its lowest available(net to bu 2.3 Sales Commitment Public Agencies nationwide and further commits that if a Participating public Agency is eligible for lower pricing th Supplier commits to aggressively market the Master Agreement as its go to market national,state,regional or local or cooperative contract,the strategy in this defined sector and that its sales force will be trained, engaged and Supplier will rnatch such lower pricing to that Panccipatrnl qp t A t M the e Master Agreement.committed to offering the Master Agreement to Public Agencies through National IPA Agency underE .- nationwide. Supplier commits that all Master Agreement sales will be accurately and timely reported to National IPA in accordance with the National IPA Administration Agreement. Supplier also commits that its sales force will be compensated,including sales incentives, for sales to Public Agencies under the Master Agreement in a U) consistent or better manner compared to sales to Public Agencies if the Supplier were L not awarded the Master Agreement. ap 3.0 SUPPLIER QUALIFICATIONS Supplier must supply the following information in order for the Principal Procurement 0 Agency to determine Supplier's qualifications to extend the resulting Master Agreement to U) Participating Public Agencies through National IPA. cs 3.1 Company A. Brief history and description of your company. B. Total number and location of sales persons employed by your company. C. Number and location of support centers(if applicable). D. Annual sales for the three previous fiscal years. E. Submit your FEIN and Dunn&Bradstreet report. 'L3 3.2 Distribution,Logistics A. Describe how your company proposes to distribute the products/service nationwide. ds B. Identify all other companies that will be involved in processing, handling or `j shipping the products/service to the end user. C. Provide the number, size and location of your company's distribution facilities, warehouses and retail network as applicable. � D. State any return and restocking policy and fees, if applicable, associated with returns. 6/S E. Describe the full line of products and services offered by your company. c714 Requirements for National Cooperative Contract Page 5 of 26 00 c714 E Packet Pg. 725 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT A-NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE CONTRACT C.Tb 3.3 Marketing and Sales A. Provide a detailed ninety-day plan beginning from award date of the Master LO Agreement describing the strategy to immediately implement the Master Agreement as your company's primary go to market strategy for Public Agencies c14 to your teams nationwide,to include,but not limited to: i. Executive leadership endorsement and sponsorship of the award as the U) 0 public sector go-to-market strategy within first 10 days U ii. Training and education of your national sales force with participation from the executive leadership of your company, along with the National IPA team within first 90 days B. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to current Participating Public Agencies, existing Pubic Agency customers of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include,but not limited to: i. Creation and distribution of a co-branded press release to trade publications ii. Announcement,contract details and contact information published on the qs Supplier company website within first 90 days iii. Design, publication and distribution of co-branded marketing materials within first 90 days iv. Commitment to attendance and participation with National IPA at national (i.e. NIGP Annual Forum, NPI Conference, etc.), regional (i.e. Regional U) NIGP Chapter Meetings, etc.) and supplier-specific trade shows, '_ C, conferences and meetings throughout the term of the Master Agreement ap V. Commitment to attend,exhibit and participate at the NIGP Annual Forum in an area reserved by National IPA for partner suppliers. Booth space will W be purchased and staffed by your company. In addition, you commit to 0 provide reasonable assistance to the overall promotion and marketing U) efforts for the NIGP Annual Forum,as directed by National IPA. L_ cs vi. Design and publication of national and regional advertising in trade U publications throughout the term of the Master Agreement vii. Ongoing marketing and promotion of the Master Agreement throughout its term(case studies,collateral pieces,presentations,promotions,etc.) viii. Dedicated National IPA internet web-based homepage on Supplier website with: • National IPA standard logo; • Copy of original Request for Proposal; • Copy of contract and amendments between Principal Procurement Agency and Supplier; U • Summary of Products and pricing; 0) • Marketing Materials W • Electronic link to National IPA's website including the online 1 registration page; LL • A dedicated toll free number and email address for National IPA C. Describe how your company will transition any existing Public Agency customers' accounts to the Master Agreement available nationally through National IPA. Include a list of current cooperative contracts (regional and national) your c14 Requirements for National Cooperative Contract Page 6 of 26 00 40 c14 c� Packet Pg. 726 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT A-NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE CONTRACT C.Tb company holds and describe how the Master Agreement will be positioned among the other cooperative agreements. LO D. Acknowledge that your company agrees to provide its company/corporate logo(s) to National IPA and agrees to provide permission for reproduction of such logo in c14 marketing communications and promotions. Acknowledge that use of National IPA logo will require permission for reproduction,as well. U) 0 E. Supplier is responsible for proactive direct sales of Supplier's goods and services U to Public Agencies nationwide and the timely follow up to leads established by National IPA.All sales materials are to use the National IPA logo.At a minimum, the Supplier's sales initiatives should communicate: i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency government pricing Deleted:Best iii. No cost to participate ) iv. Non-exclusive contract F. Supplier is responsible for the training of its national sales force on the Master Agreement. At a minimum,sales training should include: qp i. Key features of Master Agreement ii. Working knowledge of the solicitation process iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through National IPA iv. Knowledge of benefits of the use of cooperative contracts U) G. Provide contact information for the person(s),who will be responsible for: L_ i. Marketing ap ii. Sales iii. Sales Support iv. Financial Reporting 0 V. Contracts U) H.Describe in detail how your company's national sales force is structured,including L_ cs contact information for the highest-level executive in charge of the sales team. U L Explain in detail how the sales teams will work with the National IPA team to implement,grow and service the national program. J. Explain in detail how your organization will manage the overall national program throughout the term of the Master Agreement,including ongoing coordination of marketing and sales efforts,timely new Participating Public Agency account set- up,etc. K. State the amount of your company's Public Agency sales for the previous fiscal 'L3 year. Provide a list of your top 10 Public Agency customers,the total purchases for each for the previous fiscal year along with a key contact for each. cs L. Describe your company's information systems capabilities and limitations regarding order management through receipt of payment,including description of W multiple platforms that may be used for any of these functions. M. Provide the Contract Sales (as defined in Section 10 of the National Intergovernmental Purchasing Alliance Company Administration Agreement)that LL your company will guarantee each year under the Master Agreement for the initial three years of the Master Agreement("Guaranteed Contract Sales"). �S c14 Requirements for National Cooperative Contract Page 7 of 26 00 c14 E Packet Pg. 727 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT A-NATIONAL IPA RESPONSE FOR NATIONAL COOPERATIVE CONTRACT C.Tb $ .00 in year one LO $ .00 in year two $ .00 in year three cN To the extent Supplier guarantees minimum Contract Sales,the U) 0 administration fee shall be calculated based on the greater of the actual U Contract Sales and the Guaranteed Contract Sales. N. Even though it is anticipated that many Public Agencies will be able to utilize the Master Agreement without further formal solicitation,there may be circumstances where Public Agencies will issue their own solicitations. The following options 6 are available when responding to a solicitation for Products covered under the Master Agreement. i. Respond with Master Agreement pricing(Contract Sales reported to National IPA). ii. If competitive conditions require pricing lower than the standard q�s Master Agreement not-to-exceed pricing,Supplier may respond with lower pricing through the Master Agreement.If Supplier is awarded the contract,the sales are reported as Contract Sales to National IPA under the Master Agreement. iii. Respond with pricing higher than Master Agreement only in the U) unlikely event that the Public Agency refuses to utilize Master CL Agreement(Contract Sales are not reported to National IPA). ap iv. If alternative or multiple proposals are permitted, respond with pricing higher than Master Agreement, and include Master W Agreement as the alternate or additional proposal. 0 U) Detail your strategies under these options when responding to a solicitation. X cN Requirements for National Cooperative Contract Page 8 of 26 00 c14 E Packet Pg. 728 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT B-NATIONAL IPA ADMINISTRATION AGREEMENT,EXAMPLE C.Tb NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY LO ADMINISTRATION AGREEMENT cN THIS ADMINISTRATION AGREEMENT (this "Agreement") is made this day of 20 between National Intergovernmental Purchasing Alliance Company (`National IPA"), and U) 0 ("Supplier"). RECITALS WHEREAS,the (the"Principal Procurement Agency")has entered , into a Master Agreement dated Agreement No by and between the Principal Procurement Agency and Supplier,(as may be amended from time to time in accordance with the terms thereof,the"Master Agreement"), as attached hereto as Exhibit A and incorporated herein by reference as though fully set forth herein, for the purchase of (the"Product'); as WHEREAS,said Master Agreement provides that any or all public agencies,including state and local governmental entities,public and private primary,secondary and higher education entities, non-profit entities,and agencies for the public benefit(collectively,"Public Agencies"),that register (either via registration on the National IPA website or execution of a Master Intergovernmental Cooperative Purchasing Agreement,attached hereto as Exhibit B (each,hereinafter referred to as a U) "Participating Public Agency")may purchase Product at prices stated in the Master Agreement; ' WHEREAS, Participating Public Agencies may access the Master Agreement which is offered through National IPA to Public Agencies; W s� 0 WHEREAS,National IPA serves as the contract administrator of the Master Agreement on U) behalf of Principal Procurement Agency; cs WHEREAS, Principal Procurement Agency desires National IPA to proceed with administration of the Master Agreement;and as WHEREAS,National IPA and Supplier desire to enter into this Agreement to make available the Master Agreement to Participating Public Agencies and to set forth certain terms and conditions governing the relationship between National IPA and Supplier. NOW,THEREFORE,in consideration of the payments to be made hereunder and the mutual covenants contained in this Agreement,National IPA and Supplier hereby agree as follows: cs DEFINITIONS X I. Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings given to them in the Master Agreement. LL cN Requirements for National Cooperative Contract Page 9 of 26 00 c14 c� Packet Pg. 729 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT B-NATIONAL IPA ADMINISTRATION AGREEMENT,EXAMPLE C.Tb TERMS AND CONDITIONS to 2. The Master Agreement and the terms and conditions contained therein shall apply to this Agreement except as expressly changed or modified by this Agreement. Supplier acknowledges and agrees that the covenants and agreements of Supplier set forth in the solicitation and Supplier's U) response thereto resulting in the Master Agreement are incorporated herein and are an integral part U hereof. 3. National IPA shall be afforded all of the rights, privileges and indemnifications afforded to Principal Procurement Agency by or from Supplier under the Master Agreement,and such rights,privileges and indemnifications shall accrue and apply with equal effect to National IPA, its agents,employees,directors,and representatives under this Agreement including,but not limited to, Supplier's obligation to obtain appropriate insurance. as 4. National IPA shall perform all of its duties,responsibilities and obligations as contract administrator of the Master Agreement on behalf of Principal Procurement Agency as set forth herein, and Supplier hereby acknowledges and agrees that all duties,responsibilities and obligations will be E undertaken by National IPA solely in its capacity as the contract administrator under the Master qp Agreement. 5. With respect to any purchases by Principal Procurement Agency or any Participating Public Agency pursuant to the Master Agreement,National IPA shall not be:(i)construed as a dealer, L re-marketer, representative, partner or agent of any type of the Supplier, Principal Procurement Agency or an Participating Public Agency; ii obligated, liable or responsible for an order for g Y Y p g g Y� ( ) g p Y � Product made by Principal Procurement Agency or any Participating Public Agency or any employee thereof under the Master Agreement or for any payment required to be made with respect to such order for Product;and(iii)obligated,liable or responsible for any failure by Principal Procurement e) Agency or any Participating Public Agency to comply with procedures or requirements of applicable 0- law or the Master Agreement or to obtain the due authorization and approval necessary to purchase under the Master Agreement.National IPA makes no representation or guaranty with respect to any minimum purchases by Principal Procurement Agency or any Participating Public Agency or any employee thereof under this Agreement or the Master Agreement. qs E 6. National IPA shall not be responsible for Supplier's performance under the Master Agreement,and Supplier shall hold National IPA harmless from any liability that may arise from the sIr acts or omissions ofSupplierinjilS� ,r f,rlr II,,:,Master Agreement. Deleted:coimecthonwrhthe ) as 7. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NATIONAL IPA EXPRESSLY DISCLAIMS ALL EXPRESS OR IMPLIED REPRESENTATIONS AND d� WARRANTIES REGARDING NATIONAL IPA'S PERFORMANCE AS A CONTRACT X W ADMINISTRATOR OF THE MASTER AGREEMENT. i,"1;'1 SHALL j3E LIABLE IN ANY WAY FOR ANY SPECIAL, (Deleted:NATIONAL INCIDENTAL, IN Q ., DIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR RELIANCE Deleted:IPA( S I ^ I ��(,1, NOT DAMAGES, N'tiI. l L'i)N'^�u, I i'I ti��l I N"�I111 i) I�� I �1, , �(l �li, i�,'�"�I'�u�l I�1 i�^�, (Deleted:N �]l 1 �I I( IPA I I i) i,"i ' l ,N1 l Ali," Pt,, I I S %' Ot,,K S 10iuiu 01 Ot,^ I„ IIuAI II 1 0 I,;1 11 i" '1 SSI I S V�1 I 1 1 1 11;,i�" c l i," M l I l ()i 1 1,I I t1,I 1 EVEN IF 4 i u'1 i� I'1 m IS ADVISED OF (Deleted:NATIONAL C14 Deleted:IPA Requirements for National Cooperative Contract Page 10 of 26 00 c14 c� Packet Pg. 730 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT B-NATIONAL IPA ADMINISTRATION AGREEMENT,EXAMPLE C.Tb THE POSSIBILITY OF SUCH DAMAGES. (Flo b 6F — k 3 6 b yk 6 k k ii i p ii � ly:�l��.iil iiilp ^ryYrr iicl1,ii11n1,ii�p`��i[_,l iii i�i)�r: li�il i� yIr'�:.i 11i1]_ , �aiupi i�,..l rl 'q�I ry'�,I ^qr �:.it���li� ^r r'�i� - Deleted:8,.. � , O t";.1�1 I"k I�'F S [ I).., I I[ I"o['.1 W D l I"k�, S l l T 1 1 1 I r° ... I[ I"k[ I U 1 I p N 6"0 'Y N.�0 S 'Y I , 0 1 1 1[_I."e. U) % t,',J,'W�II1S, 11IMI"" Iriui""[ t" 1'W111D 0 I i" II(T i"I �] ,1`�'� 4i""I""^w �li �11 ." Ili""d,1[1 � I ^wiUllNli «1i"" INIL�ISS Ali"" ^w [" I ^wi"" i� ku �, � ,„I `�'� 4i,'I""'0 �I i �]I ��]�I �Li""1 gull ,DTI � I �]i"" '0 ^v„� `�'� '0i"°I''0 � I t I' i""[ I '0 II �uI �] 11C1i,; ) � DOI S, tiOI M I 1 ( 1 IM Ili" ICI ^ V'i% t,k k11 I A � I"i i i�i'r"w' " pp, h,.� �1 l '�f., k � 3 p TERM OF AGREEMENT;TERMINATION 0 This Agreement shall be in effect so long as the Master Agreement remains in effect, provided ,,however,that the provisions of Sections 3 ,`I and 14—23,hereof and the indemnifications Commented[Pesl:Update � MF,of liability afforded by the Supplier to National IPA in the Master Agreement to the {Deleted:a 0 extent such provisions survive any expiration or termination of the Master Agreement, shall survive � the expiration or termination of this Agreement. eu U) 111. Supplier's failure to maintain its covenants and commitments contained in this Deleted:9. I CL Agreement or any action of the Supplier which gives rise to a right by Principal Procurement Agency to terminate the Master Agreement shall constitute a material breach of this Agreement and if not cured within thirty(30)days of written notice to Supplier shall be deemed a cause for termination of this Agreement at National IPA's sole discretion. Notwithstanding anything contained herein to the contrary,this Agreement shall terminate on the date of the termination or expiration of the Master U) Agreement. 0- cs NATIONAL PROMOTION .I. j''. National IPA and Supplier shall publicize and promote the availability of the Master Deleted:io Agreement's products and services to Public Agencies and such agencies'employees.Supplier shall E require each Public Agency to register its participation in the National IPA program by either registering on the National IPA website, www.nationali a.org, or executing a Master Intergovernmental Cooperative Purchasing Agreement prior to processing the Participating Public Agency's first sales order. Upon request,Supplier shall make available to interested Public Agencies q�s a copy of the Master Agreement and such price lists or quotes as may be necessary for such Public Agencies to evaluate potential purchases. qp X Supplier shall provide such marketing and administrative support as set forth in the Deleted:II solicitation resulting in the Master Agreement, including assisting in development of marketing 75 materials as reasonably requested by Principal Procurement Agency and National IPA.Supplier shall LL be responsible for obtaining permission or license of use and payment of any license fees for all content and images Supplier provides to National IPA or posts on the National IPA website.Supplier 6/S shall indemnify, defend and hold harmless National IPA for use of all such content and images c14 including copyright infringement claims. Supplier and National IPA each hereby grant to the other Requirements for National Cooperative Contract Page I I of 26 00 c14 c� Packet Pg. 731 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT B-NATIONAL IPA ADMINISTRATION AGREEMENT,EXAMPLE C.Tb party a limited,revocable,non-transferable,non-sublicensable right to use such party's logo(each, to the "Logo") solely for use in marketing the Master Agreement. Each party shall provide the other party with the standard terms of use of such party's Logo, and such party shall comply with such terms in all material respects. Both parties shall obtain approval from the other party prior to use of such party's Logo. Notwithstanding the foregoing,the parties understand and agree that except as U) provided herein neither party shall have any right,title or interest in the other party's Logo. Upon c' termination of this Agreement,each party shall immediately cease use of the other party's Logo. ADMINISTRATIVE FEE,REPORTING&PAYMENT 1,,j. An "Administrative Fee"shall be defined and due to National IPA from Supplier in Deleted:2 the amount of percent( %)("Administrative Fee Percentage")multiplied by the total purchase amount paid to Supplier,less refunds,credits on returns,rebates and discounts,for the sale ofproducts and/or services to Principal Procurement Agency and Participating Public Agencies pursuant to the Master Agreement(as amended from time to time and including any renewal thereof) ("Contract Sales"). From time to time the parties may mutually agree in writing to a lower Administrative Fee Percentage for a specifically identified Participating Public Agency's Contract Sales. E eu 1, . Supplier shall provide National IPA with an electronic accounting report monthly,in Deleted:i the format prescribed by National IPA,summarizing all Contract Sales for each calendar month. The Contract Sales reporting format is provided as Exhibit C("Contract Sales Report"),attached hereto and incorporated herein by reference. Contract Sales Reports for each calendar month shall be r provided by Supplier to National IPA by the IOrh day of the following month. Failure to provide a Contract Sales Report within the time and manner specified herein shall constitute a material breach of this Agreement and if not cured within thirty(30)days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement,at Principal Procurement Agency's sole discretion, and/or this Agreement,at National IPA's sole discretion. U) 0 16w Administrative Fee payments are to be paid by Supplier to National IPA at the frequency Deleted:4 and on the due date stated in Section 13,above,for Supplier's submission of corresponding Contract ., Sales Reports.Administrative Fee payments are to be made via Automated Clearing House(ACH) to the National IPA designated financial institution identified in Exhibit D. Failure to provide a eu payment of the Administrative Fee within the time and manner specified herein shall constitute a E material breach of this Agreement and if not cured within thirty(30)days of written notice to Supplier shall be deemed a cause for termination of the Master Agreement,at Principal Procurement Agency's sole discretion,and/or this Agreement,at National IPA's sole discretion.All Administrative Fees not paid when due shall bear interest at a rate equal to the lesser of one and one-half percent(1 1/2%)per q�s month or the maximum rate permitted by law until paid in full. eu 1 Iro, Supplier shall maintain an accounting of all purchases made by Participating Public Deleted:5 Agencies under the Master Agreement. National IPA, or its designee, in National IPA's sole discretion, reserves the right to compare Participating Public Agency records with Contract Sales Reports submitted by Supplier for a period of four(4)years from the date National IPA receives such LL report. In addition, National IPA may engage a third party to conduct an independent audit of Supplier's monthly Y�( 0 rcl <E„ N r y (3 0f ` l � n the event of provide all materials reasonably requested w„relating to such Requirements for National Cooperative Contract Page 12 of 26 00 c14 c� Packet Pg. 732 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT B-NATIONAL IPA ADMINISTRATION AGREEMENT,EXAMPLE C.Tb audit by National IPA at the location designated by National IPA.In the event an underreporting of to Contract Sales and a resulting underpayment of Administrative Fees is revealed,National IPA will notify the Supplier in writing. Supplier will have thirty (30) days from the date of such notice to (714 resolve the discrepancy to National IPA's reasonable satisfaction, including payment of any Administrative Fees due and owing,together with interest thereon in accordance with Section I,`,and Deleted:i reimbursement of National IPA's costs and expenses related to such audit. U GENERAL PROVISIONS 16. This Agreement,the Master Agreement and the exhibits referenced herein supersede any and all other agreements,either oral or in writing,between the parties hereto with respect to the subject matter hereto and no other agreement,statement,or promise relating to the subject matter of this Agreement which is not contained or incorporated herein shall be valid or binding. In the event of any conflict between the provisions of this Agreement and the Master Agreement, as between National IPA and Supplier,the provisions of this Agreement shall prevail. Commented[Pel]:Noce:Individual agreements with die A (if any)be necessary be they desire alternate terms and therefi conflicting terms stated in those agreements would supersede GS 17. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement. E Agreement or to recover any Administrative Fee and accrued interest,the prevailing party shall be we need to b ng clarity here.The Master states it will eonho 0) entitled to reasonable attorney's fees and costs in addition to any other relief to which it may be this Agreement states t1t t it will conhol.sxl prefer we eke �y entitled. Master control .< 0 U) 18. This Agreement and National IPA's rights and obligations hereunder may be CL assigned at$o an affiliate of National IPA,any purchaser of any or all or substantially all of the Deleted:National IPA's sole discretion ap assets of National IPA,or the successor entity as a result of a merger,reorganization, consolidation,conversion or change of control,whether by operation of law orotherwise tT r Nx Deleted: W Sii�r[rlr�,r �, iT�rr�(�, M 4'r,,il`,�,YIE �&Ilir�Nx,,.`, n�,i,il<<Cil�'..iT�r�NtNt�,lr,,. Supplier may not assign III iMi,t,Eiv`Ilil€�,.. p II iIo(h,: U) , hereunder without the lf prior Iwrltten consent N rG< yn w ,l lC7 IPA f`l r ` r ^ l 1,,, 0 its obligations e anon riiMl <<,filM:i � i�r.l<uLwliM( ��f,€t rlBi�,t irr, �, t �, �[.. „ 19. All written communications given hereunder shall be delivered by first-class mail, postage prepaid,or overnight delivery on receipt to the addresses as set forth below. qEp eu A. National Intergovernmental Purchasing Alliance Company 'L3 National IPA Attn:President cs 2555 Meridian Blvd Suite 300 W Franklin,TN 37067 21 75 B. Supplier '190 i)'<lli„r( o, i A1r;illlrv,, � [08873 C14 Requirements for National Cooperative Contract Page 13 of 26 00 c14 ~ c� Packet Pg. 733 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT B-NATIONAL IPA ADMINISTRATION AGREEMENT,EXAMPLE C.Tb 20. If any provision of this Agreement shall be deemed to be,or shall in fact be,illegal, LO inoperative or unenforceable, the same shall not affect any other provision or provisions herein contained or render the same invalid, inoperative or unenforceable to any extent whatever,and this Agreement will be construed by limiting or invalidating such provision to the minimum extent necessary to make such provision valid,legal and enforceable. U) U 21. This Agreement may not be amended,changed,modified,or altered without the prior written consent of the parties hereto, and no provision of this Agreement may be discharged or waived,except by a writing signed by the parties. A waiver of any particular provision will not be deemed a waiver of any other provision,nor will a waiver given on one occasion be deemed to apply to any other occasion. 22. This Agreement shall inure to the benefit of and shall be binding upon National IPA, the Supplier and any respective successor and assign thereto; subject, however, to the limitations contained herein. 23. This Agreement will be construed under and governed by the laws of the State of E Delaware, excluding its conflicts of law provisions and any action arising out of or related to this qp Agreement shall be commenced solely and exclusively in the state or federal courts in Williamson County Tennessee. as 2A 24. This Agreement may be executed in counterparts,each of which is an original but all L of which,together, shall constitute but one and the same instrument. The exchange of copies of this Agreement and of signature pages by facsimile, or by .pdf or similar electronic transmission, will constitute effective execution and delivery of this Agreement as to the parties and may be used in lieu of the original Agreement for all purposes. Signatures of the parties transmitted by facsimile,or by.pdf or similar electronic transmission,will be deemed to be their original signatures for any purpose whatsoever. 0 0 L- Authorized Signature,Supplier NATIONAL INTERGOVERNMENTAL U PURCHASING ALLIANCE COMPANY Signature Signature E Ward H.Brown Name Name �y Chief Operating Officer Title Title U Date Date X a CN a Requirements for National Cooperative Contract Page 14 of 26 00 c14 c� Packet Pg. 734 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT C—NATIONAL IPA MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING C.Tb AGREEMENT,EXAMPLE V-: to MASTER INTERGOVERNMENTAL COOPERATIVE PURCHASING AGREEMENT C° t's1 This Master Intergovernmental Cooperative Purchasing Agreement(this"Agreement')is entered U) into by and between those certain government agencies that execute a Principal Procurement Agency �y Certificate ("Principal Procurement Agencies') with National Intergovernmental Purchasing Alliance Company ("National IPA") to be appended and made a part hereof and such other public agencies ("Pat-ticinating Public Agencies") who register to participate in the cooperative purchasing programs administered by National IPA and its affiliates and subsidiaries(collectively,the"National IPA Pat-ties") < by either registering on a National IPA Party website(such as www.nationalipa.org),or by executing a copy 8 of this Agreement. 6 RECITALS WHEREAS, after a competitive solicitation and selection process by Principal Procurement Agencies,a number of suppliers have entered into"Master Agreements"(herein so called)to provide a 0) variety of goods,products and services("Products")to the applicable Principal Procurement Agency and E the Participating Public Agencies; qp �9 WHEREAS,Master Agreements are made available by Principal Procurement Agencies through the National IPA Parties and provide that Participating Public Agencies may purchase Products on the same terms,conditions and pricing as the Principal Procurement Agency,subject to any applicable federal and/or °A local purchasing ordinances and the laws of the State of purchase;and WHEREAS,in addition to Master Agreements,the National IPA Parties may from time to time offer Participating Public Agencies the opportunity to acquire Products through other group purchasing agreements. 0 e) 0 NOW,THEREFORE,in consideration of the mutual promises contained in this Agreement,and �j of the mutual benefits to result,the parties hereby agree as follows: 1. Each party will facilitate the cooperative procurement of Products. 2. The Participating Public Agencies shall procure Products in accordance with and subject to E the relevant federal, state and local statutes, ordinances,rules and regulations that govern Participating Public Agency's procurement practices. The Participating Public Agencies hereby acknowledge and agree that it is the intent of the parties that all provisions of this Agreement and that Principal Procurement Agencies'participation in the program described herein comply with all applicable laws,including but not limited to the requirements of 42 C.F.R. § 1001.952(h), as may be amended from time to time. The Participating Public X Agencies further acknowledge and agree that they are solely responsible for their compliance W with all applicable "safe harbor" regulations, including but not limited to any and all 1 obligations to fully and accurately report discounts and incentives. U- 3. The Participating Public Agency represents and warrants that the Participating Public Agency is not a hospital and is not purchasing Products on behalf of a hospital. C14 Requirements for National Cooperative Contract Page 15 of 26 00 cN c� Packet Pg. 735 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT C-NATIONAL IPA MASTER INTERGOVERNMENTAL COPERATIVE PURCHASING C.Tb AGREEMENT,EXAMPLE V-: to 4. The cooperative use of Master Agreements shall be in accordance with the terms and MT conditions of the Master Agreements,except as modification of those terms and conditions is otherwise required by applicable federal,state or local law. U) 5. The Principal Procurement Agencies will make available,upon reasonable request,Master U Agreement information which may assist in improving the procurement of Products by the Participating Public Agencies. 6. The Participating Public Agency agrees the National IPA Parties may provide access to group purchasing organization ("GpO") agreements directly or indirectly by enrolling the 6 Participating Public Agency in another GPO's purchasing program,including but not limited to Vizient Source, LLC,Provista, Inc. and other National IPA affiliates and subsidiaries; provided the purchase of Products through a National IPA Party or any other GPO shall be at the Participating Public Agency's sole discretion. 7. The Participating Public Agencies(each a"Procuring Pat-ty")that procure Products through qEp any Master Agreement or GPO Product supply agreement(each a"GPO Contract')will make timely payments to thej,,,,ll,,i ("Supplier')for Products received in accordance with Deleted:distributor,xnanuPactmei of other vendor grapplicable._ y the teens and conditions of the Master Agreement or GPO Contract,as Payment { Deleted:collectively, for Products and inspections and acceptance of Products ordered by the Procuring Party shall r be the exclusive obligation of such Procuring Party. Disputes between Procuring Party and any Supplier shall be resolved in accordance with the law and venue rules of the State of purchase unless otherwise agreed to by the Procuring Party and Supplier. W 8. The Procuring Party shall not use this Agreement as a method for obtaining additional U) concessions or reduced prices for similar products or services. 9. The Procuring Party shall be responsible for the ordering of Products under this Agreement. A non-procuring party shall not be liable in any fashion for any violation by a Procuring Party, and,to the extent permitted by applicable law,the Procuring Party shall hold non- procuring party harmless from any liability that may arise from the acts or omissions of the qEs Procuring Party. L39 10. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE NATIONAL IPA PARTIES EXPRESSLY DISCLAIM ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES REGARDING ANY PRODUCT,MASTER AGREEMENT AND GPO CONTRACT. INCIDENTAL,E 1 I PARTIES SHALL BE LIABLE Deleted:THE NATIONAL IPA �C IN ANY WAY FOR ANY S INDIRECT, CONSEQUENTIAL, { Deleted:NOT EXEMPLARY,PUNITIVE,OR RELIANCE DAMAGES,EVEN IF THE PARTIES ARE Deleted:NATIONAL IPA ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.FURTHER,THE PROCURING LL PARTY ACKNOWLEDGES AND AGREES THAT THE NATIONAL IPA PARTIES SHALL HAVE NO LIABILITY FOR ANY ACT OR OMISSION BY A SUPPLIER OR OTHER PARTY UNDER A MASTER AGREEMENT OR GPO CONTRACT. N Requirements for National Cooperative Contract Page 16 of 26 00 cN c� Packet Pg. 736 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT C-NATIONAL IPA MASTER INTERGOVERNMENTAL COPERATIVE PURCHASING C.Tb AGREEMENT,EXAMPLE V-: LO 11. This Agreement shall remain in effect until termination by a party giving thirty(30)days' V� MT written notice to the other party.The provisions of Paragraphs 6-10 hereof shall survive any such termination. U) 0 12. This Agreement shall take effect upon(i) execution of the Principal Procurement Agency U Certificate,or(ii)the registration on a National IPA Party website or the execution of this Agreement by a Participating Public Agency,as applicable. E �9 CL 0 U) 0 U E �9 U X CN Requirements for National Cooperative Contract Page 17 of 26 00 c14 c� Packet Pg. 737 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT D—NATIONAL IPA PRINCIPAL PROCUREMENT AGENCY CERTIFICATE,EXAMPLE C.Tb LO PRINCIPAL,PROCUREMENT AGENCY CERTIFICATE c14 In its capacity as a Principal Procurement Agency (as defined below) for National U) Intergovernmental Purchasing Alliance Company ("National IPA"), [NAME OF PPA] agrees to 0 pursue Master Agreements for Products as specified in the attached Exhibits to this Principal Procurement Agency Certificate. I hereby acknowledge, in my capacity as of and on behalf of[NAME OF PPA] ("Principal Procurement Agency"), that I have read and hereby agree to the general terms and conditions set forth in the attached Master Intergovernmental Cooperative Purchasing Agreement regulating the use of the Master Agreements and purchase of Products that from time to time are made available by Principal Procurement Agencies to Participating Public Agencies nationwide ds through National IPA. I understand that the purchase of one or more Products under the provisions of the Master E Intergovernmental Cooperative Purchasing Agreement is at the sole and complete discretion of the Participating Public Agency. Y. �s 2A Authorized Signature,[PRINCIPAL PROCUREMENT AGENCY] L C Signature 0 U) Name Title *~ E Date c5 x cN Requirements for National Cooperative Contract Page 18 of 26 00 c14 c� Packet Pg. 738 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT E—NATIONAL IPA CONTRACT SALES REPORTING TEMPLATE C.Tb 141) MT MT CN NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITS EXHIBIT C-NATIONAL IPA CONTRACT SALES REPORTING TEMPLATE Y) (to be submitted electronically in Microsoft Excel format) National IPA Contract Sales Monthly Report U Supplier Name: Contract Sales Report Month: Contract ID: a Participating Agency# Transaction (Assigned Contract Participating Agency Name Address City State Zip Code by National Date Admin AdminDate of Sales for Fee% Fee$ IPA and Month($) provided to Sale) Supplier) E n CL 0 Report Totals Y) Cumulative Contract Sales E X a CN a Requirements for National Cooperative Contract Page 19 of 26 00 Q CN c� Packet Pg. 739 C.16.g NATIONAL INTERGOVERNMENTAL PURCHASING ALLIANCE COMPANY EXHIBITSb EXHIBIT F-NATIONAL IPA ADVERTISING COMPLIANCE REQUIREMENT LO Pursuant to certain state notice provisions,including but not limited to Oregon Revised Statutes Chapter 279A.220,the following M° public agencies and political subdivisions of the referenced public agencies are eligible to register with National IPA and access the Master Agreement contract award made pursuant to this solicitation,and are hereby given notice of the foregoing request for CN proposals for purposes of complying with the procedural requirements of said statutes: U) Nationwide: U U State of Alabama"° State of Hawaii State of Massachusetts State of New Mexico State of South Dakota State of Alaska State of Idaho State of Michi an State of New York State of Tennessee State of Arizona State of Illinois State of Minnesota State of North Carolina State of Texas State of Arkansas State of Indiana State ofMississippi State of North Dakota State of Utah State of California State of Iowa State of Missouri State of Ohio State of Vermont State of Colorado State of Kansas State of Montana State of Oklahoma',' State of Virginia 76 State of Connecticut State of Kentucky State of Nebraska State of Ore on State of Washin ton 3: State of Delaware State of Louisiana State of Nevada State of Pennsylvania State of West 0) Vir inia qp State of Florida State of Maine State of New Hampshire State of Rhode Island State of Wisconsin State of Georgia State of Maryland State of New Jersey State of South Carolina State of Wvoming *°" District of Columbia E Lists of political subdivisions and local governments in the above referenced states/districts may be found at q2 h41p: �) .usa.eoG/Agencies/State and Territories.h4n1 andh4lps na usa eov/local-eovermnents. L39 "'Some public agencies and political subdivisions of these states may be restricted by state statutes that limit competition among cooperative purchasing organizations by only allowing use of purchasing cooperatives sponsored by certain National Associations. qp U) Certain Public Agencies and Political Subdivisions: C CITIES,TOWNS,VILLAGES AND BOROUGHS CITY OF INDEPENDENCE,OR INCLUDING BUT NOT LIMITED TO: CITY AND COUNTY OF HONOLULU,HI BAKER CITY GOLF COURSE,OR CITY OF KENNER,LA CITY OF ADAIR VILLAGE,OR CITY OF LA GRANDE,OR CITY OF ASHLAND,OR CITY OF LAFAYETTE,LA 0 CITY OF AUMSVILLE,OR CITY OF LAKE CHARLES,OR U) CITY OF AURORA,OR CITY OF LEBANON,OR CITY OF BAKER,OR CITY OF MCMINNVILLE,OR CITY OF BATON ROUGE,LA CITY OF MEDFORD,OR CITY OF BEAVERTON,OR CITY OF METAIRIE,LA CITY OF BEND,OR CITY OF MILL CITY,OR CITY OF BOARDMAN,OR CITY OF MIL WAUKIE,OR qp CITY OF BONANAZA,OR CITY OF MONROE,LA CITY OF BOSSIER CITY,LA CITY OF MOSIER-OR qp CITY OF BROOKINGS,OR CITY OF NEW ORLEANS,LA CITY OF BURNS,OR CITY OF NORTH PLAINS,OR LSY CITY OF CANBY,OR CITY OF OREGON CITY,OR CITY OF CANYONVILLE,OR CITY OF PILOT ROCK,OR L3 CITY OF CLATSKANIE,OR CITY OF PORTLAND,OR CITY OF COBURG,OR CITY OF POWERS,OR CITY OF CONDON,OR CITY OF PRINEVILLE,OR CITY OF COQUILLE,OR CITY OF REDMOND,OR CITY OF CORVALLI,OR CITY OF REEDSPORT,OR W CITY OF CORVALLIS PARKS AND RECREATION CITY OF RIDDLE,OR DEPARTMENT,OR CITY OF ROGUE RIVER,OR CITY OF COTTAGE GROVE,OR CITY OF ROSEBURG,OR CITY OF DONALD,OR CITY OF SALEM,OR L� I CITY OF EUGENE,OR CITY OF SANDY,OR CITY OF FOREST GROVE,OR CITY OF SCAPPOOSE,OR CITY OF GOLD HILL,OR CITY OF SHADY COVE,OR CITY OF GRANTS PASS,OR CITY OF SHERWOOD,OR CITY OF GRESHAM,OR CITY OF SHREVEPORT,LA CITY OF HILLSBORO,OR CITY OF SILVERTON,OR Requirements for National Cooperative Contract Page 20 of 26 00 c14 E Packet Pg. 740 C.16.g CL CITY OF SPRINGFIELD,OR ELMQ UT � CITY OF ST.HELENS,OR ELSINORE,UT CITY OF ST.PAUL,OR ELWOOD,UT LO CITY OF SULPHUR,LA EMERY,UT CITY OF TIGARD,OR ENOCH,UT CITY OF TROUTDALE,OR ENTERPRISE,UT t!! CITY OF TUALATIN,OR EPHRAIM,UT 611, CITY OF WALKER,LA ESCALANTE,UT CITY OF WARRENTON,OR EUREKA,UT 0 CITY OF WEST LINN,OR FAIRFIELD,UT <J CITY OF WILSONVILLE,OR FAIRVIEW,UT CITY OF WINSTON,OR FARMINGTON,UT CITY OF WOODBURN,OR FARR WEST,UT LEAGUE OF OREGON CITES FAYETTE,UT THE CITY OF HAPPY VALLEY OREGON FERRON,UT ALPINE,UT FIELDING,UT ALTA,UT FILLMORE,UT G� ALTAMONT,UT FOUNTAIN GREEN,UT ALTON,UT FRANCIS,UT AMALGA,UT FRUIT HEIGHTS,UT d� AMERICAN FORK CITY,UT GARDEN CITY,UT ANNABELLA,UT GARLAND,UT as ANTIMONY,UT GENOLA,UT APPLE VALLEY,UT GLENDALE,UT AURORA,UT GLENWOOD,UT BALLARD,UT GOSHEN,UT qp BEAR RIVER CITY,UT GRANTSVILLE,UT BEAVER,UT GREEN RIVER,UT BICKNELL,UT GUNNISON,UT BIG WATER,UT HANKSVILLE,UT i) BLANDING,UT HARRISVILLE,UT r BLUFFDALE,UT HATCH,UT CL BOULDER,UT HEBER CITY CORPORATION,UT qp CITY OF BOUNTIFUL,UT HELPER,UT BRIAN HEAD,UT HENEFER,UT w BRIGHAM CITY CORPORATION,UT HENRIEVILLE,UT BRYCE CANYON CITY,UT HERRIMAN,UT 0 CANNONVILLE,UT HIDEOUT,UT U) CASTLE DALE,UT HIGHLAND,UT y, CASTLE VALLEY,UT HILDALE,UT 2 CITY OF CEDAR CITY,UT HINCKLEY,UT CEDAR FORT,UT HOLDEN,UT CITY OF CEDAR HILLS,UT HOLLADAY,UT as CENTERFIELD,UT HONEYVILLE,UT CENTERVILLE CITY CORPORATION,UT HOOPER,UT CENTRAL VALLEY,UT HOWELL,UT CHARLESTON,UT HUNTINGTON,UT qp CIRCLEVILLE,UT HUNTSVILLE,UT CLARKSTON,UT CITY OF HURRICANE,UT CLAWSON,UT HYDE PARK,UT CLEARFIELD,UT HYRUM,UT ap CLEVELAND,UT INDEPENDENCE,UT CLINTON CITY CORPORATION,UT IVINS,UT �y COALVILLE,UT JOSEPH,UT CORINNE,UT JUNCTION,UT x CORNISH,UT KAMAS,UT COTTONWOOD HEIGHTS,UT KANAB,UT DANIEL,UT KANARRAVILLE,UT DELTA,UT KANOSH,UT U- DEWEYVILLE,UT KAYSVILLE,UT DRAPER CITY,UT KINGSTON,UT DUCHESNE,UT KOOSHAREM,UT EAGLE MOUNTAIN,UT LAKETOWN,UT EAST CARBON,UT LA VERKIN,UT C14 ELK RIDGE,UT LAYTON,UT �a Requirements for National Cooperative Contract Page 21 of 26 00 c14 c� Packet Pg. 741 C.16.g CL LEAMINGTON,UT RICHFIELD,UT � LEEDS,UT RICHMOND,UT LEHI CITY CORPORATION,UT RIVERDALE,UT LO LEVAN,UT RIVER HEIGHTS,UT V�' LEWISTON,UT RIVERTON CITY,UT M° LINDON,UT ROCKVILLE,UT MTt!! LOA,UT ROCKY RIDGE,UT 611, LOGAN CITY,UT ROOSEVELT CITY CORPORATION,UT LYMAN,UT ROY,UT 0 LYNNDYL,UT RUSH VALLEY,UT <J MANILA,UT CITY OF ST.GEORGE,UT MANTI,UT SALEM,UT MANTUA,UT SALINA,UT MAPLETON,UT SALT LAKE CITY CORPORATION,UT MARRIOTT-SLATERVILLE,UT SANDY,UT MARYSVALE,UT SANTA CLARA,UT MAYFIELD,UT SANTAQUIN,UT G� MEADOW,UT SARATOGA SPRINGS,UT MENDON,UT SCIPIO,UT MIDVALE CITY INC.,UT SCOFIELD,UT d� MIDWAY,UT SIGURD,UT MILFORD,UT SMITHFIELD,UT as MILLVILLE,UT SNOWVILLE,UT MINERSVILLE,UT CITY OF SOUTH JORDAN,UT MOAB,UT SOUTH OGDEN,UT MONA,UT CITY OF SOUTH SALT LAKE,UT qp MONROE,UT SOUTH WEBER,UT CITY OF MONTICELLO,UT SPANISH FORK,UT MORGAN,UT SPRING CITY,UT MORONI,UT SPRINGDALE,UT i) MOUNT PLEASANT,UT SPRINGVILLE,UT r MURRAY CITY CORPORATION,UT STERLING,UT CL MYTON,UT STOCKTON,UT qp NAPLES,UT SUNNYSIDE,UT NEPHI,UT SUNSET CITY CORP,UT w NEW HARMONY,UT SYRACUSE,UT NEWTON,UT TABIONA,UT 0 NIBLEY,UT CITY OF TAYLORSVILLE,UT U) NORTH LOGAN,UT TOOELE CITY CORPORATION,UT y, NORTH OGDEN,UT TOQUERVILLE,UT <J NORTH SALT LAKE CITY,UT TORREY,UT OAK CITY,UT TREMONTON CITY,UT OAKLEY,UT TRENTON,UT as OGDEN CITY CORPORATION,UT TROPIC,UT OPHIR,UT UINTAH,UT ORANGEVILLE,UT VERNAL CITY,UT ORDERVILLE,UT VERNON,UT qp OREM,UT VINEYARD,UT PANGUITCH,UT VIRGIN,UT PARADISE,UT WALES,UT PARAGONAH,UT WALLSBURG,UT ap PARK CITY,UT WASHINGTON CITY,UT * PAROWAN,UT WASHINGTON TERRACE,UT U PAYSON,UT WELLINGTON,UT PERRY,UT WELLSVILLE,UT PLAIN CITY,UT WENDOVER,UT PLEASANT GROVE CITY,UT WEST BOUNTIFUL,UT PLEASANT VIEW,UT WEST HAVEN,UT PLYMOUTH,UT WEST JORDAN,UT U- PORTAGE,UT WEST POINT,UT PRICE,UT WEST VALLEY CITY,UT PROVIDENCE,UT WILLARD,UT PROVO,UT WOODLAND HILLS,UT RANDOLPH,UT WOODRUFF,UT CJ REDMOND,UT WOODS CROSS,UT �a Requirements for National Cooperative Contract Page 22 of 26 00 c14 c� Packet Pg. 742 C.16.g CL TILLAMOOK COUNTY SHERIFF'S OFFICE,OR � COUNTIES AND PARISHES INCLUDING BUT NOT TILLAMOOK COUNTY GENERAL HOSPITAL,OR LIMITED TO: UMATILLA COUNTY,OR LO ASCENSION PARISH,LA UNION COUNTY,OR ASCENSION PARISH,LA,CLEAR OF COURT WALLOWA COUNTY,OR CADDO PARISH,LA WASCO COUNTY,OR t!! CALCASIEU PARISH,LA WASHINGTON COUNTY,OR 611, CALCASIEU PARISH SHERIFF'S OFFICE,LA WEST BATON ROUGE PARISH,LA CITY AND COUNTY OF HONOLULU,HI WHEELER COUNTY,OR 0 CLACKAMAS COUNTY,OR YAMHILL COUNTY,OR <J CLACKAMAS COUNTY DEPT OF TRANSPORTATION, COUNTY OF BOX ELDER,UT OR COUNTY OF CACHE,UT CLATSOP COUNTY,OR COUNTY OF RICH,UT COLUMBIA COUNTY,OR COUNTY OF WEBER,UT COOS COUNTY,OR COUNTY OF MORGAN,UT COOS COUNTY HIGHWAY DEPARTMENT,OR COUNTY OF DAVIS,UT COUNTY OF HA WAII,OR COUNTY OF SUMMIT,UT G� CROOK COUNTY,OR COUNTY OF DAGGETT,UT CROOK COUNTY ROAD DEPARTMENT,OR COUNTY OF SALT LAKE,UT CURRY COUNTY,OR COUNTY OF TOOELE,UT d� DESCHUTES COUNTY,OR COUNTY OF UTAH,UT DOUGLAS COUNTY,OR COUNTY OF WASATCH,UT as EAST BATON ROUGE PARISH,LA COUNTY OF DUCHESNE,UT GILLIAM COUNTY,OR COUNTY OF UINTAH,UT GRANT COUNTY,OR COUNTY OF CARBON,UT E HARNEY COUNTY,OR COUNTY OF SANPETE,UT qp HARNEY COUNTY SHERIFFS OFFICE,OR COUNTY OF JUAB,UT HAWAII COUNTY,HI COUNTY OF MILLARD,UT HOOD RIVER COUNTY,OR COUNTY OF SEVIER-UT JACKSON COUNTY,OR COUNTY OF EMERY,UT i) JEFFERSON COUNTY,OR COUNTY OF GRAND,UT r JEFFERSON PARISH,LA COUNTY OF BEVER-UT CL JOSEPHINE COUNTY GOVERNMENT,OR COUNTY OF PLATE,UT qp LAFAYETTE CONSOLIDATED GOVERNMENT,LA COUNTY OF WAYNE,UT LAFAYETTE PARISH,LA COUNTY OF SAN JUAN,UT w LAFAYETTE PARISH CONVENTION&VISITORS COUNTY OF GARFIELD,UT COMMISSION COUNTY OF KANE,UT 0 LAFOURCHE PARISH,LA COUNTY OF IRON,UT U) KAUAI COUNTY,HI COUNTY OF WASHINGTON,UT 0- KLAMATH COUNTY,OR 2 LAKE COUNTY,OR OTHER AGENCIES INCLUDING ASSOCIATIONS LANE COUNTY,OR BOARDS,DISTRICTS,COMMISSIONS,COUNCILS, LINCOLN COUNTY,OR PUBLIC CORPORATIONS,PUBLIC DEVELOPMENT as LINN COUNTY,OR AUTHORITIES,RESERVATIONS AND UTILITIES LIVINGSTON PARISH,LA INCLUDING BUT NOT LIMITED TO: MALHEUR COUNTY,OR BANKS FIRE DISTRICT,OR E MAUI COUNTY,HI BATON ROUGE WATER COMPANY qp MARION COUNTY,SALEM,OR BEND METRO PARK AND RECREATION DISTRICT MORROW COUNTY,OR BIENVILLE PARISH FIRE PROTECTION DISTRICT 6, MULTNOMAH COUNTY,OR LA MULTNOMAH COUNTY BUSINESS AND BOARDMAN PARK AND RECREATION DISTRICT ap COMMUNITY SERVICES,OR CENTRAL CITY ECONOMIC OPPORTUNITY CORP,LA MULTNOMAH COUNTY SHERIFFS OFFICE,OR CENTRAL OREGON INTERGOVERNMENTAL �y MULTNOMAH LAW LIBRARY,OR COUNCIL ORLEANS PARISH,LA CITY OF BOGALUSA SCHOOL BOARD,LA x PLAQUEMINES PARISH,LA CLACKAMAS RIVER WATER POLK COUNTY,OR CLATSKANIE PEOPLE'S UTILITY DISTRICT RAPIDES PARISH,LA CLEAN WATER SERVICES SAINT CHARLES PARISH,LA CONFEDERATED TRIBES OF THE UMATILLA INDIAN SAINT CHARLES PARISH PUBLIC SCHOOLS,LA RESERVATION SAINT LANDRY PARISH,LA COOS FOREST PROTECTIVE ASSOCIATION SAINT TAMMANY PARISH,LA CHEHALEM PARK AND RECREATION DISTRICT SHERMAN COUNTY,OR DAVID CROCKETT STEAM FIRE COMPANY 91,LA TERREBONNE PARISH,LA EUGENE WATER AND ELECTRIC BOARD N TILLAMOOK COUNTY,OR HONOLULU INTERNATIONAL AIRPORT �a Requirements for National Cooperative Contract Page 23 of 26 00 c14 c� Packet Pg. 743 C.16.g CL HOODLAND FIRE DISTRICT 974 DALLAS SCHOOL DISTRICT NO.2 �J HOUSING AUTHORITY OF PORTLAND DAVID DOUGLAS SCHOOL DISTRICT ILLINOIS VALLEY FIRE DISTRICT DAYTON SCHOOL DISTRICTNO.8 LO LAFAYETTE AIRPORT COMMISSION,LA DE LA SALLE N CATHOLIC ITS LAFOURCHE PARISH HEALTH UNIT-DHH-OPH DESCHUTES COUNTY SCHOOL DISTRICT NO.6 REGION 3 DOUGLAS EDUCATIONAL DISTRICT SERVICE t'4 LOUISIANA PUBLIC SERVICE COMMISSION,LA DUFUR SCHOOL DISTRICT NO.29 LOUISIANA WATER WORKS EAST BATON ROUGE PARISH SCHOOL DISTRICT MEDFORD WATER COMMISSION ESTACADA SCHOOL DISTRICT NO.IOB 0 MELHEUR COUNTY JAIL,OR FOREST GROVE SCHOOL DISTRICT <J METRO REGIONAL GOVERNMENT GEORGE MIDDLE SCHOOL METRO REGIONAL PARKS GLADSTONE SCHOOL DISTRICT METROPOLITAN EXPOSITION RECREATION GRANTS PASS SCHOOL DISTRICT 7 COMMISSION GREATER ALBANY PUBLIC SCHOOL DISTRICT METROPOLITAN SERVICE DISTRICT(METRO) GRESHAM BARLOW JOINT SCHOOL DISTRICT MULTNOMAH EDUCATION SERVICE DISTRICT HEAD START OF LANE COUNTY NEW ORLEANS REDEVELOPMENT AUTHORITY,LA HIGH DESERT EDUCATION SERVICE DISTRICT G� NORTHEAST OREGON HOUSING AUTHORITY,OR HILLSBORO SCHOOL DISTRICT PORT OF BRANDON,OR HOOD RIVER COUNTY SCHOOL DISTRICT PORT OF MORGAN CITY,LA JACKSON CO SCHOOL DIST N0.9 d� PORTLAND DEVELOPMENT COMMISSION,OR JEFFERSON COUNTY SCHOOL DISTRICT 509-J PORTLAND FIRE AND RESCUE JEFFERSON PARISH SCHOOL DISTRICT a PORTLAND HOUSING CENTER,OR JEFFERSON SCHOOL DISTRICT OREGON COAST COMMUNITY ACTION JUNCTION CITY SCHOOLS,OR OREGON HOUSING AND COMMUNITY SERVICES KLAMATH COUNTY SCHOOL DISTRICT OREGON LEGISLATIVE ADMINISTRATION KLAMATH FALLS CITY SCHOOLS qp ROGUE VALLEY SEWER,OR LAFAYETTE PARISH SCHOOL DISTRICT SAINT LANDRY PARISH TOURIST COMMISSION LAKE OSWEGO SCHOOL DISTRICT 7J SAINT MARY PARISH REC DISTRICT 2 LANE COUNTY SCHOOL DISTRICT 4J SAINT MARY PARISH REC DISTRICT 3 LINCOLN COUNTY SCHOOL DISTRICT i) SAINT TAMMANY FIRE DISTRICT 4,LA LINN CO.SCHOOL DIST.95C r SALEM MASS TRANSIT DISTRICT LIVINGSTON PARISH SCHOOL DISTRICT CL SEWERAGE AND WATER BOARD OF NEW ORLEANS, LOST RIVER JR/SR HIGH SCHOOL LA LOWELL SCHOOL DISTRICT NO.71 SOUTH LAFOURCHE LEVEE DISTRICT,LA MARION COUNTY SCHOOL DISTRICT TRI-COUNTY METROPOLITAN TRANSPORTATION MARION COUNTY SCHOOL DISTRICT 103 as DISTRICT OF OREGON MARIST HIGH SCHOOL,OR 0 TUALATIN HILLS PARK&RECREATION DISTRICT MCMINNVILLE SCHOOL DISTRICT NOAO TUALATIN VALLEY FIRE&RESCUE MEDFORD SCHOOL DISTRICT 549C y,,,, TUALATIN VALLEY WATER DISTRICT MITCH CHARTER SCHOOL 2 WILLAMALANE PARK AND RECREATION DISTRICT MONROE SCHOOL DISTRICT NO.1J WILLAMETTE HUMANE SOCIETY MORROW COUNTY SCHOOL DIST,OR MULTNOMAH EDUCATION SERVICE DISTRICT as MULTISENSORY LEARNING ACADEMY K-12INCLUDING BUT NOT LIMITED TO: MYRTLE PINT SCHOOL DISTRICT 41 ACADIA PARISH SCHOOL BOARD NEAH-KAH-NIE DISTRICT NO.56 BEAVERTON SCHOOL DISTRICT NEWBERG PUBLIC SCHOOLS BEND-LA PINE SCHOOL DISTRICT NESTUCCA VALLEY SCHOOL DISTRICT NO.101 BOGALUSA HIGH SCHOOL,LA NOBEL LEARNING COMMUNITIES BOSSIER PARISH SCHOOL BOARD NORTH BEND SCHOOL DISTRICT 13 BROOKING HARBOR SCHOOL DISTRICT NORTH CLACKAMAS SCHOOL DISTRICT ap CADDO PARISH SCHOOL DISTRICT NORTH DOUGLAS SCHOOL DISTRICT CALCASIEU PARISH SCHOOL DISTRICT NORTH WASCO CITY SCHOOL DISTRICT 21 �y CANBY SCHOOL DISTRICT NORTHWEST REGIONAL EDUCATION SERVICE CANYONVILLE CHRISTIAN ACADEMY DISTRICT CASCADE SCHOOL DISTRICT ONTARIO MIDDLE SCHOOL �v CASCADES ACADEMY OF CENTRAL OREGON OREGON TRAIL SCHOOL DISTRICT NOA6 CENTENNIAL SCHOOL DISTRICT ORLEANS PARISH SCHOOL DISTRICT CENTRAL CATHOLIC HIGH SCHOOL PHOENIX-TALENT SCHOOL DISTRICT NOA 1_ CENTRAL POINT SCHOOL DISTRICT NO.6 PLEASANT HILL SCHOOL DISTRICT CENTRAL SCHOOL DISTRICT 13J PORTLAND JEWISH ACADEMY COOS BAY SCHOOL DISTRICT NO.9 PORTLAND PUBLIC SCHOOLS CORVALLIS SCHOOL DISTRICT 509J RAPIDES PARISH SCHOOL DISTRICT COUNTY OF YAMHILL SCHOOL DISTRICT 29 REDMOND SCHOOL DISTRICT N CULVER SCHOOL DISTRICT REYNOLDS SCHOOL DISTRICT Requirements for National Cooperative Contract Page 24 of 26 00 c14 E Packet Pg. 744 C.16.g CL ROGUE RIVER SCHOOL DISTRICT IRON SCHOOL DISTRICT,UT � ROSEBURG PUBLIC SCHOOLS ITINERIS EARLY COLLEGE HIGH,UT SCAPPOOSE SCHOOL DISTRICT IT JOHN HANCOCK CHARTER SCHOOL,UT LO SAINT TAMMANY PARISH SCHOOL BOARD,LA JORDAN DISTRICT,UT SEASIDE SCHOOL DISTRICT 10 NAB SCHOOL DISTRICT,UT SHERWOOD SCHOOL DISTRICT 88J KANE SCHOOL DISTRICT,UT t14 SILVER FALLS SCHOOL DISTRICT 4J KARL G MAESER PREPARATORY ACADEMY,UT 611, SOUTH LANE SCHOOL DISTRICT 45J3 LAKEVIEW ACADEMY,UT SOUTHERN OREGON EDUCATION SERVICE LEGACY PREPARATORY ACADEMY,UT 0 DISTRICT LIBERTY ACADEMY,UT <J SPRINGFIELD PUBLIC SCHOOLS LINCOLN ACADEMY,UT SUTHERLIN SCHOOL DISTRICT LOGAN SCHOOL DISTRICT,UT SWEET HOME SCHOOL DISTRICT NO.55 MARIA MONTESSORI ACADEMY,UT TERREBONNE PARISH SCHOOL DISTRICT MERIT COLLEGE PREPARATORY ACADEMY,UT THE CATLIN GABEL SCHOOL MILLARD SCHOOL DISTRICT,UT TIGARD-TUALATIN SCHOOL DISTRICT MOAB CHARTER SCHOOL,UT UMATILLA MORROW ESD MONTICELLO ACADEMY,UT G� WEST LINN WILSONVILLE SCHOOL DISTRICT MORGAN SCHOOL DISTRICT,UT WILLAMETTE EDUCATION SERVICE DISTRICT MOUNTAINVILLE ACADEMY,UT WOODBURN SCHOOL DISTRICT HURRAY SCHOOL DISTRICT,UT d� YONCALLA SCHOOL DISTRICT NAVIGATOR POINTE ACADEMY,UT ACADEMY FOR MATH ENGINEERING&SCIENCE NEBO SCHOOL DISTRICT,UT as (AMES),UT NO UT ACAD FOR MATH ENGINEERING&SCIENCE ALIANZA ACADEMY,UT (NUAMES),UT ALPINE DISTRICT,UT NOAH WEBSTER ACADEMY,UT AMERICAN LEADERSHIP ACADEMY,UT NORTH DAVIS PREPARATORY ACADEMY,UT qp AMERICAN PREPARATORY ACADEMY,UT NORTH SANPETE SCHOOL DISTRICT,UT BAER CANYON HIGH SCHOOL FOR SPORTS& NORTH STAR ACADEMY,UT MEDICAL SCIENCES,UT NORTH SUMMIT SCHOOL DISTRICT,UT BEAR RIVER CHARTER SCHOOL,UT ODYSSEY CHARTER SCHOOL,UT i) BEAVER SCHOOL DISTRICT,UT OGDEN PREPARATORY ACADEMY,UT r BEEHIVE SCIENCE&TECHNOLOGY ACADEMY OGDEN SCHOOL DISTRICT,UT CL (BSTA),UT OPEN CLASSROOM,UT qp BOX ELDER SCHOOL DISTRICT,UT OPEN HIGH SCHOOL OF UTAH,UT CBA CENTER,UT OQUIRRH MOUNTAIN CHARTER SCHOOL,UT w CACHE SCHOOL DISTRICT,UT PARADIGM HIGH SCHOOL,UT CANYON RIM ACADEMY,UT PARK CITY SCHOOL DISTRICT,UT 0 CANYONS DISTRICT,UT PINNACLE CANYON ACADEMY,UT U) CARBON SCHOOL DISTRICT,UT PIUTE SCHOOL DISTRICT,UT y, CHANNING HALL,UT PROVIDENCE HALL,UT 2 CHARTER SCHOOL LEWIS ACADEMY,UT PROVO SCHOOL DISTRICT,UT CITY ACADEMY,UT QUAIL RUN PRIMARY SCHOOL,UT DAGGETT SCHOOL DISTRICT,UT QUEST ACADEMY,UT as DAVINCI ACADEMY,UT RANCHES ACADEMY,UT DAVIS DISTRICT,UT REAGAN ACADEMY,UT DUAL IMMERSION ACADEMY,UT RENAISSANCE ACADEMY,UT DUCHESNE SCHOOL DISTRICT,UT RICH SCHOOL DISTRICT,UT qp EARLY LIGHT ACADEMY AT DAYBREAK,UT ROCKWELL CHARTER HIGH SCHOOL,UT EAST HOLLYWOOD HIGH,UT SALT LAKE ARTS ACADEMY,UT EDITH BOWEN LABORATORY SCHOOL,UT SALT LAKE CENTER FOR SCIENCE EDUCATION,UT EMERSON ALCOTT ACADEMY,UT SALT LAKE SCHOOL DISTRICT,UT ap EMERY SCHOOL DISTRICT,UT SALT LAKE SCHOOL FOR THE PERFORMING ARTS, ENTHEOS ACADEMY,UT UT �y EXCELSIOR ACADEMY,UT SAN JUAN SCHOOL DISTRICT,UT d2 FAST FORWARD HIGH,UT SEVIER SCHOOL DISTRICT,UT x FREEDOM ACADEMY,UT SOLDIER HOLLOW CHARTER SCHOOL,UT w GARFIELD SCHOOL DISTRICT,UT SOUTH SANPETE SCHOOL DISTRICT,UT GATEWAY PREPARATORY ACADEMY,UT SOUTH SUMMIT SCHOOL DISTRICT,UT GEORGE WASHINGTON ACADEMY,UT SPECTRUM ACADEMY,UT 1_ GOOD FOUNDATION ACADEMY,UT SUCCESS ACADEMY,UT GRAND SCHOOL DISTRICT,UT SUCCESS SCHOOL,UT GRANITE DISTRICT,UT SUMMIT ACADEMY,UT GUADALUPE SCHOOL,UT SUMMIT ACADEMY HIGH SCHOOL,UT HAWTHORN ACADEMY,UT SYRACUSE ARTS ACADEMY,UT C14 INTECH COLLEGIATE HIGH SCHOOL,UT THOMAS EDISON-NORTH,UT �a Requirements for National Cooperative Contract Page 25 of 26 00 c14 E Packet Pg. 745 C.16.g CL TIMPANOGOS ACADEMY,UT SOUTHERN OREGON UNIVERSITY(OREGON TINTIC SCHOOL DISTRICT,UT UNIVERSITY SYSTEM) TOOELE SCHOOL DISTRICT,UT SOUTHWESTERN OREGON COMMUNITY COLLEGE LO TUACAHN HIGH SCHOOL FOR THE PERFORMING TULANE UNIVERSITY ARTS,UT TILLAMOOK BAY COMMUNITY COLLEGE UINTAH RIVER HIGH,UT UMPQUA COMMUNITY COLLEGE UINTAH SCHOOL DISTRICT,UT UNIVERSITY OF HAWAII BOARD OF REGENTS E11, UTAH CONNECTIONS ACADEMY,UT UNIVERSITY OF HAWAII-HONOLULU COMMUNITY UTAH COUNTY ACADEMY OF SCIENCE,UT COLLEGE 0 UTAH ELECTRONIC HIGH SCHOOL,UT UNIVERSITY OF OREGON-GRADUATE SCHOOL <J UTAH SCHOOLS FOR DEAF&BLIND,UT UNIVERSITY OF PORTLAND UTAH STATE OFFICE OF EDUCATION,UT UNIVERSITY OF NEW ORLEANS UTAH VIRTUAL ACADEMY,UT WESTERN OREGON UNIVERSITY VENTURE ACADEMY,UT WESTERN STATES CHIROPRACTIC COLLEGE VISTA AT ENTRADA SCHOOL OF PERFORMING WILLAMETTE UNIVERSITY ARTS AND TECHNOLOGY,UT XAVIER UNIVERSITY WALDEN SCHOOL OF LIBERAL ARTS,UT UTAH SYSTEM OF HIGHER EDUCATION,UT G� WASATCH PEAK ACADEMY,UT UNIVERSITY OF UTAH,UT WASATCH SCHOOL DISTRICT,UT UTAH STATE UNIVERSITY,UT WASHINGTON SCHOOL DISTRICT,UT WEBER STATE UNIVERSITY,UT d� WAYNE SCHOOL DISTRICT,UT SOUTHERN UTAH UNIVERSITY,UT WEBER SCHOOL DISTRICT,UT SNOW COLLEGE,UT as WEILENMANN SCHOOL OF DISCOVERY,UT DIXIE STATE COLLEGE,UT COLLEGE OF EASTERN UTAH,UT HIGHER EDUCATION UTAH VALLEY UNIVERSITY,UT ARGOSY UNIVERSITY SALT LAKE COMMUNITY COLLEGE,UT qp BATON ROUGE COMMUNITY COLLEGE,LA UTAH COLLEGE OF APPLIED TECHNOLOGY,UT BIRTHINGWAY COLLEGE OF MIDWIFERY BLUE MOUNTAIN COMMUNITY COLLEGE STATE AGENCIES BRIGHAM YOUNG UNIVERSITY-HAWAII ADMIN.SERVICES OFFICE i) CENTRAL OREGON COMMUNITY COLLEGE BOARD OF MEDICAL EXAMINERS an CENTENARY COLLEGE OF LOUISIANA HAWAII CHILD SUPPORT ENFORCEMENT AGENCY CL CHEMEKETA COMMUNITY COLLEGE HAWAII DEPARTMENT OF TRANSPORTATION qp CLACKAMAS COMMUNITY COLLEGE HAWAII HEALTH SYSTEMS CORPORATION COLLEGE OF THE MARSHALL ISLANDS OFFICE OF MEDICAL ASSISTANCE PROGRAMS w COLUMBIA GORGE COMMUNITY COLLEGE OFFICE OF THE STATE TREASURER CONCORDIA UNIVERSITY OREGON BOARD OF ARCHITECTS 0 GEORGE FOX UNIVERSITY OREGON CHILD DEVELOPMENT COALITION KLAMATH COMMUNITY COLLEGE DISTRICT OREGON DEPARTMENT OF EDUCATION y,,,, LANE COMMUNITY COLLEGE OREGON DEPARTMENT OF FORESTRY 2 LEWIS AND CLARK COLLEGE OREGON DEPT OF TRANSPORTATION LINFIELD COLLEGE OREGON DEPT.OF EDUCATION LINN-BENTON COMMUNITY COLLEGE OREGON LOTTERY as LOUISIANA COLLEGE,LA OREGON OFFICE OF ENERGY LOUISIANA STATE UNIVERSITY OREGON STATE BOARD OF NURSING LOUISIANA STATE UNIVERSITY HEALTH SERVICES OREGON STATE DEPT OF CORRECTIONS MARYLHURST UNIVERSITY OREGON STATE POLICE qp MT.HOOD COMMUNITY COLLEGE OREGON TOURISM COMMISSION MULTNOMAH BIBLE COLLEGE OREGON TRAVEL INFORMATION COUNCIL NATIONAL COLLEGE OF NATURAL MEDICINE SANTIAM CANYON COMMUNICATION CENTER NORTHWEST CHRISTIAN COLLEGE SEIU LOCAL 503,OPEU ap OREGON HEALTH AND SCIENCE UNIVERSITY SOH-JUDICIARY CONTRACTS AND PURCH OREGON INSTITUTE OF TECHNOLOGY STATE DEPARTMENT OF DEFENSE,STATE OF �y OREGON STATE UNIVERSITY HAWAII d2 OREGON UNIVERSITY SYSTEM STATE OF HAWAII x PACIFIC UNIVERSITY STATE OF HAWAII,DEPT.OF EDUCATION w PIONEER PACIFIC COLLEGE STATE OF LOUISIANA PORTLAND COMMUNITY COLLEGE STATE OF LOUISIANA DEPT.OF EDUCATION PORTLAND STATE UNIVERSITY STATE OF LOUISIANA,26' JUDICIAL DISTRICT L_ REED COLLEGE ATTORNEY RESEARCH CORPORATION OF THE UNIVERSITY OF STATE OF UTAH HAWAII 6/$ ROGUE COMMUNITY COLLEGE SOUTHEASTERN LOUISIANA UNIVERSITY N 4e8 a Requirements for National Cooperative Contract Page 26 of 26 00 c14 c� Packet Pg. 746 C.16.g nanaroa�at� CQ LO wR" 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M° CN NOTICE OF SOLICITATION O SOLICITATION#2018011 Q September 20,2017 REQUEST FOR PROPOSAL FOR: INFORMATION TECHNOLOGY SOLUTIONS&SERVICES PROPOSAL DUE DATE AND TIME:October 23,2017—3:00 P.M.LOCAL ARIZONA TIME Notice is hereby given sealed proposals will be received by the Purchasing Division, City of Mesa, Mesa City Plaza, 20 East Main Street, Suite#400, Mesa,Arizona 85201, until the date and time cited above. Proposals received by the correct date and time will be opened publicly and read aloud by the Purchasing Division's Procurement Administrator(or designated representative). Issue Request for Proposals September 20,2017 Pre-Proposal Conference(Optional) October 3,2017—10:00 am local Arizona time Questions due from Proposers October 6,2017—3:00 pm local Arizona time �9 City of Mesa response to Questions October 12,2017 Proposal Due Date October 23,2017—3:00 pm local Arizona time U) CL VENDOR CONFERENCE/SITE VISIT: Date and Time: October 3,2017—10:00 a.m.local Arizona time Location: City of Mesa—Mesa City Plaza 20 E Main Street,Conference Room 450 South Mesa,AZ 85201 O Teleconference Number: 480-644-6120,PIN 319405 U) 0 The conference provides interested parties an opportunity to discuss the City and National IPA's needs and ask questions. Please read the entire solicitation package and submit the proposal in accordance with the instructions. This document(less this invitation and the instructions)and any required response documents,attachments,and submissions will constitute the proposal.Proposal envelopes with insufficient postage will not be accepted by the City of Mesa. Proposals must be in the actual possession of the Purchasing Division Office at the location indicated,on or prior to the exact date and time indicated above.Late submittals shall not be considered under any circumstances. Questions concerning this solicitation should be directed,IN WRITING,to the following Purchasing contacts or their designees: �9 Technical Questions: General or Process Questions: Sharon Brause,CPPO,CPPB,CPCP Cyndi Gonzales Senior Procurement Officer Procurement Specialist PHONE:480-644-2815 PHONE:480-644-2179 cy FAX (480)644-2655 FAX:(480)644-2655 Sharon.BrauseCa7MesaAZ.gov Cyndi.GonzalesCa7MesaAZ.gov NOTE: THE CITY OF MESA PUBLISHES ITS SOLICITATIONS,ATTACHMENTS,AND ADDENDA ONLINE AND THEY 21 ARE AVAILABLE FOR VIEWING AND/OR DOWNLOADING AT THE FOLLOWING INTERNET ADDRESS: http://www.mesaaz qov/business/purchasing LL a ffllll vendors wsiisllling is conduct Ilsnustimss wsitlln tll a^City are ird:giiuhed is ra:gn ster aiind urnuaiinntaaiinn allll iinnfsrrnuaflo n oused for tuna^ nnotfflc aflonn of sslliisitaaflonn opportounnitiies and iissnunaunce of ppayrna^nnt in tuna^Vendor Self Sa^irra cp(SSS)systa rn."II u a.a>Sdusta*�ir on�naf rads�ws oafafdtdsunsll vendor dnnfsrurnotdsnn,Ss is Ilnttpa�lluxpats"msa,Susra/iaousuuna^�s,q,lpaouu vylhnss,�,Vnglraa°�u�ndus„t sa^Ilf sa°�r,ra,s C14 4e8 00 a T_ CD C°4 E U Packet Pg. 747 C.16.g CL TABLE OF CONTENTS LO PAGEml ml NOTICE 1 N TABLE OF CONTENTS 2 U) O C) SECTIONS: INSTRUCTIONS 3-13 SCOPE OF WORK 14-18 ATTACHMENTS: ATTACHMENT A PRICING 19 cm ATTACHMENT B REQUIRED RESPONSE FORMS 20 (5 pages) A L- CIL ATTACHMENT C RESPONDENT QUESTIONNAIRE 21 ATTACHMENT D NATIONAL IPA PRINCIPAL PROCUREMENT AGENCY("PPA") 22 O U) EXHIBITS: 0 2 EXHIBIT 1 DRAFT AGREEMENT 23-39 EXHIBIT 2 MAILING LABEL 40 E �9 C) x CN 00 2018011 Page 2 of 41 C14 E C) Packet Pg. 748 C.16.g CL INSTRUCTIONS LO 1. GENERAL: Please read the entire Solicitation package and all attachments before submitting a MT Response. Responses must be in accordance with the provisions,specifications and instructions set forth herein and will be accepted until the date and time the Response is due. N 2. VENDOR QUESTIONS: All questions regarding the contents of this Solicitation,and Solicitation U) process(including requests for ADA accommodations),must be directed solely to the Procurement Officer or the Purchasing Administrator. Questions should be submitted in writing via letter,fax or email. Questions received after due date and time for vendor questions (October 61h) may be answered at the discretion of the City. 3. INSTRUCTIONS FOR PREPARING AND SUBMITTING RESPONSE: Respondents will have the option to submit their responses either electronically or physically through hard copy response. Respondents shall provide their Responses in accordance with the following form and content requirements: ELECTRONIC RESPONSE: a. Responses shall be submitted through the City of Mesa's Purchasing Website at http://www.mesaaz.gov/business/purchasing/bid-opportunities under the appropriate solicitation opportunity. Submissions submitted elsewhere or under the wrong solicitation will not be considered. �9 b. Responses must be signed by an authorized representative of Respondent with the authority to bind Respondent to make such commitments to the City set forth in the Response. c. Responses should be specific to the Solicitation and present details on all requested LM CL information in a concise manner. HARD COPY RESPONSE: a. Submit one (1)signed original hardcopy of all Response documents along with three (3) O copies. Do not use spiral binding or comb binding on Responses or any Response u) documents. Three-ring binders are preferred for large submissions. 0 C) b. Submit one(1)flash drive providing all Response documents in PDF,Word,and Excel(utilize Excel only if spreadsheets/graphs/charts are included as a part of the Response). — c. All Responses must be signed, sealed and addressed to the Purchasing Division and Respondents shall address all Responses identified with a shipping address, serial number, and title in the following manner: City of Mesa Mesa City Plaza-Purchasing Division 20 East Main Street,Suite 400 Mesa,Arizona 85201 RFP No.2018011—Information Technology Solutions&Services C) d. Responses must be signed by an authorized representative of Respondent with the authority to bind Respondent to make such commitments to the City set forth in the Response. e. Responses should be specific to the Solicitation and present details on all requested information in a concise manner. LO C°4 00 2018011 Page 3 of 41 CN 4i E C) Packet Pg. 749 C.16.g CIL INSTRUCTIONS LO 4. RESPONSE FORMAT: MT MT Table of Contents.Identify contents by tab and page number N TAB 1 -Letter of Transmittal. A brief letter of transmittal should be submitted that includes the U) following information: O 1. The Respondent's understanding of the work to be performed. O 2. A positive commitment to perform the service within the time period specified. 3. The names of key persons, representatives, project managers who will be the main contacts for the City regarding this Solicitation. TAB 2-Program Description AND Method of Approach. Clearly define the services/irr,rrfGa(;,t.,u Deleted:materials offered and Respondent's method of approach to including, but not limited, to the following criteria: 1. Provide a response to the national program. a. Include a detailed response to Attachment D, Exhibit A, National IPA Response for National Cooperative contract. Responses should demonstrate a strong national , presence,describe how offeror will educate its national sales force about the contract, describe how products and services will be distributed nationwide, include a plan for marketing the products and services nationwide, and describe how volume will be tracked and reported to National IPA. b. The successful offeror will be required to sign Attachment D, Exhibit B, National IPA �y Administration Agreement. Offerors should have any reviews required to sign the document prior to submitting a response. Offeror's response should include any proposed exceptions to the National IPA Administration Agreement. , 2. Provide a description of the product lines that can be provided by your firm. CL 3. Provide a description of the services that can be provided by your firm. 4. Provide a detailed description of any programs available for Participating Agencies seeking to set and meet goals for historically underutilized businesses (e.g. minority, woman, veteran,disabled,etc.). Discuss how transactions between offeror and tier one suppliers and Participating Agencies and tier one suppliers will be tracked and accounted for and O any quality assurance measures that are in place to assure a high-performance standard 0 for tier one suppliers. U 5. Describe how your firm proposes to distribute the products/services nationwide. 6. Identify all subcontractors that will be involved in processing agency orders under this contract and describe their distribution/delivery processes. 7. Provide the number,size and location of your firm's distribution facilities,warehouses,and retail network as applicable Provide information on the productivity of your facilities and systems as follows: a. How many orders are processed daily on an average b. How many devices does your facility configure daily on an average c. What is the highest number of orders processed in a single day d. What is the highest number of devices configured in a single day from the facilities described ° 8. State any return and restocking policy,and any fees,if applicable associated with returns. 9. Describe your invoicing process. Is electronic invoicing available? Is summary invoicing available? Are there other options on how an agency receives an invoice? 10. Describe your delivery commitment: a. What is your fill rate guarantee? b. What are your delivery days? c. Do you offer next day delivery? d. How do you facilitate emergency orders? e. Are shipping charges exempt for ALL who use this contract? LO f. Describe how problems(such as a customer ordering a wrong product or a customer N receiving a defective product;etc.)are resolved. 11. Describe the types of customer service available to agencies that use this contract: 00 2018011 Page 4 of 41 C14 E U Packet Pg. 750 C.16.g CIL INSTRUCTIONS LO a. Is online support available? b. Is phone support available? c. Can agencies request a dedicated service representative and/or a dedicated service N team? If a dedicated customer service representative and/or team are assigned,what types of services does the representative/team provide? How do you help the U) 0 customer manage our account? C5 d. How are problems resolved? e. What are the location and hours of your call centers? f. What response time is guaranteed when a customer service request is made? g. Do you measure/track the success of your customer service program? If so,how do you do this,and what are your findings? h. Describe in detail your company's ability to hold/warehouse customers'orders and if there are any cost associated. 12. Describe how your company will assist customers in navigating OEM warranty process. 13. Describe how your firm will notify customers of new products. 14. Describe how your company will assist and support customers when their standardized is reaching EOL(end of life). 15. Describe if technical support questions are handled the same way as a customer service request? If not,describe the type(s)of technical support available,the location of technical support, and the hours of technical support. Is it the intent to use employees of your company or will this be an outsourced function? 16. Describe what other services you offer that would be applicable to this contract(e.g.,cloud, services,maintenance,implementation,design,analysis,training,repair,etc.) 17. Describe options for leasing and financing and the various payment methods accepted. e) CL TAB 3-Pricing Forms. The cost portion of the Response should include the following criteria: 1. Provide price proposal as requested on the Pricing Document(Attachment A—"National" TAB)attached herein. In addition to indicating your proposed discounts on the Price Page, you must also apply those discounts to the sample items listed in the City's Market Basket W listed in Attachment A. 0 2. Propose and provide details of additional discounts or rebates for volume orders,special U) manufacturers'offers,free goods program,total annual spend,etc. U TAB 4-Qualifications.(Abilities,Experience and Expertise).The following information should be included: 1. Provide a brief history and description of your firm.Discuss firm's national presence in the IT solutions industry. 2. Provide the total number and location of sales persons employed by your firm. 3. Provide the number and location of support centers(if applicable). 5. Provide Public sector sales figures for 2014, 2015 and 2016 and the percentage mix of �9 hardware,software,and services 6. Please submit your FEIN and Dunn&Bradstreet report. 7. Provide a summarization of your experience in performing work similar to that outlined in this solicitation. 8. Provide a minimum of three references for which your firm has provided the same solution O (please include company name, address, contact person, phone number, email address and dates of service). References from other public agencies, particularly municipal governments,are preferred. 9. Provide resumes and three references(preferably from the public sector)for the primary 75 customer service representative(s). Resume(s) shall include their title within the organization, a description of the type of work they would perform, the individuals' credentials, background, years of experience and relevant experience, etc. References should include the contact's name, phone number,email, position,organization,and the LO work which the Offeror performed for the reference. CN 10. Provide information regarding if your organization ever failed to complete any work awarded. 00 2018011 Page 5 of 41 CN 4i E U Packet Pg. 751 C.16.g CIL INSTRUCTIONS LO 11. Provide information regarding if your firm,either presently or in the past,has been involved in any litigation,bankruptcy,or reorganization. C°4 TAB 5—Technology. 1. Describe your website and the ease-of-use for customers to perform the following types of U) tasks: a. to search for products b. to find alternate products(if a certain product is not available) c. to perform side-by-side price comparison of products d. to order products f. to track order status,to include backordered items g. to determine when an item was received and who received it h. to restrict/block the ordering of certain line items and to restrict/block the ordering of groups i. to create approval paths/levels for orders, to include creating an approval path for restricted items j. to create a"favorites"list or subscribed purchases other personalized list of frequently ordered items k. to create a"shared"list for an agency to use I. to obtain online customer service m. to receive online training n. to accept credit card payment(and describe the level of data offered; also describe your security measures for credit card orders) o. to track their budget for purchases U) p. to generate reports CL 2. Describe additional functionality offered by your website. Provide screen shots,a demo "CD/jump drive,"a demo URL,a manual,etc.,or any other format that will aid the City in our evaluation of your website. 3. Describe any national awards and/or other recognition that your website has received. W 4. Describe the hours your website is available? What are your hours of downtime,such as O for system maintenance? U) 5. Does your website offer real time product availability? 6. How does your company leverage your website to inform customers of the additional 2 savings that may be available. 7. Describe the types of email confirmations that your website generates. What events trigger an email going to the customer? 8. Describe the registration process to set up newcustomers for your online ordering process. Is self-registration available? If an agency does not want self-registration,are you available to assist in the registration process? 9. Describe if your website can be customized for an agency's specific needs,such as placing �9 our logo on your website, associating an agency blanket purchase order number on all orders,creating a bulletin board or other place to display customized messages,displaying approved configurations, naming certain fields (i.e., user defined fields, ability to include budget information),etc. 10. Describe the types of online reporting that are available. Is customized reporting available? 11. Describe your online return process(if available). 12. Describe any third-party integration that you have successfully implemented. For example, is your website integrated with any third-party procurement,financial,or purchasing/credit card systems? Is there a cost for these services? 13. Describe your strategic vision for your website—i.e., Is new functionality expected to be added?If so,describe the functionality and the timeline for implementation. How often is the web redesigned? As technology evolves(for example,new search engines are more LO robust),does your website evolve,too? Etc. N TAB 6-Other Forms. The following forms should be completed and signed: 00 2018011 Page 6 of 41 CN 4i E C) Packet Pg. 752 C.16.g CIL INSTRUCTIONS LO 1. Vendor Information form 2. Exceptions&Confidential Information form 3. General Questionnaire form N 4. Lawful Presence Affidavit 5. Respondent Certification form(Offer and Acceptance) U) 6. Respondent Questionnaire 7. W-9 Form.All responses should include a fully completed, current W-9 form. Failure to include the W-9 will not disqualify your response,however the W-9 must be submitted to the City prior to the execution of any contract pursuant to this Solicitation. (http-://www.irs.gov/pub/`lrs-pdf/fw9.pdf 5. RESPONSE CHECKLIST: This checklist is provided for your convenience. It is not necessary to return a copy with your Response. Only submit the requested forms and any other requested or descriptive literature. ❑ Response will be sent in time to be received by City before Response due date and time. ❑ Original and proper number of copies submitted IX ❑ Response container properly labeled ❑ Pricing,math double-checked,form completed and included(Attachment A) ❑ Required Response Forms completed and included(Attachment B) ❑ Respondent Questionnaire form completed and included(Attachment C) ❑ Response to a National Program(Attachment D) ❑ W-9 Request for Taxpayer Identification Number and Certification form completed and included(http://www.irs.gov/pub/irs-pdf/fw9.pdf) ❑ Warranty information,as applicable U) CL 6. ADDENDA: Any changes to the solicitation document will be in the form of an addendum. Addenda are posted on the City website. Contractors are cautioned to check the Purchasing Website or the Self-Service portal for addenda prior to submitting their Response. The City will not be held responsible if a vendor fails to receive any addenda issued. The City shall not be W responsible for any oral changes to these specifications made by any employees or officer of the City and Contractors are cautioned not to rely on any such changes. Failure to acknowledge receipt of an addendum may result in disqualification of a Response. LM U 7. RESPONSE OPENING: The City will open all Responses properly and timely submitted,and will record the names and other information specified by law and rule. No responsibility will attach to the City of Mesa,its employees or agents for premature opening of a Response that is not properly addressed and identified. All Responses become the property of the City and will not be returned except in the case of a late submission. Results,as read at the public opening,will be posted on the City website. Responses will be available to the public in accordance with the City Procurement Rules. �9 8. LATE RESPONSES: The Respondent assumes responsibility for having the Response delivered on time at the place specified. All Responses received after the Response Due date and time shall not be considered and will be returned unopened to the Respondent. The Respondent assumes the risk of any delay in the mail or in handling of the mail by employees of the City of Mesa,or any C) private courier, regardless whether sent by mail or by means of personal delivery. Respondents must allow adequate time to accommodate all registration and security screenings at the delivery site;a valid photo I.D. may be required. It shall not be sufficient to show that Respondent mailed or commenced delivery before the due date and time as the Response must be received by the 75 City prior to the specified date/time. All times are Mesa,Arizona local times. Respondents agree to accept the time stamp in the City Purchasing Office as the official time. 9. RESPONSE FIRM TIME: Responses shall remain firm and unaltered after opening for 180 Days LO unless the time is extended or amended as agreed upon Respondent and the City. Examples of C14 where an extension or amendment may be necessary include, but are not limited to: (i)contract negotiations with selected Respondent; (ii)submission of a Best and Final Offer by Respondent; 00 2018011 Page 7 of 41 CN 4i E U Packet Pg. 753 C.16.g CIL INSTRUCTIONS LO (iii)City needing additional time to review responses.The City may accept the Response,subject to successful contract negotiations,at any time during this period. C°4 611, 10. LOBBYING PROHIBITION: Any communication regarding this Solicitation for the purpose of influencing the process or the award,between any person or affiliates seeking an award from this U) Solicitation and the City including,but not limited to,City Council,City employees,and consultants hired to assist the City in the Solicitation,is prohibited. This prohibition is imposed from the time of the first public notice of the Solicitation until the City cancels the Solicitation,rejects all Responses,awards a contract,or otherwise takes action which ends the Solicitation process. This section shall not prohibit public comment at any City Council meeting,study session,or City Council committee meeting. This prohibition shall not apply to Respondent-initiated communication with the contact(s)identified in the Solicitation or City-initiated communications for the purposes of conducting the procurement including, but not limited to, vendor conferences, clarification of Responses, presentations if provided pursuant to the Solicitation, requests for Best and Final Responses(as set forth in the IX City Procurement Rules), contract negotiations, protest/appeal resolution, or surveying non- responsive vendors. Violations of this provision shall be reported to the Purchasing Administrator. Persons violating this prohibition may be subject to a warning letter or rejection of their Response depending on the nature of the violation. �9 11. LAWFUL PRESENCE IN THE UNITED STATES: Arizona Revised Statutes§1-501 and§1-502 require all persons who will be awarded a contract(a Public Benefit as defined in 8 USC Section 1621)must demonstrate they are lawfully present in the United States. Person under the statute CL is defined as a natural person and therefore excludes Limited Liability Companies, Corporations, Partnerships,or other similar types of business entities as indicated on a W-9 form. Individuals(natural persons)or Sole Proprietorships must complete the affidavit in the"Required , Response Forms"section of this Solicitation. Respondents thatfail to provide a completed affidavit and provided the necessary documentation may be deemed non-responsive. U) 0 12. COMMENCEMENT OF WORK: If a Respondent begins any billable work prior to the City's final C? approval and execution of the contract,Respondent does so at its own risk. 13. RESPONSIBILITY TO READ AND UNDERSTAND: Failure to read,examine and understand the Solicitation and any of its addenda will not excuse any failure to comply with the requirements of the Solicitation or any resulting contract, nor shall such failure be a basis for claiming additional compensation. The City is not responsible for and will not pay any costs associated with the preparation and submission of a Response. Respondents are cautioned to verify their Responses �9 before submission,as amendments to or withdrawal of Responses submitted after time specified for opening of Responses may not be considered. The City will not be responsible for any Respondent errors or omissions. C) X LO C°4 00 2018011 Page 8 of 41 C14 E C) Packet Pg. 754 C.16.g CIL INSTRUCTIONS LO 14. FORM AND CONTENT OF RESPONSES: Responses may be submitted on-line(if the option is indicated), mailed or hand-delivered. E-mail or fax submissions will not be accepted. Unless otherwise instructed or allowed,Responses shall be submitted on the forms provided. An original N and the designated number of copies of each Response are required. Responses, including modifications, must be submitted in ink, typed, electronically, or printed form and signed by an U) authorized representative of the Respondent. Please line through and initial rather than erase changes.Any modifications to the Solicitation must be identified in the"Exceptions"section of the required response forms. The City does not encourage exceptions. The City is not required to grant exceptions and depending on the exception, the City may reject the Response as non- responsive. The City reserves the right at its sole discretion to negotiate exceptions with a Respondent. If the Response is not properly signed or if any changes are not initialed, it may be considered non-responsive. In the event of a disparity between the unit price and the extended price,the unit price shall prevail unless obviously in error,as determined by the City. The City may require that Responses be submitted on disk, flash drive, or through electronic means. The Response must provide all information requested and must address all points set forth in the Solicitation. IX 15. SPECIFICATIONS: Technical specifications define the minimum acceptable standard. When the specification calls for"Brand Name or Equal,"the brand name product is acceptable. The use of a brand name is for the purpose of describing the standard of quality, performance, and characteristics desired and is not intended to limit or restrict competition. If a Respondent wishes to provide a material or service that is not the brand name,the equivalent material or service must meet the standard of quality of the brand name product, which is determined at the City's sole discretion. Equivalent products will be considered upon showing the other product meets stated U) specifications and is equivalent to the brand name product in terms of quality, performance and CL desired characteristics. Products that are substantially equivalent to those brands designated will qualify for consideration. Minor differences that do not affect the suitability of the supply or service for the City's needs may be accepted. Burden of proof that the product meets the minimum standards or is equal to the brand name product is on the Respondent. The City reserves the right to reject Responses that O the City deems unacceptable for any reason. 0 U 16. MODIFICATION/WITHDRAWAL OF RESPONSE: Written requests to modify or withdraw a Response received by the City prior to the scheduled opening time for Responses will be accepted and will be corrected after the Response due date and time. No oral requests will be allowed. Requests must be addressed and labeled in the same manner as the Response and marked as a MODIFICATION or WITHDRAWAL of the Response. Requests for withdrawal after the Response Due date and time will only be granted upon proof of undue hardship and may result in the forfeiture of any Response security. Any withdrawal after the Response due date and time shall be allowed solely at the City's discretion. 17. DEBARMENT DISCLOSURE: If the Respondent has been debarred, suspended, or otherwise lawfully precluded from participating in any public procurement activity,including being disapproved as a subcontractor with any federal,state,or local government or agency,or if any such preclusion cy from participation from any public procurement activity is currently pending,the Respondent shall include a letter with its Response identifying the name and address of the governmental unit,the effective date of the suspension or debarment,the duration of the suspension or debarment,and the relevant circumstances relating to the suspension or debarment.If suspension or debarment is currently pending, a detailed description of all relevant circumstances must be provided by the Respondent, including the details enumerated above. A Response from a Respondent who is currently debarred,suspended or otherwise lawfully prohibited from any public procurement activity may be rejected. Failure of a Respondent to disclose a debarment or suspension in accordance LO with this Section may result in the Response being disqualified for award of the Solicitation. N 00 2018011 Page 9 of 41 C14 E U Packet Pg. 755 C.16.g CIL INSTRUCTIONS LO 18. RESERVATIONS: The City reserves the right to reject any or all Responses or any part thereof; to re-issue the Solicitation; to reject non-responsive or non-responsible Responses; to reject unbalanced Responses;to reject Responses where the terms, prices,or awards are conditioned N upon another event;to reject individual Responses for failure to meet any requirement;to award by item, part or portion of an item,group of items,geographical region or total;to make multiple U) awards;to waive minor irregularities,defects,omissions,informalities,technicalities or form errors in any Response; to conduct exclusive or concurrent negotiations of any terms, conditions, or exceptions taken by a Respondent or the terms of any agreement/document a Respondent would require the City to sign should Respondent be awarded a contract;and to reject Responses that are outside the City's budgeted amount for the odu t. or services that are the subject of the Solicitation. The Citymay seek clarification of the Response from Respondent at an time, and Deleted:material Y g � p p Y1 i` � failure to respond is cause for rejection. Submission of a Response confers no right to an award or to a subsequent contract. The City is charged by its Charter to make an award that is in the best interest of the City. All decisions on compliance,evaluation,terms and conditions shall be made solely at the City's discretion and made to favor the City. No binding contract will exist between the Respondent and the City until the City executes a written contract or purchase order. 19. EXCEPTIONS TO A SOLICITATION: Changes to the Solicitation document requested by a Respondent may not be acknowledged or accepted by the City. Award or execution of a contract does not constitute acceptance of a changed term, condition or specification in the Solicitation unless specifically acknowledged and agreed to by the City.The copy of the Solicitation,including all addenda,maintained and published by the City shall be the official Solicitation document. Any exception to the Solicitation must be set forth in the "Exceptions" portion of the Response; any exceptions not indicated in the"Exceptions" portion of the Response will be deemed rejected by U) the City,void and of no contractual significance.The City reserves the right to:(i)reject any or all CL exceptions requested by a Respondent; (ii), determine a proposal non-responsive due to the exception(s)made by Respondent;(iii)enter into negotiations with a Respondent regarding any of the Respondent's exceptions; (iv) adjust points from the Respondent's score in the applicable evaluation criteria category or categories;or(v)accept any or all of a Respondent's exceptions. W O 20. COPYING OF RESPONSES: The Respondent hereby grants the City permission to copy all parts U) of its Response including,without limitation, any documents and/or materials copyrighted by the Respondent. The City's right to copy shall be for internal use in evaluating the Response. 2 21. CONTRACTOR ETHICS: Contractors doing business with the City shall adhere to the Procurement Ethics Standards,Article 7 of the Procurement Rules. It is the policy of the City to promote courtesy, fairness, impartiality, integrity, service, professionalism, economy, and government by law in the Procurement process.The responsibility for implementing this policy rests with each individual who participates in the Procurement process, including Respondents and Contractors. The failure of a Respondent or Contractor to meet the ethical standards may result in �9 the disqualification of award under the Solicitation or the termination of a contract with the City. To achieve the purpose of this Section,it is essential Respondents and Contractors doing business with the City observe the ethical standards prescribed herein and in the City Charter, Code Procurement Rules and Management Policy 200. It shall be a breach of ethical standards to: cy a. Exert any effort to influence any City official, employee or agent to breach the standards of ethical conduct. b. Intentionally invoice any amount reater than rovided in a contract or to invoice for 1roduct, Deleted:material p or services not rovided. g p c. Intentionally offer or provide sub-standard hrirr,fGa t. g,i services or to intentionally not comply Deleted: materials or with any term,condition,specification or other requirement of a City contract. 22. GIFTS: The City will accept no gifts, gratuities or advertising products from Respondents or C14 prospective Respondents and affiliates. The City may request product samples from Respondents solely for the purpose of product evaluation. 00 2018011 Page 10 of 41 C14 E U Packet Pg. 756 C.16.g CIL INSTRUCTIONS LO 23. EVALUATION PROCESS: Responses will be reviewed by a screening committee comprised of City employees and/or any agents authorized by the City to participate in the evaluation. City staff N 611, may initiate discussions with Respondents for clarification purposes; however, a request for clarification is not an opportunity for a Respondent to change the Response. A request for U) clarification from a Respondent does not guarantee clarification will be requested from any other Respondents. Respondents shall not initiate discussions with any City employee,agent or official as set forth in the Lobbying section of these instructions including, but not limited to, members of the evaluation committee. 24. PRESENTATIONS/INTERVIEWS: The City reserves the right to conduct interviews which may include a demonstration of the supplier's website with some or all of the offerors at any point during the evaluation process.However,the City may determine that interviews are not necessary.In the event interviews are conducted, information provided during the interview process shall be taken into consideration when evaluating the stated criteria.The City shall not reimburse the offeror for the costs associated with the interview process. 25. SHORT-LISTING: The City, at its sole discretion, may create a short-list of the highest scored Responses based on a preliminary evaluation of the Responses against the evaluation criteria. Only those short-listed Respondents will be invited to give presentations/interviews. Upon conclusion of any presentations/interviews,the City will finalize the scoring against the evaluation criteria. 26. ADDITIONAL INVESTIGATIONS. The City reserves the right to make such additional investigations as it deems necessary to establish the competence and financial stability of any CL offeror submitting a proposal. 27. PRIOR EXPERIENCE. Experiences with the City and entities that evaluation committee members represent and that are not specifically mentioned in the solicitation response may be taken into consideration when evaluating offers. O U) 28. BEST AND FINAL OFFERS: The City may request Best and Final Offers if the City deems 0 necessary and the City will determine the scope and subject of any Best and Final request. c? Respondents should not expect the City will always ask for Best and Final Offers. Therefore,all Respondents must submit their best offer based on the specifications,terms and conditions in the Solicitation. 29. CRITERIA FOR EVALUATION AND AWARD: a. The criteria that will be evaluated and their relative weights are: �9 Evaluation Criteria Points Firm's Proposed Solution Information provided or referenced by Respondents in response to the Solicitation. Sources of information to be evaluated include,but are not 500 O limited to,as applicable,Responses,presentations,interviews,and Best and Final Offers. Firm's Qualifications&Experience Information pertaining to the quality of work,accomplishments,skill,and knowledge regarding a Respondent's suitability for award. Information 300 I can come from any source including,but not limited to, Responses, Best and Final Offers,references,publicly or privately available information, and the City's experience with a Respondent. LO Firm's Proposed Pricing N Pricing will be evaluated based on the below criteria. 200 00 2018011 Page 11 of 41 C14 E U Packet Pg. 757 C.16.g CIL INSTRUCTIONS LO The City has provided various sample items on the City of Mesa Market Basket Pricing(See Attachment A— "Pricing") for pricing evaluation purposes. Suppliers are encouraged to provide pricing on as many items as possible. N Full Market Basket pricing will be evaluated based on the below equation: U) O U Lowest Proposal Cost Proposal Cost being evaluated X Price Points Possible =Pricing Score b. If less than three (3) Responses to a Solicitation are deemed responsive by the City, at the City's sole discretion, the Responses may be evaluated using simple comparative analysis instead of any announced method of evaluation, subject to meeting administrative and responsibility requirements. c. Each Response will be evaluated based upon responsiveness and responsibility criteria. A failure to meet responsiveness or responsibility criteria will render a Respondent ineligible for award of a contract under the Solicitation. 1. Responsiveness. The City will determine whether the Response complies with the instructions for submitting a Response set forth in the Solicitation(i.e.the completeness of the Response which encompasses the inclusion of all required attachments and submissions). Responsiveness will also be examined as it pertains to items set forth in this Solicitation that state a Respondent may be deemed non-responsive based upon the 0 content of their Response. The City will reject any Responses that are submitted late. Failure to meet any requirements in the Solicitation may result in rejection of a Response as non-responsive. , CL 2. Responsibility. The City will determine whether a Respondent is one with whom the City should do business. Factors the City may evaluate to determine responsibility include,but are not limited to: an excessively high or low priced Response; past performance under any agreement with the City;references from any source including,but not limited to,those , found outside the references listed in the Response and City employees,agents or officials 0 who have experience with the Respondent;compliance with applicable laws;Respondent's U) record of performance and integrity(e.g.has the Respondent been delinquent or unfaithful to any contract with the City,whether the Respondent is qualified legally to contract with the City,financial stability and the perceived ability to perform completely as specified). A 2 Respondent must at all times have financial resources sufficient,in the opinion of the City, to ensure performance of the contract and must provide proof upon request. City staff may also use Dun&Bradstreet or any generally available industry information to evaluate the Respondent. The City reserves the right to inspect and review Respondent's facilities, equipment and personnel and those of any identified subcontractors. The City will determine whether any failure to supply information,or the quality of the information,will �y result in Respondent being deemed non-responsible. d. As a part of the Response, Respondents are requested to provide references. The City reserves the right to: (1)Not contact any or all of a Respondent's references as the City may evaluate reference information provided in a Response;(2)Contact references not included in C5 a Respondent's Response; and (3) Utilize as a reference City staff members who have X experience with a Respondent. As references may not be contacted, Respondents are encouraged to provide as much detail as possible in Attachment C (Respondent Questionnaire). 30. COST JUSTIFICATION: In the event only one Response to the Solicitation is received,the City I may require the Respondent submit a cost offer in sufficient detail for the City to perform a cost/price analysis to determine if the Response price is fair and reasonable. LO 31. CONTRACT NEGOTIATIONS AND ACCEPTANCE: Respondent must be prepared for the City N to accept the Response as submitted. If Respondent fails to sign all documents necessary to successfully execute the final contract within a reasonable time as specified,or negotiations do not 00 2018011 Page 12 of 41 CN 4i E U Packet Pg. 758 C.16.g CIL INSTRUCTIONS LO result in an acceptable agreement,the City may reject the Response or revoke the award,and may begin negotiations with another Respondent. Final contract terms must be approved or signed by the appropriately authorized City official(s). No binding contract will exist between the Respondent N and the City until the City executes a written contract or purchase order. U) 32. NOTICE OF INTENT TO AWARD: Notices of the City's intent to award a contract are posted to the Purchasing Division's website before 6:00 PM local time on Wednesdays. If Wednesday is a holiday observed by the City,notice will be posted on Tuesday. It is the Respondent's responsibility to check the City of Mesa Purchasing website at httpe//mesaaz.gov/business/purchasing to view Purchasing's Intent to Award notices. This is the only notification you will receive regarding the City's Intent to Award a contract related to this Solicitation. 33. PROTESTS AND APPEALS: If a Respondent or any person believes there is a mistake, impropriety, or defect in the Solicitation, believes the City improperly rejected its Response, or IX believes the selected Response should not receive the City contract based upon a fact supported , issue with the Solicitation or selected Respondent or otherwise protests the award to the Respondent,the Respondent may submit a written protest. All protests and appeals are governed by the City Procurement Rules("Procurement Rules"). The rules surrounding protests and appeals may be found in Section 6 of the Procurement Rules which are located on the Purchasing Division website at _http-.//mesaaz.gov/business/purchasinq. Please see the Procurement Rules for more �y information on the submission of a protest and corresponding appeal rights; if there exist any discrepancy in this Section and the Procurement Rules, the language of the Procurement Rules will control. CL ADDRESS PROTESTS TO: ADDRESS APPEALS TO: Matt Bauer Edward Quedens Procurement Administrator Chief Procurement Officer 20 East Main Street,Suite 400 20 East Main Street,Suite 450 , PO Box 1466 PO Box 1466 O Mesa,Arizona 85211-1466 Mesa,Arizona 85211-1466 U) Fax:(480)644-2655 Fax:(480)644-2687LM Email:Matt.Bauer@MesaAZ.gov Email:Ed.Quedens@MesaAZ.gov 2 34. POLICY DOCUMENTS: The City of Mesa Charter, Code, Procurement Rules and Management Policy 200 govern this procurement and are incorporated as a part of this Solicitation by this reference. A copy of these documents may be found on Mesa Purchasing Division's website at www.mesaaz.goy/business/purchasing. �9 C) X CN 00 2018011 Page 13 of 41 CN 4i 0 E C) Packet Pg. 759 C.16.g CIL SCOPE OF WORK LO This Scope of Work and the Technical Requirements will be compiled into any resulting contract as Exhibit A. C°4 611, 1. INTENT. The City of Mesa(the"City")is requesting proposals from firms qualified to provide Information Technology Solutions and Services to be delivered to various locations throughout the City. Requirements U) and qualifications are defined in detail in the following Scope of Work and Technical Requirements Sections of this Request for Proposal(RFP). 2. NATIONAL CONTRACT REQUIREMENTS. The City,as the Principal Procurement Agency,as defined in Attachment D, has partnered with the National Intergovernmental Purchasing Alliance Company ("National IPA") to make the resultant contract (also known as the "Master Agreement" in yr fGar,,,t. Deleted:materials distributed by National IPA)from this solicitation available to other public agencies nationally, including state and local governmental entities,public and private primary,secondary and higher education entities, non-profit entities, and agencies for the public benefit ("Public Agencies"), through National IPA's cooperative purchasing program.The City of Mesa is acting as the contracting agency for any other Public Agency that elects to utilize the resulting Master Agreement. Use of the Master Agreement by any Public IX Agency is preceded by their registration with National IPA as a Participating Public Agency in National IPA's cooperative purchasing program. Attachment D contains additional information on National IPA and the cooperative purchasing agreement. National IPA is a channel partner with,Vizient(formally,Novation). Together we leverage over$100 billion in annual supply spend to command the best prices on products and services. With corporate,pricing and sales commitments from the Supplier, National IPA provides marketing and administrative support for the Supplier that directly promotes the Supplier's products and services to Participating Public Agencies though U) multiple channels, each designed to promote specific products and services to Public Agencies on a CL national basis. Public Agencies benefit from pricing based on aggregate spend and the convenience of a contract that has already been advertised and competed. The Supplier benefits from a contract that allows Participating Public Agencies to directly purchase goods and services without the Supplier's need to respond to additional competitive solicitations. As such, the Supplier must be able to accommodate a W nationwide demand for services and to fulfill obligations as a nationwide Supplier and respond to the O National IPA documents Attachment D. U) O The City anticipates spending approximately$10 million over the full potential Master Agreement term for C? IT Solutions. While no minimum volume is guaranteed to the Supplier,the estimated annual volume of IT Solutions purchased under the Master Agreement through National IPA is approximately$500 million. This projection is based on the current annual volumes among the City,other Participating Public Agencies that are anticipated to utilize the resulting Master Agreement to be made available to them through National IPA,and volume growth into other Public Agencies through a coordinated marketing approach between the Supplier and National IPA. �9 3. MINIMUM REQUIREMENTS. Offerors should be able to meet the following minimum qualifications: a) A full range of information technology solution products and services to meet varying requirements of governmental agencies. b) Have a strong national presence as a computer solutions provider. c) Have a distribution model capable of delivering products,free of charge,in a timely manner on a C) nationwide basis. d) Have a demonstrated sales presence. e) Ability to provide a toll-free telephone and state of the art electronic facsimile and internet ordering and billing capabilities. f) Be able to meet the minimum requirements of the cooperative purchasing program detailed herein. LO CN 00 2018011 Page 14 of 41 CN 4i E C) Packet Pg. 760 C.16.g CIL SCOPE OF WORK LO 4. ORDERING. Although the City is open to alternate ordering methods,the primary methods for customers placing orders with the Supplier is through the following: C°4 a) Online b) Telephone U) b) Fax c) Email 5. DELIVERY REQUIREMENT. Supplier agrees to deliver all products to the desktop of the ordering to various locations customer be delivered F.O.B. destination, n man g cases within the City,the Supplier may be asked to 1l���������� y pre-paid rou hout the City. I I i, �i�� ion freight foroxhro '...21' I., , h Gail pY I• la deliver � all goods to the front counter within a given department. This is the City of Mesa requirement and other participating agencies may have other delivery requirements. 6. SCOPE OF PRODUCTS. The intent of this solicitation is to establish a contract with the ability to purchase IX a comprehensive,wide variety of Information Technology Solution Products including but not limited to the following categories: E a) Personal Computer Systems: National brand name desktop PCs, notebooks and laptops from Enterprise Tier and Middle Tier Suppliers that are business related computers, manufactured by companies,such as,Apple,COMPAQ,Dell,Gateway,Hewlett Packard,IBM/Lenovo and Toshiba. b) Standard Business Workstation: These will be used for typical tasks, which will include word processing,spreadsheet analysis,database management,business graphics,statistical analysis, LM CL internet,and other office automation activities. Product will include the operating system license, software media and documentation in the hardware shipment. c) High End Workstation: These will be used by application developers using GIS, CASE or other W high-level language development tools,Computer Aided Design and Drafting professional,Internet O Application developers or other sophisticated application work. Product will include the operating U) system license,software media and documentation in the hardware shipment. C) d) Laptop Computer or Notebook: These will be used by traveling or remote access user for typical office automation and business productivity use. With a port replicator or docking station, it may also be used as a standard desktop. Product will include the operating system license,software media and documentation in the hardware shipment. e) Network Equipment: This includes equipment primarily used for communications over an IP network. This includes layer 2 and layer 3 switches, routers,area wireless access points,point- to-point wireless access,optics,media interfaces(i.e.serial,T1,T3,OC3)and fiber channel. Class of equipment should include home office,small and medium business,and enterprise. Suppliers may include, but not limited to, Cisco Systems, Dell, Juniper Networks, HP, Extreme Networks, Enterasys Networks,D-Link,Netgear,and Brocade Communications Systems. C) f) Monitors: These will include plug and play compatible monitors that are manufactured for the above systems and/or any other brand that may be specifically called for by the ordering entity and which meet the most current UL and OSHA requirements. 75 g) Computer and Network Products and Peripherals: Complete availability of major manufacturers product lines on items such as,but not limited to RAM,graphic accelerator cards,network interface cards,cables,printers,scanners,keyboards,drives,memory cards,cables,batteries,etc. LO C'4 00 2018011 Page 15 of 41 CN E C) Packet Pg. 761 C.16.g SCOPE OF WORK LO h) Services: Services such as cloud computing, consulting, technical support, leasing/financing, trade-ins, repair, design, analysis, configuration, implementation, installation, training, and maintenance, etc. In addition, services which are related to the design, use or operation of the N products being purchased such as system configurations,testing, hardware/software installation, upgrades,imaging,etc. f) O U Note: All hardware should come assembled. For example,if extra memory,additional drives or peripherals are ordered, the Supplier must install them unless the Participating Agency request they not be installed. a I'l lgr slloll 2Lr2yklo tl 10so nflLl t orld rl tsl lotarr .. ,rvn�r . t,t. .tistoi"IIi,;;I � r�s�"1diffirrrlol tool. or l,d Io o . Irui:y islrhrly, silr.l,'rh��islrlr,rrl,r)�,r isrl�"y. i) Comprehensive Product Offering: Offeror's complete catalog and services offered shall be available. Each offeror awarded a contract under this solicitation may offer their complete product and service offering. Pricing for products and services must be entered on the appropriate section of the Price Page.The City reserves the right to accept or reject any or all items offered. IX j) Financing:Options available such as lease programs and conditional sales contracts. E 7. LICENSES. Participating Agencies may be required to sign a separate agreement, rider or End User Licensing Agreement("EULA")as required by manufacturers. 8. AWARD. It is the City's intention that a single or limited number of awards will be made under this solicitation however at the City's sole discretion, the City may consider multiple awards (See U) "Reservations"). C CL DEFECTIVE PRODUCT. All defective products shall be replaced and exchanged by the Suppliero p2rin)Ittod undor ..,,tho r)oriiufo(turoI: tGali..l hr„1!.... s11� :?,otalli, 1.... lr tGarrl,(rrrh�y. Irl,,,,21-y 2y!vx"I;t tllrx Ctl I,I,A 2gln�iu I oy Irl�,u Irrrn��,� IDg is.!;,,,s Ao risntY UJ V�MM/.III�`r.., ld a.+ ,s ) ry „Ga.rIrhrr will i...,, Irl�, xl xI"lt 1"lt Ve ) �..oss do� rl " rtl�``r,l "crcm.' O 0 Deleted:The ntransporaltion, inspect or 7,C��\Irrrl"r1...11rx C`,It��.w> J p unpacking,hall be f8J _. _ _. p p 0 g or 10. TERM. This solicitation is for awarding a purchasing contract to cover an initial five (5)year term. An the Supplier.All replacement products must be received cy estimated initial term of January 11t,2018 through December 315t,2022,not including any extensions or the City within seven(7)days of initial notification renewals subject to the terms of the Agreement.If the commencement of performance is delayed because the City does not execute the Agreement at this start date,the City may adjust the start date,end date and any milestones to reflect the delayed execution. The parties agree any job orders, project agreements or maintenance agreements executed against Contract during the effective term may survive beyond the expiration of said Contract as established and �9 agreed to in writing,by both parties. 11. RENEWALS. On the mutual written agreement of the Parties,the Term may be renewed up to a maximum of two(2)one(1)year periods. Any renewal(s)will be a continuation of the same terms and conditions as in effect immediately prior to the expiration of the then-current term. C) X 12. EXTENSIONS. Upon the expiration ofthe Term ofthe Agreement,including any renewals permitted herein, UJ at the City's sole discretion the Agreement may be extended for a maximum of six(6)months to allow for 21 the City's procurement processes in the selection of a Supplier to provide the services/(19 ifGa t under this Deleted:materials 75 Agreement. The Cityintends to notifythe Supplier in writingof its desire to extend the A reement at least thirty(30)calendar days prior to the expiration of the Term. Any extension will be a continuation of the same terms and conditions as in effect immediately prior to the expiration of the then-current term. LO 13. PRICING. Suppliers shall provide a price in the format of a minimum percentage discount off a verifiable C14 price index. Suppliers may submit discounts for various manufacturers. At the time of purchase,suppliers may offer deeper discounts beyond the discounted price list, based on volume or other factors, as 00 2018011 Page 16 of 41 C14 E U Packet Pg. 762 C.16.g CIL SCOPE OF WORK LO applicable.Minimum discounts will remain firm during the entirety of the initial term of the Contract,unless the Supplier requests to increase its discount percentage,and will include all charges that may be incurred in fulfilling requirement(s). Also,the"technology marketplace" is one of rapid change,with new products N and revisions coming into the marketplace on a regular basis,it is required that a verifiable pricing formula or guaranteed discount matrix be included with response. In addition to decreasing prices for the balance V) of the Contract term due to a change in market conditions, a Supplier may conduct sales promotions involving price reductions for a specified lesser period. In the event a product is discontinued,Supplier will provide a product of the same or greater functionality,utilizing the proposed discount structure. Price discounts will be evaluated by applying the Supplier's discount to the prices listed on the verifiable price index. It is the Supplier's responsibility to provide the City with an up-to-date price list for the duration of the contract. IX a) Prices. All pricing discounts shall be firm for the Term and all extensions or renewals of the Term except where otherwise provided in this Agreement,and include all costs of the Supplier providing the 421,o a,t-/service including transportation o ri,,f� lrx Ivory,insurance. No fuel surcharges will be accepted Commented[PB1]:warranty coverage is provided by unless allowed in this Agreement. The City shall not be invoiced at prices higher than those stated in manufacturer(OEM)and not SHI.The manufacturers the Agreement. standard warranties apply unless the customer wishes t, purchase extended warranty. The Supplier further agrees that an reductions in the rice of the ,i rrr}ar,t. or services covered b this Deleted:materials g pp 9 Y price y.,, promptly P Y Y Y Y I, „J Agreement will apply to the undelivered balance. The Supplier shall rom tl notify the City of such r Deleted:, teJ rice reductions. LM p Deleted: and warranty costs n� � No price modifications will be accepted without proper request by the Supplier and response by the Deleted:materials City's Purchasing Division. Y q padjustments a ro riate documentation. There is no guarantee the City will accept a rice adjustment therefore 0 with this section. Requests for adjustment in cost of labor and/or„ xrvvo must be supported b Deleted:materials V) Price P ep ius men. G requests s it reasonable price must P submitted e m accordancep 0 Supplier should be prepared for the Pricing to be firm over the Term of the Agreement. The City is only C? willing to entertain price adjustments based on an increase to Supplier's actual expenses or other reasonable adjustment in providing the services/materials under the Agreement. If the City agrees to the adjusted price terms,the City shall issue written approval of the change. During the sixty(60)day period prior to Contract term expiration date of the Agreement,the Supplier may submit a written request to the City to allow an increase to the prices in an amount not to exceed the twelve month change in the Consumer Price index forAii Urban Consumers(CPI-U), US City �9 Average,All Items,Not Seasonally Adjusted as published by the U.S.Department of Labor, Bureau of Labor Statistics (http-://www.bis.,gov/cp)��l/home.htm). The City shall review the request for adjustment and respond in writing;such response and approval shall not be unreasonably withheld. c) Renewal and Extension Pricing. Any extension of the Agreement will be at the same pricing as the initial Term. If the Agreement is renewed in accordance with Section 13,pricing may be adjusted for amounts other than inflation that represent actual costs to the Supplier based on the mutual agreement of the parties. The Supplier may submit a request for a price adjustment along with appropriate supporting documentation demonstrating the cost to the Supplier. Renewal prices shall be firm for the term of the renewal period and may be adjusted thereafter as outlined in the previous section.There is no guarantee the City will accept a price adjustment. LO C°4 00 V_ CD 2018011 Page 17 of 41 CN 4i E C) Packet Pg. 763 C.16.g CL SCOPE OF WORK LO 14. TYPES AND AMOUNTS OF INSURANCE. Insurance requirements are detailed in the Agreement MT document. Supplier must obtain and retain throughout the term of the Agreement, at a minimum, the following: N a. Worker's compensation insurance in accordance with the provisions of Arizona law. If U) Supplier operates with no employees, Supplier must provide the City with written proof Supplier has no employees. If employees are hired during the course of this Agreement, Supplier must procure worker's compensations in accordance with Arizona law. b. The Supplier shall maintain at all times during the term of this contract,a minimum amount of$1 million per occurrence/$2 million aggregate Commercial General Liability insurance, including Contractual Liability. For General Liability insurance, the City of Mesa, their agents, officials, volunteers, officers, elected officials or employees shall be named as additional insured,as evidenced by providing an additional insured endorsement. c. Automobile liability, bodily injury and property damage with a limit of $1 million per IX occurrence including owned,hired and non-owned autos. Prior to the execution of the Contract, the Supplier shall provide the City with a Certificate of Insurance(using appropriate ACORD certificate)SIGNED by the Issuer,applicable endorsements, and the City reserves the right to request additional copies of any or all of the above policies, endorsements,or notices relating thereto. �y When the City requires a Certificate of Insurance to be furnished,the Supplier's insurance shall be primary of all other sources available. When the City is a certificate holder, the Supplier agrees U) that no policy shall expire, be canceled or materially changed to affect the coverage available CL without advance written notice to the City. "Waiver of Subrogation". The policies required by this agreement(or contract)shall contain a waiver of transfer rights of recovery (subrogation) against City, its agents, representatives, directors,elected officials,officers,employees,and volunteers for any claims arising out of the work of Supplier,yAI or irr,ri ut1rx�Tl lry,,,,jgyt." O t) All insurance certificates and applicable endorsements are subject to review and approval by the 0 City's Risk Manager. C? �9 C) X C°4 00 2018011 Page 18 of 41 C14 E C) Packet Pg. 764 C.16.g CIL ATTACHMENT A PRICING LO Offerors must utilize the below document when responding to this solicitation and urotu.uiruu tlhoo doou.uurrnont !I in nuuu Ilr toll form at with their proposal. N U) Itl)NlftIV�V U flli i/�i 2018011 Pridng.xlsx E n A 0 U) 0 E x 21 5 CN 00 - CD 2018011 Page 19 of 41 C14 E U Packet Pg. 765 CL ATTACHMENT B REQUIRED RESPONSE FORMS LO T�, CN Solicitation U) Required 0 u Response Forrns.doc) -ra A LM CL w 0 U) 0 .2 x w 21 75 U- CN 00 T- CD 2018011 Page 20 of 41 CN 4i E Packet Pg. 766 C.16.g CL ATTACHMENT C RESPONDENT QUESTIONNAIRE LO Respondent Company Name/DBA: CN Years in business providing similar services: , U) Contractor's License No(s): Type: (Submit a copy with the Response) Number of employees at location that would serve under a contract from the Solicitation: Provide names, contact and telephone numbers of three (3) organizations that have received similar services from your company. At Ilonnst ono urotoiroinco should Il:wo oourrnljj:mirollwllo in sizo to tlho Clity's wurollwosod contrract. Firm/GovernmentAgency Name: Contact Person: Phone: Address: Fax: E-Mail Address: �9 $Value of Work,Supplies/Services and Dates Provided: 2A LM Firm/GovernmentAgency Name: CL Contact Person: Phone: Address: Fax: 0 E-Mail Address: 0 $Value of Work,Supplies/Services and Dates Provided: C) Firm/GovernmentAgency Name: Contact Person: Phone: Address: Fax: E-Mail Address: $Value of Work,Supplies/Services and Dates Provided: X List any other information which may be helpful in determining your qualifications for a potential contract: LO CN 00 2018011 Page 21 of 41 C14 E C) Packet Pg. 767 CL ATTACHMENT D NATIONAL IPA PRICIPAL PROCUREMENT AGENCY("PPA") LO T�, MT MT CN U) Attachment D 0 PPA.docx E A LM CL w 0 U) 0 .2 x w 21 75 U- CN 00 T- CD 2018011 Page 22 of 41 CN 4i E Packet Pg. 768 C.16.g CIL EXHIBIT 1 DRAFT AGREEMENT LO a CN mesaaz U) O U AGREEMENT PURSUANT TO SOLICITATION CITY OF MESA AGREEMENT NUMBER 2018011 INFORMATION TECHNOLOGY SOLUTIONS&SERVICES CITY OF MESA,Arizona("City") Department Name City of Mesa—Purchasing Division Mailing Address P.O.Box 1466 Mesa,AZ 85211-1466 Delivery Address 20 East Main St,Suite 400 Mesa,AZ 85201 Attention Sharon Brause,CPPO,CPPB,CPCP Senior Procurement Officer G2 E-Mail Sharan.Brause MesaAZ. ov Phone (480)644-2815 Fax (480)644-2655 AND 2A COMPANY NAME,("Contractor") C, Mailing Address Delivery Address mm Attention NameAndTitle O t) E-Mail O Phone Fax �9 C) X 21 75 CN 00 2018011 Page 23 of 41 C14 E C) Packet Pg. 769 C.16.g CL EXHIBIT 1 DRAFT AGREEMENT LO CITY OF MESA AGREEMENT PURSUANT TO SOLICITATION C°J This Agreement pursuant to solicitation ("Agreement") is entered into this day of y and between the C21 of corporation/,("Contractor").•The City and Contractor are each a"Party'I Deleted;com an ry 2017, b Deletedp y ame f) to theritornoAgreement oI C`,rrrl;,r,a(nr tog I�w,,,,,' iState tOj or together are'Parties' to the Agreement. ter. I Deleted:company/natural person RECITALS A. The City issued solicitation number 2018011 ("Solicitation') for INFORMATION TECHNOLOGY SOLUTIONS&SERVICES,to which Contractor provided a response("Response');and I' The City Selected Contractor's Response as beingin the best interest of the Cityand wishes to engage Contractor in providing the pervices/I rode ts described in the Solicitation and Response. { Deleted:s Deleted:materials s oiv,i„� rr)i��oirs tl 2 rosolo sorvk pjOyldodw o i undoir tl ii`rR.Agreenroiil 1 o sou E!22,2S � gym{tlir, rrr�TfGa�t csri�Tj,121,2yuTl„i,rg im}rxlw,„icslrl x. idoirr i icd iiiion Orrli'x,,,,,,, �r %) rrdu(;a t. ir7xc�,ii. i rrllrxitwxlyt 11d 122Eltr .rr,ltwsi�,22nI2rG1xri„71 iii lir,resl.!„ �,rir7irGaP � hardworg,csird d2 I�y 1li Ircl I ,�.Ij o �';�oii)i (�,ior,..s t�� �°o o irDY s �riM;,l str��I I dk.'� �vn� Ll.l:�rv��� ��) .. O9 . r ,(C/rrlrgi ir7xisri.�..tlir,Irrrir7+,rllrGari�lit;.i',.r,rrrrlrxrr„rrrrtlirxr�'(rre.u�cr,�,r�l..i,a,tirllrrr.t.io I L Ir,r,rxrrlrrrrlr;g,riri„i„ rrdu(t srid/ord llvxrglr,l tsiitt, tliis, rim{r r,i 7 ii Order sl oll ol.i,,r ..s I,li,rrir„rrr)r,r d2 har,iT} ,y t ir,C,;,,�)y�'ir71`r'.'.1"„,t,r C;r„ri itrne,[„r,.ii)i i,°arum{t..!! C,ily c,:cri ,mist ..Irr,n Garri;7, rit�'isrr)rrr t ir,. A cdo(�trrr,l„ik form o I Garr.hrr;.° ,i� riAi.ilir,rri,. C C`,ity .,vrmittr�ri,r.. .. � UJ In consideration of the reciprocal promises contained in the Agreement,and for other valuable and good consideration, which the Parties acknowledge the receipt and sufficiency of, the Parties agree to the 0 following Terms&Conditions. O TERMS&CONDITIONS U 1. Term.This Agreement is for a term beginning on January 1,2018 and ending on December 31,2022. , The use of the word "Term" in the Agreement includes the aforementioned period as well as any applicable extensions or renewals in accordance with this Section 1. E 1.1 Renewals.On the mutual written agreement of the Parties,the Term may be renewed up to a maximum of two(2)one(1)year periods. Any renewal(s)will be a continuation of the same �9 terms and conditions as in effect immediately prior to the expiration of the then-current term. 1.2 Extension for Procurement Processes. Upon the expiration of the Term of this Agreement, including any renewals permitted herein,at the City's sole discretion this Agreement may be extended on a month-to-month basis for a maximum of six(6)months to allow for the City's procurement processes in the selection of a Contractor to provide the ,` X p p p rvices/t r,r�Tfss�',;t- Deleted:s provided under this Agreement. The City will notify the Contractor in writing of its intent to Deleted:materials extend the Agreement at least thirty(30)calendar days prior to the expiration of the Term. Any extension under this Subsection 1.2 will be a continuation of the same terms and conditions as in effect immediately prior to the expiration of the then-current term. 1.3 Delivery.Delivery shall be made to the location(s)contained in the Scope of Work within thirty LO (30)days after receipt of an Qrder. Deleted:o N , 00 2018011 Page 24 of 41 C14 E U Packet Pg. 770 C.16.g CL EXHIBIT 1 DRAFT AGREEMENT LO cope of Work. The e the necessary 2 SScope of Wo k" Contractor willrbellresro ns ble for all costs andfex services incurred associated Contractor that Deletedc s („ p ) , " p 9 p Y to provide the City with the,` rvice I i rrrf Gay t:,,and obligations attached to this Agreement as Exhibit A CN are incident to the performance of the Scope of Work unless otherwise stated in Exhibit A. Contractor Deleted:,materials will supply all equipment and instrumentalities necessary to perform the Scope of Work. If set forth in 0 Exhibit A,the City will provide Contractor's personnel with adequate workspace and such other related facilities as may be required by Contractor to carry out the Scope of Work. 3. Orders. Orders be placed with the Contractor by either a: (i) Purchase Order when for a one-time purchase; (ii)Notice to Proceed, or (iii)Delivery Order off of a Master Agreement for Requirement {Commented[PB2]:Please provide SHI with definition Contract where multiple as-needed orders will be placed with the Contractor. The City may use the Internet to communicate with Contractor and to lace,trders as permitted under this Agreement Deleted:o p p � g I , 4. Document Order of Precedence. In the event of any inconsistency between the terms of the body of the Agreement,the Exhibits,the Solicitation,and Response,the language of the documents will control in the following order. do ,otw I'i�ilh�tiii� trir7 laitl( !lr i A ioo 7xntwliorg wtli�� lilh�tiii� ir7 ii 2L �� Irr lur iii xrirnmil6tll gjio,ir7,� rt. ir)o rr+ ii rr i� ��i �is s � bum i � Ga C rriiti s�t G. gal ' � ".lufi tlyc ln;�r7 tst� .j b. Agreement Cty c. Exhibits 1. Mesa Standard Terms&Conditions 2. NationallPAAgreement to 3. Scope of Work CL 4. Other Exhibits not listed above d. Solicitation including any addenda e. Contractor Response 5. Payment. 0 O 5.1 General. Subject to the provisions of the Agreement,the City will pay Contractor the sum(s) described in Exhibit B("Pricing')in consideration of Contractor's performance of the Scope of C) Work during the Term. 2 verifiable price index II provid e a price in the format of a minimum percentage discount off a CCommented[PB3]: Contractor''is the defined termfc 6. Pricin shall other factors,as applicable.iiti"xr[��I, may submit discounts for various manufacturers. At the time of in this Agreement the Contract, runt'trr may offer deeper discounts beyond the discounted price list,based on volume or Deleted:Suppliers d2;� { Deleted: le Minimum discounts will remain firm during the entirety of the initial term of q percentage, Suppliers O9 g unless they�crrwtrr;�t�rr requests to increase its discount ercengt� e,and include..all Deleted:suppliers charges that may be incurred in fulfilling re uirement s . Also,the"technology marketplace"is one of rapid change,with new products and revisions coming into the marketplace on a regular basis, it is Deleted:supplier required that a verifiable pricing formula or guaranteed discount matrix be included with response. In addition to decreasing prices for the balance of the Contract term due to a change in market conditions, cy aQ 1r!L;2t�rr may conduct_sales promotions involving rice reductions for a specified lesser period. In Deleted:Supplier the event a product is discontinued, will provide a product of the same or greater X Deleted:Supplier functionality,utilizing the proposed discount structure. 1 , Price discounts will be evaluated b applying the�<<MD 2 t�rr.,discount to the list rites n the verifiable Deleted:Supplier's p Y p p _ Deleted:fisted a .J It is the C`,2ntro ,tor.,res onsibilit to provide the City with an up-to-date rice list for the duration of the Deleted:Supplier's contract. p Y p Y p p C°4 CD CD 00 V_ CD 2018011 Page 25 of 41 C14 E C) Packet Pg. 771 C.16.g CIL EXHIBIT 1 DRAFT AGREEMENT LO 6.1 Prices. All pricing discounts shall be firm for the Term and all extensions or renewals of the Term except where otherwise provided in this Agreement, and include all costs of the N e Ejodu(:�ts/service tation, insurance and costs. No fuel providing es will be accepted runless allowed insthis Agreement. The City warranty hall Deleted:supplier p g g . p �- g g Y � Deleted:materials � not be invoiced at rriices hi her than those stated ingthe A eement. 0 notifyThe further cvthe agreesY p m liar covered by e City of suchmrcevred ctlons.the undelivered ered balance. The�C:e rill c;�mi�rr shall promptly � Deletd:maptprial � d:Supplier Y p s Deleted: N the CimodPu modifications besaocce accepted without proper request b the;<< DtL2 l� and response Deleted:Supplier p� p p p q Y p _ I J' n. 6.2 Price Adjustment. Any requests for reasonable price adjustments must be submitted in be suppnce withorted ted by approe appropriate documentationon. Requests s. Thererrent is no g cost of uarantee uar ntee he City will accept must Deleted:materials adjustment therefore Cortilo toijshould be prepared for the Pricing to be firm over the Term of Deleted:Supplier the Agreement. The City is only willing to entertain price adjustments based on an increase to under the Agreement If the City agrees to the adjustedprice terms,the City shall issue written Deleted:materials Supplier's p 1 providing approval of the change. er 9 amoursttnot,totexce dtthetweveymo thchange nttheConsumerPrceIntdexforAHUrban Deleted:supplier q Y pi i i , CL Consumers(CPI-U),US City Average,All Items,Not Seasonally Adjusted as published by the U.S. Department of Labor, Bureau of Labor Statistics(http://www.bls.gov/cpi/hame.htm).The City shall review the requestfor adjustment and respond in writing;such response and approval shall not be unreasonably withheld. 0 6.3 Renewal and Extension Pricing. Any extension of the Agreement will be at the same pricing 0 as the initial Term. If the Agreement is renewed in accordance with Section 1,pricing may be adjusted for amounts other than inflation that represent actual costs to the Controctorlbased f Deleted:supplier °"" on the m mutual t along agreement of the parties. The Conhro for may submit a request for a price i Deleted:Supplier 1 9 pp p pp 9 g cost , g�12l2� [2r Renewal rites shall be firm for the term of the arenewal speri d and may be adjusted Deleted:Supplier thereafter as outlined in the previous section.There is no guarantee the City will accept a price adjustment. 6.4 Invoices. Payment will be made to Contractor following the City's receipt of a properly completed invoice. Any issues regarding billing or invoicing must be directed to the City Department/Division requesting the service or material from the Contractor. A properly completed invoice should contain,at a minimum,all of the following: U a. Contractor name,address,and contact information; b. City billing information; c. City contract number as listed on the first page of the Agreement; d. Invoice number and date; e. Payment terms; f. Date of service or delivery; h. If r rrfGa provided,the quantity delivered and pricing of each unit; i. Description or servicesrovi e ; Deleted:materials Applicable Taxes Deleted:materials o �r�:Ga�1. j. Total amount due. C14 00 2018011 Page 26 of 41 C14 E U Packet Pg. 772 C.16.g CIL EXHIBIT 1 DRAFT AGREEMENT LO 6.5 Payment of Funds. Contractor acknowledges the City may,at its option and where available use a Procurement Card/e-Payables to make payment for orders under the Agreement. Otherwise; payment will be through a traditional method of a check or Electronic Funds Transfer(EFT)as available. O 6.6 Disallowed Costs, Overpayment. If at any time the City determines that a cost for which O was made o Contractor is a ment or a rge payment t/service not in accordance with disallowed the A reement the City will notify aYContractor nawriting or Deleted:materials of the disallowance; such notice will state the means of correction which may be, but is not limited to,adjustment of any future claim/invoice submitted by Contractor in the amount of the disallowance,or to require repayment of the disallowed amount by Contractor. Contractor will be provided with the opportunity to respond to the notice. 7. Insurance. 7.1 Contractor must obtain and maintain at its expense throughout the term of Contractor's agreement,at a minimum,the types and amounts of insurance set forth in this Section 6 from insurance companies authorized to do business in the State of Arizona;the insurance must cover service to be by der required under the Agreement Contractortowilln nameethe Agreement.City of Mesa n itssurance agents, Deleted:materials/ representatives, officials,v volunteers, officers, elected officials, and employees as additional �9 insured, as evidenced by providing either an additional insured endorsement or proper insurance policy excerpts. 0 7.2 Nothing in this Section 6 limits Contractor's responsibility to the City. The insurance O, requirements herein are minimum requirements for the Agreement and in no way limit any indemnity promise(s)contained in the Agreement. 7.3 The City does not warrant the minimum limits contained herein are sufficient to protect Contractor and subcontractor(s)from liabilities that might arise out of performance under the 0 Agreement by Contractor, its agents, representatives, employees, or subcontractor(s). O Contractor is encouraged to purchase additional insurance as Contractor determines may be necessary. U 7.4 Each insurance policy required under the Agreement must be in effect at or prior to the execution of the Agreement and remain in effect for the term of the Agreement. 7.5 Prior to the execution of the Agreement, Contractor will provide the City with a Certificate of Insurance(using an appropriate'ACORY or equivalent certificate)signed by the issuer with applicable endorsements. The City reserves the right to request additional copies of any or all of the policies,endorsements,or notices relating thereto required under the Agreement. 7.6 When the City requires a Certificate of Insurance to be furnished, Contractor's insurance is primary ofall other sources available. When the City is a certificate holder and/or an additional insured,Contractor agrees no policy will expire,be canceled,or be materially changed to affect the coverage available without advance written notice to the City. 7.7 The policies required by the Agreement must contain a waiver of transfer rights of recovery 21 75 (waiver of subrogation) against the City, its agents, representatives, officials, volunteers, officers,elected officials,and employees for any claims arising out of the work of Contractor; �nr ir,rr�I;,r.''xrirultiod�"'y is i. 6/S 7.8 All insurance certificates and applicable endorsements are subject to review and approval by the City's Risk Management Division. 00 2018011 Page 27 of 41 C14 E U Packet Pg. 773 C.16.g EXHIBIT 1 DRAFT AGREEMENT LO 7.9 Types and Amounts of Insurance. Contractor must obtain and retain throughout the term of the Agreement,at a minimum,the following: 7.9.1 Worker's compensation insurance in accordance with the provisions of Arizona law. If Contractor operates with no employees, Contractor must provide the City 0 with written proof Contractor has no employees. If employees are hired during the course of this Agreement, Contractor must procure worker's compensations in accordance with Arizona law. 7.9.2 The Contractor shall maintain at all times during the term of this contract, a minimum amount of $1 million per occurrence/$2 million aggregate Commercial General Liability insurance, including Contractual Liability. For General Liability insurance, the City of Mesa, their agents, officials, volunteers, officers, elected officials or employees shall be named as additional insured, as evidenced by providing an additional insured endorsement. 7.9.3 Automobile liability, bodily injury and property damage with a limit of$1 million per occurrence including owned,hired and non-owned autos. 8. Requirements Contract. Contractor acknowledges and agrees the Agreement is a requirements contract; the Agreement does not guarantee any purchases will be made (minimum or maximum). �y Orders will only be placed when the City identifies a need and issues a purchase order or a written notice to proceed. The City reserves the right to cancel purchase orders 21Jr 2,r ter .l1l2l grit of tho 0 or tomb, a notice to proceed within a reasonable period of time of issuance cancellation willp p ; any such C be in writing. Should a purchase order or notice to proceed be canceled, the City CL agrees to reimburse Contractor for any actual and documented costs incurred by Contractor.,I;I;',,,,if;;i,,,;;x City „ ibr I�rllowirumg,.liil�riri lli 2 ±2 vi;crL2u Ir„G;at 12r12i [tt..i 211vor!,,..tbo C`liy !al g I hrisy.��^.1.I. �i l"n'rx� 2rllr�'irb.r,rrrr rx,r l,21{lit,,.is11 licsri�llrlg Ior and roturin shlp�2nj g :�a�;�„I;i 21r odu(Ga ,t,. to C`,oini,tro(�tor .A„I,Il W roturri:; accordar war. l?,gx urni"�rh���,y„ The City will not reimburse w, .IiCsll Irr! ir7Cs�Tfrx �r,r, in�rx rnntl;L.o,�,�riteaz�.t Contractor for any avoidable costs incurred after receipt of cancellation including,but not limited to,lost 0 profits, shipment of product, or performance of services. The City reserves the right to purchase 0 contracted items through other sources if determined in the best interests of the City to do so. U 9. Notices.All notices to be given pursuant to the Agreement will be delivered to the Contractor as listed on Page 1 of this Agreement. Notice will be delivered pursuant to the requirements set forth the Mesa Standard Terms and Conditions that is attached to the Agreement as Exhibit C. 10 \/VrvlRlyt\111'( C;`,oritrc;c[crr',,.rnisiresir[wr�[l�isttlirx.},rxrvn�rx.will �orilorlr7t�rtl]r,rrkr{Gairoir7xrit. oltlio,,.AM'or,irro,,.1t,"i,,,,, ZArScili:�l.lnolly Q;in ro(�irr warronts ahan oll :,,orvl(ro vAdll Irr, 122.rgL 7x Iri o gg2 rngjjkir)„o i 11 o "s..l:ad. rr hL C`,ity.}„ irtr,ii��, g .i,� ivn�, 1rr�rvi J'��rvu�y C�rirtro(,'t`r; will.;not rirJ,�, � ri r., C,rrnhro.c�or Irrir)„ its oL,11'J21k4 i. Ga,i,ndor thi.� wsrrorit,y, 11 1-y l .rr, 21iovl i q,l r.Ga�17�werai�rlisri�r, ntli tlii. i xi r,,ritrriif ter tlir,liturii sl h,,si�{� ter tl;i� City nJ.l. �f la r flub, t�ri �, rr .. .... .... .... .r C itr C rr U 11 e1,01)I.JC`,I \NA,1:,1JRAP0y C`,on rotor i. l2ir \/\I,'° ) gf i l,igi tlir, 01::1V4 or h(�rari or orud thorobry, Ti:(�ICi ir7. ir1 ,, rrmCr„irim r�rviTrT a rTr this ; -,r�rir, rt CrrtrC��t,r,.r s11 Irr,iw rd tho worroritli, to tho gro I iovld d to C o iti s(tor froi )tlio 01: I\1 of tho 1 i2�uGa;Il srd to tho oxtor,i,t L2Dt2� y t1 2 21 \1 the City .hollL'o tho L rioEl(JorY,,.2 tho 01!I \1 s worrsiitl . witl,,,i, L_ r2.12n'(i,,t ter tho rodu(Ga t C`,2nr ris(�tor I. not o 122EIy ter gli-y .Gay i j2rn)s Lotwr'on tho City glriT Qt: A/i oruTl t;,u'!.i, � Ctltl\1 :2 i=�r�TfGa„t,1+;22l .�rl�xly ter !L2 Q 1\ 2L ip,211s o(��tlori o oriy..isDi gli yZgE1r10Dly 2121 r). rrlr�,tod to th t � r r t^. ... LO vC`,1 I': 1 ;A„ 01111 Irt\NIE;1 C7\/II)I I) III II11„ A(2:1rE1 I V/II!1111 ;AI`11�7iCtl' ;AI`,,,IC Ctl l CJII',,7, N 111 ul � % C`,C�tl I :?,JI`II)1 `1AC;10:?, II II Itl I`i.. I)1 ,1 ��l1\4„ /,A11 01111,;1, \NA:?,:,Ai II1 1, 1 1 1 F1, � l 00 2018011 Page 28 of 41 CN 4i E U Packet Pg. 774 C.16.g EXHIBIT 1 DRAFT AGREEMENT LO 01:", A,, 1 I iiI) jj,IC j.lJI)II`I('ai, ::�LJ"I"' II I1I\,,III I7 "10 AII'"'/ \N;AI�I1:,,AI`I'1"Y 01": � 41 I,C 1 II 11'/ 011; 111`If' 71?, A I:::A1:,,I CUI Al:?, \NA A CN C71^III`II l\ I`II"' 01" A1^d( \N;U,;1:','AN1'( I,fl:11 C\III`I(;r) 10 11111,fl) I CUB"F( 0 C(I), JC 1 1I,J11 III\1I C(II1C�II`II I) IN �I'�'C�� CAI l;; C(I C(1 C�II,"I C I III,II, U) i,',I,`(Al 01:,',',I\ U 12. Representations of Contractor.To the best of Contractor's knowledge,Contractor agrees that: a. Contractor has no obligations,legal or otherwise,inconsistent with the terms of the Agreement or with Contractor's undertaking of the relationship with the City; I Performance of the services called for by the Agreement do not and will not violate any applicable law,rule,regulation,or any proprietary or other right of any third party; c. Contractor will not use in the performance of Contractor's responsibilities under the Agreement any proprietary information or trade secret of a former employer of its employees(other than City,if applicable);and d. Contractor has not entered into and will not enter into any agreement,whether oral or written, in conflict with the Agreement. �9 13. Mesa Standard Terms and Conditions. Exhibit C to the Agreement is the Mesa Standard Terms and Conditions as modified by the Parties,which are incorporated by reference into the Agreement 0 as though fully set forth herein. In the event of any inconsistency between the terms of the , Agreement and the Mesa Standard Terms and Conditions, the language of the Agreement will CL control.The Parties or a Party are referred to as a"party"or"parties"in the Mesa Standard Terms and Conditions. The Term is referred to as the"term"in the Mesa Standard Terms and Conditions. 14. Counterparts and Facsimile or Electronic Signatures. This Agreement may be executed in two (2)or more counterparts,each ofwhich will be deemed an original and all ofwhich,taken together, 0 will constitute one agreement. A facsimile or other electronically delivered signature to the 0 Agreement will be deemed an original and binding upon the Party against whom enforcement is U sought. 15. Incorporation of Recitals and Exhibits. All Recitals and Exhibits to the Agreement are hereby , incorporated by reference into the Agreement as if written out and included herein. In the event of any inconsistency between the terms of the body of the Agreement and the Exhibits,the language of the Agreement will control. Exhibits to this Agreement are the following: • (A)Scope of Work/Technical Specifications • (B)Pricing ° • (C)Mesa Standard Terms and Conditions C5 • (D)National IPA Agreement 16. Attorneys'Fees. The prevailing Party in any litigation arising out of the Agreement will be entitled to the recovery of its reasonable attorney's fees,court costs,and other litigation related costs and fees from the other Party. .......................L!Lll:l!1.I1a;.a a:!JL2.Il i...2:f'...II.��.JL�i.11l"TILh:y II II I'"CU,'"1"Y \NII I `I I Al:` ::01: AII"'/ ;I;I C`,IAI I''l.J1V"I"'1\/I Cl"I INC I1)1 JN"I"'A1.. (n C(I � ;II`IC:I, I I 1 /i11I 1:,7 10 1 C(,!I;,;01: 01:?,1)CAIV/iA2:1:! �C(I`I„I„C,1 Jl I`111,1 NC(,, ,' I` J1 I`I�(',; C(I? C(I 1 1 „I C(I',I, 71?IC;7 I)C\1;\ I C(,,,, C(I ;\I`III,C;II ;\11 I), ICI \/I I', '..., ..;; \NC(I�I^: ;�,"I C,,, 00 2018011 Page 29 of 41 C14 E U Packet Pg. 775 C.16.g CL EXHIBIT 1 DRAFT AGREEMENT LO I„ \Nl l I II CtI; I`IC71' CtI \I`I 1 AI`III\NI IIII: I II I 01;,, � C` 7I A I t�l�'F(I Its„ I' JC`,I I I It,l\tl,��."I �„ \/I„I I C71 IIII C ;II`III C U) IN IIII C;rC` I C?„I;;;;; I I A C;,I I Ct I I j A C I I I"f;01 1 ( i' ,I I A I I I.I.I.„(, I Ct I I;',I I 'C)I L.:"I � JA A, 1 1 ( 10 1 1 11 01 1 11 1 i I I`,Ih \ h O 1 , I I Al:::,, J CCtl`II`II..f,11C71 l N111 I 11 I ,� C) "Ct 1 t\I C,"�l J lV/I rJ l t��1I\/I It\I,6 �r �C`,Il.Jt11 11 Ct 1 C��1 ;AIV/iCtlJl`I 1 1 Ct111L. ".C;1 1 Ctl�( I t011.y^.,Ctl�; I ;A'^II C��I, ( I�I I 1 I II C..1 C�,I 1 C`I I�,I�) � 01II 1111 1r 11„ 10 C`.C'NIl?,AC:'1Ct1; l.Jl`1Q1 Iy II11,!, \("I I `d1 I C't1; 1111 '(I tU; I Iy1 \/10L)„��10 1111I 11IC`,11II,I`I"1"' � \NI-IIC;1 I ("�� .,I.JC`,I I I �!�AI`11 I F( C`,l.J„I C 1Vfl l,, A\ 1\/I C;„\ J,',;,I Ctl Ct\NI I „ 11I 1 ................................................................................................................................................................................................................................................................................................................................................. A1\40l.Jl`11 I''yl IIII1 AI,10C;A"I"'10N 01 Il?,I„I^, 1"' 10l?,II IN IIII,;,!, t\("1', l;�l\41:J 1"' A1 1) � 1 L 1 1 � 1 1 II,a AG:: l; LJ1„ t C:1 C�,1 I I NCB l J I,I I I`I C�1 I I`I I I I .I I`11 C� I I�/i I I`11;;,,,,,AN I I I I C�7 Failure by either party to perform its duties and obligations will be excused by -Moved(insertion)[1] unforeseeable circumstances beyond its reasonable control,including acts of nature,acts ` of the public enemy,riots,fire,explosion,legislation,and governmental regulation. The Deleted FORCE MAJEURE Party whose performance is so affected will within five(5)calendar days of the unforeseeable circumstance notify the other party of all pertinent facts and identify the Gp force maieure event. The party whose performance is so affected must also take all �9 reasonable steps,promptly and diligently,to prevent such causes if it is feasible to do so, or to minimize or eliminate the effect thereof. The delivery or performance date will be extended for a period equal to the time lost by reason of delay,plus such additional time A as may be reasonably necessary to overcome the effect of the delay,provided however, CL under no circumstances will delays caused by a force maieure extend beyond one hundred-twenty(120)calendar days from the scheduled delivery or completion date of a task unless agreed upon by the parties 11 ilill : O Il�ulluti ;rci Vow u�auu �, l ity c,:�u�.l.,.csii�f r,,i1,,,,',li siitslal��, titl� to tli,q,:x i�r�fGar,,t.,Iri Ih��r1, O olJ...hors (��Igdms of ot,hor. i 2ilvory of tlir, I!'rodu(Ga tto giid il. ro(,� 2t Ir.,y„ tj li1ch[In),,�,till `l c rl, sk of loss sli slyest luiy in tli�rGQ(yt aril".. ri,rtn r,o r i2r,�jlori i:a �? il� stu\ 1 L�2yi�T1�'d tr ontrac� 11rlr �T oliv r s ., NII cturri. of w'�adc in rs(;r ordori�ro to C`,on ro(��tor. 1 !otui ri I oll \I i,�ck�ac[ .... rruw�. vi�[uiii rrr"j iCs rrx i.. ..is.. � e � rrGari,T 20. Additional Acts. The Parties agree to execute promptly such other documents and to perform such other acts as may be reasonably necessary to carry out the purpose and intent of the Agreement. 21. Headings. The headings of the Agreement are for reference only and will not limit or define the meaning of any provision of the Agreement. C) By executing below,each Party acknowledges that it understands,approves,and accepts all of the terms X of the Agreement and the attached exhibits. IN WITNESS WHEREOF,the parties have executed this Agreement as of the date first above written. CITY OF MESA,ARIZONA LO C°4 By: Printed Name 00 2018011 Page 30 of 41 CN 4i E C) Packet Pg. 776 CIL EXHIBIT 1 DRAFT AGREEMENT LO CONTRACTOR NAME MT MT CN Title By: U) 0 Date Printed Name REVIEWED BY: Title By: Date A LM CL w 0 U) 0 .2 x w 21 75 U- CN 00 2018011 Page 31 of 41 C14 E Packet Pg. 777 C.16.g CL EXHIBIT 1 DRAFT AGREEMENT LO MT EXHIBIT A MT C°4 SCOPE OF WORK The Scope of Work/Technical Specifications,National IPA Agreement and Contractor Response will be added here when Agreement is finalized. 0 �9 A LM CL O U) O C) �9 C) x 21 75 CN 00 2018011 Page 32 of 41 C14 E C) Packet Pg. 778 CL EXHIBIT 1 DRAFT AGREEMENT LO T�, MT EXHIBIT B MT C14 PRICING Attachment A Pricing will be added here when Agreement is finalized. U) 0 A LM CL w 0 U) 0 .2 x w 21 75 U- CN 00 2018011 Page 33 of 41 CN 4i 9= 0 E Packet Pg. 779 C.16.g CL EXHIBIT 1 DRAFT AGREEMENT LO EXHIBIT C MESA STANDARD TERMS AND CONDITIONS C°J 1. INDEPENDENT CONTRACTOR. It is expressly understood that the relationship of Contractor to the City will be that of an independent contractor. Contractor and all persons employed by 0 Contractor, either directly or indirectly, are Contractor's employees, not City employees. Accordingly, Contractor and Contractor's employees are not entitled to any benefits provided to City employees including,but not limited to,health benefits,enrollment in a retirement system,paid time off or other rights afforded City employees. Contractor employees will not be regarded as City employees or agents for any purpose, including the payment of unemployment or workers' compensation. If any Contractor employees or subcontractors assert a claim for wages or other employment benefits against the City,Contractor will defend,indemnify and hold harmless the City from all such claims. 2. SUBCONTRACTING. Contractor may not subcontract work under this Agreement without the express written permission of the City. If Contractor has received authorization to subcontract work, it is agreed that all subcontractors performing work under the Agreement must comply with its provisions. Further, all agreements between Contractor and its subcontractors must provide that the terms and conditions of this Agreement be incorporated therein. 3. ASSIGNMENT. This Agreement may not be assigned either in whole or in art without first receiving the g y g p� O9 the Ai r I sr1 �written consent. An inart,without such Deleted:atys attempted assignment,either In whole or consent will be null and void and in such event the 1111'r 9 ral ly will have the right at its option to terminate Deleted:City g g assignment relieve 1l1 Ity from any of its G2 w tbo ill relle r11r2 2 Ilf;;io ;ItyI�r7;y ; Lkm,{II _.� Deleted:Contractor obligations and liabilities es under the Ag granting of reementent to . 1�rnnl I�ml2 Ylr-,,,,, g1,1 f It. rl,I,m{I11. Irltr,ro t.,,liab l![Ics a rid„�2l i! 21ions tllgrrla,rldor to c,� su(:Xossorr 2 I'.Gac,�,!",I:t, C (�,)l.:I,.o Idisllo.l:a,or solo ofoll or 41.I�I,Ir.tcslrlYazl.l.,y 2il It. Css^.,r*[st,. d2 a.+ 4. SUCCESSORS AND ASSIGNS, BINDING EFFECT. This Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. , 5. NO THIRD-PARTY BENEFICIARIES. This Agreement is intended for the exclusive benefit of the O parties. Nothing set forth in this Agreement is intended to create,or will create,any benefits,rights, 0 or responsibilities in any third parties. cj 6. NOW EXCLUSIVITY. The City,in its sole discretion,reserves the right to request the or { Deleted:materials prvices set forth herein from other sources when deemed necessary and appropriate. No Deleted:s exclusive rights are encompassed through this Agreement. 7. AMENDMENTS. There will be no oral changes to this Agreement. This Agreement can only be modified in a writing signed by both parties. No charge for extra work or material will be allowed unless approved in writing,in advance,by the City and Contractor. �9 8. TIME OF THE ESSENCE. Time is of the essence to the performance of the parties'obligations under this Agreement. 9. COMPLIANCE WITH APPLICABLE LAWS. a. General. Contractor must procure all permits and licenses, and pay all charges and fees necessary and incidental to the lawful conduct of business.Contractor must stay fully informed of existing and future federal, state, and local laws, ordinances, and regulations that in any manner affect the fulfillment of this Agreement and must comply with the same at its own expense. Contractor bears full responsibility for training, safety, and providing necessary equipment for all Contractor personnel to achieve throughout the term of the Agreement.Upon I request,Contractor will demonstrate to the City's satisfaction any programs,procedures,and other activities used to ensure compliance. b. Drug-Free Workplace. Contractor is hereby advised that the City has adopted a policy C14 establishing a drug-free workplace for itself and those doing business with the City to ensure the safety and health of all persons working on City contracts and projects. Contractor will 00 2018011 Page 34 of 41 t1+1 E U Packet Pg. 780 C.16.g CIL EXHIBIT 1 DRAFT AGREEMENT LO require a drug-free workplace for all Contractor personnel working under this Agreement. Specifically,all Contractor personnel who are working under this Agreement must be notified in writing by Contractor that they are prohibited from the manufacture, distribution, dispensation, possession, or unlawful use of a controlled substance in the workplace. Contractor agrees to prohibit the use of intoxicating substances by all Contractor personnel, 0 and will ensure that Contractor personnel do not use or possess illegal drugs while in the course of performing their duties. c. Federal and State Immigration Laws. Contractor agrees to comply with the Immigration Reform and Control Act of 1986(IRCA)in performance under this Agreement and to permit the City and its agents to inspect applicable personnel records to verify such compliance as permitted by law. Contractor will ensure and keep appropriate records to demonstrate that all Contractor personnel have a legal right to live and work in the United States. i. As applicable to Contractor, under the provisions of A.R.S.§41-4401,Contractor hereby 9= warrants to the City that Contractor and each of its subcontractors will comply with, and are contractually obligated to comply with,all federal immigration laws and regulations that , relate to their employees and A.R.S. § 23-214(A) (hereinafter "Contractor Immigration Warranty"). ii. A breach of the Contractor Immigration Warranty will constitute as a material breach of this Agreement and will subject Contractor to penalties up to and including termination of this Agreement at the sole discretion of the City. ... III. Deleted:The City retains the legal right to inspect � papers of all Contractor personnel who provide ser , v. Neither Contractor nor any subcontractor will be deemed to have materially breached the under this agreement to ensure that Contractor or i Lm tm Contractor Immigration Warranty if Contractor or subcontractor establishes that it has subcontractors are complying with the Contractor LM complied with the employment verification provisions prescribed by Sections 274A and Immigration Warranty.Contractor agrees to assist I 274B of the Federal Immigration and Nationality Act and the E-Verify requirements City in regard to any such inspections iv..The City may,at its sole discretion,, conduct rar prescribed by A.R.S.§23-214(A). verification of the employment records of Contractc d. Nondiscrimination. Contractor represents and warrants that it does not discriminate against any subcontractor to ensure compliance with the O P g Contractor Immigration Warranty.Contractor agree U) any employee or applicant for employment or person to whom it provides services because of assist the City in regard to any random verification O race, color, religion, sex, national origin, or disability, and represents and warrants that it performed. complies with all applicable federal, state, and local laws and executive orders regarding employment.Contractor and Contractor's personnel will comply with applicable provisions of Title VII of the U.S. Civil Rights Act of 1964, as amended, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act (42 U.S.C. § 12101 et seq.), and applicable rules in performance under this Agreement. e. State Sponsors of Terrorism Prohibition. Per A.R.S.§35-392,Contractor must not be in violation of section 60)of the Federal Export Administration Act and subsequently prohibited �y by the State of Arizona from selling goods of services to the City. 10. SALESMSE TAX,OTHER TAXES. a. Contractor is responsible for the payment of all taxes including federal,state,and local taxes related to or arising out of Contractor's services under this Agreement, including by way of illustration but not limitation,federal and state income tax,Social Security tax,unemployment insurance taxes, and any other taxes or business license fees as required. If any taxing authority should deem Contractor or Contractor employees an employee of the City,or should otherwise claim the City is liable for the payment of taxes that are Contractor's responsibility under this Agreement, Contractor will indemnify the City for any tax liability, interest, and I penalties imposed upon the City. b. The City is exempt from paying certain federal excise taxes and will furnish an exemption LO certificate upon request.The City is not exempt from state and local sales/use taxes. C14 00 2018011 Page 35 of 41 C14 E U Packet Pg. 781 C.16.g CIL EXHIBIT 1 DRAFT AGREEMENT LO 11. AMOUNTS DUE THE CITY. Contractor must be current and remain current in all obligations due to the City during the performance of services under the Agreement. Payments to Contractor may be offset by any delinquent amounts due the City or fees and charges owed to the City. 12. PUBLIC RECORDS. Contractor acknowledges that the City is a public entity,subject to Arizona's f) public records laws(A.R.S.§39-121 et.seq.)and that any documents related to this Agreement may be subject to disclosure pursuant to state law in response to a public records request or to subpoena or other judicial process. 12.1. If Contractor believes document related to the Agreement contains trade secrets or other proprietary data,Contractor must notify the City and include with the notification a statement that explains and supports Contractor's claim. Contractor also must specifically identify the trade secrets or other proprietary data that Contractor believes should remain confidential. 12.2. In the event the City determines it is legally required to disclose pursuant to law any documents or information Contractor deems confidential trade secrets or proprietary data, the City,to the extent possible,will provide Contractor with prompt written notice by certified , mail,fax,email or other method that tracks delivery status of the requirement to disclose the information so Contractor may seek a protective order from a court having jurisdiction over the matter or obtain other appropriate remedies. The notice will include a time period for Contractor to seek court ordered protection or other legal remedies as deemed appropriate by Contractor. If Contractor does not obtain such court ordered protection by the expiration �y of said time period,the City may release the information without further notice to Contractor. 13. AUDITS AND RECORDS. Contractor must preserve the records related to this Agreement for six fA LM (6)years after completion of the Agreement. The City or its authorized agent reserves the right to CL inspect anyfiriori ol records related to the performance ofwork specified herein orno2iu ,-loridor y xt;r. Contractor will permit such inspections and audits during normal business hours and upon Deleted:In addition,the City may inspect any and al �(1�,. 2y. notice by the City. The audit of records may occur at Contractor's place of business or at payroll,billing or other relevant records kept by Contn City offices,as determined by the City. in relation to the Agreement m 14. DEFAULT. Deleted:reasonable 0 Deleted: #,BACKGROUND CHECK. The City ma 0 a. A party will be in default if that party: conduct criminal,driver history,and all other requeste Ly background checks of Contractor personnel who wou — i. Is or becomes insolvent or is a party to any voluntary bankruptcy or receivership perform services under the Agreement or who will hay proceeding,makes an assignment for a creditor,or there is any similar action that affects access to the City's information,data,or facilities in Contractor's capability to perform under the Agreement; accordance with the City's current background check policies. Any officer,employee,or agent that fails the ii. Is the subject of a petition for involuntary bankruptcy not removed within sixty(60)calendar background check must be replaced immediately for, days; reasonable cause not prohibited by law. Deleted:<#¶ III. Conducts business In an unethical manner as set forth In the City Procurement Rules SECURITY CLEARANCE AND REMOVAL OF �9 Article 7 or in an illegal manner;or CONTRACTOR PERSONNEL. The City will have fi authority,based on security reasons:(i)to determine iv. Fails to carry out any term,promise,or condition of the Agreement. security clearance of contractor personnel is required determine the nature of the security clearance,up to b. Contractor will be in default of this Agreement if Contractor is debarred from participating in including fingerprinting Contractor personnel;and(iii) cy City procurements and solicitations in accordance with Article 6 of the City's Procurement determine whether or not any individual or entity may Rules. provide services under this Agreement. If the City ob. to any Contractor personnel for any reasonable cause c. Notice and Opportunity to Cure. In the event a party is in default then the other party may, prohibited by law,then Contractor will,upon notice frc at its option and at any time, provide written notice to the defaulting party of the default. The City,remove any such individual from performance of services under this Agreement defaulting party will have thirty(30)days from receipt of the notice to cure the default;the thirty LL (30)day cure period may be extended by mutual agreement of the parties,but no cure period Deleted:<#>¶ may exceed ninety(90)days.A default notice will be deemed to be sufficient if it is reasonably calculated to provide notice of the nature and extent of such default. Failure of the non LO - defaulting party to provide notice of the default does not waive any rights under the Agreement. C14 d. Anticipatory Repudiation. Whenever the City in good faith has reason to question Contractor's intent or ability to perform, the City may demand that Contractor give a written 00 2018011 Page 36 of 41 C14 E U Packet Pg. 782 C.16.g CL EXHIBIT 1 DRAFT AGREEMENT LO assurance of its intent and ability to perform. In the event that the demand is made and no written assurance is given within five (5)calendar days, the City may treat this failure as an N anticipatory repudiation of the Agreement. f) 15. REMEDIES. The remedies set forth in this Agreement are not exclusive. Election of one remedy 0 will not preclude the use of other remedies. In the event of default: a. The non-defaulting party may terminate the Agreement, and the termination will be effective immediately or at such other date as specified by the terminating party. b. The City may purchase the services required under the Agreement from the open market, complete required work itself,or have it completed at the expense of Contractor.,, Deleted:If the cost of obtaining substitute services exceeds the contract price,the City may recover the c. The non-defaulting party will have all other rights granted under this Agreement and all rights excess cost by:(i)requiring immediate reimburseme at law or in equity that may be available to it. the City;(ii)deduction from an unpaid balance due t, Contractor;(iii)collection against the proposal and/o d. Neither party will be liable for incidental,special,or consequential damages. performance security,if any;(iv)collection against liquidated damages(if applicable),or(v)a combinat 16. CONTINUATION DURING DISPUTES. Contractor agrees that during any dispute between the the aforementioned remedies or other remedies as $° parties, Contractor will continue to perform its obligations until the dispute is settled,instructed to provided by law. Costs includes any and all,fees,a cease performance by the City,enjoined or prohibited by judicial action,or otherwise required or expenses incurred in obtaining substitute services ai ul obligated to cease performance by other provisions in this Agreement. expended in obtaining reimbursement,including,limited to,administrative expenses,attorneys'fees, costs. 17. TERMINATION FOR CONVENIENCE. The City reserves the right to terminate this Agreement in part cos d3) , or in whole upon thirty(30)calendar days'written notice. 18. TERMINATION FOR CONFLICT OF INTEREST(A.R.S.§38-511). Pursuant to A.R.S.§38-511, u) the City may cancel this Agreement within three (3)years after its execution,without penalty or LM CL further obligation,if any person significantly involved in initiating,securing,drafting,or creating the Agreement for the City becomes an employee or agent of Contractor. 19. TERMINATION FOR NON-APPROPRIATION AND MODIFICATION FOR BUDGETARY UJI CONSTRAINT. The City is a governmental agency which relies upon the appropriation of funds by its governing body to satisfy its obligations. If the City reasonably determines that it does not O f) have funds to meet its obligations under this Agreement, the City will have the right to terminate 0 the Agreement without penalty on the last day of the fiscal period for which funds were legally cy available. In the event of such termination,the City agrees to provide written notice of its intent to terminate thirty(30)calendar days prior to the stated termination date. 20 PAYMENT TO CONTRACTOR UPON TERMINATION. Upon termination of this Agreement, Contractor will be entitled only to payment for those services performed up to the date of termination, and any authorized expenses already incurred up to such date of termination. The City will make final payment within thirty(30)calendar days after the City hasTeceived Contractor's Deleted:both completed its appraisal of the material properly prepared final invoice. services provided and �y 21 tlii � `�� }rrl„u iI Gar f under i tl�i . {rr�xi s rid li C rrini .Iitsll i r i�tuiGa�,111 L C;,rr iiti tis.itlurGa� li 01 1(. ttl `rlah� stu;rii o tli�x i had not lr,cen Corir7i,irotod oriel wo. .t'i,l„l widI rr.i�,r (,�tto .Ga�� i, ��i r,llri`t.., ;,li Ctrrlrxr � 22. NON-WAIVER OF RIGHTS. There will be no waiver of any provision of this agreement unless approved in writing and signed by the waiving party. Failure or delay to exercise any rights or remedies provided herein or by law or in equity,or the acceptance of,or payment for,any services UJI hereunder, will not release the other party of any of the warranties or other obligations of the Agreement and will not be deemed a waiver of any such rights or remedies. 23. INDEMNIFICATION/LIABILITY. a. To the fullest extent permitted by law, Contractor agrees to defend, indemnify, and hold the City, its officers, agents, and employees, harmless from and against any and all liabilities, LO demands,claims,suits,losses,damages,causes of action,fines orjudgments,including costs, N attorneys',witnesses',and expert witnesses'fees,and expenses incident thereto,relating to, arising out of, or resulting from: (i)&Illful i, a (�`oridu(G `t by Contractor personnel under this Deleted:the services provided _. _. 4e8 00 2018011 Page 37 of 41 C14 E U Packet Pg. 783 C.16.g CL EXHIBIT 1 DRAFT AGREEMENT LO Agreement; (ii) any {r r..,,l,y negligent acts, errors, mistakes or omissions by Contractor or Contractor personnel;and w Contractor or Contractor ersonnel's failure to comply wit tl•I�'x Deleted: CN low in b. Contralu,llllll7 frlt�'�date the City durinl r this ��m{„I, �xl r+�rljp� issues that may involve the Deleted:or fulfill the obligations established by this U) Contractor will u g the course of the litigation to timely notify the City of any Agreement 0 y e independent negligence of the City that is not covered by this tS indemnification. c. The City assumes no liability for actions of Contractor and will not indemnify or hold Contractor or any third party harmless for claims based on this Agreement or use of Contractor-provided supplies or services. f. THE CITY'S RIGHT TO RECOVER AGAINST THIRD PARTIES. Contractor will do nothing to Deleted:<#>WARRANTY. Contractor warrants that prejudice the City's right to recover against third parties for any loss,destruction,or damage to City services and materials will conform to the requiremen property,and will at the City's request and expense,furnish to the City reasonable assistance and the Agreement.Additionally,Contractor warrants that cooperation, including assistance in the prosecution or defense of suit and the execution of services will be performed in a good,workman-like is p g p professional manner. The City's acceptance of servic instruments of assignment in favor of the City in obtaining recovery. materials provided by Contractor will not relieve Conn from its obligations under this warranty. If any materu g. NO GUARANTEE OF WORK. Contractor acknowledges and agrees that it is not entitled to deliver services are of a substandard or unsatisfactory mann, any specific amount of4210 a tr•:or services or any QE2n t tw;,or services at all under this Agreement determined by the City,Contractor,at no additional cl and acknowledges and agrees that the421 odu.(s or services will be requested by the City on an as to the City,will provide materials or redo such service needed basis at the sole discretion of the City. Any document referencing quantities or in accordance with this Agreement and to the City's reasonable satisfaction.¶ performance frequencies represent the City's best estimate of current requirements, but will not unless otherwise agreed,Contractor warrants that bind the City to purchase,accept,or pay for ,rorfGa&s or services which exceed its actual needs. materials will be new,unused,of most current manufa and not discontinued,will be free of defects in materie OWNERSHIP. All deliverables, services, and information provided by Contractor or the City workmanship,will be provided in accordance with e� pursuant to this Agreement (whether electronically or manually generated) including without manufacturer's standard warranty for at least one(1) ,Lm limitation,reports,test plans,and survey results,graphics,and technical tables,originally prepared unless otherwise specified,and will perform in accord with manufacturer's published specifications in the performance of this Agreement,are the property of the City and will not be used or released .�., b Contractor or an other person exceptwith prior written permission b the Cit art ntl t srl�Tflr,l�m{ Deleted:<# Y rocl p (rotolin ryrfvfs(Ivc bj 12 1 sl ul It.. Irfylou 1,i I tlrli' III �`tGjc;I Deleted:materials12L � rr � It, II-I( Itar}Irlr p Y Y tllr,x I�rlr� �rlll;' C rrll�rt;�l��l !`tall v ilrrrrrdlfk'ofio7 ;ru'f„ II �'r, 7frlt. tla rto (,.') Deleted:materials O Y C,onfi to ntiol Irik� rma�(ion o C rr�°w(r;�t�rr �snd( ) Dy jgr21: gjr 2 Ill 11r2..al 2i!(ofio l ta.rf�Tl.d vfRrl')rx,,} te? f Deleted:materials O or��,rootod Ir,y Coin ro(�,io or It. ti ll d 221,t,y jk a nsor;,��; �Tltarlrl�m{t,l;l�f hrrfrl�rri 7isrl��rf�rl,tlll ;aim{rr�212)fret. � � Deleted:materials .2 i. USE OF NAME. Contractor will not use the name of the City of Mesa in any advertising or publicity without obtaining the prior written consent ofthe City. j. PROHIBITED ACTS. Pursuant to A.R.S.§38-504,a current or former public officer or employee within the last twelve(12)months shall not represent another organization before the City on any matter for which the officer or employee was directly concerned and personally participated in during their service or employment or over which they had a substantial or material administrative discretion. Further,while employed by the City and for two(2)years thereafter,public officers or employees are prohibited from disclosing or using, without appropriate authorization, any confidential information acquired by such personnel in the course of his or her official duties at the City. k. FOB DESTINATION FREIGHT PREPAID AND ALLOWED. All deliveries will be FOB destination freight prepaid and allowed unless otherwise agreed. I. RISK OF LOSS. Contractor agrees to bear all risks of loss, injury, or destruction of r,rrlta t. or Deleted:goods equipment incidental to providing these services and such loss, injury, or destruction r2i tlho LL t 21jor tg doll„ hereunder.letan obligati l(i dcdlV fr ... Y 9 t 1� Vfry rr i„i�,'f rrri"ll��`� . rr li'f 11� ,"•tl.s,rr rr.. Ita V f. fully II"I 'i,!'f 11� a g r Deleted.will not release Contractor from M. SAFEGUARDING CITY PROPERTY. Contractor will be responsible for any damage to City real property or damage or loss of City personal property when such property is the responsibility of or N in the custody of Contractor or its employees. 00 2018011 Page 38 of 41 t1+1 E U Packet Pg. 784 C.16.g CIL EXHIBIT 1 DRAFT AGREEMENT LO In. PROPRIETARY RIGHTS INDEMNIFICATION. Without limiting the foregoing, Contractor will Deleted:<#>WARRANTY OF RIGHTS. Contractor without limitation, at its expense defend the City against all claims asserted by any person that warrants it has title to,or the right to allow the City to anything 7cs,riGalr; tear fby Contractor infringes a patent,copyright,trade secret or other intellectual the materials and services being provided and that thi right and must,without limitation, a the costs,damages and attorneys'fees awarded may use same without suit,trouble or hindrance from U) property g p y g y Contractor or thud parties 883 against the City in any such action,or pay any settlement of such action or claim.Each party agrees O to notify the other promptly of any matters to which this provision may apply and to cooperate with Deleted:<#>q U each other in connection with such defense or settlement. If a preliminary or final judgment is Deleted:<#>provided obtained against the City's use or operation of the items provided by Contractor hereunder or any part thereof by reason of any alleged infringement, Contractor will, at its expense and without limitation,either:(a)modify the item so that it becomes non-infringing;(b)procure for the City the right to continue to use the item; (c)substitute for the infringing item other item(s)having at least equivalent capability;or(d)refund to the City an amount equal to the price paid, less reasonable usage, from the time of installation acceptance through cessation of use, which amount will be calculated on a useful life not less than five(5)years,plus any additional costs the City may incur to acquire substitute supplies or services. IX o. CONTRACT ADMINISTRATION. The contract will be administered by the Purchasing Administrator and/or an authorized representative from the using department. All questions regarding the contract will be referred to the administrator for resolution. Supplements may be written to the contract for the addition or deletion of services. Payment will be negotiated and Moved up[1]:FORCE MAJEURE. Failure by eithe determined by the contract adminlstrator(s). to perform its duties and obligations will be excused b i P. unforeseeable circumstances beyond its reasonable - -- ------ ---� control,including acts of nature,acts of the public ere q. COOPERATIVE USE OF CONTRACT. This contract is available through National IPA to agencies riots,fire,explosion,legislation,and governmental regulation. The party whose performance is so affect , nationwide.The City has also entered into various cooperative purchasing agreements with other within five(5)calendar days of the unforeseeable Arizona government agencies, including the Strategic Alliance for Volume Expenditures (SAVE) circumstance notify the other party of all pertinent fact Lm cooperative. Under the SAVE Cooperative Purchasing Agreement,any contract may be extended identify the force majeure event. The party whose for use by other municipalities,school districts and government agencies through National IPA or performance is so affected must also take all reasona steps,promptly and diligently,to prevent such cause SAVE in the State of Arizona with the approval of Contractor. Any such usage by other entities feasible to do so,or to minimize or eliminate the effec must be in accordance with the statutes,codes,ordinances,charter and/or procurement rules and thereof. The delivery or performance date will be exte A regulations of the respective government agency. for a period equal to the time lost by reason of delay, Yy such additional time as may be reasonably necessary O overcome the effect of the delay,provided however,r no circumstances will delays caused by a force majer '"-- -- --- --- -- --- -- -- --- -- -- --- extend beyond one hundred-twenty(120)calendar de from the scheduled delivery or completion date of a to `tl' Orders placed by other agencies and payment thereof will be the sole responsibility of that agency. unless agreed upon by the parties The City is not responsible for any disputes arising out of transactions made by others. j Commented[PBll]:We aren't doing professional sei GS r. FUEL CHARGES AND PRICE INCREASES. No fuel surcharges will be accepted. No price Deleted:A contractor,subcontractor or vendor or an increases will be accepted without proper request by Contractor and response by the City's employee of a contractor,subcontractor or vendor wh Purchasing Division. contracted to provide services on a regular basis at ai individual school shall obtain a valid fingerprint cleara S. NOTICES. All notices to be given pursuant to this Agreement must be delivered to the parties at card pursuant to title 41,chapter 12,article 3.1.A sch their respective addresses. Notices may be (i) personally delivered; (ii) sent via certified or district governing board shall adopt policies to exemp registered mail,postage prepaid; Iii sent via overnight courier;or Iv sent via email or facsimile. person from the requirements of this subsection if the re g p g p p ( ) g ( ) person's normal job duties are not likely to result in If provided by personal delivery,receipt will be deemed effective upon delivery. If sent via certified independent access to or unsupervised contact with K C5 or registered mail,receipt will be deemed effective three(3)calendar days after being deposited in A school district,its governing board members,its scl the United States mail. If sent via overnight courier, email or facsimile, receipt will be deemed council members and its employees are exempt from liability for the consequences of adoption and effective two(2)calendar days after the sending thereof. implementation of policies and procedures pursuant t, 21 t. GOVERNING LAW, FORUM. This Agreement is governed by the laws of the State of Arizona. subsection unless the school district,its governing bo members,its school council members or its employee The exclusive forum selected for any proceeding or suit in law or equity arising from or incident to guilty of gross negligence or intentional misconduct.¶ this Agreement will be Maricopa County,Arizona. Additionally,Contractor will comply with the governinc U. INTEGRATION CLAUSE. This,l l „l,t C ol�2i,i2 ynntl i tl io \,Io tor A2L221 )21� it isrii including all body's fingerprinting policy of each individual school c attachments and exhibits hereto, supersede all prior oral or written agreements, if any, between and public entity. Contractor,their employees will not provide services on subcontractors school,vendor!di the parties and constitutes the entire agreement between the parties with respect to the work to be properties until authorized by the school district Q performed. Deleted:Agreement "" 00 2018011 Page 39 of 41 C14 E U Packet Pg. 785 C.16.g CIL EXHIBIT 1 DRAFT AGREEMENT LO V. PROVISIONS REQUIRED BY LAW. Any provision required by law to be in this Agreement is a part of this Agreement as if fully stated in it. CN 611, W. SEVERABILITY. If any provision of this Agreement is declared void or unenforceable, such provision will be severed from this Agreement,which will otherwise remain in full force and effect. U) The parties will negotiate diligently in good faith for such amendment(s)of this Agreement as may be necessary to achieve the original intent of this Agreement, notwithstanding such invalidity or unenforceability. X. SURVIVING PROVISIONS. Notwithstanding any completion, termination, or other expiration of this Agreement, all provisions which, by the terms of reasonable interpretation thereof, set forth rights and obligations that extend beyond completion, termination, or other expiration of this Agreement,will survive and remain in full force and effect. Except as specifically provided in this Agreement,completion,termination,or other expiration of this Agreement will not release any party from any liability or obligation arising prior to the date of termination. Y. A.R.S.SECTIONS 1-501 and 1-502. Pursuant to Arizona Revised Statutes Sections 1-501 and 1- 502,any person who applies to the City for a local public benefit(the definition of which includes a grant,contract or loan)must demonstrate his or her lawful presence in the United States. As the Agreement is deemed a local public benefit, if Contractor is an individual(natural)person or sole proprietorship, Contractor agrees to sign and submit the necessary documentation to prove compliance with the statutes as applicable. �9 2A LM CL O U) O C) E �9 C) X CN 00 2018011 Page 40 of 41 CN 4i 0 E C) Packet Pg. 786 � CIL EXHIBIT 2MAILING LABEL � LO MT MT CN CUr»LuNGrHE LINE AND AFFIX mTHE FRONT OF YOUR PROPOSAL CONTAINER ---------------------------------------------------- c aEALEopnopoaAL Submitted by: Company Name: City,State,Zip: Solicitation#uo1xo11 INFORMATION TECHNOLOGY SOLUTIONS uSERVICES Due Date: October ux.uo1r.otx:oon.m.local Arizona time City ofMesa Attn: Purchasing CL 20 E. Main Gt., Guite4OO Meea. AZ 85201 1� w ---------------------------------------------------------------------' 75 21 CN � � � 00 � 2018011 paoe41 m41 w N�������� a-� m m ��~�m mm�mo�m� m ~= � � Immediately following are documents called out as additional information within our response. o_ � * D8'BReport LO * List of partners-this is in no way a complete list but an overview of partners that SHI can CN provide. ����� � m����= m�EPOFIT LM CL 21 75 CN � � � � CO � w Added to Portfolio: 03/28/2014 Nddress 290 Davidson Ave Location Type Headquarters Last View Date: 02/09/2016 Somerset, NJ, US -08873 Web www.shi.com Endorsement : lee_harrell@SHI.co Phone 732 764-8888 Fax 732-805-0818 )ummary Currency: Shown in USD unless otherw ie) 5,797,204,000 Source: DNB, FISCAL, 12-31-2014 294,433,000 Source: DNB, FISCAL, 12-31-2014 1 X5X800 Source: DNB, FISCAL, 12-31-2014 )uind No uredlii't Scours 526 Moderate Risk of severe payment dE uredliit Scoure r 69 Moderate Risk of severe payment dE Rafling View More Details 1.3 Source: DNB, FISCAL, 12-31-2014 IIE,; Aggiressllve 900,000,00 Based on profiles of other similar coi 73 Paying 11 days past due uredlii't Scours Glass 3 Moderate Risk of severe payment dE s Scoure Glass ����, 2 Low to Moderate Risk of severe fina stress. IIE,; Coinseurvatliive 400X0,00 Based on profiles of other similar coi 5A3 5A indicates 50 million and over, CrE appraisal of 3 is fair PAYDEX® D&B PAYDEX® Division(s) exist Y Record Type Number of Most Recent ie THAI LEE, CEO Records Filing Date 1989 Bankruptcies 0 - 2850 (1400 Here) Judgments 0 - SECURED Liens 1 01/03/14 7371 , 7374 Suits 0 - ss Custom computer UCCs 68 08/11/15 programing, data processing/ preparation The public record items contained herein may have been 541511 paid, terminated, vacated or released prior to todays date. CLEAR dition FAIR Linkage es (International City , Country D-U-N-S® NUMBER IATIONAL CORP Milton Keynes , UNITED KINGDOM 23-041-6559 ULC North York , CANADA 24-362-9057 IATIONAL SAS ISSY LES MOULINEAUX , FRANCE 26-213-9752 Domestic) City , State D-U-N-S® NUMBER IATIONAL CORP. TEMPE , Arizona 82-925-3066 IATIONAL CORP. SAN DIEGO , California 82-925-3330 IATIONAL CORP. ATLANTA , Georgia 82-925-3462 IATIONAL CORP. SAN FRANCISCO , California 82-925-3215 IATIONAL CORP. CHICAGO , Illinois 82-925-3769 IATIONAL CORP. MINNEAPOLIS , Minnesota 82-925-3850 IATIONAL CORP. SAINT LOUIS , Missouri 82-925-4023 IATIONAL CORP. SOUTHFIELD , Michigan 07-940-9364 IATIONAL CORP. ISSAQUAH , Washington 11-899-4420 nited to the first 25 branches. Mete list, Please Iogon to DNBi and view the Dynamic Family Tree Information. International City , Country D-U-N-S® NUMBER use International NORTH VANCOUVER , CANADA 25-930-0382 onal Corp. CENTRAL DISTRICT , HONG 66-834-4679 KONG Scores Currency: Shown in USD unless othery w4,Summa sting was assigned because of D&B's assessment of the company's creditworthiness. For more information, see the <ey ig : 5A3 Financial Strength: 5A indicates 50 million and over Composite credit appraisal: 3 is fair ias changed on May 5, 2015 because the History of the company is now "Clear ". i overview of the companys rating history _�999 5,797,204,000.00 Sales: ( Up by 15.9% f ) g Date Applied from last year 05-05-2015 Number of Employees Total: 2,850 (1400 here) 11-26-2014 08-21-2014 06-12-2014 05-20-2014 05-12-2009 lit Limit Recommendation ✓e credit Limit 400,000 credit Limit: 900,000 >ry for this business : LOW mit Recommendation (CLR) is intended to serve as a directional benchmark for all businesses within the same line of busines Iculated based on any individual business. Thus, the CLR is intended to help guide the credit limit decision, and must be balar with other elements which reflect the individual company's size, financial strength, payment history, and credit worthiness, all c D&B reports. ;sed using D&Bs scoring methodology and is one factor used to create the recommended limits. See Help for details. Stress Class Summary I Stress Score predicts the likelihood of a firm ceasing business without paying all creditors in full, or reorganization or obtainir ler state/federal law over the next 12 months. Scores were calculated using a statistically valid model derived from D&Bs exter I Stress Class of 2 for this company shows that firms with this class had a failure rate of 0.09% (9 per 10,000), which is lower 1 .jsinesses in D & B's database (Lowest Risk:1; Highest Risk:5) Stress Class : 2 ' " average risk of severe financial stress, such as a bankruptcy or going out of business with unpaid debt, over the next 12 month A Failure: Severe Financial Stress for Businesses with this Class: 0.09 % (9 per 10,000) �l Stress National Percentile : 77 (Highest Risk: 1; Lowest Risk: 100) �l Stress Score : 1526 (Highest Risk: 1,001; Lowest Risk: 1,875) Risk of Severe Financial Stress for Businesses in D&B database: 0.48 % ( 48 per 10,000) al Stress Class of this business is based on the following factors: iportion of satisfactory payment experiences to total payment experiences. )portion of slow payment experiences to total number of payment experiences. ings reported. mber of inquiries to D & B over last 12 months. National ;s 77 DLE ATLANTIC 44 SINESS, LEGAL AND ENGINEERING 52 Inge: 500+ 61 Jness: 26+ 77 ;s has a Financial Stress Percentile that shows: ian other companies in the same region. ian other companies in the same industry. ian other companies in the same employee size range. :ompared to other companies with a comparable number of years in business. ire Summary, 'cial Credit Score (CCS) predicts the likelihood of a business paying its bills in a severely delinquent manner (91 days or more core class of 3 for this company shows that 5.8% of firms with this class paid one or more bills severely delinquent, which is to .jsinesses in D & B's database. :ore Class 3 Lowest Risk:1;Highest Risk :5 ,�. Delinquent Payment Companies with this Classification: 5.80 % compared to businesses in D&Bs database: 10.20 % >core Percentile : 69 (Highest Risk: 1; Lowest Risk: 100) >core : 526 (Highest Risk: 101; Lowest Risk:670) ocore Class of this business is based on the following factors: on of slow payments in recent months high balance past due �l ratios on of past due balances to total amount owing 'isk industry based on delinquency rates for this industry ian other companies in the same region. ian other companies in the same industry. ian other companies in the same employee size range. ian other companies with a comparable number of years in business. �ments Currency: Shown in USD unless othery EX® YDEX is a unique, weighted indicator of payment performance based on payment experiences as reported to D&B by trade re about the D&B PAYDEX f historical payments for this company. ((DEX is 73 Equal to 11 days beyond terms ( Pays more slowly than the average for its industry of 2 days beyonc �dian is 79 Equal to 2 days beyond terms end currently is 00 Unchanged, compared to payments three months ago f slowness can be the result of dispute over merchandise, skipped invoices etc. Accounts are sometimes placed for collection or amount of the debt is disputed. )nt Experiences in D&Bs File (HQ) 247 Vithin Terms (not weighted) 66 % riences with Slow or Negative Payments(%) 42.51% 1 For Collection 1 Average 993,122 h Credit 50,000,000 N Owing 50,000,000 ;t Due 15,000,000 (Lowest Risk:100; Highest Risk:1) 'DEX@ : 73 ited by amount, payments to suppliers average 11 days beyond terms iartiles 80 80 80 80 79 79 79 79 72 72 72 71 PAYDEX for this Business is 73 , or equal to 11 days beyond terms month high is 74 , or equal to 9 DAYS BEYOND terms month low is 72 , or equal to 12 DAYS BEYOND terms ar )EX of this Business compared to the Primary Industry from each of the last four quarters. The Primary Industry is Custom cor data processing/preparation , based on SIC code 7371 . 03/14 06/14 09/14 12/14 'ear Q1'14 Q2'14 Q3'14 Q4'14 )SS 76 77 73 72 aartiles 80 80 80 80 79 79 79 79 72 72 72 72 yments collected over the last 4 quarters. PAYDEX for this Business is 73 , or equal to 11 days beyond terms sent industry median Score is 79 , or equal to 2 days beyond terms upper quartile represents the performance of the payers in the 75th percentile lower quartile represents the performance of the payers in the 25th percentile iabits =nt experiences within a given amount of credit extended, shows the percent that this Business paid within terms. Provides nu to calculate the percentage, and the total credit value of the credit extended. tended # Payment Experiences Total Amount % of Payments Within Terms 0 46 206,250,000 79% )00 13 930,000 80% )9 39 1,065,000 71% Total Credit Days Slow Revd Total Within <31 31-60 61-90 90> (#) Amts Terms vies onic parts 20 71,122,000 50,000,000 50 50 0 0 0 uters/softwr 17 101,800,500 50,000,000 98 2 0 0 0 A software 11 4,300,000 2,000,000 91 7 0 2 0 communictns 11 224,850 100,000 98 2 0 0 0 ters 10 15,357,750 8,000,000 90 8 2 0 0 E)d 9 723,750 500,000 61 39 0 0 0 )gramming 7 1,008,750 600,000 50 0 30 0 20 usn credit 7 155,100 100,000 90 10 0 0 0 supplies 5 62,250 55,000 56 44 0 0 0 :ss credit 5 95,000 50,000 100 0 0 0 0 equipment 4 2,285,000 1,000,000 49 11 18 0 22 s controls 4 195,000 65,000 67 33 0 0 0 raph equip 4 33,500 25,000 100 0 0 0 0 )n-local 4 6,250 5,000 40 12 8 0 40 inces 3 4,002,750 4,000,000 100 0 0 0 0 profsn eqpt 3 203,000 200,000 51 49 0 0 0 :ss service 3 43,500 40,000 97 0 3 0 0 services 3 67,500 35,000 96 0 2 0 2 ice 3 31,750 30,000 100 0 0 0 0 sting eqpt 3 15,750 15,000 3 0 95 0 2 der house 3 11,000 7,500 69 11 20 0 0 : test prd 3 15,000 5,000 100 0 0 0 0 rgo transpt 3 2,850 2,500 0 6 0 94 0 system desgn 2 2,050,000 2,000,000 49 50 1 0 0 insulting 2 2,002,500 2,000,000 50 50 0 0 0 re devices 2 1,000,750 1,000,000 50 50 0 0 0 ter storage 2 507,500 500,000 100 0 0 0 0 rent rental 2 95,000 65,000 100 0 0 0 0 -ione commun 2 55,000 40,000 73 0 0 0 27 ssing svcs 2 32,500 30,000 100 0 0 0 0 )eripherals 2 31,000 30,000 3 97 0 0 0 fear-boards 2 30,000 20,000 33 0 67 0 0 ,e paper 2 22,500 20,000 89 11 0 0 0 :)Idg furn 2 16,000 15,000 94 0 3 3 0 orriceturn i 5,uuu 5,uuu 5u 5u u u u pry 1 5,000 5,000 50 0 50 0 0 service 1 5,000 5,000 100 0 0 0 0 hing 1 2,500 2,500 50 0 0 50 0 iI research 1 2,500 2,500 0 100 0 0 0 iercial bank 1 2,500 2,500 100 0 0 0 0 id specltys 1 2,500 2,500 100 0 0 0 0 tics 1 2,500 2,500 100 0 0 0 0 ;ngine/part 1 1,000 1,000 0 0 0 0 100 grave svcs 1 1,000 1,000 50 50 0 0 0 trial equip 1 1,000 1,000 100 0 0 0 0 goods 1 1,000 1,000 50 50 0 0 0 retrieval 1 1,000 1,000 100 0 0 0 0 nting 1 1,000 1,000 50 0 0 50 0 ter terminal 1 1,000 1,000 50 50 0 0 0 Id forms 1 750 750 100 0 0 0 0 ig/ac equip 1 500 500 0 0 100 0 0 arable goods 1 500 500 100 0 0 0 0 )ne equip 1 250 250 100 0 0 0 0 deserts 1 250 250 0 0 100 0 0 Jpublish 1 100 100 0 0 0 0 100 oml sector 1 100 100 100 0 0 0 0 astng equip 1 100 100 0 100 0 0 0 Tice eqpt 1 50 50 100 0 0 0 0 c printing 1 50 50 100 0 0 0 0 icals 1 50 50 0 0 0 0 100 )aratus 1 0 0 0 0 0 0 0 nent categories -fences 24 505,550 500,000 cord unknown 9 19,450 10,000 comments 1 100 100 ;ollections 1 N/A 0 O's file 247 209,080,850 50,000,000 sometimes placed for collection even though the existence or amount of the debt is disputed. r-I-.....--- --- "- ---..ia -r.a:--.A.- -.-- ..., ---L.---j:-- ,.i_:..---j :-....--- -4-- Ppt 1,000,000 95,000 0 1 mo Ppt 500,000 100 0 1 mo Ppt 100,000 100,000 0 1 mo Ppt 85,000 20,000 0 1 mo Ppt 50,000 25,000 0 1 mo Ppt 40,000 25,000 0 1 mo Ppt 40,000 35,000 0 1 mo Ppt 25,000 0 6-12 mos Ppt 20,000 20,000 0 N30 1 mo Ppt 15,000 10,000 0 1 mo Ppt 10,000 0 0 6-12 mos Ppt 7,500 7,500 0 1 mo Ppt 5,000 5,000 0 1 mo Ppt 5,000 2,500 0 1 mo Ppt 5,000 0 6-12 mos Ppt 5,000 0 0 4-5 mos Ppt 5,000 5,000 0 1 mo Ppt 2,500 2,500 0 1 mo Ppt 2,500 0 0 N30 2-3 mos Ppt 2,500 0 0 2-3 mos Ppt 2,500 2,500 0 1 mo Ppt 2,500 250 0 1 mo Ppt 2,500 750 0 1 mo Ppt 2,500 2,500 0 1 mo Ppt 2,500 0 0 2-3 mos Ppt 1,000 1,000 0 1 mo Ppt 1,000 0 0 4-5 mos Ppt 1,000 500 0 1 mo Ppt 1,000 1,000 0 1 mo Ppt 750 0 0 2-3 mos Ppt 750 1 mo Ppt 750 250 0 Ppt 250 250 0 N30 1 mo Ppt 250 0 0 2-3 mos Ppt 250 0 0 1 mo Ppt 250 0 0 6-12 mos Ppt 250 0 0 6-12 mos Slow 10 500 0 0 6-12 mos Slow 10 500 0 0 N30 6-12 mos 113ow 30 100,000 25,000 25,000 1 llqq 0 &o 30 7,500 7,500 5,000 1 11,]r]I o II-30W 30 2,500 1,000 1,000 N30 1 llqqo &o 60 500 0 0 \J 30 6 1;? 11'nos' 113ow 60 500 100 0 1 llqqo &o 90 2,500 2,500 2,500 2 �'3 'nos, 113ow 30 �)O 1,000 500 100 1 llqqo 113ow 30 �)O 100 100 100 &o 30-°)O 15,000 7,500 7,500 !1 5 'nos, 113OW �)O 50 50 50 (077) 0 0 0 Cash 2-3 mos account 113ow 60 20,000 0 0 N30 6 12 iiqqos &o 60 20,000 0 0 !1 5 'nos, (080) Credit refused 100 100 100 1 mo etail Key: 30 or more days beyond terms )eriences reflect how bills are paid in relation to the terms granted. In some instances payment beyond terms can be the result ndise, skipped invoices, etc. Each experience shown is from a separate supplier. Updated trade experiences replace those pr ngs Currency: Shown in USD unless othery ....................... I data includes both open and closed filings found in D&B's database on this company. )e # of Records Most Recent Filing Date proceedings 0 0 1 01/03/14 0 68 08/11/15 01/03/14 Received 12/23/15 S Continuation IBM CREDIT LLC SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2004-05-18 Received 06/01/04 C Filed Date 1999-08-05 ng No. 1922103 All Negotiable instruments including proceeds and products - All Inventory including proceec products - All Account(s) including proceeds and products - All Computer equipment includir and products - and OTHERS Amendment IBM CREDIT LLC SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2005-02-01 Received 03/02/05 C Filed Date 1999-08-05 ng No. 1922103 Amendment IBM CREDIT CORPORATION, ATLANTA, GA IBM CREDIT CORPORATION, ARMONK, N' SOFTWARE HOUSE INTERNATIONAL INC and OTHERS 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ ng No. 1922103 CONTRACT and proceeds Partial release IBM CREDIT CORPORATION, ATLANTA, GA SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2011-10-03 Received 12/20/12 C Filed Date 1999-08-05 ng No. 1922103 SECURITY INTEREST and proceeds Partial release IBM CREDIT CORPORATION, ARMONK, NY SHI INTERNATIONAL CORP. and OTHERS 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2011-12-21 Received 04/07/12 C Filed Date 1999-08-05 ng No. 1922103 SECURITY INTEREST and proceeds Partial release IBM CREDIT CORPORATION, ATLANTA, GA SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ ng No. 1922103 SECURITY INTEREST and proceeds Partial release IBM CREDIT CORPORATION, ATLANTA, GA SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2012-08-01 Received 09/28/12 C Filed Date 1999-08-05 ng No. 1922103 CONTRACT and proceeds Partial release IBM CREDIT CORPORATION, ATLANTA, GA SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2012-11-01 Received 01/10/13 C Filed Date 1999-08-05 ng No. 1922103 CONTRACT and proceeds Amendment IBM CREDIT CORPORATION, ATLANTA, GA SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ v �.aw vaaaa. Iititil_ll.!_ ll ng No. 1922103 Continuation IBM CREDIT CORPORATION, ATLANTA, GA SOFTWARE HOUSE INTERNATIONAL, INC. 1922103 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2014-04-16 Received 09/09/14 C Filed Date 1999-08-05 ng No. 1922103 Inventory including proceeds and products - Chattel paper including proceeds and products Original BANC OF AMERICA LEASING & CAPITAL, LLC, CHICAGO, IL SHI INTERNATIONAL CORP 26077512 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2011-09-14 Received 10/14/11 Amendment BANC OF AMERICA LEASING & CAPITAL. LLC, CHICAGO, IL BANK OF AMERICA, NATI ASSOCIATION, CHICAGO, IL SHI INTERNATIONAL CORP 26077512 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2011-10-03 Received 02/16/12 C Filed Date 2011-09-14 Original CITIBANK, N.A., ITS BRANCHES, SUBSIDIARIES AND AFFILIATES, NEW YORK, NY SHI INTERNATIONAL CORP. 50581191 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2013-07-25 Received 08/16/13 Inventory and proceeds - Assets and proceeds - Account(s) and proceeds - General intangit proceeds - and OTHERS Original EVERBANK COMMERCIAL FINANCE, INC., PARSIPPANY, NJ SHI INTERNATIONAL CORP. 50451760 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2013-02-21 Received 03/18/13 Inventory and proceeds - Assets and proceeds - Account(s) and proceeds - Computer equip proceeds - and OTHERS Original SG EQUIPMENT FINANCE USA CORP., JERSEY CITY, NJ SHI INTERNATIONAL CORP. 50363506 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2012-10-17 Received 12/20/12 Accounts receivable and proceeds - Contract rights and proceeds Original JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, CHICAGO, IL 2011-11-18 Received 12/12/11 General intangibles(s) including proceeds and products - Computer equipment including pro products - Equipment including proceeds and products Original HEWLETT-PACKARD FINANCIAL SERVICES COMPANY, BERKELEY HEIGHTS, NJ SHI INTERNATIONAL CORP. 50111916 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2011-10-28 Received 11/11/11 Equipment and proceeds Original BANC OF AMERICA LEASING & CAPITAL, LLC, CHICAGO, IL EMC CORPORATION, HOI SHI INTERNATIONAL CORP. 26705781 SECRETARY OF STATE/UCC DIVISION, TRENTON, NJ 2015-05-14 Received 07/28/15 nt Activit imary Ir/Guar) NO re Debt NO YES NO ed from federal program(s) NO Operations Currency: Shown in USD unless othery Overview ame: SHI INTERNATIONAL CORP. less As : SOFTWARE HOUSE INTERNATIONAL , SHI ass: 290 Davidson Ave Somerset , NJ 08873 732 764-8888 732-805-0818 http://www.shi.com Is clear Profitable nagement control 27 years Is 5,797,204,000 I information was reported: 05/06/2015 THAI LEE, CEO KOGUAN LEO, CHB HAL JAGGER, V PRES PAUL NG, CFO-SEC-V PRES MELISSA GRAHAM, V PRES CELESTE LEE, V PRES AL FITZGERALD, V PRES S) THE OFFICER(S) sey Secretary of State's business registration file showed that SHI International Corp. was registered as a corporation on Nov( registration number 0100434583. rted 1989 by Leo Koguan. 60% of capital stock is owned by Thai Lee. 40% of capital stock is owned by Leo Koguan. 1989, Software House International Inc was formed by Leo Koguan with the purchased of assets of Software House. Irn 1958. Thai holds an MBA from Harvard Business School. T) hnrn 'I Qrr,, Vnni inn hnlrle n AAne4er'e in IMarnn innni Pain inne 2,850 which includes officer(s). 1,400 employed here. Owns 440,000 sq. ft. in on 1st-4th floor of a five story brick a building. Central business section on side street. This business has multiple branches, detailed branch/division information is available in Dun & Bradstreet's link tree products. This business has one subsidiary. 5: Shi/Government Solutions, Inc. CS :)rmation in our file, D&B has assigned this company an extended 8-digit SIC. D&B's use of 8-digit SICs enables us to be morE operations than if we use the standard 4-digit code. IC numbers link to the description on the Occupational Safety & Health Administration (OSHA) Web site. Links open in a new Computer software development and applications Data processing and preparation Data processing service >tom Computer Programming Services a Processing, Hosting, and Related Services a Processing, Hosting, and Related Services Financials: n&s atement Comparative: Fiscal olidated statement dated DEC 31 2014 Liabilities 84,268,000 Accts Pay 1,122,641,000 Wholesale Financing Agree Advances 52,776,000 Accruals )s & Sundry Receivable 5,236,000 Due To Related Party s 1,264,921,000 Curr Liabs 1, 40,162,000 COMMON STOCK posits & Other Assets 805,000 ADDIT. PD.-IN CAP ACCUM OTHER COMPREHENSIVE INCOME RETAINED EARNINGS Is 1,305,888,000 Total Liabilities + Equity 1, 1 2014 to DEC 31 2014 annual sales $5,797,204,000; cost of goods sold $5,354,580,000. Gross profit$442,624,000; operatin 0. Operating income $93,897,000; other income $794,000; other expenses $3,512,000; net income before taxes $91,179,000 Net income $89,269,000. lit, if any, not indicated. shown net less $33,278,760 depreciation. 2015 Akif Nizam, controller, referred to the above figures. 'inancial Statements Requested financials are provided bySHI INTERNATIONAL CORP.and are not DUNSRight certified. ss Ratios ite Dec 31 2014 Number of Establishments 18 UZZMEMEMEMEMEEMEM C.16.g PAFITNEFIS Immediately following is a high-level list of the products SHI is able to provide to the City of Mesa/IPA. Upon award, SHI would be happy to provide a much more comprehensive list if necessary. CL 3M -Computer Accessories, Digital Telephones LO 3M-General Accessories and Telephony MT Accellion-Software CN Acer-Computer Accessories, Digital Telephones Acer-Computers o c� Acer- Displays and monitors Acronis Software-General Accessories and Telephony Acronis Software-Software Acronis Software-Software AddOn-Cables AddOn-General Accessories and Telephony AddOn- Memory Adesso-Computer Accessories, Digital Telephones Adobe-Software Agate Software-Software AlienVault-Software Alliance Enterprises-Software Altova-Software CL APC by Schneider Electric-Computer Accessories, Digital Telephones APC by Schneider Electric- Racks Apple-Computer Accessories, Digital Telephones 0 U) Apple-Computers 0 Apple-General Accessories and Telephony 2 Apricorn-Storage Products Areserve-Software AssetWorks-Software ASUSTeK COMPUTER-Computer Accessories, Digital Telephones ASUSTeK COMPUTER-Computers ASUSTeK COMPUTER- Displays and monitors ASUSTeK COMPUTER-General Accessories and Telephony c� Atlassian-Software X Attachmate-Software 21 Attunity-Software LL Audio-Technica-General Accessories and Telephony Autodesk-Software Avery-Office Supplies cN Axiom Memory Solutions- Batteries Axiom Memory Solutions-Cables Axiom Memory Solutions-General Accessories and Telephony 00 Axiom Memory Solutions- Memory cN Axiom Memory Solutions-Storage Products Axway-Software B&B Electronics Manufacturing Company-General Accessories and Telephony 97ftHEEJ ..C_ C.16.g Barracuda Networks-General Accessories and Telephony Barracuda Networks-Software Barracuda Networks-Storage Products Battery Technology- Batteries CL Battery Technology-General Accessories and Telephony Belkin-Cables y Belkin-Computer Accessories, Digital Telephones Belkin-Computer Bags and Cases C14 Belkin-General Accessories and Telephony BenQ- Displays and monitors 0 Bentley Systems-Software BeyondTrust Software-Software Bitdefender-Software Black Box-Cables Black Box-Computer Accessories, Digital Telephones Black Box-General Accessories and Telephony Black Box- Racks , Bluebeam Software-Software Bluebeam Software-Software BMC Software-Software Bomgar-Software Box-Software Brenthaven-Computer Bags and Cases CL Brocade Communications Systems-Computer Accessories, Digital Telephones Brocade Communications Systems-Software Brocade Communications Systems-Software Brother-Computer Accessories, Digital Telephones 0 Brother-Office Supplies 2 Brother- Printers Buffalo Technology-Storage Products BUSlink-General Accessories and Telephony BUSlink-Storage Products C2G-Cables C2G-Computer Accessories, Digital Telephones C2G-General Accessories and Telephony CA Technologies-Software Canon- Batteries Canon-Cameras LL Canon-Computer Accessories, Digital Telephones Canon-General Accessories and Telephony Canon- Printers cN Carbon Black-Software Cartegraph-Software 00 Case Logic-Computer Bags and Cases Case Logic-General Accessories and Telephony cN Cellebrite-Software Check Point Software Technologies-General Accessories and Telephony Check Point Software Technologies-Software 98ftHEEJ ..C- C.16.g Cherwell-Software Chief Manufacturing-Computer Accessories, Digital Telephones Cisco Systems-Cables Cisco Systems-Computer Accessories, Digital Telephones CL Cisco Systems-General Accessories and Telephony Cisco Systems- Racks y Cisco Systems-Software Cisco Systems-Software CN Cisco Systems-Storage Products Citrix Systems-Software 0 CODi-Computer Bags and Cases CommVault Systems-Software Comprehensive Cable-Cables Condusiv Technologies-Software Corel-Software CrowdStrike-Software CSI Technology Group-Software , Da-Lite Screen-General Accessories and Telephony Decision Lens-Software Dell- Batteries Dell-Cables Dell-Computer Accessories, Digital Telephones Dell-Computer Bags and Cases CL Dell-Computers Dell- Displays and monitors Dell-General Accessories and Telephony Dell- Memory 0 Dell- Printers 2 Dell- Racks Dell-Storage Products D-Link Systems-Computer Accessories, Digital Telephones DocuSign-Software Dropbox-Software Eaton Corporation-Computer Accessories, Digital Telephones Eaton Corporation- Racks EDGE Memory- Memory EDGE Memory-Storage Products Elite Screens-General Accessories and Telephony LL Embarcadero Technologies-Software Embarcadero Technologies-Software EMC-Software cN enChoice-Software EntIT Software LLC-Software 00 EntIT Software LLC-Software Epson-Computer Accessories, Digital Telephones cN Epson-General Accessories and Telephony Epson- Printers eReplacements- Batteries U 99ftHEEKI ..C- C.16.g eReplacements-General Accessories and Telephony Ergotron-Computer Accessories, Digital Telephones Ergotron-General Accessories and Telephony Erwin-Software CL Erwin-Software ESET-Software y Exabeam, Inc-Software F5 Networks-Software CN Faronics-Software U) Fellowes-General Accessories and Telephony 0 FireEye-Software Fischer International Identity-Software Flexera Software-Software Forcepoint LLC-Software ForeScout Technologies-Software ForgeRock-Software Fortinet-General Accessories and Telephony , Fortinet-Software Fortinet-Software Fujifilm-Cameras Fujitsu- Batteries Fujitsu-Computer Accessories, Digital Telephones A Fujitsu-Computer Bags and Cases CL Fujitsu-Computers Fujitsu-General Accessories and Telephony Fujitsu- Memory 0 Fujitsu-Storage Products 0 Genus Technologies-Software 2 GFI Software-Software GlobaISCAPE-General Accessories and Telephony GlobaISCAPE-Software Griffin Technology-General Accessories and Telephony Hewlett Packard Enterprise-Cables Hewlett Packard Enterprise-Computer Accessories, Digital Telephones Hewlett Packard Enterprise-Computers Hewlett Packard Enterprise-General Accessories and Telephony Hewlett Packard Enterprise- Memory Hewlett Packard Enterprise- Racks LL Hewlett Packard Enterprise-Software Hewlett Packard Enterprise-Software Hewlett Packard Enterprise-Storage Products cN Honeywell-Computer Accessories, Digital Telephones Honeywell-General Accessories and Telephony 00 Honeywell- Printers Hootsuite-Software cN HP, Inc.- Batteries HP, Inc.-Computer Accessories, Digital Telephones HP, Inc.-Computer Bags and Cases U 100ftHEED ..C- C.16.g HP, Inc.-Computers HP, Inc.- Displays and monitors HP, Inc.-General Accessories and Telephony HP, Inc.- Memory CL HP, Inc.-Office Supplies HP, Inc.- Printers y HP, Inc.-Software HP, Inc.-Storage Products C14 IBM -Computer Accessories, Digital Telephones IBM-Software 0 U Idera-Software Imperva-Software Imprivata, Inc.-Software Incapsulate LLC-Software Incipio Technologies-Computer Bags and Cases Incipio Technologies-General Accessories and Telephony Informatica Corporation-Software , Intel-General Accessories and Telephony Intel-Storage Products Intermec- Printers Intermedix-Software InterSystems-Software IOGEAR-Computer Accessories, Digital Telephones CL Ipswitch-Software Ipswitch-Software Ivanti-Software 0 U) Jabra-General Accessories and Telephony 0 JAMF Software-Software 2 JAMF Software-Software Juniper Networks-General Accessories and Telephony Kaspersky Labs-Software Kaspersky Labs-Software Kensington-Computer Accessories, Digital Telephones Kensington-Computer Bags and Cases Kensington-General Accessories and Telephony Kingston Technology- Memory Kingston Technology-Storage Products Kodak-Cameras LL Kofax Image Products-Software Kronos-Software Laserfiche-Software cN Lawsoft-Software Lenovo- Batteries 00 Lenovo-Computer Accessories, Digital Telephones Lenovo-Computer Bags and Cases cN Lenovo-Computers Lenovo- Displays and monitors Lenovo-General Accessories and Telephony U 101ftHEEKJ ..C- C.16.g Lenovo- Memory Lenovo- Racks Lenovo-Storage Products Lexmark International-Computer Accessories, Digital Telephones CL Lexmark International-General Accessories and Telephony Lexmark International- Printers LO LG Electronics- Displays and monitors LifeSize-Software C14 Lightspeed Systems-Software U) LockPath, Inc-Software 0 Logitech-Cameras Logitech-Computer Accessories, Digital Telephones Logmein, Inc.-Software LogRhythm-Software Malwarebytes-Software McAfee-Software Micro Focus-Software , Micron Technology- Memory Microsoft-Cameras Microsoft-Computer Accessories, Digital Telephones Microsoft-Computers Microsoft-Software A Mimecast-Software CL Mobile Edge-Computer Bags and Cases Mobile Edge-General Accessories and Telephony Modo Labs-Software 0 U) MuleSoft-Software 0 NEC-Computer Accessories, Digital Telephones 2 NEC- Displays and monitors NEC-General Accessories and Telephony NETGEAR-Computer Accessories, Digital Telephones NETGEAR-General Accessories and Telephony NetMotion Wireless-Software NetOp-Software Netscout Systems-Software NetWrix Corporation-Software Nimble Storage-Software Nintex-Software LL Nuance Communications-Software Nutanix-Software OGIO-Computer Bags and Cases cN OKI-Computer Accessories, Digital Telephones OKI- Printers 00 Olympus-General Accessories and Telephony OpenText-Software cN Oracle-Software OtterBox-General Accessories and Telephony Overland Storage-Storage Products 102ftHEEJ ..C_ C.16.g Palo Alto Networks-Software Panasonic- Batteries Panasonic-Computer Accessories, Digital Telephones Panasonic-Computers CL Panasonic- Displays and monitors Panasonic-General Accessories and Telephony LO Panasonic-Office Supplies Panduit-Cables CN Panduit-General Accessories and Telephony Panduit- Racks 0 U Pega-Software Pega Systems-Software Philips- Displays and monitors Pitney Bowes-Software Planar Systems- Displays and monitors Plantronics-General Accessories and Telephony PNYTechnologies- Memory , Polycom-General Accessories and Telephony Printerl-ogic-Software Promise Technology-General Accessories and Telephony Proofpoint-Software ProPhoenix-Software A QNAP Systems, Inc-General Accessories and Telephony CL Qualtrics-Software Qualys-Software Quantum-Storage Products Quest Software-General Accessories and Telephony 0 Quest Software-Software 2 Quest Software-Software Quest Software-Storage Products Rapid?-Software Raritan Computer-Computer Accessories, Digital Telephones Red Gate Software-Software Red Hat-Software Ricoh-Computer Accessories, Digital Telephones Ricoh-Office Supplies Ricoh- Printers Rocket Software, Inc.-Software LL RSA Security-Software Ruckus Wireless-General Accessories and Telephony SailPoint-Software cN Salesforce-Software Salient Corporation-Software 00 Samsonite-Computer Bags and Cases Samsung- Batteries cN Samsung-Computer Accessories, Digital Telephones Samsung-Computers Samsung- Displays and monitors U 103ftHEEJ ..C- C.16.g Samsung-General Accessories and Telephony Samsung- Memory Samsung-Office Supplies Samsung-Storage Products CL SanDisk- Memory SanDisk-Storage Products LO SANS Institute-Software SAP-Software CN SAP BusinessObjects-Software SAS Institute-Software 0 U Seagate-General Accessories and Telephony Seagate-Storage Products Sennheiser-General Accessories and Telephony SentinelOne-Software Sentry Data Systems-Software ServiceNow-Software Sharp- Displays and monitors , SIIG-General Accessories and Telephony Siteimprove-Software Snow Software-Software SolarWinds-Software SolarWinds-Software A SonicWALL-General Accessories and Telephony CL SonicWALL-Software Sophos-Software Spatial Data Logic-Software Spillman Technologies, Inc.-Software 0 Splunk-Software 2 StarTech.com-Cables StarTech.com-Computer Accessories, Digital Telephones StarTech.com-General Accessories and Telephony StarTech.com- Racks StarTech.com-Storage Products StorageCraft Technology-Software SUPER MICRO Computer-General Accessories and Telephony Swiftreach-Software Symantec-Software Symantec-Software LL Tableau Software-Software Tanium-Software Targus-Computer Bags and Cases cN Targus-General Accessories and Telephony TechSmith-Software 00 Telerik-Software Tenable Network Security-Software cN Teradata-Software ThreatTrack Security-Software Thycotic-Software 104ftHEED ..C- C.16.g Toshiba-Computer Accessories, Digital Telephones Toshiba-Computers Toshiba-Storage Products Total Micro Technologies- Batteries CL Total Micro Technologies-General Accessories and Telephony Transcend Information- Memory LO Transcend Information-Storage Products Trend Micro-Software C14 Tripp Lite- Batteries Tripp Lite-Cables 0 Tripp Lite-Computer Accessories, Digital Telephones Tripp Lite-General Accessories and Telephony Tripp Lite- Racks TriTech Software Systems-Software Turbonomic, Inc.-Software Tyco Electronics- Displays and monitors Tyler Technologies-Software , Unitrends Software-Software Urban Factory-General Accessories and Telephony V7-General Accessories and Telephony Vanguard Integrity Professionals-Software Varonis-Software Veeam Software-Software CL Veeam Software-Software Veracode-Software Verbatim-Computer Accessories, Digital Telephones Verbatim- Memory 0 Veritas Technologies LLC-Software 2 ViewSonic-Computer Accessories, Digital Telephones ViewSonic- Displays and monitors ViewSonic-General Accessories and Telephony VIZIO- Displays and monitors VMware-Software Vmware-Software WatchGuard Technologies-General Accessories and Telephony Webroot Software-Software Western Digital-General Accessories and Telephony Western Digital-Storage Products LL Xerox-Computer Accessories, Digital Telephones Xerox-General Accessories and Telephony Xerox-Office Supplies cN Xerox- Printers Zebra Technologies- Batteries 00 Zebra Technologies-Cables Zebra Technologies-Computer Accessories, Digital Telephones cN Zebra Technologies- Printers Zix Corporation-Software ZOHO Corporation-Software 105ftHEEJ ..C_ Zonar Systems-Software Zscaler-Software CL (D LO T�, Mi Mi CN U) 0 u 76 A LM CL W 0 U) 0 .2 x W 21 75 U- CN CO T- CD CN E 106 Packet ..C- ft� HEEKI I I I I 1.2 N Z I� c L O O 1� N u 4- 1 E °' m 10 4 U 16 �- 3 I� u (0 I" E CL CL 1(13 o 0 0 0 0 `~ .a Y 1 Q. O 1 a o 0 4a a, C aJ CL m E ZI", 0 0 0 0 0 y OCL 4a a N w O O O O !1 ao ;� C 0 '� 4a to ='A cu u U U U U U on N 'ZS O O C L.L N L.L N L.L N L.L N L.L N � O O U d m CL O O Y V1 LL 4- � - C N N N N N •> Z N N N N CU O lu c u-0 N N N N N N N N N L O O Ul EU, � L N -0 O O O O Vf O O a (n aJ C 30 � N O O O T C L o � Q ° �+ ca O is o O �+ o o � � a E o o �n 4a +� m x L t (C ia > L 4- 0 a) u aJ O E 0 O .� M c u; O ago 0 +' I— 0 m E v N u N u v tz mO O 0) O — CL O cu O o ++ -C O L +J an CL C: N a N L .Q i++ N Q 7 + � ? in W N Q a, _^ Y y c N cu CL m a On co L N C L N C U O L C o :t a) N O 3 d L D N nj °° o o u 4; o 'C o a N L N O = o o 'a 4a N _ C L O O L N L C7 LL C v E �u m N 0 Z V) - cu C L CLaJ '� 4a N 00 C N ,cu c-I N M CD Ln v C W "' W U U U dA 7a L' s- x O O C L on L (0 CL CL C Li- t O fa aJ 4 3 N N f0 O x u E O CU co L CU cu Ul 4a t Q. V + OU L LA o � `n ++ O fa fa O N O E co N •— o c �- .o° o a o _� 0 o a a ? (0 _ U 3 N y aJ y, o C U 4' N O O +J OL C .O C U — Q " 4J CO .-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 —41— 4-- 47' CL CL CL CL CL CL CL CL CL CL 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 on on on on on on on on on on to to to to on on 0 n 0 10 0 'n 0 'n 0 on ro ro ro ro ro ro ro ro ro ro Fo CU —Fo CU —Fo CU —Fo CU —Fo CU � cu (13 (13 (13 (13 (13 (13 (13 (13 (13 (13 M 5 M 5; M 5; m 5; m 5; m > u u u u u u u u u u U U U O U O U O u on on on LL CU LL CU LL CU LL CU LL CU LL cu LL cu LL cu LL cu LL CU LL LL LL LL LL LL on on Lj .J on 'n 'n 'n 'n -1 on L S2 'n L tn -S2 tn a tn CL on CL on CL on CL on CL = w = w = w = w = w = w = w = W = W = W = D = D = D = D = D = D Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 1.-0 0 0 0 0 0 0 0 0 0 0 0 0 0 No, No, ro u —le cu cu —0 u 0 CU cu cu 4� 0 cu cu cu cu =3 cu Z cu u cu CL u 0 s V) -0 c z (13 u on on < -0 u < u c 0 0 4J c 4J 4J cu 4- 4- V) .4� u (13 =3 =3 CL 4� cu cu cu cu cu on ia 3 -0 u ro V) c (13 =3 CL u CL 0 < rj r14 C, -6�' F cu u cu 0 4� =3 CL C: CL 3 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 on on on on 0 0 0 0 0 10 0 0 0 0 0 0 10 N 0 N 0 0 Fo CU -Fo CU -Fo CU -Fo CU -Fo CU -Fo W -Fo W -Fo W -Fo W -Fo W -Fo W -Fo W -Fo W -Fo W -Fo -Fo 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� U 4� 4� U CU U CU U CU U CU U CU U W U W U W U W U W U W U W U W U W U u = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = � = � 41 = 41 = y 3 y 3 y 3 y 3 y 3 y 3 y 3 y 3 y 3 y 3 y 3 y =3 " =, U- n U- n U- M U- M U- M U- M U- M U- M U- M U- M U- M U- M LL 3 LL 3 L 0 L LL on CL on CL on CL on CL on CL on CL on CL on CL on CL on CL on CL on a tn a tn a tn E -Vn cu Ln Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln 0 Ln o un un 0 No, No, No, 0 0 0 0 0 0 0 0 0 0 0 No, cuL cu cu cu Y Y cu cu cu 0 -0 0 cu 0 4� 0 4� cu u Z m Z m 0) u x u u < u E c E u u u CL C c 0 4� 30 =3 0 u < 0 0 < u CL LL LL LL u 4� 0 ..L cu .1 cu 4� 4� 4� 4� cu -2� 0 0 ia cu CL 4� -�e -C 0 x 0 0 4� tn On ro 30 3cu LL < > V) 0 ' Ln (.0 r, r14 r14 rn rn rn rn rn rn rn m cu u cu 0 4� =3 CL 4� =3 0 ry) CL -- - -- -- - -- - -- - -- -- - -- - -- - 0 -- - -- -- - OaOo OaOo OaOo OaOo OaOo -O -^ OO-^ -OO -^ OO- ^ -OO- OO-- OO- -OO - OO- -OO - O on a an on a on on w — w w w w w w ^N co co co co co u m u co u co u co u co u co u co u co u co u co u co u co co co co co > co > co > co > co > co > 41 co > 41 co > 41 co > 41 co > 41 M > co > U U U U U O U O U O U O U O U O U O U O U O U O U O U N 3 L 3 L 3 L 3 L 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N LL O LL O LL O LL O LL do U- do U- do U- do U- do LL do LL do U- do U- do U- do U- do U- do N E N E N E N N N N N N N N N N N N N L L L L L L L L L L L L = N = v = N = N = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = O 0 0 0 0 0 0 0 0 0 _ m N N u N C D Q N N _ C \ (n CLu (0 N \ N 4 C U L L 0 N N O O ro N 4, cu Q 3 m N > w on X � L Q U c O c t O \ L L L L L N L O L N N N N N N L L 0) a• 0) CL 0- 0- CL CL on 0) 0 L +� +� C i (0 (0 (0 (0 (0 > > N L L N N L •L z z d N Q Q Q Q Q m LZ = 00 61 O ;: l0 N M L O E c0) G CL 3 O L �n -- — -- -- — -- — -- — -- -- — -- — -- — 0 -- — -- -- — OaOo N^ —OaOo N^ —OaOo OO OO —OO — OO— —OO — OO— —OO— OO—— OO— —OO — OO— —OO — O on a on an an a on a on on w w w w w w w w w w w w w ^N(o u (o u (o u (o u (o u (o u (o u (o u (o u (o u (o u (o u (o u (o u (o u (o u (o > (o > (o > (o > (o > (o > (o > (o > (o > (o > (o > (o > (o > (o > (o > (o > U O U O U O U O U O U O U O U O U O U O U O U O U O U O U O U N LL oni U— mi U— w U— mi U— w U— mi U— w U— mi U— w LL Mi LL w LL Mi LL w LL mi U— w U— mi 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N 3 N L L L L L L L L L L L L L L L L = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = 0 = O Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln O O O O O O O O O O O O O O O O _ o � N U H Q O IC Q 00 p 1 1 0 0 N Q J y -0 N Q Q /\ /\ cu I I I I \ N U U LU O N U I I I I O cu cu cu cu U U LL z V) Q N N N N N Ln z (o (0 (0 (0 dA > > > > U Q Q _O _O _O _O Q z N O O O O 1 1 a. 4y 4y 4y o co co co co on to to Q Q Q Q -0 -0 -0 -0 .� (13 cL0 cL0 N N N N O O O 2 2 2 2 z O 0 0 O (n (n (n H H H H Ln l0 I� 00 61 O Ln I, 00 0) 0NlM0 l0 l0Ln Ln Ln Ln Ln Ln l0 l0 N cu U N 0 N on (0 L O VV Ln L() CL -- — -- -- — -- — -- — -- -- — -- — -- — 0 -- — -- -- — OO ^ O ^ O ^ O ^ O —O —^ O—^ —O — O—c —O—c 0 O—c —O —c O—c —O —c O—c on on on an to ^ an an on an E an E an E an E an E an E an E an E O O O ^ O O O O O C, O C, O CL O CL co u co u co u co u co u m u m u m u co co co co co co co co 4� 4� 4� 4� 4� 4� 4� 4� 4� 3 4� 3 4� 3 4� 3 4� 3 4� 3 4� 3 4� 3 (0 > (0 > (0 > (0 > (0 > (0 > (0 > (0 > M S M S M S M S M S M S M S M S u ) U a) U a) U a) U cu U cu U cu U cu U w U w U w U w U w U w U w U w W On W On W On W On W On W On W On W on W O W O W O W O W O W O W O W O N N N N N N N N N N N N N N N N (n to to to to to to to to to to to to to to to to Z to Z to Z to Z to Z to Z to Z to Z O O O O O O O O O O O O O O O O L cu X cu Q 3 N Q y _I_- 4� 10 CE CE H O H > N L N _�Y 3 0 G C Q J J L N Y 00 Q J H 0 0� N O N i i i i i i (n i N O N L L 4� N N N N N N N N -0 0 LZ cu N N N N N a) a) a) 3 3 ( > > > > > > > > 2 0? 2 L cu L C N O OnY O E � c N c cu cu cu cu a) a) a) a) 0) O u L C co co co co co co co co O L on O 4, > O H H H H H H H H m C7 U 2 I� n n n n n n n n n 00 00 00 00 00 00 0 4— 4— 4— 4— 0 0 0 0 0 0 0 0 0 c 0 0 0 0 0 0 0 E cu cu cu cu cu cu cu cu on E on E on E tD E tD E tD E tD E tD E tD E tD tw tw tw tw tw tw 0 CL -2 CL -2 CL -2 CL -2 CL -2 CL -2 CL -2 CL -2 CL Fo M .5 M .5 M .5 M .5 M .5 M 5 M 5 M 5 M m m m m m m 4� 5 a—, a—, a—, a—, a—, a—, a—, a—, 4-, 4-, 4-, 4-, 4-, 4-, 4-, M cr M cr M cr M cr M cr M 07 M 07 M 07 M 07 M m m m m m m U w U w U w U w U w U w U w U w U w U u u u u u u L.L 0 L.L 0 L.L 0 L.L 0 L.L 0 L.L 0 L.L 0 L.L 0 LZ 0 LZ LZ LZ LZ LZ LZ LZ 'n � 'n � 'n 3: 'n 3: 'n 3: 'n 3: 'n 3: 'n 3: 'n 3: N In In In In In = W = W = W = W = W = W = W = W = W S 0 S 0 S 0 S 0 S 0 S 0 S �o Ln Z Ln Z Ln Z Ln Z Ln Z Ln Z Ln Z Ln Z Ln Z Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln NO No, 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 No, No, No, cu u cu > > cu U cu ccu u cu cu > Ln > u cu CL 0 u u CL cu E T 0 0 < tw .2- u c =3 =3 cu j7, M CU CL c m cu < 'E cy, cu u m u u tw CL -0 cu u 0 E LU Z m =3 0 0 CL cu — < 4� u u 4� cu c 0 (13 Z u z cu CL u u A u cu -0 (13 u � < -C 0 a (13 =3 < < u < N J 4• o co co co u on on Ne Ne Ne Ne On o cu cu < 4� -0 cu 0 0 0 0 (13 LZ .9 0 cu cu cu LL C: L c c c ccu cu 4J 4 4. 4 CL L C7 cu L cu cu cu cu u u cu cu cu cu cu 0 (D Uz z z z on g F 0—Z� —Ln a; k.0 r" 0 co co co co cn cn cn cn cn cn cn cn cn 41 C: cu E .2- =3 cr LU 0 3: cu z (.0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 on to 1-2 1-2 (13 ro 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J co co co co (13 (13 (13 (13 (13 (13 (13 (13 (13 (13 (13 (13 u u u u u u u u u u u u u u u u W CU CU CU CU CU W W W W W W W W W W LL LL LL LL LL LL LL LL LL LL LL LL LL LL LL LL tf tf 4t 4t 4t 4t 4t 4t tf tf tf tf 4t 4t 4t o = o o o o o o o o o o o o o o o Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln V) V) Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln V) V) V) I.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 No, No, No, No, No, No, No, No, (13 N c (13 on c >- 4� cu Ln cu 4� cu 0 —Fo cu cu E -0 0 0 4� C: a) cu u E le -Fo -C CL (13 < cu c -C u 4� c -0 0 4J u u :E -C 0 c cu i -0 cu (13 z c CL -0 0 cu (0z 4� cu cu 0 > (13 c cu cu CL cu 0 cu V) cu cu cu CL 4� 0 LU LZ a: (D M: z 0 a a V) D CU I I I I I I I I I I I I I I u on on on on on on on on on on on on on on on cu cu cu cu cu cu cu cu cu cu cu cu cu cu cu cu u ZW' 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 on to 1-2 1-2 (13 ro 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J co co co co (13 (13 (13 (13 (13 (13 (13 (13 (13 (13 (13 (13 u u u u u u u u u u u u u u u u W CU CU CU CU CU W W W W W W W W W W LL LL LL LL LL LL LL LL LL LL LL LL LL LL LL LL tf tf 4t 4t 4t 4t 4t 4t tf tf tf tf 4t 4t 4t o = O = O = O = O = O = O = O = O = O = O = O = O = O = O = o Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln V) V) Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln V) V) V) I.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 1.-0 No, No, No, No, No, No, No, No, 4-' c cu cuao u E CL 7a cu on 0 cu cu 7n 0 CL Ln cu 4� cu u < E > cu E C: cu CL cu < tw 4J CL -C u cu =3 -00 CL cu u =3 0 4u —C —0 m z CL —0 cu 0 co co u u cu 3 < 0 0 o cu c 0 Ln co co co u u u w L.L (D 0 do do cu cu cu cu cu cu cu cu cu cu cu cu cu cu a) cu Y 0 0 0 0 0 0 0 0 0 0 0 0 0 0 __j Ln to to to to to to to to to to to to Ln i�' -R -a f� -W' F -& -;: i�' -R rll rll rll rll rll rll r" rN, r" rn rn c-I c-I c-I c-I c-I c-I c-I cu 0 Ln CL =3 p fn 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N 0 N 0 10 N 0 N 0 N 0 76 —Fo N Fo N Fo T —Fo N Fo N Fo N Fo (13 co co co co co co co co co CL co CL co CL co CL co CL co CL co a u u u u u u u u u U a U CL U CL U CL U CL U CL U CL V) V) =3 V) =3 V) =3 V) =3 V) =3 V) LL LL LL LL LL LL LL m LL LL (13 LL (13 LL (13 LL (13 LL LL LL 4t 4 4t 4t 4t �tf 4t 4t cu O = O = O = O = o = O = o = O = o Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Ln Lf) Lf) Lf) Lf) V) V) V) V) V) V) NO 0 0 cu 4� 4J .r-4 cu on -0 c ro N E CL cu CL u on 4� 0 co cu N u cu 4� CL 4� c 0 cu cu cu cu 0 E 0 Fo ro u < -C > 4�c cu cu cu 4� -0 cu c (13 0 CL cu cu L 0 0 cu (13 -0 cu CL CL 4� cu 0 cu -0 (13 CL cu 76 cu 4— CL 4� (13 (13 D cu cu cu CL 4� ro cu 0 ro 4 4y u a- a- Ln E t *.j7, 1 1 1 1 1 E 0 ro CL cu cu cu cu cu cu cu cu cu < 0 ro ro ro ro ro ro ro ro ro co co co co co co co a) a) cu cu cu cu cu 0 0 0 0 0 0 0Ln 0Ln 0 Ln Ln Ln Ln Ln Ln Ln -a f� -W' rn rn rn rn rn rn Ln co 0- 0 0 0 0 0 0 0 0 0 0 0 0 0 0 on on on on On 0 N 0 N 0 N 0 N 0 Fo •Lu -Fo •Lu -Fo •T -Fo •T -Fo co (13 u u u uco (ro( ro (((( (13 coco (13 (13 (13 (13 (13 4� -a 4� -a 4� -a 4� -a ((0 ((0 (0 (13 (13 0 13 .0 13 .0 13 .0 13 .0 .0 .0 >, 13 13 u CL CL CL CL >- u > u > u — > u — > u — > u — u u Ln 3 Ln 3 Ln 3 Ln 3 0 M 0 M 0 = M 0 = M 0 = M 0 M 0 LL (13 (0 -C LL -C LL -C LL -C LL LL LL LL LL LL ( LL 'o LL 'o LL -0 CL CL CL CL 'n CL 'n a 'n CL on on -2 cu -2 cu -2 cu -2 cu -2 cu -2 cu -2 cu J- J- lu Lxf): Lxf): Ln Ln Ln U Ln U Ln U Ln U Ln U Ln U Ln U Ln 0 Ln 0 O NO cu cu CL CL CL on cu (13 c on au 4J cu s ca CL CL u u c (13 c on (13 4� (13 4' cu >- cu cu 4�cu (6 (13 > < Q) I c c cu x 0 F V) > 4 CL 4— 0 . c (1) 4— cu CL 4� -C -0 cu 0 (13 4J CL cu I I I 1 0 0 u c (I on cu u on .2 .2 .2 .2 0 0 cu 0 4� -0 0 cu-0 -0 -0 -0 -C cu u - > CL F cu-0 u tn Q) -0 3) N 3 c u -0 to 5. > > 2 Q Q < < < Ln Ln Ln Ln L" If, If, If, If, If, L.0 L.0 L.0 c-I c-I c-I c-I O -0 co -C O CL lu cu CF)n -- — -- -- — -- — -- — -- -- — -- — -- — 0 -- — -- -- — -- — -- — -- -- —1-2 -- — -- — O O O O O O O O O O O O O O O O ao ao ao ao ao on ao ao ao ao ao ao an ao ao ao 0 0 0 0 o o 0 0 0 0 o1-2 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J co co co co c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 — — — — — — — — — — — — — — — — w L w L w L w L w L w L w L w L w L w L w L w L w L w L w L w L N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 +- (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O 0 0 0 0 0 0 0 0 0 0 0 No, No, No, No, No, N � N c N Ucu C .cu N L cu -0 (B U_ N _� N ' O L u U L O > N O E E L N Ocu N U (B L U N O Y L N N L Ucu E 'F (n on L 3 N C co u O to u u (0 -0 N O U u a u o � N cu (0 u Q Q U -0 Q - C CL Q E O do do do J ^ N (0 O do _ > (0 N � CL N Q O - 't 't 't cu � N N m m m O O N u (0 W 61 N � N M � �f1 l0 I� W6-I -- — -- -- — -- — -- — -- -- — -- — -- — 0 -- — -- -- — -- — -- — -- -- —1-2 -- — -- — O O O O O O O O O O O O O O O O ao ao ao ao ao on ao ao ao ao ao ao an ao ao ao 0 0 0 0 o o 0 0 0 0 o1-2 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J co co co co c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 — — — — — — — — — — — — — — — — LL L L L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L L L N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 +- (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O (n O 0 0 0 0 0 0 0 0 0 0 0 No, No, No, No, No, _cu U _N N (0 > 3 O Ncu N O U N C N N u 4 O U N O N C N > N 4' N N U U L N cu L N •L O •L N cu cu - N 4- N N O d O N O N w L U ro L Q N N Non CL 3 u i(0 U L O O O U Q (n 2 Q U U an on '1••' O � ,V{ L L L L U C C o � cu � 4 cn cn > > 4 J cLo N O O U O O O O O O N >. L L Z Z Z a a a a a a to to to H H 61 O N M �f1 l0 I� W 61 O N M I" 00 00 00 00 00 00 00 00 00 00 (n m m (n (n c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I c-I -- — -- -- — -- — -- — -- -- — -- — -- — 0 -- — -- -- — -- — -- — -- -- —1-2 -- — -- — 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ao ao ao ao ao on ao ao ao ao ao ao an ao ao ao 0 0 0 0 0 0 0 0 0 0 01-2 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J co co co co c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 — — — — — — — — — — — — — — — — LL L L L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L L L N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 +- cn O cn O cn O cn O cn O cn O cn O cn O cn O cn O cn O cn O cn O cn O cn O cn O 0 0 0 0 0 0 0 0 0 0 0 No, No, No, No, No, cu N � N c cu (0 -0 cu u 0 N N N c qn CL cu N L U CL cu 0 2 U L � Q cu � � U i N N 2 L C L `1 m 0 3 -0 -0 cuN N (O N U- ,. m c c N N L (B CL cu C 4J a_ co c L cu cu cu U N p E N N N N (0 cu c N L 0 N L U (n C m u m \ a� 'i U Z 0 y U m (n N E L m — (0 m c \ c N N -�e L 0 4— c n cuy E -0 N c qn 0 CL 0 ( \ L 0 z � m z a° Q Lf1 l0 I� W Ol O � N M � �f1 l0 I� W Ol O Ol Ol Ol Ol Ol O O O O O O O O O O c-I c-I c-I c-I c-I N N N N N N N N N N N -- — -- -- — -- — -- — -- -- — -- — -- — 0 -- — -- -- — -- — -- — -- -- —1-2 -- — -- — O O O O O O O O O O O O O O O O ao ao ao ao ao on ao ao ao ao ao ao an ao ao ao 0 0 0 0 o o 0 0 0 0 o1-2 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J co co co co c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 — — — — — — — — — — — — — — — — L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L L.L L N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 +- Ln O cn O cn O cn O cn O cn O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O 0 0 0 0 0 0 0 0 0 0 0 No, No, No, No, No, N c U y L N U N Lcu a1 CL O Ln Q N (B 4J 4� U C d L (0 N - L U N a O U m co a u co c�'o E N N N \ O L c Q cu L L N cu ^ m N L N (n N N OL u L 6 > O L a O E E > U Q N L O (n f° > +- U U Lw N co i O 4J to Ln N \ u \ (n le le 4� L.L O � L Ln (O Y L L Q E E � N CL C > E C N + + j -C O d O O + O N N O L u u u rl M u H u U- Z Z d c-I N M Ln l0 Iz W 61 O ;: N::l M 1;F Ln ac-I c-I c-I c-I c-I c-I c-I c-I c-I N N N N N N N N N N N N N N N N N N N N N N N L cu 15 Y O O CL O ILn V —— — —— —— — —— — —— — —— —— — —— — —— — » » » » » » » » » » » » » » » » —— — —— —— — —— — —— — —— —— —1-2 —— — —— — y y y y y y y y y y y y y y y y m m m m m onm m m m m m to m m g g g g g g g g g g g g g g g 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 n n n n n n n n n n n n n n n n u u u u u u u u u u u u u u u u % % % % % % % % % % % % % % \ b \ b \ b \ b \ b \ b \ b \ b \ b \ b \ b \ b \ b \ b \ b \ b _ - _ - _ - _ - _ - _ - _ - _ - _ - _ - _ - _ - _ - _ - _ - _ \ / \ / \ / \ / \ / \ / \ / \ / \ / \ / \ / \ / \ / \ / \ / \ / » » » » » » » » » » » » » » » » � � � � � � � � � � � � � � 2 ƒ2 0 t c e 2 u 2 e E b < t ° § / \ E \ e / ( / / ƒ < 5 §CL § > 4 2 E _ � u g 2 0 u o E 2 = \ 2 cu CL / ( - \ �CL / / \ % \ k f / \ ) 7 CL \ \ / co t t \ 2 E y e @ Ln / / \ k \ < / E o \ / % _ Ln Ln D � < u G m L \ � o m � o � � � m m m m m m m m m m � � � � � � � � rq rq rq rq rq rq rq rq � -- — -- -- — -- — -- — -- -- — -- — -- — 0 -- — -- -- — -- — -- — -- -- —1-2 -- — -- — 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ao ao ao ao ao on ao ao ao ao ao ao an ao ao ao 0 0 0 0 0 0 0 0 0 0 01-2 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J 4J co co co co c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 c13 — — — — — — — — — — — — — — — — LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L LL L N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 4' 2 +- Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O Ln O 0 0 0 0 0 0 0 0 0 0 0 No, No, No, No, No, c� a CL Q L N 4V cu Q N N N N C N 4� J Q U LL Q U LL 0 0 \ L J J J J L 4� '�'' N N N N N N N N N c 3 0 N 4�p p N c 00 0 4J u 2 cB C U >> >> U >> >> -0 cc V) _ u a U G J > > J > > c 0 G CL (0 Q N \ on p� 61 61 61 O O O d C Ln Ln Ln O O O U L •4J 0 N U U Lnc-I c-I c-I c-I N N N d Q L.L Ln Ln Ln Ln Ln Ln Ln Ln Ln N N N N N N N N N N N N N N N I N L O u aJ cuai L N N N L p o ai CL -C I N � v ,u N L L 0- CU CU i aJ i v CL " > l0 lE +1 U O• O O _C aD O C OA 0 0 o I 44 on L cu -0 co .N v ; v u = v v > o 0 0 0 0 0 0 W 0 0 0 0 O O O LL 0 4� 4� 4� Z Q U U U O Z LL L LL L LL L on a) on a) N a) 0 N - — - — -C Lf) O Lf) O Lf) O 0 0 o O O O O O O Q _j W ui ui ui ui m m Z :) Q O OC N aJ N � aJ C co CO L L 4 N O C N O u -0 aJ on (0 W a) U y N > 4. 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