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Home My WebLink AboutIT2015-0230 - Original - Hewlett-Packard Company - Purchase Order for HP Elite 800 G1 - 02/27/2015 i K, ecordsqmgementj 0H Document WAS HIN6TOH rM CONTRACT COVER SWEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: WSCA - Western States Contract Alliance Vendor Number: N/A JD Edwards Number Contract Number: :T T r 3- l(o This is assigned by City Clerk's Office Project Name: Computer Equipment, Peripherals, and Related Services Description: ❑ Interlocal Agreement © Change Order ❑ Amendment ❑ Contract M Other: Master Agreement Contract Effective Date: 7/2/2009 Termination Date: 8/31/2014 Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: Tamara Rose Department: Information Technology Detail: (i.e. address, location, parcel number, tax id, etc.): City of Kent authorized participating member of the WA DIS Master Agreement Contract #T10-MST-297 CAS S Public\RecordsManagement\Forms\ContmctCover\adcc7832 1 11/08 O O O N O (D CO O O 4 4 U n c0 c0 V ro (q m I oCD 'IT 0 v v N x o N 2 y � N @ N C U o N � O N !� NO o a0 d eI F' C m V w 0 p .. LL d .R+ ® O (U O 00 ti D N m w cn V) F- NO O w"t M z w oa N � -2 . Om to O o� A NYo a m 0X (7 ~ 0 o_ t ❑ d i 10 c em ® N Co m a) �+ a) 4) (D 'g U d � O m O ® O > 2 0_ Q C- CY d s C m � E 0 N p d C L 6 O ® c E v s AMU M m 3 O m p p N o C e0 �.j a, o 0 U O mY QQ � cu y @. O N U O C O m ti\ y l�b N y m Q h -C m S U) N t p Cp_ C7 (6 O y a oo _c o B m ro 5D jo w i m ,N = of ' a+ E (D ® a L a) (5 o , o N Od m Y OID ® : -C C a) w C Cn N E U ,,e 'o m a O = m O @ a .ro O :e F- O W Q m _0 E (DU 3 0cC7 N p fn � MY oNNa ? N pEQ � � { � arc QE � � - >1 MN-WSCA/NASPO PC Contracts - WSCA Master Price d( rl I 66A df 03)iIlk �b 7VW ^-- COO 14A rEHAALS°+�AYd.ASi 4afET9F rJfVTSf+ Pd t A,rTN,-WPX'&AiMAk-SP0 PC 4999 - 2004 2004-2009 Home Contracts Contracts Nov What's New WESTERN STATES CONTRACT Customer Survey MASTER PRICE AGREEMENT for COMPUTER EQUIPMENT, SOFTWARE, PERIPHERALS AND Quick RELATED SERVICES Links: •WSCA 2009-2014 (WSCA/NASPO III) •NASPO Hewlett Packard Company Number B27164 This Agreement is made and entered into by Hewlett Packard Company, 11445 Compaq Center Drive W, Houston, TX, 77070 ("Contractor") and the Department of Administration ("State") on behalf of the State of Minnesota, participating members of the National Association of State Procurement officials (NASPO), members of the Western States Contracting Alliance (WSCA) and other authorized Participating States and Participating Entities. CONTRACTOR CONTACT Hewlett Packard Company 442 Swan Blvd. Deerfield, IL 60015 Attn: Debra Lee, WSCA/NASPO Contract Prog. Mgr. Email: debra.lee@hp.com Phone: 847-537-0344 Fax: 281-927-1336 I CURRENT CONTRACT TER Agreement Term Pursuant to Minnesota law, the term of this Agreement shall be effective upon the date of final execution by the State of Minnesota or on 9/1/2009 through 3/31/2015. HP Websote. www.hp.com/buy/wscaiii 827164 Master Price Agreement (with all amendments) B27164 - HP Model Participating Addendurn http://www.mmd.admin.state.mn.us/wsca/manufacturersfp.asp?contr... 3/6/2015 MN-WSCA/NASPO PC Contracts - WSCA Master Price Agreement Page 2 of 2 You will need Adobe Acrobat Reader to print or view PDF files. Information found on this website can be made available in alternative formats, such as large print, Braille, or on tape, by calling 651,296,2600. Persons with a hearing or speech disability can contact us through the Minnesota Relay Service by dialing 711 or 1.800.627.3529. The State of Mlnnesota is an Equal Opportunity Employer. (c)2004-2609 State of Minnesota, Departrneni of Administration We welcome your comments and suggestions about our website. II http://www.mmd.ad min.state.mn.us/wsca/manufacturersfp.asp?contr... 3/6/2015 WESTERN STATES CONTRACTING ALLIANCE MASTER PRICE AGREEMENT for COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES Number B27164 This Agreement is made and entered into by Hewlett Packard Company, Hewlett- Packard Company, 11445 Compaq Center Drive W, Houston, TX 77070 ("Contractor or "HP") and the State of Minnesota, Department of Administration ("State") on behalf of the State of Minnesota, participating members of the National Association of State Procurement officials (NASPO), members of the Western States Contracting Alliancel (WSCA)and other authorized Purchasing Entities. RECITALS WHEREAS,the State has the need to purchase and the Contractor desire to sell; and, WHEREAS,the State has the authority to offer contracts to CPV members of the State of Minnesota and to other states. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows: INTENT AND PURPOSE The intent and purpose of this Agreement is to establish a contractual relationship with equipment manufacturers to provide, warrant, and offer maintenance services on ALL Products proposed in their response to the RFP issued by the State of Minnesota. Delivery, support, warranty, and maintenance may be provided by the Contractor using subcontractors The Contractor agrees to take legal responsibility for the warranty and maintenance of all Products furnished under this Agreement. The Contractor is responsible for the timeliness and quality of all Services provided by individual subcontractors. Subcontractor participation will be governed by individual Participating Entities, who have the sole discretion to determine if they will accept Services from a subcontractor. Individual Purchasing Entities may enter in to lease agreements for the Products covered in this Master Price Agreement, if they have the legal authority to enter into these types of agreements without going through a competitive process, and if the Contractor submitted copies of its lease agreements with its response to the RFP. The lease agreements were not reviewed or evaluated as part of the RFP evaluation process. The agreements are located in Exhibit C, Value-Added Services. 1 of 42 The Agreement is NOT for the purchase of major, large hardware or hardware and software offerings. In general, individual units/configurations for servers and storage (SANS, etc.) should not exceed $300,000 each. Desktop per unit/configuration costs should not exceed $100,000. Printers of all types and monitors per unit/configuration costs should not exceed $50,000 each. it is the expressed intent of some of the Participating States to set this level at not to exceed $25,000 each, or$50,000. Contractors must be willing to comply with these restrictions by agreeing to supply Products in those price ranges only. This IS NOT a restriction on how many units/configurations can be purchased, but on the value of each individual unit/configuration. Individual Participating States and Participating Entities may set specific limits in a participating addendum above these limits,with the prior approval of the WSCA Directors; or may set specific limits in a participating addendum below these limits. Contractors may offer, but participating states and entities do not have to accept, limited professional services related ONLY to the equipment and configuration of the equipment purchased through the Agreement. 1. Definitions "Announced Promotional Price" are prices offered nationally to specific categories of customers (Consumer, Business or government)for defined time periods under predefined terms and conditions. "Consumables" those items that are required for the operation of the Equipment offered or supplied which are consumed over time with the purchaser's use of the equipment are included - printer cartridges, batteries, projector bulbs, etc. Consurnables such as magnetic media, paper and generally available office supplies are excluded, "Configuration" in most instances in this document means a total system configuration. This may include more than one model or part number(or SKU), or a combination of hardware, software, and configuring of the system to make the system work. "Contract" means a binding agreement for the procurement of items of tangible personal property or Services. Contract and Master Price Agreement are used interchangeably in this document. "Contractor" means the successful Responder who enters into a binding Master Price Agreement. The Contractor is responsible for all sales, support, warranty, and maintenance services for the Products included in this Agreement. The Contractor must manufacture or take direct, non-assignable, legal responsibility for the manufacture of the equipment and warranty thereof. For the purposes of this Contract, the term Contractor and Contract Vendor are synonymous. "CPV Member" is any governmental unit having independent policy making and appropriating authority, that is a member of Minnesota's Cooperative Purchasing Venture (CPV) program "CPV Program." The Cooperative Purchasing Venture (CPV) program, as established by Minn. Start. § 16C.03, subd. 10, authorizes the commissioner of 2 of 42 Administration to "enter into a cooperative purchasing agreement for the provision of goods, services, and utilities with [governmental entities] ..., as described in section 471 59, subdivision L" Based on this authority, the commissioner of Administration, through the Materials Management Division (MMD), enters into a joint powers agreement that designates MMD as the authorized purchasing agent for the governmental entity. It is not legal for governmental entities that are not members of the CPV program to purchase from a State contract. Vendors are free to respond to other solicitations with the same prices they offer under a contract, but that is not considered use of the "State contract price." "Cumulative Volume Discount" refers to the increased discounts by Product group or Band under the HP Product and Service Schedule (PSS) which may be offered by HP based on HP's evaluation of its pricing policies and structures on a periodic six month basis. if Cumulative Volume Discounts are recommended by HP, HP's written request for the increased discount is submitted to the WSCA/NASPO Contract Administrator for approval. The increased Cumulative Volume Discount is effective for orders after the later date of receipt of approval from the WSCA/NASPO Contract Administrator or the effective date spefif led in the HP written request for approval. "Documentation" refers to manuals, handbooks, and other publications listed in the PSS, or supplied with Products listed in the PSS, or supplied in connection with Services Documentation may be provided on magnetic media or may be downloaded from the Contractor's web site. "E-Rate" is a program sponsored by the Federal Communications Commission whereby educational and other qualifying institutions may purchase authorized technology at reduced prices_ "Educational Discount Price" means the price offered in a nationally announced promotion,which is limited to educational customers only. "Equipment" " means workstations, desktop, laptop (includes Tablet PC's), handheld (PDA) devices, projectors, servers, printers, monitors, computing hardware, including upgrade components such as memory, storage drives, and spare parts. AUDIO VISUAL PRODUCTS (digital cameras, televisions, whiteboards, etc) are NOT included in this RFP or subsequent contracts. The exception to this definition is whiteboards, which can be sold as part of the Instructional Bundles, but not as a stand-alone item. "FCC" means the Federal Communications Commission or successor federal agency. In the event of deregulation, this term applies to one or more state regulatory agencies or other governing bodies charged to perform the same, or similar, role. "General Price Reduction Price" means the manufacturer's suggested retail price (MSRP) offered to consumer, business or governmental purchasers at prices lower than PSS pricing. General price reduction prices will be reflected in the PSS as soon as practical. "Lead State" means the State conducting this cooperative solicitation and centrally administering any resulting Master Price Agreement(s). For this Master 3of42 I Price Agreement, the Lead State is Minnesota. "Mandatory"The terms "must" and "shall"identify a mandatory item or factor. "Manufacturer" means a company that, as its primary business function, designs, assembles, owns the trademarklpatent and markets computer equipment including workstations, desktop computers, laptop (includes Tablet PC's) computers, handheld (PDA) devices, servers, printers, and storage solutions/auxiliary storage devices. The manufacturer must provide direct un- infringed unlimited OEM warranties on the Products. The manufacturer's name(s) shall appear on the computer equipment. The Contractor(s) shall provide the warranty service and maintenance for Equipment on a Master Price Agreement as well as a Takeback Program. "Master Price Agreement" means the contract that MMD will approve that contains the foundation terms and conditions for the acquisition of the Contractor's Products and/or Services by Purchasing Entities. The"Master Price Agreement" is a permissive price agreement. In order for a Purchase Entity to participate in a Master Price Agreement, the appropriate state procurement official or other designated procurement official must be a Participating State or Participating Entity. "Materials Management Division" or"MMD" means the procurement official for the State of Minnesota or a designated representative. "NASPO" means the National Association of State Procurement Officials "Participating Addendum" or "Participating Addenda" means a bilateral agreement executed by the Contractor and a Participating State or political subdivision of a State that clarifies the operation of the price agreement for the State or political subdivision concerned, e.g. ordering procedures specific to a State or political subdivision and other speck language or other requirements. Terms and conditions contained in a Participating Addendum shall take precedence over the corresponding terms in the master price agreement. Additional terms and conditions, including but not limited to payment terms, may be added via the Participating Addendum. However, a Participating Addendum may not alter the scope of this Agreement or any other Participating Addendum. Unless otherwise specified, the Participating Addendum shall renew consecutively with the Master Price Agreement. One digitally formatted, executed copy of the Participating Addendum must be submitted to the WSCA/NASPO Contract Administrator PRIOR to any orders being processed. "Participating State"or"Participating Entity" means a member of NASPO (Participating State) or a political subdivision of a NASPO member (Participating Entity)who has indicated its intent to participate by signing an Intent to Participate, where required, or another state or political subdivision of another state authorized by the WSCA Directors to be a party to the resulting Master Price Agreement "PDA" means a Personal Digital Assistant and refers to a wide variety of handheld and palm-size PCs, and electronic organizers. PDA's usually can store phone numbers, appointments, and to-do lists. PDA's can have a small keyboard, and/or have only a special pen that is used for input and output. The 4 of 42 PDA can also have a wireless fax modem. Files can be created on a PDA which Is later entered into a larger computer, NOTE: for this procurement, all Tablet PC's are NOT considered PDA's. The Contractor(s) shall provide the warranty service and maintenance for Equipment on a Master Price Agreement as well as a Takeback Program. "Peripherals" means any Product that can be attached to, added within, or networked with personal computers or servers, including but not limited to storage, printers (including multifunction network printers), scanners, monitors, keyboards, projectors, uninterruptible power supplies and accessories. Software, as defined in the RFP, is not considered a peripheral. Adaptive/Assistive technology devices are included as well as configurations for education. Peripherals may be manufactured by a third party, however, Contractor shall not offer any peripherals manufactured by another contractor holding a Master Price Agreement without the prior approval of the WSCA/NASPO Contract Administrator AUDIO VISUAL PRODUCTS (digital cameras, televisions, whiteboards, etc,) are NOT included in the contract. The exception to this definition is whiteboards, which can be sold as part of the Instructional Bundles, but not as a stand-alone item. The Contractor(s) shall provide the warranty service and maintenance for Equipment on a Master Price Agreement as well as a Takeback Program. "Permissive Price Agreement" means that placement of orders through the Price Agreement is discretionary with Purchasing Entities. They may satisfy their requirements through the Price Agreement without using statutory or regulatory procedures (e.g., invitations for bids)to solicit competitive bids or proposals. Purchasing Entities may, however, satisfy requirements without using the Price Agreement as long as applicable procurement statutes and rules are followed. "Per Transaction Multiple Unit Discount" means Purchasing Entity-specific, transaction(s)-specific, large volume negotiated price based on firm quantity and configuration buys during a set timeframe (also referred to as "Big Deal" pricing). "Political Subdivision" means local pubic governmental subdivisions of a state, as defined by that state's statutes, including instrumentalities and institutions thereof. Political subdivisions include cities, counties, courts, public schools and institutions of higher education. "Price AgreemenWaster Price Agreement" means an indefinite quantity contract that requires the Contractor to furnish Products or Services to a Purchasing Entity that issues a valid Purchase Order. "Procurement Manager" means the person or designee authorized by MMD to manage the relationships with WSCA, NASPO, and Participating States/Participating Entities. "Product(s)" means personal computer equipment, peripherals, LAN hardware, pre-loaded Software, and Network Storage devices, but not unrelated services. The Contractor(s) shall provide the warranty service and maintenance for equipment on a Master Price Agreement as well as a Takeback Program. "Products and Services Schedule Prices" or"PSS" refers to a complete list, grouped by major Product and/or Service categories, of the Products and 5 of 42 Services provided by the contractor that consists of an item number, item description and the Purchasing Entity's price for each Product or Service. All such Products and Services shall be approved by the WSCA/NASPO Contract Administrator prior to being listed on a Contractor-supplied web site accessed via a URL. The Contractor(s) shall provide the warranty service and maintenance for all Equipment listed on the PSS on a Master Price Agreement as well as a Takeback Program. "Purchase Order" means an electronic or paper document issued by the Purchasing Entity that directs the Contractor to deliver Products or Services pursuant to a Price Agreement. "Purchasing Entity" means a Participating State or another legal entity, such as a political subdivision, properly authorized by a Participating State to enter into a contract for the purchase of goods described in this solicitation. Unless otherwise limited by statute, in this solicitation or in a Participating Addendum, political subdivisions of Participating States are Purchasing Entities and authorized to purchase the goods and/or Services described in this solicitation. "Refurbished Products" are Products that may have been powered on or used by another customer that have been fully retested, defective parts replaced, and repackaged to meet original factory specifications. "Services" are broadly classed as installation/de-installation, maintenance, support, training, migration, and optimization of Products offered or supplied under the Master Price Agreement These types of Services may include, but are not limited to. warranty services, maintenance, installation, de-installation, factory integration (software or equipment components), asset management, recycling/disposal,training and certification, pre-implementation design, disaster recovery planning and support, service desk/helpdesk, and any other directly related technical support service required for the effective operation of a Product offered or supplied, General consullirrg and all forms of apglioation development and proarammina services are excluded. "Servicing SubcontractorlSubcontractor/Reseller Agent" means a Contractor authorized and state-approved subcontractor who may provide local marketing support or other authorized services on behalf of the Contractor in accordance with the terms and conditions of the Contractor's Master Price Agreement. A wholly owned subsidiary or other company providing warranty or other technical support services qualifies as a Servicing Subcontractor. Local business partners may qualify as Servicing Subcontractors. Servicing Subcontractors may not directly accept Purchase Orders or payments for Products or Services from Purchasing Entities, unless otherwise provided for in a Participating Addendum. Servicing Subcontractors shall be named individually or by class in the Participating Addendum. The Contractorts3 actually holding the Master Price Agreement shall be responsible for Servicina Subcontractor's Providing Products and Services, as well as warranty service and maintenance for equipment the subconttactor has provided on a Master Price Agreement as well as the Takeback Pro ram. "Standard Configurations" or"Premium Savings Configurations" means discounted standard configurations that are available to Purchasing Entities 6of42 using the Master Price Agreement only. Any entity, at any time, that commits to purchasing these Configurations adopted by their State or other Purchasing Entities shall receive the same price from the contract awardees. This specification includes a commitment to maintain and upgrade (keep pace with the advance of technology)the standard configurations for a stated period of time or intervals. "State Procurement Official"means the director of the central purchasing authority of a state. "Storage SolutionfAuxillary Storage" means the technology and Equipment used for storage of large amounts of data or information. This includes technologies such as: Network Attached Storage (NAS) and Storage Area Networks (SAN). The Contractoris) shall provide the warranty service and maintenance for equipment on a Master Price Agreement as well as a Takeback Program, "Takeback Program"means the Contractor's process for accepting the return of the Equipment or other Products at the end of life—as determined by the State utilizing the Master Price Agreement, subject to section 17 of this Agreement. Software licenses, excluding software media; stand-alone scanners; and stand- alone fax machines are not subject to the Takeback Program. "Trade in" refers to the exchange of used Equipment for new Equipment at a price reduced by the value of the used Equipment. "Travel" means expenses incurred by authorized personnel directly related to the performance of a Service. All such expenses shall be documented in a firm quotation for the Purchasing Entity prior to the issuance and acceptance of a Purchase Order. Travel expenses will be reimbursed in accordance with the purchasing entities allowances, if any, as outlined in the PA. "Universal Resource Locator" or"URL"means a standardized addressing scheme for accessing hypertext documents and other services using the WWW browser. "WSCA" means the Western States Contracting Alliance, a cooperative group contracting consortium for state procurement officials, representing departments, institutions,agencies, and political subdivisions (i.e., colleges,school districts, counties, cities, etc.) for the states of Alaska, Arizona, California, Colorado, Hawaii, Idaho, Minnesota, Montana, Nevada, New Mexico, Oregon, South Dakota, Utah, Washington, and Wyoming. "WSCAINASPO Contract Administrator" means the person or designee authorized by MMD to manage all actions related to the Master Price Agreements on behalf of the State of Minnesota, the participating NASPO and WSCA members, and other authorized purchasers. 2. Scope of Work The Contractor, or its approved subcontractor, shall deliver computing system Products and Services to Purchasing Entities in accordance with the terms of this agreement. This Agreement is a"Master Price Agreement'. Accordingly, the Contractor shall provide Products or Services only upon the issuance and acceptance by Contractor of 7of42 i " e license valid Purchase Orders". Purchase Orders may be issued to purchase the cen for software or to purchase Products listed on the Contractor's PSS. A Purchasing Entity may purchase any quantity of Product or Service listed in the Contractor's PSS at the prices in accordance the Paragraph 13, Price Guarantees Subcontractor participation is governed by the individual Participating State procurement official. The Contractor is required to provide and/or agree to take legal responsibility for the warranty and maintenance of all proposed equipment, including peripherals. Taking legal responsibility means the Contractor must provide warranty and maintenance call numbers, accept, process and respond to those calls, and be legally liable for and pay for those warranty and maintenance(under warranty) activities The Contractor shall offer a Takeback Program for all Products covered by this Agreement, unless otherwise noted herein. 3. Title Passage The Contractor must pass unencumbered title to any and all Products purchased under this Contract upon receipt of Product by the Purchasing Entity. This obligation on the part of the Contractor to transfer all ownership rights does not apply to proprietary materials owned or licensed by the Contractor or its subsidiaries, subcontractors or licensor, or to unmodified commercial software that is available to the State on the open market. Ownership rights to such materials shall not be affected in any manner by this Agreement 4. Permissive Price Agreement and Quantity Guarantee This Agreement is not an exclusive agreement, Purchasing Entities may obtain computing system Products and Services from other sources during the agreement term. The State of Minnesota, NASPO and WSCA make no express or implied warranties whatsoever that any particular number of Purchase Orders will be issued or that any particular quantity or dollar amount of Products or Services will be procured. S. Order of Precedence Each Purchase Order that is accepted by the Contractor shall become a part of the Agreement as to the Products and Services listed on the Purchase Order only; no additional terms or conditions will be added to this Agreement as the result of acceptance of a Purchase Order. The Contractor agrees to accept all valid Purchase Orders. In the event of any conflict among these documents, the following order of precedence shall apply, A. Executed Participating Addendum(s); B. Terms and conditions of this Agreement, including Amendments; C. Exhibits to this Agreement; D. The list of Products and Services contained in the purchase order; E. The request for proposals document; and F. Contractor's proposal including best and final offer, 6. Payment Provisions All payments under this Agreement are subject to the following provisions: 8of42 A. Acceptance A Purchasing Entity shall determine whether all Products and Services delivered meet the Contractor's published specifications (a.k.a. "Specifications"). No payment shall be made for any Products or Services until the Purchasing Entity has accepted the Products or Services. The Purchasing Entity will make every effort to notify the Contractor within thirty(30) calendar days following delivery non-acceptance of a Product or Service. In the event that the Contractor has not been notified within 30 calendar days from delivery of Product or completion of Service, the Product and Services will be deemed accepted on the 31"day after delivery of Product or completion f Services, except for Software which is not pre-loaded on equipment which is accepted upon delivery. B. Payment of Invoice 1. Payments shall be submitted to the Contractor at the address shown on the invoice, as long as the Contractor has exercised due diligence in notifying the State of Minnesota and/or the Purchasing Entity of any changes to that address. Payments shall be made in accordance with the applicable laws of the Purchasing Entity. 2. For Minnesota, per Minnesota Stat. § 16A.124 requires payment within 30 days following receipt of an undisputed invoice, merchandise or service, whichever is later. The ordering entity is not required to pay the Contractor for any goods and/or services provided without a written purchase order or other approved ordering document from the appropriate purchasing entity. After the thirtieth day, interest may be paid on the unpaid balance due to the Contractor at the rate of one and one-half percent per month. The Purchasing Entity shall make a good faith effort to pay within thirty (30) days on all undisputed invoices. 3. Payments may be made via a Purchasing Entity's "Purchasing Card". In the event an order is shipped incomplete (partial), the Purchasing Entity shall pay for each shipment as invoiced by the Contractor unless the Purchasing Entity has clearly specified "No Partial Shipments" on each Purchase Order. C. Payment of Taxes i Payment of taxes for any money received under this agreement shall be the Contractor's sole responsibility and shall be reported under the Contractor's federal and state tax identification numbers. If a Purchasing Entity is not exempt from sales, gross receipts, or local option taxes for the transaction, the Contractor shall be reimbursed by the Purchasing Entity to the extent of any tax liability assessed. The State of Minnesota State agencies are subject to paying Minnesota sales and use taxes Taxes for State agencies will be paid directly to the Department of Revenue using Direct Pay Permit#1114. D. Invoices 9 of 42 Invoices shall be submitted to the Purchasing Entity at the address shown on the Purchase Order Invoices shall match the line items on the Purchase Order. 7. Agreement Term Pursuant to Minnesota law, the term of this Agreement shall be effective upon the date of final execution by the State of Minnesota, through August 31, 2012. The Agreement may be mutually renewed for two (2) additional one-year terms, or one additional two- year term, unless terminated pursuant to the terms of this Agreement, 0. Termination The following provisions are applicable in the event that the agreement is terminated. A. Termination for Convenience At any time,the State may terminate this agreement, in whole or in part, by giving the Contractor(30)days written notice, provided, however, neither the State nor a Purchasing Entity has the right to terminate a specific purchase order for convenience after it has been issued if the Product is ultimately accepted, At any time, the Contractor may terminate this Agreement, in whole or in part, by giving the WSCAINASPO Contract Administrator sixty(60)days written notice. Such termination shall not relieve the Contractor of warranty or other Service obligations incurred under the terms of this Agreement. In the event of a cancellation, the Contractor shall be entitled to payment, determined on a pro rata basis, for work or Services satisfactorily performed and accepted. B. Termination for Cause Either party may terminate this Agreement for cause based upon material breach of this Agreement by the other party, provided that the non- breaching party shall give the breaching party written notice specifying the breach and shall afford the breaching party a reasonable opportunity to correct the breach. if within thirty(30) days after receipt of a written notice the breaching party has not corrected the breach or, in the case of a breach that cannot be corrected in thirty (30)days, begun and proceeded in good faith to correct the breach, the non-breaching party may declare the breaching party in default and terminate the Agreement effective immediately. The non-breaching party shall retain any and all other remedies available to it under the law, C. A Purchasing Entity's Rights In the event this Agreement expires or is terminated for any reason, a Purchasing Entity shall retain its rights in all Products and Services accepted prior to the effective termination date. 0. The Contractor's Rights In the event this Agreement expires or is terminated for any reason, a Purchasing Entity shall pay the Contractor all amounts due for Products and Services ordered and accepted prior to the effective termination date or ordered before the effective termination date and ultimately accepted. 10 of 42 9. Non-Appropriation The terms of this Agreement and any purchase order issued for multiple years under this Agreement is contingent upon sufficient appropriations being made by the Legislature or other appropriate governing entity. Notwithstanding any language to the contrary in this Agreement or in any purchase order or other document, a Purchasing Entity may terminate its obligations under this Agreement, if sufficient appropriations are not made by the governing entity at a level sufficient to allow for payment of the goods or Services due for multiple year agreements, or if operations of the paying entity are being discontinued. The Purchasing Entity's decision as to whether sufficient appropriations are available shall be accepted by the Contractor and shall be final and binding. A Purchasing Entity shall provide prior written notice, sixty (60) days If possible, of its intent to terminate for reason cited above. Such termination shall relieve the Purchasing Entity, its officers and employees from any responsibility or liability for the payment of any further amounts under the relevant Purchase Order for undelivered Products and Services. 10. Shipment and Risk of Loss A. All deliveries shall be ROB, destination, prepaid and allowed, with all transportation and handling charges included in the price of the Product and paid by the Contractor. Responsibility and liability for loss or damage shall remain with the Contractor until delivery to the identified ship to address when responsibility and liability for loss shall pass to the Purchasing Entity except as to latent defects, fraud and Contractor's warranty obligations. B. Whenever a Purchasing Entity does not accept Products and returns them to the Contractor, all related documentation furnished by the Contractor shall be returned also. Unless otherwise agreed upon by the Purchasing Entity, the Contractor is responsible for the pick-up of returned Products. The Contractor shall bear all risk of loss or damage with respect to returned Products except for loss or damage directly attributable to the negligence or wrongful intentional act or omission of the Purchasing Entity C. Unless otherwise arranged between the Purchasing Entity and Contractor, all Products shall be shipped within 3 to 5 days after receipt of a valid purchase order, by a reliable and insured shipping company. 11. Warranties A. The Contractor agrees to warrant and assume responsibility for each Product that it licenses, or sells, to the Purchasing Entity under this Agreement in accordance with the Contractor's standard warranties. The Contractor agrees to take legal responsibility for the warranty and maintenance (under warranty) of all Products furnished through this Agreement. Taking legal responsibility means the Contractor, either directly or indirectly, must provide warranty and maintenance call numbers, accept, process, and respond to those calls, and be legally liable for and pay for those warranty and maintenance (under warranty) activities as it applies to the standard warranty that comes with the Product, The Contractor acknowledges that the Uniform Commercial Code applies to this Agreement covering warranty. In general, the Contractor warrants that: 11 of 42 1. The Product conforms to the specific technical information about the Contractor's Products which is published in the Contractor's Product manuals or data sheets. 2, The Product will meet mandatory specifications provided in writing to the Contractor prior to reliance by the Participating Entity on the Contractors skill orjudgment when it advised the Purchasing Entity about the Product's ability to meet those mandatory specifications unless otherwise noted In Contractor's proposed quote to the Participating Entity. 3. The Product will be suitable for the ordinary purposes for which such Product is used, 4. The Product has been property designed and manufactured for its intended use, and 5. The Product is free of significant defects in material and workmanship. 6. The Product is in the legal possession of the Purchasing Entity, as defined in Article 10 Shipment and Risk of Loss, before any warranty period begins. 7. Exhibit A contains warranties in effect as of the date of this Agreement. The warranties will be limited in duration to the time period(s) provided in Exhibit A. The warranties will not apply to use of a Product other than as anticipated and intended by the Contractor, to a problem arising after changes or modifications to the Products or operating system by any party other than the Contractor(unless expressly authorized in writing by the Contractor), or the use of a Product in conjunction or combination with other Products or software not authorized by the Contractor. The following is a list of the warranties attached as Exhibit A; a) Product warranty b) Software warranty c) Procurve warranty B. Contractor may modify the warranties described in Exhibit A from time to time with the prior approval of the WSCA/NASPO Contract Administrator. C. Warranty documents for Products manufactured by a third party shall be delivered to the Purchasing Entity with the Products, as provided by the Manufacturer D. The Contractor will provide the basic warranty coverage as listed in its PSS. The HP-branded Products available in Bands 1 through 7 have a manufacturer standard warranty period that ranges from one year to three years The Contractor offers the Purchasing Entities an ability to upgrade warranties, for an additional fee, at the time of purchase of Products in the aforementioend Bands. Contractor's Website lists the environmental certifications; and any self- registration claims of EPEAT (bronze minimum) and Energy Star compliance, applicable to the respective Product. 12. Patent, Copyright, Tradernark and Trade Secret Indemnlfication 12 of 42 - II A. The Contractor shall defend, at its own expense, the State of Minnesota, Participating and Purchasing Entities and their agencies against any claim that any HP-Branded Product or Service provided under this Agreement infringes any patent, copyright or trademark in the United States or Puerto Rico, and shall pay all costs, damages and attorneys' fees that a court finally awards as a result of any such clalm. In addition, if any third party obtains a judgment against a Purchasing Entity based upon the Contractor's trade secret infringement relating to any Product or Service provided under this Agreement, the Contractor agrees to reimburse the Lead State or Purchasing Entity for all costs, attorneys' fees and the amount of the judgment. To qualify for such defense andfor payment, the Lead State or Participating or Purchasing Entity shall: t. Give the Contractor prompt written notice of any claim; 2. Allow the Contractor to control the defense or settlement of the claim, and 3. Cooperate with the Contractor in a reasonable way to facilitate the defense or settlement of the claim. B. If any Products or Service becomes, or in the Contractor's opinion is likely to become the subject of a claim of infringement, the Contractor shall at its option and expense: t. Provide a Purchasing Entity the night to continue using the Products or Services; 2. Replace or modify the Products or Services so that it becomes non- infringing, or 3. Accept the return of the Products or Service and refund an amount equal to the depreciated value of the returned Products or Service, less the unpaid portion of the purchase price and any other amounts, which are due to the Contractor. The Contractor's obligation will be void as to any Products or Services modified by the Purchasing Entity to the extent such modification is the cause of the claim. C. The Contractor has no obligation for any claim of infringement arising from. 1. The Contractor's compliance with the Purchasing Entity's or by a third party on the Purchasing Entity's behalf designs, specifications, or instructions; 2. The Contractor's use of technical information or technology provided by the Purchasing Entity; 31 Product modifications by the Purchasing Entity or a third party; 4. Product use prohibited by Specifications or related application notes; or B. Product use with Products that are not the Contractor branded. 13. Price Guarantees 13of42 The Purchasing Entities shall pay the lower of the prices contained in the PSS or an Announced Promotion Price, Educational Discount Price, General Price Reduction price, Trade-In price, or if applicable to Purchasing Entity its available Standard Configuration price or Per Transaction Multiple Unit Discount. Only General Price Reduction price decreases will apply to all subsequent Purchase Orders accepted by Contractor after the date of the issuance of the General Price Reduction prices. The initial base-line and Cumulative Volume Discounts will be submitted to the Lead State by the Contractor in a format agreeable to both parties. The increased price discount represented in the Cumulative Volume Discount will apply to all future orders, until the next level of cumulative volume is in effect, 14. Product and Service Schedule The Contractor agrees to maintain the PSS in accordance with the following provisions: A. The PSS prices for Products and Services will conform to the guaranteed prices discount levels on file with WSCA/NASPO Contract Administrator for the following Products. Band 1 — Servers Band 2—Workstations Band 3—Printers Band 4—Storage Solutions Band 5— PDAs Band 6— Instructional Packages (Bundles) Band 7 —Monitors Operating Systems Local Area Networks Digital Projectors B. The Contractor may change the price of any Product or Service at any time, based upon documented baseline price changes, but the guaranteed price discount levels shall remain unchanged during the agreed period unless or until prior approval is obtained from the WSCA/NASPO Contract Administrator. The Contractor agrees that the PSS on the State's administration website shall contain a single, uniform WSCA price for configurations and items. Failure to comply with this requirement will be grounds for further action to be taken against the Contractor. C. The Contractor may make model changes; add new Products, and Product upgrades or Services to the PSS in accordance with Item 16. Product Substitutions, below. The pricing for these changes shall incorporate, to the extent possible, comparable price discount levels approved by the WSCA/NASPO Contract Administrator for similar Products or Services. D. The Contractor agrees to delete obsolete and discontinued Products from the PSS on a timely basis. E. The Contractor shall maintain the PSS on a Contractor supplied Internet web site. 14 of 42 16. Product Substitutions A. Substitution of units/configurations MMD and the WSCA Directors acknowledge that individual units and configurations may stop being produced during the life of the resulting contracts. Substitution of different units and configurations will be permitted with the prior written approval of the WSCAINASPO Contract Administrator. This substitution is at the sole discretion of the WSCAMASPO Contract Administrator, subject only to review and approval of the WSCAINASPO Contract Administrator. B. Addition of unitsiconfigurations MMD and the WSCA Directors acknowledge that with the evolution of technology, new, emerging units and configurations will develop. Addition of these new, emerging units may be permitted, with the prior approval of the WSCAINASPO Contract Administrator and the WSCA Directors. The addition of new, emerging units and configurations is at the sole discretion of the WSCAMASPO Contract Administrator, subject only to review and approval of the WSCA Directors. 16, Technical Support The Contractor agrees to maintain a toil-free technical support telephone line. The line shall be accessible to Purchasing Entity personnel who wish to obtain competent technical assistance regarding the hardware and software installation or operation of Products supplied by the Contractor during the Product warranty period or during a support agreement. 17. Takeback and Other Environmental Programs The Contractor agrees to maintain for the term of this Agreement, and all renewalstextensions thereof, programs as described in their response to the RFP, including but not limited to the following paragraphs. A. TakebacktRecycling of CPUs, servers, monitors, flat panel displays, notebook computers, and printers. Costs are list on the web site. B Environment: Compliance with the following standards: Blue Angel, EcoLogo, Energy Star, EPEAT(by level), Green Guard, Nordic Swan, and TCO. C. Product labeling of compliance with Items B above, as well as a Identification of such information on the web site. 18. Product Delivery Contractor agrees to make a reasonable effort to deliver Products to Purchasing Entities within twenty(20) business days or less after receipt of a valid Purchase Order, or in accordance with the schedule in the Purchasing Entity's Purchase Order, where the timeframe for required delivery is greater than twenty (20) business days or as otherwise mutually agreed by the Purchasing Entity and Contractor. 19. Force Majeure Neither party hereto shall be considered in default in the performance of its 15 of 42 obligations hereunder to the extent that performance of any such obligations is prevented or delayed by acts of God, war, not or other causes beyond the reasonable control of the party unless the act or occurrence could have been reasonably foreseen and reasonable action could have been taken to prevent the delay or failure to perform. A party defaulting under this provision must provide the other party prompt written notice of the default and take all necessary steps to bring about performance as soon as practicable. 20, Records and Audit Per Minn. Stat. § 16C.05, Subd, 5, the books, records, documents, and accounting procedures and practices of the Contractor and its employees, agents, or subcontractors relevant to the Minnesota transactions must be made available and subject to examination by the contracting agency or its agents, the Legislative Audit andfor the State Auditor for a minimum of six years after the end of the Contract or transaction. Unless otherwise required by other than Minnesota Purchasing Entity governing law, such records relevant to other Purchasing Entity transactions shall be subject to examination by appropriate government authorities for a period of three years from the date of acceptance of the Purchase Order. 21. independent Contractor The Contractor and its agents and employees are Independent contractors and are not employees of the State of Minnesota or of any Participating Entity. The Contractor has no authorization, express or implied to bind the Lead State, NASPO,WSCA or participating entity to any agreements, settlements, liability or understanding with other third parties whatsoever, and agrees not to perform any acts as agent for the Lead State, NASPO,WSCA, or Participating Entity, except as expressly set forth herein. The Contractor and its agents and employees shall not accrue leave, retirement, insurance, bonding, use of state vehicles, or any other benefits afforded to employees of the Lead State or Participating Entity as a result of this Agreement, 22. Use of Servicing Subcontractors The Contractor may subcontract Services and purchase order fulfillment and/or support in accordance with the following paragraphs. However, the Contractor shall remain solely responsible for the performance of this Agreement A. Reseller Agent, Service Provider or Servicing Subcontractors shall be identified individually or by class in the applicable Participating Addendum, or as noted in the Participating Addendum on the Purchasing Entities extranet site. The ordering and payment process for Products or Services shall be defined in the Participating Addendum, 23. Payments to Subcontractors In the event the Contractor hires subcontractors to perform all or some of the duties of this Contract, for state agency Purchase Entities in the Lead State, the Contractor understands that in accordance with Minn.Stat. § 16A.1245 the Contractor shall, within ten (10) days of the Contractor's receipt of payment from the Lead State Purchasing Entity, pay all subcontractors having an interest in the 16of42 applicable Purchase Order their share of the payment for undisputed Services provided by the subcontractors The Contractor is required to pay interest of 1- 112 percent per month or any part of a month to the subcontractor on any undisputed amount not paid on time to the subcontractor. The minimum monthly interest penalty payment for an unpaid, undisputed balance of$100 or more will be$10. For an unpaid balance of less than $100, the amount will be the actual penalty due. A subcontract that takes civil action against the Contractor to collect interest penalties and prevails will be entitled to its costs and disbursements, including attorneys fees that were incurred in bringing the action. The Contractor agrees to take all steps necessary to comply with said statute. A consultant is a subcontractor under this Contract. Notwithstanding, for the purposes of this Section 23, this section shall not apply to Contractor's obligations to its business development partners, including its authorized resellers and service providers, where Contractor's obligations to its partners are bound by the terms of a separate business development partner agreement between the partner and the Contractor. In the event the Contractor faits to make timely payments to a subcontractor, the State may, at its sole option and discretion, pay a subcontractor or supplier any amounts due from the Contractor and deduct said payment from any remaining amounts due the Contractor. Before any such payment is made to a subcontractor or supplier, the State shall provide the Contractor written notice that payment will be made directly to a subcontractor. if there are not remaining outstanding payments to the Contractor, the State shall have no obligation to pay or to see to the payment of money to a subcontractor except as may otherwise be required by law. The Contractor shall ensure that the subcontractor transfers all intellectual or industrial property rights, including but not limited to any copyright it may have in the work performed under this Contract, consistent with the intellectual property rights and ownership sections of this Contract. in the event the Contractor does not obtain the intellectual property nghts of the subcontractor consistent with the transfer of rights under this Contract, the State may acquire such rights directly from the subcontractor. Any and all costs associated with such a direct transfer may be deducted from any amount due the Contractor, 24. Indemnification, Hold Harmless and Limitation of Liability The Contractor shall indemnify, protect, save and hold harmless the Lead State, Participating Entities, and its agencies and employees, from any and all claims or causes of action, including attorney's fees for personal injury or damage to real or tangible personal property arising from the negligent or willful acts or omissions of performance of the Contract by the Contractor or its agents, employees, or subcontractors This clause shall not be construed to bar any legal remedies the Contractor may have with the State's or Participating Entities` failure to fulfill its obligations pursuant to the Contract. Contractor, its principals, members and employees shall not be liable to the State or any Purchasing Entity, unless otherwise stated in the applicable Participating Addendum, for any actions, damages, claims, liabilities, costs, expenses, or losses in any way arising out of or relating to this Contract or the goods provided or Services performed hereunder for any amount in excess of the greater of two- million dollars ($2,000,000) or the value of the Purchase Entity's purchase order 17of42 I used to acquire the Products and Services that are the subject of the Purchasing Entity's claim. Contractor's liability for damage to real or tangible property incurred on a per order basis shall not exceed two-million dollars. This limitation of liability does not apply to damages for bodily Injury or death caused by the Contractor's negligence, or to Contractor's obligation to indemnify, defend and hold the State harmless against intellectual property infringement or copyright claims under paragraph 12 of this Agreement. This indemnification does not include liabilities caused by the State's or Purchasing Entity's negligence, or intentional wrong doing. In no event shall the Contractor be liable for any indirect, special, punitive, or consequential damages arising out of this Contract or the use of the Products or Services purchased by the Purchasing Entity hereunder. 26. Amendments Contract amendments shall be negotiated by the State with the Contractor whenever necessary to address changes in the terms and conditions, costs, timetable, or increased or decreased scope of work. This Agreement shall be amended only by written instrument executed by the parties. An approved Contract amendment means one approved by the authorized signatories of the Contractor and the State as required by law. 28. Scope of Agreement This Agreement incorporates all of the agreements of the parties concerning the subject matter of this Agreement. No prior agreements, verbal or otherwise, of the parties or their agents shall be valid or enforceable unless embodied in this Agreement. 27. Severability If any provision of this Contract, including items incorporated by reference, is found to be illegal, unenforceable, or void, by a court of competent jurisdiction then both the State and the Contractor shall be relieved of sit obligations arising under such provision. If the remainder of this Contract is capable of performance, it shall not be affected by such declaration or finding and shall be fully performed. 28. Enforcement of AgreementfWaivers A. No covenant, condition, duty, obligation, or undertaking contained in or made a part of this Contract shall be waived except by the written consent of the parties. Forbearance or indulgence in any form or manner by either party In any regard whatsoever shall not constitute a waiver of the covenant, condition, duty, obligation, or undertaking to be kept, performed, or discharged by the other party. Until complete performance or satisfaction of all such covenants, conditions, duties, obligations, and undertakings, the forebearinglindulging party shall have the right to invoke any remedy available under law or equity, notwithstanding any such forbearance or indulgence. B. Waiver of any breach of any provision of this Contract shall not be deemed a waiver of any prior or subsequent breach. No term or condition 18 of 42 of this Contract shall be held to be waived, modified, or deleted except by an instrument, in writing, signed by the parties hereto. C. Nedher party's farlure to exercise any of its rights under this Contract will constitute or be deemed a waiver or forfeiture of those rights. 29. Web Site Maintenance A. The Contractor agrees to maintain and support an Internet website linked to the State's administration website for access to the PSS, service selection assistance, problem resolution assistance, billing concerns, configuration assistance, Product descriptions, Product specifications and other aids described in the RFP, and/or in accordance with instructions provided by the WSCA/NASPO Contract Administrator. The Contractor agrees that the approved PSS on the State's administration website shall contain a single, uniform WSCA price for configurations and items. Failure to comply with this requirement will be grounds for further action to be taken against the Contractor B. The Contractor agrees to maintain and support Participating State and Entity Internet websites for access to the specific Participating Entity PSS, as well as all other items listed in Item 29A. above. The website shall have the ability to hold quotes for 45 days, as well as the ability to change the quote C. The Contractor may provide electronic commerce assistance for the electronic submission of Purchase Orders, purchase order tracking and reports. D. The Contractor may not make changes to the website format as defined in Contractor's RFP Section 4, Electronic Commerce response without notifying the WSCAMASPO Contract Administrator and receiving written approval of the changes. 30. Equal Opportunity Compliance The Contractor agrees to abide by all applicable federal laws, and the laws, regulations, and executive orders pertaining to equal employment opportunity, of the state in which its primary place of business is located. In accordance with such laws, regulations, and executive orders,the Contractor agrees that no person in the United States shall, on the grounds of race, color, religion, national origin, sex, age, veteran status or handicap, be excluded from employment with or participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity performed by the contractor under this Agreement. If the Contractor is found to be not in compliance with these requirements during the life of this Agreement, the Contractor agrees to take appropriate steps to correct these deficiencies, The Contractor certifies that it will remain in compliance with Minn. Stat. § 363A.36 during the life of the Contract. 31. Governing Law This Agreement shall be governed and construed in accordance with the laws of 19 of 42 the Lead State. The construction and effect of any Participating Addendum or order against this Agreement shall be governed by and construed in accordance with the laws of the Purchasing Entity's state. Venue for any claim, dispute or action concerning the construction and effect of the Agreement shall be in the Lead State. Venue for any claim, dispute or action concerning an order placed against this Agreement or the effect of a Participating Addendum shall be in the Purchasing Entity's state. 32. Change in Contractor Representatives Contractor shall appoint a primary representative, Contractor WSCA Program Manager, to work with the WSCA/NASPO Contract Administrator to maintain, support and market this Agreement. The Contractor shall notify the WSCAINASPO Contract Administrator of changes in the Contractor primary representative, Contractor WSCA Program Manager, in writing, and in advance if possible.The State reserves the right to require a change in Contractor's then- current primary representative if the assigned representative is not, in the opinion of the State, adequately serving the needs of the Lead State and the Participating Entities. 33. Release The Contractor, upon final payment of the amount due under this Agreement, releases the Lead State and Participating Entities, its officers and employees, from all contractual liabilities, claims and obligations whatsoever arising from or under this Agreement. The Contractor agrees not to purport to bind the Lead State or any Participating Entity to any obligation, unless the Contractor has express written authority to do so, and then only within the strict limits of the authority. 34. Data Practices A. The Contractor and the Lead State must comply with the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13 (and where applicable, if the state contracting party is part of the judicial branch, with the Rules of Public Access to Records of the Judicial Branch promulgated by the Minnesota Supreme Court as the same may be amended from time to time) as it applies to all data provided by the Lead State to the Contractor and all data provided to the Lead State by the Contractor. In addition, the Minnesota Government Data Practices Act applies to all data created, collected, received, stored, used, maintained or disseminated by the Contractor in accordance with this Contract that is private, nonpublic, protected nonpublic, or confidential as defined by the Minnesota Government Data Practices Act, Ch. 13 (and where applicable, that is not accessible to the public under the Rules of Public Access to Records of the Judicial Branch), B. In the event the Contractor receives a request to release the data referred to in this article, the Contractor must immediately notify the State. The State will give the Contractor instructions concerning the release of the data to the requesting party before the data is released. C. Sections 34.A through B above apply to transactions between Contractor 20 of 42 and applicable Lead State Purchasing Entities. Contractor agrees to be bound by the statutorily required data practices requirements as outlined in the Participating Addendum of a Participating State or Participating Entity. E. Notwithstanding the above, the parties agree that any confidential information required to be exchanged will be done so under the terms of a mutually agreed upon, signed confidentiality agreement. 35. Organizational Conflicts of Interest A. The Contractor warrants that, to the best of its knowledge and belief, and except as otherwise disclosed, there are not relevant facts or circumstances which could give rise to organizational conflicts of interest. An organizational conflict of interest exists when, because of existing or planned activities or because of relationships with other persons + a Contractor is unable or potentially unable to render impartial assistance or advice to the State. + the Contractor's objectivity in performing the work is or might be otherwise impaired; or + the Contractor has an unfair competitive advantage. S. The Contractor agrees that if an organizational conflict of interest is discovered after award, an immediate and full disclosure in writing shall be made to the Assistant Director of the Department of Administration's Materials Management Division that shall include a description of the action the Contractor has taken or proposes to take to avoid or mitigate such conflicts. If an organizational conflict of interest is determined to exist, the State may, at its discretion, cancel the Contract. In the event the Contractor was aware of an organizational conflict of interest prior to the award of the Contract and did not disclose the conflict to the WSCAINASPO Contract Administrator, the State may terminate the Contract for default. The provisions of this clause shall be included in all subcontracts for work to be performed, and the terms"Contract," "Contractor; and "WSCA/NASPO Contract Administrator"modified appropriately to preserve the State's rights. X Replacement Parts Unless otherwise restricted in a Participating Addendum or maintenance service agreement, replacement parts may be manufacturer-certified refurbished parts carrying OEM warranties. 37, FCC Certification The Contractor agrees that Equipment supplied by the Contractor meets all applicable FCC Certifications. Improper, falsely claimed or expired FCC certifications are grounds for termination of this Agreement for cause. 36. Site Preparation A Purchasing Entity shall prepare and maintain its site in accordance with written instructions furnished by the Contractor prior to the scheduled delivery date of 21 of 42 i any Products and shall bear the costs associated with the site preparation. 39. Assignment The Contractor shall not sell, transfer, assign, or otherwise dispose of this Contract or any portion hereof or of any right, title, or interest herein without the prior written consent of the State's authorized agent. Such consent shall not be unreasonably withheld. The Contractor shall give written notice to the State's authorized agent of such a possibility at least 30 days prior to the sale, transfer, assignment, or other disposition of this Contract. Failure to do so may result in the Contractor being held in default. This consent requirement includes reassignment of this Contract due to a change in ownership, merger, or acquisition of the Contractor or its subsidiary or affiliated corporations. This section shall not be construed as prohibiting the Contractor's right to assign this Contract to corporations to provide some of the Services hereunder. Notwithstanding the foregoing acknowledgment, the Contractor shalt remain solely liable for all performance required and provided under the terms and conditions of this Contract The Contractor may assign payments in accordance with specific provisions stated in a Participating Addendum. 40. WSCAINASPO Contract Administrator The State shall appoint an WSCA/NASPO Contract Administrator whose duties shall include but not be limited to the following: A. The WSCA/NASPO Contract Administrator may provide instructions concerning the contents of the Contractor's website. B. The WSCAINASPO Contract Administrator will facilitate dispute resolution between the Contractor and Purchasing Entities, Unresolved disputes j shall be presented to the State for facilitation of resolution C. The WSCA/NASPO Contract Administrator shall promote and support the use of this Agreement by NASPO members and other Participating Entities. D. The WSCAINASPO Contract Administrator shall advise the State regarding the Contractor's performance under the terms and conditions of this Agreement. E. The WSCAINASPO Contract Administrator shall receive and approve quarterly price agreement utilization reports and the administration fee payments. F. The WSCAINASPO Contract Administrator shall periodically verify the Product and Service prices in the PSS conform to the Contractor's volume price and other guarantees The WSCAINASPO Contract Administrator may require the Contractor to perform web site audits to accomplish this task. G, The WSCA/NASPO Contract Administrator shalt conduct annual Contractor performance reviews. H. The WSCAINASPO Contract Administrator shall maintain an Agreement administration website containing timely and accurate information, 22 Of 42 41. Survival The following rights and duties of the State and Contractor will survive the expiration or cancellation of the resulting Contract. These rights and duties include, but are not limited to Paragraph 12. Patent, Copyright, Trademark and Trade Secret Indemnification; Paragraph 20 Records and Audit; Paragraph 24. Indemnification, Hold Harmless, and Limitation of Liability; Paragraph 31, Governing Law; Paragraph 34. Data Practices; and Paragraph 52. Right to Publish. Software licenses, warranty, and service agreements that were entered in to under the terms and conditions of the Agreement shall survive this Agreement. 42. Succession This Agreement shall be entered into and be binding upon the successors and assigns of the parties. 43. Notification A. If one party is required to give notice to the other under the Contract, such notice shall be in writing and shall be effective upon receipt, Delivery may be by certified United States mail or by hand, in which case a signed receipt shall be obtained. A facsimile transmission shall constitute sufficient notice, provided the receipt of the transmission is confirmed by the receiving party. Either party must notify the other of a change in address for notification purposes All notices shall be addressed as follows: To MMD: Department of Administration Materials Management Division Bemadette Kopischke, CPPB Acquisitions Supervisor 50 Sherburne Avenue 112 State Administration Building St. Paul, MN 55155 Fax: 651.297.3996 Email: bernle konischkeCcilstate,mn us To Contractor: Debra Lee HP Contract Program Manager . 442 Swan Blvd, Deerfield, IL 60015 Fax 281-927-5213 Email: debra.leeOhp.com 44. Reporting and Fees A. Administration Reporting and Fees 1. The Contractor agrees to provide monthly utilization reports to the 23 of 42 WSCA/NASPO PC Contracts Reporting person and the WSCA/NASPO Contract Administrator by the 151h of the month following the end of the previous month. (Ex. Purchases during January are reported by the 15th of February, purchases made during February are reported by the 15th of March; etc.). Reports submitted within five (5) days of the report due date shall not be deemed as a default by Contractor The report shall be in the format developed by the Lead State and supplied to the Contractor for its review and mutual written consent to implement. Contractor shall be released from reporting on the Lead State requested Fields of LIST PRICE/MSRP/CATALOG PRICE and ORDER TYPE (debits/credits) until such time as Contractor automated reporting tools have the capability to include the Field in its reports Contractor will have the automated reporting capabilities to include the aforementioned Fields within nine (9)to twelve (12) months of the commencement of this Contract. Notwithstanding the foregoing, Contractor will commence reporting on the requested Fields once Contractor's automated reporting tools are capable. 2. The Contractor agrees to provide quarterly Administrative Fee check payable to WSCA/NASPO for an amount equal to one- twentieth of one percent(0.0005) of the net sales for the period. The form to be submitted with the check, as well as the mailing address, has been supplied to the Contractor. Payment shall be made in accordance with the following schedule- Period End Admin Fee Due June 30 July 31 September 30 October 31 December 31 January 31 March 31 April 30 3. The Contractor agrees to include all Reseller Agent sales in the monthly utilization reports described above, In addition, the Contractor agrees to provide a supplemental Reseller Agent utilization report of the net sales for the period subtotaled by Purchasing Entity name, within Purchasing Entity state name by Reseller Agent Name, 4. Subject to Contractor's automated reporting tools capabilities, the Contractor will use reasonable commercial efforts to provide the EPEAT and Energy Start environmental information shown in a mutually agreed upon report format; as well as a supplemental report of the number and type of units taken back in a format to be mutually agreed to. Reporting on this information will occur no more than once quarterly, and will commence once Contractor has the capability to generate automated reports to include this information for its US based customers. 5. The utilization reports shall be submitted to the WSCAINASPO PC Contracts Reporting person and the'VVSCA/NASPO Contract 24 of 42 Administrator via electronic mail in a Microsoft Excel spreadsheet format, or other methods such as direct access to Internet or other databases. 8. If requested by the WSCAINASPO Contract Administrator, the Contractor agrees to provide supporting Purchase Order detail records on mutually agreed magnetic media in a mutually agreed format. Such request shall not exceed twelve per year. 7. The failure to file the utilization reports and fees on a timely basis shall constitute grounds for the removal of the Contractor's primary representative, suspension of this Agreement or termination of this Agreement for cause. 8. The WSCA/NASPO Contract Administrator shall be allowed access to all reports from all Purchasing Entities. B. Participating Entity Reports and Fees 1. Participating Entitles may require an additional fee be paid directly to the State on purchases made by Purchasing Entities within that State. For all such requests, the fee level, payment method and schedule for such reports and payments shall be incorporated in to the Participating Addendum that Is made a part of this Agreement. The Contractor may adjust PSS pricing accordingly for purchases made by Purchasing Entities within the jurisdiction of that State. All such agreements shall have no affect whatsoever on the WSCA fee or the prices paid by the Purchasing Entitles outside the jurisdiction of the State requesting the additional fee. 2. Purchasing Entities will be encouraged to use the reporting format developed by the lead State for their reporting needs. However, the Contractor agrees to provide additional reports to Purchasing Entities upon agreement by both parties as to the content and delivery methods of the report. Methods of delivery may include direct access to Internet or other databases. 3. Each State Purchasing Entity shall be allowed access to reports from all entities within that State. 45. Default and Remedies A Any of the following shall constitute cause to declare this Agreement or any order under this Agreement in default: 1. Consistent Nonperformance of contractual requirements; or 2. A material breach of any term or condition of this Agreement. B. A written notice of default, and an opportunity to cure, within 30-days notification of the written notice,shall be issued by the party claiming default,whether the Lead State (in the case of breach of the entire Agreement), a Participating Entity(in the case of a breach of the participating addendum), the Purchasing Entity(with respect to any order), or the Contractor. Time allowed for cure shall not diminish or eliminate any liability for liquidated or other damages. 25 of 42 C. If the default remains after the opportunity for cure, the non-defaulting party may: 1. Exercise any remedy provided by law or equity; 2. Terminate the Agreement, a Participating Addendum, or any portion thereof, including any Purchase Orders issued against the Agreement; 3. Impose liquidated damages, as mutually agreed to by the parties, as specified in an amendment to the Participating Addendum; 4. In the case of default by the Contractor, and to the extent permitted by the law of the Participating State or Purchasing Entity, suspend Contractor from receiving future solicitations from within the Participating Entities jurisdiction. 5. Charge the defaulting Contractor the full increase in cost and administrative handling to purchase the product or service from another Contractor. The Purchasing Entity shall take reasonable actions to mitigate the cost to re-procure. D. The MMD reserves the right, upon approval of the WSCA Directors, to develop and implement a step-by-step process to deal with Contractor failure to perform issues. 46. Audits A. Website Pricing Audit The Contractor agrees to assist the WSCAINASPO Contract Administrator or designee with web site Product and pricing audits based on the requirements described in Exhibit E—Website Price audit requirements. Pricing is audited on a quarterly basis. 1. The product audit will closely monitor the Products and Services listed on the website to insure they comply with the approved Products and Services. The addition of Products or Services not approved by the WSCAINASPO Contract Administrator will not be tolerated and may be considered a material breach of this Agreement. B. Sales Audit The Contractor further agrees to provide sales audit reports based on the formulas described In Exhibit E—Sales audit report format. C. Upon request, the Contractor agrees to assist Participating Entities with invoice audits to ensure that the Contractor is complying with this Agreement in accordance with mutually agreed procedures set forth in the Participating Addendum. 47. Extensions If specifically authorized by provision in a Participating Addendum, Contractor may, at the sole discretion of Contractor and in compliance with the laws of the Participating State, offer Products and Services to non-profit organizations, 26 of 42 private schools, Native American governmental entities, government employees and students within the governmental jurisdiction of the entity completing the Participating Addendum with the understanding that the State has no liability whatsoever concerning payment for Products or Services. 40. Sovereign Immunity The State does not waive its sovereign immunity by entering into this Contract and fully retains all immunities and defenses provided by law with regard to any action based on this Contract. 49. Ownership A. Nothing in this Contract shall be construed as transferring any right, title, or interest in either Party's, any Purchasing Entity's, or their third party's confidential information, pre-existing inteffectual property,trademarks, copyrights, intellectual property or other proprietary interest. 50. Prohibition Against Gratuities A. The State may, by written notice to the Contractor, terminate the right of the Contractor to proceed under this Contract if it is found by the State that gratuities in the form of entertainment, gifts, or otherwise were offered or given by the Contractor or any employee, agent, or representative of the Contractor to any officer or employee of the State with a view toward securing this Contract, or securing favorable treatment with respect to the award or amendment of this Contract, or the making of any determinations with respect to the performance of this Contract. B. The Contractor certifies that no elected or appointed official or employee of the State has benefited or will benefit financially or materially from this Contract. This Contract may be terminated by the State if it is determined that gratuities of any kind were either offered to or received by any of the aforementioned individuals from the Contractor, its agent, or its employees. 51. Antitrust The Contractor hereby assigns to the State any and all claims for overcharges as to goods and/or Services provided in connection with this Contract resulting from antitrust violations which arise under antitrust laws of the United States and the antitrust laws of the State. 52. Right to Publish A. Any publicity given to the program, publications or Services provided resulting from the Contract, including but not limited to notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Contractor, or Its employees individually or jointly with others, or any subcontractors or reseliers shall identify the State as the sponsoring agency and shall not be released, unless such release is a specific part of an approved work plan included in the Contract prior to its approval by the WSCAINASPO Contract Administrator. B. The Contractor shall not make any representations of the State's opinion 27 of 42 or position as to the quality or effectiveness of the Products and/or Services that are the subject of this Contract without the prior written consent of the WSCA/NASPO Contract Administrator. Representations include any publicity, including but not limited to advertisements, notices, press releases, reports, signs, and similar public notices. 53. Performance While Dispute is Pending Notwithstanding the existence of a dispute, the parties shall continue without delay to carry out all of their responsibilities under this Contract that are not affected by the dispute. If a party fails to continue without delay to perform its responsibilities under this Contract, in the accomplishment of all undisputed work, any additional cost incurred by the other parties as a result of such failure to proceed shall be bome by the responsible party. 54. Hazardous Substances To the extent that the goods to be supplied to the Purchasing Entity by the Contractor contain or may create hazardous substances, harmful physical agents as set forth in applicable State and federal laws and regulations, the Contractor must provide the Purchasing Entity, upon request, with Material Safety Data Sheets regarding those substances (including mercury). 55. Customer Satisfaction/Complaint Resolution A. The Contractor's process for resolving complaints concerning Products, support, and billing problems is attached as Exhibit B. B. The Contractor will survey its customers in each Participating State approximately two (2) months prior to the annual meeting with the Contract Administrator using, at a minimum, the survey questions provided by the State. 56. Value Added Services The Contractor Is expected to provide such Services as installation, training, and software imaging upon request of the Purchasing Entity. Additional Value Added Services offered by the Contractor are attached as Exhibit C, 67. E-Rate Program The Contractor's E-Rate identification number and list of E-Rate qualifying Products is as follows. HP E-Rate Spin Number: 143007617 HP FCC Registration Number: 0012062535 Qualifying Products: HP Prol-iant Servers HP ProCurve Network Electronics HP Services for eligible Products (Installation, Maintenance, Training, Infrastructure design The Contractor shall make every effort to continue its involvement in this program and to add Products as applicable. I 28 of 42 i IN WITNESS WHEREOF,the parties have executed this agreement as of the date of execution by the State of Minnesota Commissioner of Administration, below. 1. HEWLETT-PACKARD COMPANY 2. MATERIALS MANAGEMENT DIVISION The Contractor Certifies that the appropnate person(s) In accordance with Minn $tat§16C Ca.Subd 3 have executed the Agreement behalfofthe Contractor as required by applicable articles, bylaws,resolutions, By: Jam- BY Title: AcoouiishiioonfsLSunerwsor Title, S2. tree P bejT Date. d��0�/ Date: ( {!9i 05 3. COMM SSI NE R OF ADMINISTRATION Or delegated representative. p By: rjt N` "`'d4 Date: Or+ginal signed JUL 0 2 2009 By Brenda Willard. 29 of�� i EXHIBIT A— ADDITIONAL WARRANTIES and SUPPORT SERVICES A. Warranty Information 1. Warranty information Is available at the followma URLs s Product warranty,URL link, ' htto1/h20000.www2 ho comlbizsupportfTechSu000rtlDocument iso?obiectlD=c00363139&lane= en&cc=us&taskld=&Prod Series Id=316617&orodTviceld=12454 o mare warranty URL link, http!/docs hp com/en/5991-6026/ch01s06 hlml?lumpid=rag R1002_USEN o Procurve warranty URL!ink' http,//www.procurve.com/warranty 2 GENERAL WARRANTY PROVISIONS: a Warranty Statements HP limited warranty statements for Hardware, Software, Support, and Professional Services, as applicable, are available with Products, on quotations,or upon request. The limited warranties are subject to the terms, limitations, and exclusions contained in the limited warranty statement provided for the Product in the country where that Product is located when the warranty claim is made A different limited warranty statement may apply and be quoted if the Product is purchased as part of a system, b. Transfer Warranties are transferable to another party for the remainder of the warranty period subject to HP license transfer policies and any assignment restrictions c. Delivery Date.Warranties begin on the date of delivery, or for Hardware on the date of installation if installed by HP If Customer schedules or delays such installation by HP more than thirty(30)days after delivery, Customer's warranty period will begin on the 31st day after delivery. d, HP warrants that it will perform Professional Services using generally recognized commercial practices and standards HP will re-perform any Professional Services not performed in accordance with the foregoing warranty provided that HP receives written notice from Customer within thirty (30) days after such Professional Services were performed.This will be Customer's sole and exclusive remedy for a breach of the foregoing warranty e. Warranty Exclusions HP is not obligated to provide warranty services or Support for any claims resulting from. 1, improper site preparation, or site or environmental conditions that do not conform to HP s site specifications; 2. Customer's non-compliance with Specifications or Transaction Documents, 3. improper or inadequate maintenance or calibration, 4. Customer or third-party media,software,interfacing, supplies,or other products, 5. modifications not performed or authorized by HP; 6. virus, infection,worm or similar malicious code not introduced by HP, or 7, abuse, negligence, accident, loss or damage in transit, fire or water damage, electrical disturbances,transportation by Customer,or other causes beyond HP's control, f. Non-HP Branded Products and Services HP provides third-party Products, software,and Services that are not HP Branded"AS IS"without warranties of any kind, although the original manufacturers or third party suppliers of such Products, software and Services may provide their own warranties. Disclaims THE WARRANTIES AND ANY ASSOCIATED REMEDIES EXPRESSED OR REFERENCED IN THIS AGREEMENT ARE EXCLUSIVE NO OTHER WARRANTY,WRITTEN OR ORAL, IS EXPRESSED OR IMPLIED BY HP OR MAY BE INFERRED FROM A COURSE OF DEALING OR USAGE OF TRADE.TO THE EXTENT ALLOWED BY LOCAL LAW HP DISCLAIMS ALL IMPLIED WARRANTIES OR CONDITIONS INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE,TITLE AND NON-INFRINGEMENT 30 of 42 s B. Support Services 1. SUPPORT SERVICES a. Description gf Support HP will deliver Support according to the description of the offering, eligibility requirements, service limitations,and Customer responsibilities described in the relevant Transaction Documents b Ordering Support. Customer may order Support 1, at the time of Product purchase, or prior to installation of Products for which Support is being purchased,fora fixed term(may be referred to as"HP Care Pack"), 2 after the time of Product purchase,for either a fixed term or an initial term that may be renewed (may be referred to as"HP Contractual Services"), 3 on a per-event basis,or 4 at any time,when agreed non-standard Support has been offered by HP for the Customer according to a Statement of Work(also known as"Custom Support") or as otherwise offered by HP. c. Cancellation.Customer may cancel Support orders or delete Products from Support upon thirty (30)days written notice, unless otherwise stated in a Transaction Document HP may discontinue Support for Products and specific Support services no longer included in HP's Support offering upon sixty (60)days written notice, unless otherwise agreed If Customer cancels prepaid Support, HP will refund Customer a pro-rata amount for the unused prepaid Support, less any early termination fees or subject to any restrictions set forth in a Transaction Document d. Return to Support If Customer allows Support to lapse, HP may charge Customer additional fees to resume Support or require Customer to perform certain hardware or software upgrades, HP will review and assess whether such fees are required, and explain these to Customer at the time of the request to return to Support e. Local Availability Customer may order Support from HP's current Support offerings Some offerings, features, and coverage(and related Products)may not be available in all countries or areas f. Support Warranty. HP warrants that it will perform Support using generally recogn¢ed commercial practices and standards. g. Exclusive Remedies HP will re-perform Support not performed in accordance with the warranty herein. This sub-section 1.g states HP's entire liability for Support warranty claims. 2. PRICING, SERVICES,AVAILABILITY,AND INVOICING a. Pricing. Except for prepaid Support or as otherwise stated in a Transaction Document,HP may change Support prices upon sixty(60)days written notice b. Additional Services. Additional services performed by HP at Customer's request that are not included in Customer's purchased Support will be chargeable at the applicable published service rates for the country where the service is performed. Such additional services Include but are not limited to, 1 Customer requests for Support after HP's local standard business hours (unless Customer has specifically purchased after-hours coverage for the requested Support); 2 Customer requests for repair for damage or failure attributable to the causes specified in Exhibit A,subsection 2.e("Warranty Exclusions');and 3. Customer requests for Support where Customer does not, in HP's reasonable determination, meet the applicable prerequisites and eligibility requirements for Support c Local Availability.Support outside of the applicable HP coverage areas may be subject to travel charges, longer response times, reduced restoration or repair commitments, and reduced coverage hours. d. Invoicing. Invoices for Support will be issued in advance of the Support period, HP Support Invoices and related documentation will be produced in accordance with HP system standards Additional levels of detail requested by Customer may be chargeable. 31 of 42 3. SITE AND PRODUCT ACCESS Customer shall provide HP access to the Products covered under Support; adequate working space and facilities within a reasonable distance of the Products,access to and use of information, customer resources,and facilities as reasonably determined necessary by HP to service the Products;and other access requirements described in the relevant Transaction Document If Customer fads to provide such access, resulting in HP's inability to provide Support, HP shall be entitled to charge Customer for the Support call at HP's published service rates Customer is responsible for removing any Products ineligible for Support to allow HP to perform Support If delivery of Support is made more difficult because of ineligible Products, HP will charge Customer for the extra work at HP's published service rates 4. STANDARD SUPPORT PRODUCT ELIGIBILITY a Minimum Configuration for Support Customer must purchase the same level of Support and for the some coverage period for, all Products within a minimum supportable system unit(i a all components within a server,storage, or network device)to allow for proper execution of standalone and operating system diagnostics for the configuration b. Eligibility For initial and on-going Support eligibility Customer must maintain all Products and associated hardware and software at the latest HP-specified configuration and revision levels and In HP's reasonable opinion, in good operating condition c. Modifications Customer will allow HP,at Ws request and at no additional charge,to modify Products to improve operation,supportability, and reliability,or to meet legal requirements. d. Loaner Units HP maintains title and Customer shall have risk of loss or damage for loaner units If provided at HP's discretion as part of Support or warranty services and such units will be returned to HP without lien or encumbrance at the end of the loaner period. e. Relocation. Customer is responsible for moving Products. If Customer moves the Products to a new location,HP may charge additional Support fees and modify the response times, and Customer may be required to execute amended or new Transaction Documents if Customer moves Products to another country, Support shall be subject to availability in the destination country. Reasonable advanced notice to HP may be required to begin Support for some Products after relocation f Maximum Use Limitations Certain Products have a maximum usage limit, which is set forth in the manufacturer's operating manual or the technical data sheet Customer must operate such Products within the maximum usage limit. g. Multi-Vendor Support HP provides Support for certain non-HP Branded Products The relevant Transaction Document will specify availability and coverage levels, and govern delivery of multi- vendor Support, whether or not the non-HP Branded Products are under warranty HP may discontinue Support of non-HP Branded Products if the manufacturer or licensor ceases to provide support for such Products. 5. PROPRIETARY SERVICE TOOLS HP will require Customer's use of certain hardware and/or software system and network diagnostic and maintenance programs("Proprietary Service Tools"),as well as certain diagnostic tools that may be included as part of the Customer's system,for delivery of Support under certain coverage levels Proprietary Service Tools are and remain the sole and exclusive property of HP, are provided"as is,' and include, but are not limited to remote fault management software, network Support tools,Insight Manager, Instant Support, and Instant Support Enterprise Edition(known as"ISEE") Proprietary Service Tools may reside on the Customer's systems or sites Customer may only use the Proprietary Service Tools during the applicable Support coverage period and only as allowed by HP,Customer may not sell,transfer,assign,pledge, or in any way encumber or convey the Proprietary Service Tools Upon termination of Support, Customer will return the Proprietary Service Tools or allow HP to remove these Proprietary Service Tools. Customer will also be required to, a. allow HP to keep the Proprietary Service Tools resident on Customer's systems or sites,and assist HP in running them, b. install Proprietary Service Tools, Including installation of any required updates and patches, c use the electronic data transfer capability to inform HP of events identified by the software, d. it required, purchase HP-specified remote connection hardware for systems with remote diagnosis 32 of 42 service, and e provide remote connectivity through an HP approved communications line. 6. CUSTOMER RESPONSIBILITIES a Data Backup To reconstruct lost or altered Customer files,data,or programs,Customer must maintain a separate backup system or procedure that is not dependent on the Products under Support b. Temporary Workarounds Customer will implement temporary procedures or workarounds provided by HP while HP works on permanent solutions c. Hazardous Environment Customer will notify HP if Customer uses Products in an environment that poses a potential health or safety hazard to HP employees or subcontractors HP may require Customer to maintain such Products under HP supervision and may postpone service until Customer remedies such hazards d_ Authorized Representative Customer will have a representative present when HP provides Support at Customer's site e. Product List Customer will create and maintain a list of all Products under Support including the location of the Products, serial numbers, the HP-designated system identifiers,and coverage levels Customer shall keep the list updated during the applicable Support period f. Documentation If Customer purchases a Support offering that includes documentation updates, Customer may copy such updates only for systems under such coverage Copies must include appropriate HP trademark and copyright notices. 7. SUPPORTED SOFTWARE Customer may purchase available Support for HP Branded Software only if Customer can provide evidence it has rightfully acquired an appropriate HP license for such Software. HP will be under no obligation to provide Support due to any alterations or modifications to the Software not authorized by HP or far Software for which Customer cannot provide a sufficient proof of a valid license. Unless otherwise agreed by HP, HP only provides Support for the current Version and the immediately preceding Version of HP Branded Software, and then only when HP Branded Software is used with Hardware or Software included In HP-specified configurations at the specified Version level 6 ACCESSORIES AND PARTS AND MISCELLANEOUS a Compatible Cables and Connectors Customer will connect Products covered under Support with cables or connectors(including fiber optics if applicable)that are compatible with the system, according to the manufacturer's operating manual. b. Support for Accessories HP may provide Support for cables, connectors, interfaces, and other accessories If Customer purchases Support for such accessories at the same Hardware service level purchased for the Products with which they are used. c. Consumables. Support does not include the delivery, return, replacement, or Installation of supplies or other consumable items (including, but not limited to,operating supplies, magnetic media, print heads, ribbons,toner,and batteries)unless otherwise stated in a Transaction Document d Replacement Parts. Parts provided under Support may be whole unit replacements or be new or functionally equivalent to new in performance and reliability and warranted as new Replaced parts become the property of HP, unless HP agrees otherwise and Customer pays any applicable charges. e. Service Providers. HP reserves the right and Customer agrees to HP's use of HP-authorized service providers to assist in the provision of Support g ACCESS TO HP SOLUTION CENTER AND IT RESOURCE CENTER a Designated Callers. Customer will identify a reasonable number of callers,as determined by HP and Customer(Designated Callers"),who may access HP's customer Support call centers ("Solution Centers"). b Qualifications. Designated Callers must be generally knowledgeable and demonstrate technical aptitude in system administration, system management,and, if applicable, network administration and management and diagnostic testing HP may review and discuss with Customer any Designated Caller's experience to determine initial eligibility If issues arise during a call to the Solution Center that, in HP's reasonable opinion, may be a result of a Designated Caller's lack of 33 of 42 general experience and training,the Customer may be required to replace that Designated Caller. All Designated Callers must have the proper system identifier as provided in the Transaction Documents or by HP when Support is initiated HP Solution Centers may provide support in English or 1=1 language(s), or both. c. HP IT Resource Center HP IT Resource Center is available via the worldwide web for certain types of Support Customer may access specified areas of the HP IT Resource Center file Transfer Protocol access is required for some electronic services Customer employees who submit HP Solution Center service requests via the HP IT Resource Center must meet the qualifications set forth in sub-section g b above d, Telecommunication Charges.Customer will pay for all telecommunication charges associated with using HP IT Resource Center, installing and maintaining ISDN links and Internet connections(or HP-approved alternatives)to the HP Solution Center,or using the Proprietary Service. Extended warranties HP's standard new Product warranty, and upgraded warranty support Services, can be extended in one- year increments for a total of five years of coverage for most Products. Post maintenance Services HP has a wide range of onsite high-quality support Services for covered hardware, helping improve Product uptime and availability. Entities have the flexibility to choose between different service-level options featuring different response times and coverage windows, as well as between several coverage periods to address specific service needs The Services are available throughout the United States and In most mtematlonal locations Please see Attachment 5, HP Onsits Hardware Support Services,for details See HP Website,referenced in A.1 above,for additional information on these warranties,support, service tools,etc $4 of 42 EXHIBIT B -COMPLAINT RESOLUTION HP will work with WSCAINASPO and Participating States to customize the procedures to the states' specific escalation requirements HP's formal order management, service escalation and customer feedback escalation procedures are described below and in detail in the RFP response,Corporate Overview, sub-section d 1 e —Complaint Resolution. Most problems are readily resolved before escalation is necessary. This section details activities for those instances in which problems cannot be so quickly resolved In keeping with HP's understanding of the importance of system availability to the WSCA states, HP is receptive to discussions on how it may modify any escalation procedures to better meet specific customer needs. Each and every State Procurement office,as well as procuring entities, also has an assigned State Government HP Contract Program Manager point of contact to assist in the escalation process,eliminating the need to contact multiple people. Customer Feedback Escalation HP has developed a strong customer feedback system, including a clear escalation process for handling dissatisfaction The feedback system provides a variety of mechanisms for customers to communicate their suggestions,recommendations, comments, and complaints to HP Cataloging and analyzing the feedback provides HP entities with valuable insight into trends, information, and issues that can be applied to improve products and process performance Order Management Escalation Process A Customer Service Representative(CSR)assigned to the WSCA accountwRl oversee the order fulfillment activities from the point of order entry and acceptance,to invoicing and delivery This Includes customer satisfaction and any issues that WSCA may have during the deployment The CSR is i responsible with ensuring that any issues or potential issues are escalated to prevent deployment delays and will see problems through to resolution Customer Services is required to adhere to the following standard service levels(in business hours), Standard Service Level (in Action business hours) PO Receipt to CSR order entry 4 0 hrs PO Recei t to dean executable order 8 0 hrs Confirmation sent to customerlsaleslmgmt that orders has been 4.0 hrs faced and provide order#and ETA if available. Estimated Ship Date upon order entry(Provided to customer as Estimate based on best requested or as part of regularly scheduled open order report) information available With follow-up as new information becomes available Updates to estimated ship date(Provided to customer as As new Information becomes requested or as part of repulary scheduled open order report) available Call Back/Email Response to customer from CSR(from point 4 hrs customer leaves voicemaillemail to point CSR calls customer back or responds to email request) RMA Request From time CSR receives to RMA being generated 12 hrs Warehouse Recei of RMA'd goods to completion of Credit 3 days All billing disputes should be brought to the attention of your HP Direct Customer Services Team. Customer Services will then work with HP's internal Finance Department that can resolve the disputes, The Finance Department will research the dispute, including gathering purchase order information from your CSR While customers may request that bills be submitted in a batch,all records are individually maintained by order number. Complete order information follows the order throughout the fulfillment process,and can be traced to each separate process to determine the source of any errors and the necessary action for resolution 35 of 42 The resolution will be communicated to the customer by the Finance Department Any credit due will be processed by your CSR. In the event that HP has maintained an incorrect price,additional research wilt be performed to determine the extent of error Billing ad)ustments will be made as necessary Escalation Process The services global escalation process is a worldwide process that is initiated when It Is determined that HP's standard service delivery processes have not delivered or will not deliver an acceptable solution to WSCAINASPO and WSCA Participating State and/or procuring entities in an agreed-upon time frame. The Escalation Process includes the following steps' 1. Formation of Escalation Team 2. Development of Technical Action Plan 3 Communication of Action Plan 4. Execution of Action Plan 5, Post-solution Review 6 Continual improvement 7 The Escalation Team When it has been determined that a problem has arisen and needs to be resolved,an Escalation Team is formed to manage issue resolution. The Escalation Team is comprised of technical and management members from HP This team is responsible for developing an action plan to be used in resolving the issue Members of the Escalation Team often include. • Escalation Management Owner—represents the customer to HP,leads the escalation effort and is the focal point for communication of the plan to the customer • Escalation Specialist—assists with the development and coordination of the technical aspects of the action plan. • Complex Problem Manager—as required,the Complex Problem Manager coordinates engineering and partner resources for complex problems involving multiple product sets • Additional Resources—may be added to the Escalation Team to add specific Product expertise as required in any given escalation These resources may include* Engineering, Delivery Partners,HP Management and Executives Escalation Categories There are three categories of escalation: • Local escalation • Regional escalation • Global escalation Escalation categories are driven by a customers'view of the situation If the impact on the customer is local(that is, within one area/country)the escalation category is local. If the impact is across a number of areasloountries within one region,the category Is regional. If the impact is across a number of areas/oountries in more than one region,the category is global Once the escalation category has been determined, an Action Plan can be developed Issue Resolution In the event of a customer satisfaction issue,the customer's first point of contact is the Primary Account Representative/Contract Program Manager or the Account Manager This individual engages the necessary resources in the local service delivery unit,obtains the support of management in the local customer business district,and keeps the concerned sales organization updated on progress. Most issues are resolved readily at the local level If needed, the situation is escalated to executive management at the territory or U S level 36 of 42 EXHIBIT C —VALUE-ADDED SERVICES Contact HP, or visit the HP website,for further detaits on these Services: Installation Training Self-Maintainer Program Asset Management Imaging Factory Services for Servers and Storage HP Lease Financing Information Individual Purchasing Entities may enter in to lease agreements for the Products covered in this Master Price Agreement, if they have the legal authority to enter into these types of agreements without going through a competitive process. The lease agreements were not reviewed or evaluated as part of the RFP evaluation process. HP sample lease documents can be found under the "Information Center' link available on HP's WSCA-approved website at www.hp.com/buy/Wscaiii. 37 of 42 II EXHIBIT JD-HP 80MAU LICENSE TERMS 1, LICENSE GRANT HP grants Customer a non-exclusive, non-transferable license to"Use', in object code form, the Version or Release of the HP Branded Software delivered from an HP accepted order For purposes of this Agreement,unless otherwise specified in the SLI, "Use"means to install, store, load, execute,and display one copy of the Software on one device at a time for Customer's internal business purposes, Customer's Use of such Software is subject to these license terms, the applicable Use restrictions and authorizations, and applicable licensed locations for the Software specified in SU(the"Software License"). The usage terms specified in the SLI for HP Branded Software will not be materially more restrictive than the Use defined in this sub-section For non-HP Branded Software, the third parry suppliers license terms and use restrictions found in the SLI will solely govem its use 2 OWNERSHIP This Software License confers no title or ownership and is not a sale of any rights in the Software Third-party suppliers are intended beneficiaries under this Agreement and independently may protect their rights in the Software in the event of any infringement All rights not expressly granted to Customer are reserved solely to HP or its suppliers 3. ACCEPTANCE Customer accepts Software upon delivery 4. UPGRADES Software Versions or maintenance updates,if available, may be ordered separately or may be available through Software Support HP reserves the right to require additional licenses and fees for Software Versions or separately purchased maintenance updates or for Use of the Software in conjunction with upgraded Hardware or Software When Customer obtains a license for anew Software Version through Software Support or purchases an upgrade license to a new Version, Customer's Software License for the earlier Version shall terminate Software Versions are subject to the license terms in effect on the date that HP delivers or makes the Version available to Customer 5. LICENSE RESTRICTIONS a, Use Rq_strictkins Customer may not exceed the number of licenses, agents,tiers, nodes, seats, or other Use restrictions or authorizations agreed to and paid for by Customer Some Software may require license keys or contain other technical protection measures Customer acknowledges that HP may monitor Customer's compliance with Use restrictions and authorizations remotely, or otherwise, If HP makes a license management program available which records and reports license usage information, Customer agrees to appropriately install,configure and execute such license management program beginning no later than one hundred and eighty(180)days from the date it is made available to Customer and continuing for the period that the software is used b. Copy and Adaptation Unless otherwise permitted by HP, Customer may only make copies or adaptations of the Software for archival purposes or when copying or adaptation is an essential step in the authorized Use of the Software If Customer makes a copy for backup purposes and installs such copy on a backup device, unless otherwise provided in the SLI,Customer may not operate such backup installation of the Software without paying an additional license fee, except in cases where the original device becomes inoperable If a copy Is activated on a backup device in response to failure of the original device,the Use on the backup device must be discontinued when the original or replacement device becomes operable Customer may not copy the Software onto or otherwise Use or make it available on, to, or through any public or external distributed network Licenses that allow Use over Customer's intranet require restricted access by authorized users only. c. Copyright Notice.Customer must reproduce all copyright notices that appear In or on the Software (including documentation)on all permitted copies or adaptations.Copies of documentation are limited to internal use d. Designated System Notwithstanding anything to the contrary herein,the Software License for certain Software,as identified in SLI, is non-transferable and for Use only on a computer system owned,controlled,or operated by or solely on behalf of Customer and may be further identified by HP by the combination of a unique number and a specific system type('Designated System")and such license will terminate in the event of a change in either the system number or system type,an unauthorized relocation, or if the Designated System ceases to be within the possession or control 38 of 42 of Customer e. OS Software Operating system Software may only be used when operating the associated Hardware in configurations as approved, sold, or subsequently upgraded by HP or an HP Business Partner f. Changes Customer will not modify, reverse engineer,disassemble,decrypt, decompile,or make derivative works of the Software Where Customer has other rights mandated under statute, Customer will provide HP with reasonably detailed information regarding any intended modifications,reverse engineenng, disassembly,decryption, or decompdahon and the purposes therefore g. Use for Service Provision.Extending the Use of Software to any person or entity other then Customer as a function of providing services,(i e ; making the Software available through a commercial timesharing or service bureau) must be authorized in writing by HP prior to such use and may require additional licenses and fees. h. Consultant Use and Access Subject to the terms and conditions of this Agreement, Customer may permit a consultant or subcontractor to Use Software at the licensed location for the sole purpose of providing services to Customer Customer will be responsible and directly liable to HP for consultants'compliance with this Agreement. 6, LICENSE TERM AND TERMINATION Unless a different time period for the license is specified in the applicable SLI or quotation, , the Software License granted to Customer will be perpetual, provided however that HP may terminate the Software License upon notice for failure to comply with this Agreement Immediately upon termination of the Software License or upon expiration of any individual hmned term license,Customer will destroy the Software and all copies of the Software subject to the termination or expiration or return them to HP. Customer shall remove and destroy or return to HP any copies of the Software that are merged into adaptations,except for individual pieces of data in Customer's database Customer may retain one copy of the Software subsequent to termmahon solely for archival purposes only At HP's request, Customer will certify in writing to HP that Customer has complied with these requirements 7. LICENSE TRANSFER Customer may not sublicense, assign,transfer,rent,or lease the Software or the Software License to any other party except as permitted in this section. Except as provided in sub-section 5 d above, HP Branded Software licenses are transferable subject to HP's prior written authorization and payment to HP of any applicable fees or compliance with applicable third party terms Upon transfer of the Software License Customer's rights under the License will terminate and Customer will immediately deliver the Software and all copies to the transferee The transferee must agree in writing to the terms of the Software License, and, upon such agreement, the transferee will be considered the"Customer" for purposes of the license terms Customer may transfer firmware only upon transfer of the associated Hardware. S. U.S. FEDERAL GOVERNMENT USE If the Software is licensed for use in the performance of a U.S Government prime contract or subcontract, Customer agrees that,consistent with FAR 12 211 and 12,212,commercial computer Software,computer Software documentation and technical data for commercial items are licensed under HP's standard commercial license. 9. COMPLIANCE Customer agrees that HP may audit Customer's compliance with the Software License terms. Any such audit would be at HP's expense, require reasonable notice,and would be performed during normal business hours. If an audit reveals underpayments then Customer will immediately pay HP such underpayments together with the costs reasonably incurred by HP In connection with the audit and seeking compliance with this sub-secton 10 WARRANTY HP Branded Software will materially conform to its Specifications If a warranty period is not specified for HP Branded Software,the warranty period will be ninety(90)days from the delivery date 11. VIRUS WARRANTY HP warrants that any physical media containing HP Branded Software will be shipped free of viruses 12 WARRANTY LIMITATION 39 of 42 HP does not warrant that the operation of Software will be uninterrupted or error free,or that Software will operate in Hardware and Software combinations other than as expressly required by HP in the Product Specifications or that Software will meet requirements specified by Customer 13 EXCLUSIVE REMEDIES If notified of a valid warranty claim during the warranty period, H P will,at its option, correct the warranty defect for HP Branded Software, or replace such Software.If HP is unable, within a reasonable hme,to complete the correction, or replace such Software, Customer will be entitled to a refund of the purchase price paid upon prompt return of such Software to HP Customer will pay expenses for return of such Software to HP HP will pay expenses for shipment of repaired or replacement Software to Customer This sub-section 13 states HP's entire liability for warranty claims 14, IMPLIED LICENSE There are no implied licenses I 40 of 42 EXHIBIT E—AUDITS MPA B27164 SALES AUDIT PLAN The"HP"2009-2014 WSCAINASPO Personal Computer and Related Devices Contract,Sates Audit Plan'specifies the sales audit plan and sale audit report formal, as it applies to Section 46 A of the Master Price Agreement B27164 Audit Purpose To confirm and ensure contract compliance The audit will confirm it the agency paid the PSS discount price or a lower price in accordance with Section 13,Price Guarantee Audit Responsibility HP WSCA Primary Account Representative/Contract Program Manager(HP Program Management) Audit Conducted Weekly Audit Results Timefram®: Provided to WSCAINASPO Administrator Quarterly as required by WSCAINASPO Audit Process Step 1 On a weekly basis the HP WSCAINASPO Contract Program Manager will obtain two reports, 1)summary activity(total number of orders)and 2)weekly orders These reports will be used to pull one tenth of one percent(001) of orders weekly. Stop 2 The HP WSCA/NASPO Primary Account RepresentativelContract Program Manager will pull at random one tenth of one percent of orders covering all Bands within the PSS, if procured Step 3 The HP WSCAINASPO Contract Program Manager will pull the online copies of Purchase Order and Invoices based on the random one tenth of one percent of orders selected Step 4 The information on the Purchase Order and invoice will be documented in an excel file. Step 6 The HP WSCAINASPO Contract Program Manager will compare the pricing on the line item detail report in comparison with the Purchase Oiderilnvoice and HP WSCA/NASPO Contract PISS Discounts in an excel file and compile audit results Step 6 The HP WSCAINASPO Contract Program Manager will provide the WSCA/NASPO Administrator in email, as noted in the Mandatory Meeting on 3131, the following information covering a Quarter of the above audit detaiVresults 1. Total Number of Purchase Orders during the timeframe 2. Total Number of Purchase Orders/Invoices audited based on the one tenth of a percent or no more then 100 purchase orderslinvoices if there are more then 100,000 orders 3. Results in a brief summary Step 7 HP will request approval by the WSCArNASPO administrator on the format of the first submission of the sales audit to ensure this meets with the guidelines of the WSCA/NASPO administrator. Step a The HP WSCA/NASPO Contract Program Manager will provide the final documents and results to the HP Contract Operations team for our records 41 of42 i WEESETE PIECING AUDITS Website Pricing Audits as it applies to Section 46.A,of the Master Price Agreement B27164, is specified below. HP has different team members that audit the pricing and websites. First, the WNPSP and other State standards pricing is monitored and updated by a set of team members daily and weekly and these are also monitored by the HP Contract Program Management team and Inside sales teams on an ongoing basis, monthly and quarterly, see below schedule. Next,the PSS catalog file that HP will create for the new WSCA contract is tied to the then current HP List price and category percentages for each Band as noted in the HP PSS discount structure, which automatically generates the pricing fed to the website to calculate the pricing. As you may know with emerging technology,the list price can change weekly so this automated feature ensures the pre-calculated pricing is flowing accurately to the website. In addition to the sales audit plan attached to this response, the HP Program Management team is instituting an additional website audit that will be conducted bi-monthly on the PSS and monthly covering both the WNPSP and State Specific Standards website pricing as noted on the below schedule. As a normal course of business, HP contract operations and compliance teams conduct spot checks and internal audits to ensure compliance through a variety of internal audits,which will also continue. HP takes contract compliance seriously and even has an entire team dedicated to Government contract management, operations and compliance WISIPSMUte SDKAcSlandarda _ PSS Webode Audits 1 ' StOrKWd HP Intel AWilte i€! Weekl Monlhl 61-Montl �uanp o I f lye• ',._:. ' , , %,,- ,� Ill 42 of 42 Addendum to Master Price Agreement Between tiewlett Packard Comaa�t y And State of Mkmesora,Materials Management VNislon Representing the Western States Contracting Alliance(WSCA)and the National Association of Store Procurement Officials(NASPO) Lead State Contract itr 027164 Executed on: July2,2009 July 23,2009 Page 1 of 2 This Master Price Agreement Addendum governs HewlettPackard Company's(hereinafter"CONTRACTOR")use of the NASPOfWSCA name and toga during the term of this Master Price Agreement and amendments to this Master Price Agreement. CONTRACTOR may use the name and hgo only as set forth below. Any use not expressly permitted herein is prohibited,and such use consi Lutes a material breach of the Master Price Agreement with the ieadSlae andall Participating States. 1. CONTRACTOR may display the NASPOJWSCA name and logo an the face of the Master Price Agreement, including all electronic and hard ropy versions. 2. CONTRACTOR and its subcontractors,reservers,and agents may display the NASPO/WSCA names and logos on a web site as a"dick on"link to the Master Price Agreement. No other use of the logos or names is permitted on any web site,except as permitted in paragraphs I and S. 3 With,and only with,prior written approval of the Lead State Contract Administrator,CONTRACTOR may advertise the Master Price Agreement in publications and promotional materials aimed at state and local government entities eligible to use the Master Price Agreement. The sole focus and intent of such advertisements must be to increase participation in the Master Prue Agreement. The NASPO/WSCA names may be usedand "logos displayedin the advertisement ONLY as If Mates to the Master Prim Agreement. The Lead State Contract Administrator's approval must encompass the content and appearance of the advertiserrtent and the needier in which the advertisement will appear. 4. CONTRACTOR may not make explicit or implicit representations concerning the opinion of NASPO/WSCA,the Lead Stat%err any Partkouting State regarding CONTRACTOR or its products or services. This restriction includes general use of the NASPO/WSCA names and logos NOT direcHy linked to or related to this Master Price Agreement. 3. CONTRACTOR mus►ertsure that fts atb-ownraciam reservers,and agents adhere to the terms of this Addendum, and CONTRACTOR is responsible for any breach by these entities. 6. CONTRACTOR must immediately cease all use of the NASPO/WSCA nomss and logos if directed to do so in writing by the LeadStale Confract Administrator,and CONTRACTOR must ensure that its subcontractors,re- sellers,and agents immediately cease all use. 7. CONTRACTOR shall not make,or permit its subcontactors,reseRers,or agents to mace,any aheraWns to NASPO's or WSCA's names or logos(including characters,style and colors)and CONTRACTOR shah not use or permit the use of NASPO's or WSCA's names or logos in a manner or context that could adversely affect NASPO's/WSCA's Intogrity,goodwill,or reputation. $. Upon termination or expiration of the Master Price Agreement,CONTRACTOR and Its sub-contractors,re, sellers,and agents must cease off use of the NASPO/WSCA names and logos; except that,CONTRACTOR may use the NASPO/WSCA names for reference purposes in a description of its prior experience. SIGNATURE PAGE-NEXT PAGE Addendum to Master Price Agreement Between Hewlett Pockord Compony And Stare of Minnesota,Materials Management Division Representing the Western States Contracting Alliance(WSCA)and the NationalAssociatron of State Procurement Officials(NASPO) Lead State Contract#: 827164 Executedon: July2,2009 Juiy23,2009 Page 2 of 2 Acknowledged: CONTRACTOR: HP LEAD STATE: Tin[ HM Mea bpnwnj9 hanuwmMd" In va'wdarxewYh,bN rMndederndee. o o/dn oa,.p.. dby uppk.W*Mkhq, -- ---- ------ --------------- �,� ------- -- 1�P---------------- ow. — Y--^--- ogre i i �'hE?'t �� WSCA/NASPO Contract Administration 112Admmistratwn Building 50 Sherburne Avenue MATERIALS MANAOEMENr orVlSlON St, Paul, MN 55155 Fax 651 297 3996 TTY MN Relay Service 1 800.627 3529 htto./lwww mmd adman state.mn.us AMENDMENT NUMBER: ONE (1) TO CONTRACT NUMBER: B27164 THIS AMENDMENT is by and between the State of Minnesota,acting through is commissioner of Administration, and on behalf of the WSCAINASPO("Lead State")and Hewlett Packard Company, Hewlett-Packard Company, 11445 Compaq Center Drive W, Houston,TX 77070(Contractor). WHEREAS,the Lead State has a Contract with the Contractor identified as No $27164, effective September 1, 2009,through August 31,2012, to provide direct-from-manufacturer personal computer equipment, peripherals and related services;and WHEREAS, Minn Stat. § 16C 03, subd.5, affords the commissioner of Administration, or delegate pursuantto Minn Sta1 §16C 03,subd 16,the authority to amend contracts, and WHEREAS,the terms of the Contract specifically state that the Contractor shall provide the basic warranty coverage as listed in its PSS The HP-branded Products available in Bands 1 through 7 have a manufacturer standard warranty period that ranges from one year to three years (Bands 1 Servers, 2 Workstations;3 Printers, 4,Storage Solutions, 5, PDNs, 6, Instructional and Public Safety Bundles, and 7 Monitors) NOW,THEREFORE, it is agree by the parties to amendment the Contract as follows, f The Contractor may offer one-year andlor two-year warranties for each Band of equipment provided in addition to the three-year warranty currently being offered The Contractor shall show these as options when configuring a systemlobtaining a quote,as a reduction in the cost of the equipment This Amendment is effective beginning on the date that the final required signatures are obtained, and shall remain in effect until August 31,2012,or unlit the Contract is canceled,whichever occurs first Except as herein amended,the provisions of the original Contract Between the parties hereto are expressly reaffirmed and remain in full force and effect Intentionally Left Blank September,2010 Amendment Number- One (1) Page 1 of 2 Pages to WSCA/NASPO PC Contract No. B27164 with Hewlett Packard Company WSCAIhtA5P0 Contract AdministrationBuilding 112 AdministrationnBuilding 50 Sherburne Avenue MATERIALS MANAGEMENT DIVISION St Paul, MN 55165 Fax:661,297,3996 TTY-MN Relay Service 1.800.027.3629 htto 11wWw mmd admen state rnn as IN WITNESS WHEREOF,the parties have caused this Amendmentto he duly executed intending to be bound thereby 1. HEWLETT PACKARD COMPANY 2. LEAD STATE The Contractor certifies that the appropriate person(s) have MATERIALS MANAGEMENT DIVISION executed this document on behalf of the Contractor as required In accordance with Minn.$tat§160 D3,Subd 3, by applies arti/ab" resotuhons,orardmances Title Eae!!rAk-- Title: AccguisitionsSupervisor Date: eel9 .0/O Date: C// yA) By: 3. LEAD STATE Title: COMMISSIONER OF ADMINISTRATION Or delegated r resentahve Date- By. Date, September,2010 Amendment Number:One(1) Page 2 of Pages to WSCA/NASPO PC Contract No. B27164 with Hewlett Packard Company i I innn8ntn WSCAlNASPO Contract Administration 112 Administration Building 50 Sherburne Avenue MATERIALS MANAGEMENT 01WSfON St Paul, MN 55155 Fax:651.297.3996 TfY: MN Relay Service 1,800627.3529 htto.11www mmd admen state mn us WSCA/NASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 AMENDMENT NUMBER 2 THIS AMENDMENT is by and between the State of Minnesota,acting through 5 commissioner of Administration, for the WSCA/NASPO("Lead State")and Hewlett Packard Company(Contractor). WHEREAS,the Lead State has a Contract with the Contractor identified as No B27164,effective September 1, 2009, through August 31,2012, to provide direct-from-manufacturer personal computer equipment and related devices, software and services,and WHEREAS, Minn Stat §16C.03,subd 5, affords the commissioner of Administration, or delegate pursuant to Minn Stat § 16C.03, subd 16,the authority to amend contracts;and WHEREAS, the terms of the Contract specifically state that the contract may be amended per agreement by both parties r NOW,THEREFORE,d is agree by the parties to amendment the Contract as follows. 1 Contract is extended through August 31,2014. 2 The configuration limit of servers and storage may be increased up to$500,000 if this limit is approved by the State in their Participating Addendum. 3. The Premium Saving Package"Intent to Participate"document may be eliminated IF participation in the Premium Savings Package is approved by the State in their Participating Addendum 4. Section 57, is hereby modify to state,"Contractor's involvement with E-Rate will be through Cortractor's authorized Reseller Agent SPIN numbers only, utilized for K-12 procuring entities that receive E-Rate funding. This Amendment is effective beginning on September 1,2012,or upon the date that the final required signatures are obtained,whichever occurs later,and shall remain in effect unbl August 31,2014 or until the Contract is canceled,whichever occurs first Except as herein amended, the provisions of the original Contract between the parties hereto are expressly reaffirmed and remain in full force and effect Amendment Number.Z Page 1 of 2 Pages to WSCA PC Contract MN B27164 with Hewlett Packard Company WSCAlNASPO Contract Administration 112 Administration Building `n�E$ 50 Sherburne Avenue MATERIALS MANAGEMENT DMSION SL Paul,MN 55155 Fax 651 297 3996 TTY. MN Relay Service 1.800.627 3529 htto Avww mmd_admm state.mn us IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed intending to be bound thereby. 1. CONTRACTOR 2. LEAD STATE The Contractor certifies that the appropriate person(s) have MATERIALS MANAGEMENT DIVISION executed this document on behalf of the Contractor as required In accordance with Minn Stat §16C M,Suhd 3 by applicable articles,bylaws,resolubo ,or ordinances / By: By Title, Contract Administrator Title, Acquisition Management Specialist I Date 6/25/2012 Date: r BY. 3. LEAD STATE Title: COMMISSIONER OF ADMINISTRATION Drdelega�tatrva Date. B Date: Amendment Number: 2 Page 2 of 2 Pages to WSCA PC Comract MN B27164 with Hewlett Packard Company PARTICIPATING ADDENDUM [hereinafter"Addendum" or"Agreement"] For WSCAINASPO PC Contracts 20M2014 COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER 827164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter"Participating State" or"DIS"] (Participating State Contract Number T10-MST-297) Page 1 of 9 1. Scope This Addendum covers the WSCAINASPO PC Contracts 2009-2014(Computer Equipment, Peripherals and Related Services) lead by the State of Minnesota for use by state agencies and other entities located in the Participating State authorized by that state's statutes to utilize state contracts. Through execution of this Addendum, DIS adopts the Master Price Agreement #B27164 as a Master Contract for the State of Washington. The Request for Proposals (RFP) that resulted in the award of this Agreement was posted on the web site of the Minnesota Department of Administration, with a notice and link posted on the Washington State TechMail under"Current Procurement Notices"and was advertised in the Seattle Daily Journal of Commerce on September 30, 2008 and on October 1, 2008. 2. Participation Use of specific WSCAINASPO cooperative contract by state agencies, political subdivisions and other entities (including cooperatives) authorized by an individual state's statutes to use state contracts are subject to the approval of the respective State Chief Procurement Official. Issues of interpretation and eligibility for participation are solely within the authority of the State Chief Procurement Official This Agreement may be used by any Washington State agency with properly delegated authority to purchase the Products and Services that are the subject of this Agreement, and any local government or political subdivision (including public schools, colleges and universities) of the state of Washington or eligible non-profit organizations with authority to purchase such Products and Services who have a properly executed Customer Service Agreement(Interlocal) with DIS This Agreement is not for personal use. 3. Changes: Contractor and DIS agree to the following modifications and additions to the Master Price Agreement for the State of Washington. 3.1 Limitations and Exclusions a. Products offered as"Storage Solution/Auxiliary Storage" under Band 4 of the Master Price Agreement shall not exceed a per-unit, individual configuration price of$100,000 each. b. Multifunction network print/faxlscan devices that print more than fifty pages per PARTICIPATING ADDENDUM [hereinafter"Addendum"or"Agreement"] For WSCAINASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT,PERIPHERALS, AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter"Participating State" or"DIS"j (Participating State Contract Number T10-MST-297) Page 2 of 9 minute(50 ppm) (under Band 3—Printers of the RFP) shall be expressly excluded from sale by Contractor for purchase under this Addendum by State Agencies. C. All"Personal Services,"as defined In the Revised Code of Washington(RCW) at 39 29.006(7), shall be expressly excluded from sale by Contractor for purchase under this Addendum by State Agencies 'Personal services" include professional or technical expertise provided by a consultant to accomplish a specific study, project, task, or other work statement. This exclusion does not apply to such Services as warranty, maintenance, installation, de-installation, factory integration(software or equipment components), asset management, recycling/disposal,training and certification,service desklhelpdesk, and any other directly related technical support service required for the effective operation of a Product offered or supplied. d. Disaster recovery planning and support services and pre-Implementation planning and design services shall be expressly excluded from sale by Contractor for purchase under this Addendum by State Agencies. 3.2 Article 1 Definitions a. The definition of"State Procurement Official" is modified to read as follows- "State Procurement Official" means the Director of the Washington State Department of Information Services b. The definition of"Travel" is deleted as no travel expenses shall be reimbursed under this Addendum. c. A definition for"Confidential Information"shall be added as follows: "Confidential Informatlon"shall mean information that may be exempt from disclosure to the public or other unauthorized persons under either Chapter 42.56 of the Revised Code of Washington (RCW) or other state or federal statutes. Confidential Information includes, but is not limited to, names, addresses, Social Security numbers, e-mail addresses, telephone numbers, financial profiles, credit card information,driver's license numbers, medical data, law enforcement records, Purchasing Entity source code or object code, or Purchasing Entity or Washington State security information or information identifiable to an individual that relates to any of these types of information. d. A definition for"Proprietary Information"shall be added as follows: PARTICIPATING ADDENDUM [hereinafter"Addendum" or"Agreement") For WSCAINA,SPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS,AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER 827164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter "Participating State" or"DIS"j (Participating State Contract Number T10-MST-297) Page 3 of 9 "Proprietary Information" shall mean information owned by Contractor to which Contractor claims a protectable interest under law. Proprietary Information Includes, but is not limited to, information protected by copyright, patent, trademark or trade secret laws. e. A definition for"State Agency"shall be added for the purposes of this Addendum as follows: "State Agency" shall mean any Washington State office or activity of the executive and judicial branches of Washington State government, including state agencies, departments, offices, divisions, boards, commissions, and educational, correctional, and other types of institutions. 3.3 Article 6 Payment Provisions a. Article 6.B Payment of Invoices is modified to add the following language: No advance payment shall be made for the Products and Services furnished by Contractor pursuant to this Agreement,except that maintenance on Washington State owned equipment may be paid up to one year in advance. b. Article 6.0 Payment of Taxes is modified to add the following language: Purchasing Entity will pay sales and use taxes, if any, imposed on the Products and Services acquired hereunder. Contractor must pay all other taxes including, but not limited to,Washington Business and Occupation Tax, other taxes based on Contractor's income or gross receipts, or personal property taxes levied or assessed on Contractors personal property Purchasing Entity, as an agency of Washington State government, is exempt from property tax Contractor shall complete registration with the Washington State Department of Revenue and be responsible for payment of all taxes due on payments made under this Contract. All payments accrued on account of payroll taxes, unemployment contributions, any other taxes, insurance, or other expenses for Contractor or Contractor's staff shall be Contractor's sole responsibility 3.4 In Article 12 Patent, Copyright, Trademark and Trade Secret Indemnification, the text of subparagraph A 2.shall be deleted and replaced with the following_ "Use its best efforts to encourage the Office of the Attorney General of Washington to PARTICIPATING ADDENDUM [hereinafter"Addendum"or"Agreement"] For WSCAINASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter"Participating State" or"DIS"] (Participating State Contract Number Tt0-MST-297) Page 4 of 9 grant Contractor sole control of the defense and all related settlement negotiations; and" 3.6 Article 20 Records and Audit is deleted and replaced with the following language: Contractor and its Subcontractors shall maintain books, records,documents and other evidence relating to this Contract, including but not limited to protection and use of Purchasing Entity's Confidential Information, and accounting procedures and practices, for six(6) years after the expiration or termination of this Addendum. All such records shall be subject at reasonable times and upon prior notice to examination, Inspection, copying, or audit by personnel so authorized by the Purchasing Entity's Contract Administrator and/or the Office of the State Auditor for the State of Washington and federal officials so authorized by law, rule, regulation or contract, when applicable, at no additional cost to the State of Washington. Contractor shall be responsible for any audit exceptions or disallowed costs incurred by Contractor or any of its Subcontractors. 3.6 Article 34 Data Practices is hereby deleted and replaced in its entirety with the following language A. Contractor acknowledges that some of the material and information that may come into its possession or knowledge in connection with this Addendum or its performance may consist of Confidential Information, Confidential Information will be marked at the time of disclosure to show its confidential nature, or if unmarked and disclosed orally or visually but treated as confidential at the time of disclosure it will be described in detail and designated to show Its confidential nature in writing to recipient within thirty(30) days after disclosure. Contractor agrees to hold Confidential Information in strictest confidence and not to make use of Confidential Information for any purpose other than the performance of this PA, to release it only to authorized employees or Subcontractors requiring such information for the purposes of carrying out this Agreement, and not to release, divulge, publish, transfer, sell, disclose, or otherwise make the information known to any other party without Purchasing Entity's express written consent or as provided by law. Contractor agrees to release such information or material only to employees or Subcontractors who have agreed to maintain the confidentiality of Confidential Information as provided for in this section 3,6.A of the Addendum.. Contractor agrees to implement physical, electronic, and PARTICIPATING ADDENDUM [hereinafter"Addendum'or"Agreement) For WSCAINASPC PC Contracts 2009.2014 COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter"Participating State" or"DIS'] (Participating State Contract Number T10-MST-297) Page 5 of 9 managerial safeguards to prevent unauthorized access to Confidential Information. B. Immediately upon expiration or termination of this Addendum or the pertinent transaction with Purchasing Entity, Contractor shall, at Purchasing Entity's option, (i) certify to Purchasing Entity that Contractor has destroyed all Confidential Information; or(ii) return all Confidential Information to Purchasing Entity; or(iii)take whatever other steps Purchasing Entity requires of Contractor to protect Purchasing Entitys Confidential Information. C. Violation of this section by Contractor or its Subcontractors may result in termination of this Addendum and demand for return of all Confidential Information, monetary damages, or penalLes. D. Contractor acknowledges that DIS and Purchasing Entities are subject to chapter 42.56 ROW and that this Agreement shall be a public record as defined in chapter 42.56 RCW.Any specific information that is claimed by Contractor to be Proprietary Information, must be clearly identified as such by Contractor.To the extent consistent with chapter 42.56 RCW, DIS and Purchasing Entitles shall maintain the confidentiality of all such information marked Proprietary I nformation. If a public disclosure request is made to view Contractor's Proprietary Information, DIS or Purchasing Entity will notify Contractor of the request and of the date that such records will be released to the requester unless Contractor obtains a court order from a court of competent jurisdiction enjoining that disclosure. If Contractor fails to obtain the court order enjoining disclosure, DIS or Purchasing Entity will release the requested information on the date specified. 3.7 Article 44-8 Participating Endfy Reports and Fees is hereby modified to add the following language: Contractor agrees to provide monthly reports to the Participating State contact listed in Section 6 below for the State of Washington The monthly report shall include the gross Washington sales for the month just ended, excluding sales tax, subtotaled by Purchasing Entity name within Washington and shall include the Contractor's customer number for each Purchasing Entity The report shall be accompanied with a check payable to the Department of Information Services for an amount equal to one and one-half percent(1.5%or .015) of the gross Washington sales, excluding sales tax, for the month. The monthly report and fee shall be submitted by the last PARTICIPATING ADDENDUM [hereinafter"Addendum"or"Agreement'? For WSCAINASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS,AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter"Participating State" or"DIS"] (Participating State Contract Number T10-MST-297) Page 6 of 9 business day of the month following the month in which Contractor invoiced the Purchasing Entity Monthly reports are required even N no activity occurred, 3.8 Article 46 Audits is hereby modified to add the following language: As a part of its Participating State function, DIS will from time to time perform audits of Purchasing Entity invoices to ensure that the invoices and that the Products and Services listed and the prices charged for the Products and Services are accurate and In accordance with the Agreement. DIS will perform these audits by selecting Purchasing Entities from an Activity Report and asking Contractor to send the invoices for those Purchasing Entities for that report period. The DIS request will be in writing, and will list the Contractor's customer numbers for the Purchasing Entities, Such requests will not exceed twelve (12) per year. Contractor shall ensure that DIS receives the requested invoices within thirty(30)days of Contractor's receipt of DIS' request Contractor will be responsible for any audit exceptions or disallowed costs. Cis will also conduct periodic spot check audits of the Prices, Products and Services listed on the website that Contractor maintains for state of Washington Purchasing Entities. DIS will communicate any discrepancies to Contractor and Contractor agrees to correct any deficiencies within three(3) Business Days, or as otherwise agreed. 3.9 Article 62 Right to Publish is hereby modified to add the following language: Contractor agrees to submit to DIS all advertising, sales promotion, and other publicity materials relating to this Agreement or any Product furnished by Contractor wherein DIS' or Purchasing Entity's name is mentioned, language is used, or Internet links are provided from which the connection of DIS' or Purchasing Entity's name with Contractor's Products or Services may, in DIS' or Purchasing Entity's judgment, be inferred or implied. Contractor further agrees not to publish or use such advertising, sales promotion materials, publicity or the like through print,voice,the World Wide Web, and other communication media in existence or hereinafter developed without the express written consent of DIS or Purchasing Entity prior to such use PARTICIPATING ADDENDUM [hereinafter"Addendum"or"Agreement") For WSCAlNASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS, AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter"Participating State" or"DIS"] (Participating State Contract Number T10-MST-297) Page 7 of 9 4. Continuation of Authorization for Participation from WSCAINASPO PC Contracts 2004-2009: The authorization to participate in the WSCAINASPO PC Contracts 2004-2009 is sufficient to permit participation in the WSCAINASPO PC Contrails 2009-2014, unless specifically denied by the appropriate chief state procurements official. 6. Lease Agreements Leasing by the Contractor to State Agencies is NOT authorized under this Addendum. Eligible non-state agency Purchasing Entities that have the legal authority to enter into a lease to finance their purchase(s), may elect to establish a separate lease agreement in the form of lease purchase agreement made available by Contractor through its Affiliate, HP Financial Services (HPFS). 6. Primary Contacts The primary government contact individuals for this Addendum are as follows (or their named successors): Lead State Name, Semadette Kopischke Address 112 Admin Bldg, St Paul, MN 55155 Telephone- (651)201-2450 Fax. (651) 297-3996 E-mail: berme kopischkeC&state mn.us Contractor Name: Debra Lee Address: 442 Swan Blvd., Deerfield, IL 60015 Telephone: 847.537.0344 Fax: 2$4 9Y?32 i3 - E-mail: debra lee0ho com Particioatino State Name: Master Contract Administrator Address: If by US Postal Service PO Box 42445, Olympia,WA 98504-2445 i i PARTICIPATING ADDENDUM [hereinafter"Addendum"or"Agreement") For WSCA/NASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS,AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER 827164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of Information Services [hereinafter"Participating State"or"DIS"I I (Participating State Contract Number T10-MST-297) Page 8 of 9 If by Ovemlaht Courier 1110 Jefferson Street SE, Olympia, WA 98504 Telephone: (360)902-3551 Fax. (360) 586-1414 E-mail: MCAdmin@dis wa gov 7. Servicing Subcontractors: HP-authorized subcontractors are eligible to fulfill orders under the Master Price Agreement and this Addendum. HP-authorized subcontractors Include distributors and the resellers and service providers listed on the HP/State websde at www hp com/buv/wscaiii. HP-authorized subcontractors are included in HP's Partner One Reseller and/or Reseller Agent Program. Orders and invoicing for products in Band 1 (Servers), Band 4 (Storage) and "Other Software" may be processed by either HP or an HP-authorized subcontractor. Orders and invoicing for products in Band 2 (PCs), Band 3(Printers), Band 5 (PDAs), Band 6 (Instructional Bundles) and Band 7(Monitors) must be handled by HP directly. All purchase orders Issued by purchasing entities under this Addendum must include the Participating State contract number(T10•MST-297) and the Master Price Agreement Number(B27164). i 8. Compliance with reporting requirements of the "American Recovery and Reinvestment Act of 2009" ("ARRA"), It or when contractor is notified by ordering entity that a specific purchase or purchases are being made with ARRA funds, contractor agrees to comply with the data element and reporting requirements that are legally required of providers of goods and related services. Ordering entity is responsible for informing contractor as soon as the ordering entity is aware that ARRA funds are being used for a purchase or purchases. Contractor will provide any required report to the ordering entity as required by law, The Contractor, as it relates to purchases under this contract, is not a subcontractor or subgrantee, but simply a provider of goods and related services. This Addendum and the Master Price Agreement together with its exhibits, set forth the entire agreement between the parties with respect to the subject matter of all previous communications, representations or agreements,whether oral or written,with respect to the subject matter hereof. Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this Addendum and the Master Price Agreement, together with its . I PARTICIPATING ADDENDUM (hereinafter"Addendum"or"Agreement] For WSCAINASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS,AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 Between Hewlett Packard Company (hereinafter"Contractor] and the State of Washington Department of Information Services [hereinafter"Participating State" or"DIS"] (Participating State Contract Number Tt0-MST-297) Page 9 of 9 exhibits,shall not be added to or incorporated into this Addendum or the Master Price Agreement and its exhibits, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such terms and conditions are hereby rejected The terms and conditions of this Addendum and the Master Price Agreement and its exhibits shall prevail and govern in the case of any such inconsistent or additional terms. This Addendum applies only in the jurisdiction of the Participating State or Participating Entity which has executed this Addendum. IN WITNESS WHEREOF, the parties have executed this Addendum as of the date of execution by Contractor below. Approved Approved State of Washington Hewlett Packard Company Department of Informatiioon Services Roland RiveraLi� Prfntwf pel e" orrypa'lirama " Assistant DirectorINV meOl77TL �Y�GQjiy� . .c '�rr Approved as to Form State of Washington Office of the Attorney General wgnofum Pmf n yaa sine e PARTICIPATING ADDENDUM [hereinafter"Addendum'or"Agreement"] For WSCAlNASPO PC Contracts 2009-2014 COMPUTER EQUIPMENT, PERIPHERALS,AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER B27164 Between Hewlett Packard Company [hereinafter"Contractor'] and the State of Washington Department of Information Services [hereinafter"Participating State"or"DIS'] (Participating State Contract Number T10-MST-297) Page 9 of 9 exhibits, shalt not be added to or incorporated Into this Addendum or the Master Price Agreement and its exhibits, by any subsequent purchase order or otherwise, and any such attempts to add or incorporate such terms and conditions are hereby rejected. The terms and conditions of this Addendum and the Master Price Agreement and its exhibits shall prevail and govern in the case of any such Inconsistent or additional terms. This Addendum applies only in the jurisdiction of the Participating State or Participating Entity which has executed this Addendum. IN WITNESS WHEREOF, the parties have executed this Addendum as of the date of execution by Contractor below. Approved Approved State of Washington Hewlett Packard Company Department of Information Services ftwft" Roland Rivera Ma ypo erne nnf W Type Nam I Assistant Director are r WN Date Approved as to Form State of Washington Office of the Attorney General —RFO"n � c,.)z5:- S+4v.1 prw P'rifie erne ''.. I PARTICIPATING ADDENDUM(PA)AMENDMENT 10-01 [hereinafter"Amendment) For WSCAlNASPO PC Contracts 2009.2014 COMPUTER EQUIPMENT, PERIPHERALS,AND RELATED SERVICES MASTER PRICE AGREEMENT NUMBER 827164 Between Hewlett Packard Company [hereinafter"Contractor"] and the State of Washington Department of information Services [hereinafter"Participating State" or "DIS"] (Participating State Contract Number T10-MST-297) To clarify the PA,the above referenced contract is hereby amended as follows: Section 7, Servicing Subcontractors, paragraph 2 is replaced in its entirety with the following: Orders and invoicing for Products in Band 1 (Servers), Band 4 (Storage), and "Other Software"must be processed by HP Only HP-authorized resellers listed in this PA by subsequent amendment hereto, added on the basis that they have expressly agreed to the terms and conditions of the State of Washington PA, are authorized to accept orders and invoice for Products in these Bands. All other terms and conditions remain unchanged. This Amendment Approved and Agreed to by the signatures of the parties to the contract as shown: i State of Washington Hewlett-Packard Company Dept,of Information Services LPL-L� � ature 'Signature Scott Smith Print or Type Name Print or Type Name Planning and Design Manager «f Title Date Title Date Cooperative member list 613/13 11 22 AM ,ram Washington State Department of Enterprise $eWices Cooperative Member List (Includes tribal nations,political subdivisions and non-profit organizations,but excludes Washington state government members) Type definition N=Non-profit,P=Political subdlwsion8nbal nation For additional information call(360)407-9396 or email the Co-op program at Coop®des ws gov 843 Members as of 6/312013 11 18 34 AM 7 Customer lAcomint Customer Name Extended Name Type/ # # 21401 888 ABERDEEN CITY OF ,ADMINISTRATION P 35005 001 ABERDEEN SCHOOL DISTRICT 5 BUSINESS OFFICE P 10100 005 DAMS COUNTY PUBLIC WORKS DEPARTMENT P 35210 ODADNA SCHOOL DISTRICT 226 ADMINISTRATION P 23201 003 AIRWAY HEIGHTS CITY OF ADMINISTRATION P 21701 US IALGONA CITY OF ADMINISTRATION P 22901 888 ANACORTES CITY OF ADMINISTRATION P ' 40122 001 ANACORTES PORT OF ADMINISTRATION _ P 38103 001 ANACORTES SCHOOL DISTRICT 103 ADMINISTRATION OFFICE P 1 r 23101 888 ARLINGTON CITY OF ADMINISTRATION P ` 35016 003 ARLINGTON SCHOOL DISTRICT 16 DISTRICT OFFICE P f 20204 086 ASOTIN CITY OF ADMINISTRATION P 4 III E � 10200 B88 ASOTIN COUNTY ADMINISTRATION P g ', 10200 025 ASOTIN COUNTY TRANSIT PTBA P 21702 888 (AUBURN CITY OF ADMINISTRATION P 35408 �T 002 JAUBURN SCHOOL D187RICT408 ACCOUNTS PAYABLE P 21804 IBAINBRIDGE ISLAND CITY OF ADMINISTRATION P 31001 F02 BAINBRIDGE ISLAND FIRE DEPT ^ STATION 21 P g 37303 00)lBAINBRIDGE ISLAND SCHOOL DISTRICT 303 ADMINISTRATION OFFICE P F. 20601 888 15ATTLE GROUND CITY OF .� ADMINISTRATION P 3,z 36119 002 :,BATTLEGROUND SCHOOL DISTRICT 119 ADMIN ACCTS PAYABLE P Xk 32403 001 BEAGON HILL SEWER DISTRICT SEWER DISTRICT P 21704 888 _BELLEVUECITY OF ADMINISTRATION P -` 35405 003 BELLEVUE SCHOOL DISTRICT 405 PURCHASING P ! 23701 B88 BELLINGHAM CITY OF ADMINISTRATION P 65715 000 BELLINGHAM HOUSING AUTHORITY ADMINISTRATION P 40301 001 BELLINGHAM PORT OF s _ ADMINISTRATION OFFICE P , 3550011—{f 002 BELLINGHAM SCHOOL DISTRICT 601 ADMINISTRATION OFFICE P - 10300 lY 8B8 ,BENTONCOUNTY ADMINISTRATION P 10300 801 ISENTONCOUNTY BEN FRANKLIN TRANSIT IF _._—.__ GREATER COLUMBIA I 10300 160 IBENTONCOUNTY I P jBEHAVIOR HEALTH i I https//fortress wa gov/ga/appsloeop/Default aspx Page 1 of 17 Cooperative member list 613/13 1122 AM 30300rFO2 INTON COUNTY FIRE DISTRICT PIRE DISTRICT f i P �i FIRE DISTRICT 2.BENTON } 30300NTON COUNTY FIRE DISTRICT CITY PNTON COUNTY FIRE DISTRICT FIRE DISTRICT 4-W RICHI,AND PNTON COUNTY PUBLIC UTILITY DISTRICT ADMIN€STRATION P NTON PORT OF j ADMINISTRATION OFFICE P 50009 002 BENTONlFRANKLIN CAC COMMUNITY ACTION N ,COMMITTEE 35403 001 1 BETHEL SCHOOL DISTRICT 403 ADMINISTRATION P 22601—} 001 'BINGENCITYOF FINANCIALOFFICE P 21705`-888 BLACK DIAMOND CITY OF ADM NISTRATION P 23702 886 BLAINE CITY OF - � �u ADMINISTRATION P f 35503 001 BLAINE SCHOOL,DISTRICT 503 ADMINISTRATION OFFICE P g _. —._ __.._. __ .. __. _- . . ._-. ._...._ a: � 22701 B88 BONNEY LAKE CITY OF ADMINISTRATION P t'- �-, 21706 888 BOTHELL CITY OF �— � 1ADMi NISTRATION P IF F 21801 888 '13REMERTON CITY OF ADMINISTRATION P 21801 010 113REMERTON CITY OF BREMERTON HOUSING P e _ AUTHORITY ! 41800 001 BREMERTON PORT OF PURCHASING OFFICE P !. 36100 i1I---0-011 18REMERTON SCHOOL DISTRICT 100 PURCHASING y I P 36111 007 IBREWSTER SCHOOL DISTRICT 11'I ADMINISTRATION OFFICE P r` 20901 001 i8RIDGEPORT CITY OF FINANCIAL OFFICE P 24300 $88 BUR IEN CITY OF ^ADMINISTRATION ^` P 22902 886 iBURLINGTON CITY OF =_ 4DMINIBTRATkON P 35100 O01 IBURLMGTON EDISON SCHOOL DISTRICT (ADMINISTRATION dNP I100 �. CLARK CO PUBLIC TRANS 2005 I 006 C-TRAN VANCOUVER WASHINGTON BENEFIT AREA00326 � F01GARIANO i5LAN0 FIRE AND RESCUECO FIRE DIST 1 v ;CAMANO ISLAND MOSQUITO CONTROL ' { 30390 i 001 ;DISTRICT CAMANO ISLAND P _ 20602 I 888 CAMAS CITY OF i —{A—DMINISTRATION P = 35117 000 (CAMASSCHOOLDISTRICT117 ICFFICE P 828DO 1 001 CANCER RESEARCH AND BIOSTATISTICS —I{-ADMINISTRATION P 2170�CARNATION CITY OF jALL P " 85172 001 'CASCADE WATER ALLIANCE COOPMEMBERSHIP N 20801 888 `CASTLE ROCK CITY OF IADMINISTRATION_ P 35D21 D01 CASTLE ROCK SCHOOL DISTRICT 401 �A MINI TRA P 1 ADMINISTRATION 31$09 FDt CENTRAL KITSAP FIRE AND RESCUE I MERGER OF F01,F12,F15 P 35401 101 CENTRAL KITSAP SCHOOL D ISTRICT 401 PURCHASING P - 35356 001 CENTRAL VALLEY SCHOOL DISTRICT 356 PURCHASING OFFICE P 50017 020 CENTRAL WASHINGTON COMP MENTAL ADMINSTRATION N HEALTH - 80320j 001 CENTRAL WASHINGTON FAIR ASSOCIATION COOP MEMBERSHIP P ' :CENTRAL WHIDBEY ISLAND FIRE AND c 80235 D01 ADMINISTRATION P RESCUE s https//fortress wa govlga/apps/coop/Default aspx Page 2 of 17 Cooperative member list 6J3/13 1122 AM �22101 886 ICENTRALIA CITY OF ADMINISTRATION P __.___��__ _ 35040 001 CENTRALIA SCHOOL DISTRICT 401 ADMINISTRATION PSI 85772 001 ,CHEHALIS-GENTRALIA AIRPORT ADMINISTRATION P 22102 888 CHEHALIS CITY OF ADMINISTRATION P g 20402 888 CHELAN CITY OF ADMINISTRATION P 10400 888 !CHELAN COUNTY ADMINISTRATION P 30400 FOB CHELAN COUNTY FIRE 6-MONITORIBLEWETTRE DISTRICT P PASS 30400 F01 CHELAN COUNTY FIRE DISTRICT FIRE DISTRICT 1 P FIRE DISTRICT 3 P 30400 F03 ICHELAN COUNTY FIRE DISTRICT LEAVENWORTH _ 30400� F05 CHELAN COUNTY FIRE DISTRICT_ FIRE DISTRICT 5-MANSON P 30405 001 1CHELAN COUNTY PUBLIC UTILITY DISTRICT ADMINISTRATION P 30407 016 CHELAN DOUGLAS CO LINK TRANSIT - LINK TRANSIT m P 39313 100 CHELAN DOUGLAS COUNTY HEALTH ADMINISTRATION P DISTRICT 23202 868 'CHENEY CITY OF !ADMINISTRATION P 35360 004 CHENEY SCHOOL DISTRICT 360 I-ADMINISTRATION OFFICE P �- _ {— 23307 888 CHEWELAH CITY OF T (ADMINISTRATION_ _ P i 10500 888 ICLALLAM COUNTY _ 'ADMINISTRATION P 10600 015 1 CLALLAM COUNTY �mmT `CLALLAM TRANSIT SYSTEM P - __r____r__ 305021 F02 'CLALLAM COUNTY FIRE DISTRICT FIRE DISTRICT 2-PT ANGEIES P " 30502 F03 CLALLAM COUNTY FIRE DISTRICT FIRE DISTRICT 3-SEOUIM P 39075 020 CLALLAM COUNTY HOSPITAL DISTRICT#1 FORKS COMMUNITY HOSPITAL P CLALLAM COUNTY PUBLIC UTILITY t 30500 006 PUD 1 ADMIN P DISTRICT 10600 888 CLARK COUNTY ADMINISTRATION _P - 30600 F11CLARK COUNTY FIRE DISTRICT I CLARK CO FIRE&RESCUE P , (011&12) I 3000 F06 CLARK COUNTY FIRE DISTRICT DIST B.HAZEL DELU MT VISTA `P� '.. `30600 FW CLARK COUNTY FIRE DISTRICT EAST COUNTY FIRE&RESCUE P - 30500 F13 'CLARK COUNTY FIRE DISTRICT FIRE DIST 13-YACOLT P ', 30603 017 I CLARK COUNTY PUBLIC UTILITY DISTRICT (ADMINISTRATION P 20202 888 CLARKSTON CITY OF ADMINISTRATION P ` 35185 000 ,CLARKSTON SCHOOL DISTRICT 250 (ADMINISTRATION OFFICE P 37404 002 CUE ELUM-ROSLYN SCHOOL DISTRICT 404 ADMINISTRATION P 36400 001 CLOVER PARK SCHOOL DISTRICT 400 f (L�CENTRAL RECEIVING P 21708 8887CLYDE HILL CITY OF !ADMINISTRATION P 82281 001 COAL CREEK UTILITY DISTRICT WATER&SEW ADMIN P COALITION AGAINST DOMESTIC VIOLENCE — 80469 00 WA ST COOP MEMBERSHIP-WA N ii 23601 J 868 COLLEGE PLACE CITY OF-----}iPj-ADMINISTRATION P , 10700 011 i COLUMBIA COUNTY UBLICTRANSPORTATION P 30304 150 'COLUMBIA IRRIGATION DISTRICT IRRIGATION DISTRICT ADMIN p ' ` PJ 7 23302 886 'ICOLVILLE CITY OF ADMINISTRATION ' https//fortress wa gov/gaJapps/coop/Default aspx Page 3 of 17 Cooperative member list 6/3/13 11 22 AM 50029 I 003 1 COMMUNITY ACTION COUNCIL LENS MASON THURSTON IN COMMUNITY TRANSIT SNOHOMISH CO I 82199 001 !PTBAC •COMMUNITY TRANSIT HQ P 82366 ill 001 (CONSOLIDATED DIKING 3MPR-VEMENT DIST ENG MGR OFC P ! I DISTRICT 1 22403 888 COULEE DAM TOWN OF 'ADMINISTRATION P 82298 001 ICOUPEVILLE SCHOOL DISTRICT204DI57RIC70FFICE P 21703 888 ICOVINGTON CITY OF r _FADMINISTRATION P 83306 001 COVINGTON WATER DISTRICT COVINGTON ACCOUNTING P 30801 F02 'COWLITZ CO FIRE DISTRICT �DDWLIT22 FIRE&RESCUE P - 801 I F01 COWLITZ CO FIRE DISTRICT FIRE DISTRICT 1-WOODLAND P 30801 F05 COWLITZ CO FIRE DISTRICT FIRE DISTRICT 5-KALAMA P 30801 LF0,6 COWLITZ CO FIRE DISTRICT FIRE DISTRICT 6-CASTLE P ROCK 10600 COWLITZ COUNTY ADMINISTRATION P - 30800 006 COWLITZ COUNTY PUBLIC UTILITY ADMINISTRATION P I D I STRICT 83602 F07 iCOWLITZ SKAMANIA FIRE DISTRICT 7 ADMINISTRATION P 33115 008 1 CROSS VALLEY WATER DISTRICT ADMINISTRATION 'P 21720 888 IOUSICKCITYOF _ —� ADMINISTRATION p 35207 T 117 i DAVENPORT SCHOOL DISTRICT 207 ADMINISTRATION P 20701 001 DAYTON CITY OF JAOMINISTRATION P IL 23203 I 888 TDEER PARK CITY OF ADMINISTRATION P _6 21709 888 !OES MOINES CITY OF ADMINISTRATION _� P _ 60467 001 �DIERfNGER SCHOOL DISTRICT 34ADMINISTRATION P i' 10900 DOUGLAS COUNTY ADMINISTRATION P 30900 y F01 ,DOUGLAS COUNTY FIRE DISTRICT FIRE DISTRICT 1-WATERVILLEry P 30900 F05 IDOUGLAS COUNTY FIRE DISTRICT FIRE DISTRICT P 30901 005 :DCUGLAS COUNTY PUBLIC UTILITY ^ pUD NO p ' 1 DISTRICT 30903 030 1 DO'JGLAS COUNTY SEWER DISTRICT ADMINISTRATION P I _ 30803 F15 ;DOUGLAS OKANAGAN FIRE DISTRICT 15 B`REWSTER p� '~ µDRUG ABUSE COUNCIL OF SNOHOMISH = 85811 i 001 (COUNTY ADMINISTRATION N • 22704 888 JDUPONT CITY OF COOP MEMBERSHIP P 22725 a--886 jDUVALL CITY OF ADMINISTRATION P 30101 002 !EAST COLUMBIA BASIN IRRIGATION!DISTRICT IRRIGATION DISTRICT ADMIN p " 82415 000 EAST SPOKANE WATER DISTRICT DISTRICT 1 r P 35361 002 EAST VALLEY SCHOOL DISTRICT 381(SPOKANE) 'ADMINISTRATION OFFICE p I EAST VALLEY SCHOOL DISTRICT 90 350342 ADMINISTRATION P (YAK(Ia1A) 20902 688 EAST WENATCHEE CITY OF _ _1ADMINISTRATiON P r 30401__i 005 `EAST WENATCHEE WATER DISTRICT WATER DISTRICT ADMlN P 30920 001 �EASTMONT METROPOLITAN PARK DISTRICT ADMINISTRATION IN https//fortress wa gov/ga/apps/coop/Default aspx Page 4 of 17 Cooperative member list 6/3/13 11 22 AM 844+12 1 001 EASTMONT SCHOOL DISTRICT 206 +ADMINISTRATION P f- EASTSIDE PUBLIC SAFETY 60200 001 EPSCA P COMMUNICATIONS AGENCY ' 35404 001 EATONVI L LE SCHOOL DISTRICT 404 ADMINISTRATION P 23104 888 EDMONDS CITY OF ADMINISTRATION P 43100 001 jeDMONDSPORTOF ADMINISTRATION P i FAC DIST-EDMONDS CNTR 30940 001 EDMONDS PUBLIC FACILITIES DISTRICT P , FOR THE ARTS 38401 001 rEDMONDS SCHOOL DISTRICT 15 ADMINISTRATION P t' 36603 001 'EDUCATIONAL SERVICE DISTRICT 112 SW (ADMINISTRATION OFFICE P 36604 001 EDUCATIONAL SERVICE DISTRICT 113 'ADMINISTRATION P EDUCATIONAL SERVICE DISTRICT 114 36609 001 BUSINESS OFFICE P ,OLYMPIC 36810 004 EDUCATIONAL SERVICE DISTRICT 129 P9 ADMINISTRATION P _36605 010 1EDUCATIONAL SERVICE DISTRICT 123 SE SUPERINTENDENT P i I EDUCATIONAL SERVICE DISTRICT 171• ESD 171-NORTH CENTRAL 36607 001 P ; '^ NORTH CENTRAL ADMIN r 1 36608 001 EDUCATIONAL SERVICE DISTRICT 189 NW ESD 189 AMININISTRATION P 28010 001 ELECTRIC CITY CITY OF ADMINISTRATION P - 21902 j 888 I ELLENSBURG CITY OF ADMINISTRATION _ P } _ 36401 L 001 ELLENSBURG SCHOOL DISTRICT 401 ADMINISTRATION P 35066 001 ELMA SCHOOL DISTRICT 66 ADMINISTRATION P 35308 lT 021 ENDICOTT SCHOOL DISTRICT 308 ADMINISTRATION OFFICE P �ENDURIS WASHINGTON ENTITY POOL) (WAS WA GOV _ 80370 002 ADMINISTRATION P I � 70001 003 ENERGY NORTHWEST ^_ ADMINISTRATION P ' 05094 001 ENTERPRISE FOR PROGRESS IN THE ADMINISTRATION N ` (COMMUNITY F 85023 001 ENTRUST COMMUNITY SERVICES ADMINISTRATION W N 21711 888 •ENUMCLAW CITY OF v ADMINISTRATION- P ' 35SW I 001 ENUMCLAW SCHOOL DISTRICT 216 ADMINISTRATION Px 35165 00002 EPHRATA SCHOOL DISTRICT 165 ADMINISTRATION P 23105 88B—fEVERETTCITY OF _ ADMINISTRATION p j ry 23105 r 300 EVERETT CITY OF HOUSING AUTHORITY P 43101 001 EVER=PORT OF _7ADMINISTRATION P - 36002 002 EVERETT SCHOOL DISTRICT 2 PURCHASINGOFFICE P 2 35114 001 EVERGREEN SCHOOL DISTRICT 114 ACCOUNTING DEPARTMENT P - 23703 1 888 EVERSONCITYOF _ _ ADMINISTRATION P _ WATER80263 001 FALL CITY 35604 I- -001 (FEDERAL WAY SCHOOL DISTRICT 210 .- ADMINISTRATION A P 2 � 23704 + 888 FERNDALE CITY OF ADMINISTRATION P 35502 I^001 -FERNDALE SCHOOL DISTRICT 502 ADMINISTRATION OFFICE P r 11000 BBB FERRY COUNTY ADMINISTRATION _ P x 30950 I 015 FERRY COUNTY PUBLIC UTILITY DISTRICT PUD 1 P - 22706 j 888 FIFE CITY OF---_ AOMINISTATION P a https 1/fortress wa gov/ga/apps/coop/Default aspx Page 5 of 17 Cooperative member list 613/13 11 22 AM �35417 017 I FIFE PUBLIC SCHOOLS 417 ADMINISTRATION P 31100 F03 FRANKLIN COUNTY FIRE DISTRICT FIRE DISTRICT 3-PASCO P I FRANKLIN COUNTY PUBLIC UTILITY k 31101 002 PUD 1 P !DISTRICT 35402 001 (FRANKLIN PIERCE SCHOOL DISTRICT 402 ,ADMINISTRATION P �801 888 ..___ jFRIDAY HARBOR TOWN OF IADMFNISTRATION p 11200 888 �GARFIELD COUNTY G ADMINISTRATION I P 7 22708 8888 -rGIGHARBORCFFYOF I ADMINISTRATION P ` �35615 001- GLENWOOD SCHOOL DISTRICT 401 ADMINISTRATION P_! ; 378404 001 GOLDENDALE SCHOOL DISTRICT 404 ADMINISTRATION P `= 47004 _ 020 GON7AGA UNIVERSITY � _ URCHASING _ N 21305 688 GRAND COULEE CITY OF ADMINISTRATION P 'i 70003 020 ;GRAND COULEE PROJECT HYpROELECTRIG AUTHORITY P - ' 23901 888 GRANOVIEWCITY OF ADMINISTRATION P 35200 001 GRANDVIEW SCHOOL DISTRICT 200� ADMINISTRATION P ,,23902 888 GRANGER CITY OF ADM'NISTRATION P g 23107 � 888 1 GRANITE FALLS CITY OF ADMINISTRATION P 111131 1—01 GRANTCOUNTY HOUSING AUTHORITY P 11300 I 037 [GRANT TRANSITAUTHORI7Y P 31302 FD4 GRANT COUNTY FIRE DISTRICT FIRE DISTRICT 4-WARDEN f Pt 31302 F05 GRANT COUNTY FIRE DISTRICT FIRE DISTRICT 5-MOSES LK P 31300 011 GRANT COUNTY PUBLIC UTILITY DISTRICT I PUD 2 P 11400 888 j GRAYS HARBOR COUNTY 1ADMINISTRATION P 31401 F02 GRAYS HARBOR COUNTY FIRE DISTRICT I DIST 2-BRADY/MONTESANO P } GRAYS HARBOR COUNTY PUBLIC UTILITY PUD 1-CHERRY STADMIN j 31400 006 I DISTRICT 1 OFFICE P 41400` Dot :GRAYS HARBOR PORT OF PURCHASING P 36324 010 ,GRIFFIN SCHOOL DIST 324 ADMINISTRATION P Y` 39020 H02 HARBORVIEW MEDICAL CENTER ADMINISTRATION P 37401 , 002 HIGHLINE SCHOOL DISTRICT 401 PURCHASING DEPT P ' 5:- 31714 112 IHIGHLINE WATER DISTRICT FINANCIAL OFFICE P "- r 9 41801 001 i HOODSPORT PORT OF PURCHASING OFFICE P r ' __y.___._._ _- 85062 001 HOPE SOURCE �MINISTRATION N ` 21404 888 j HOQUTAM CITY OF l ADMINISTRATION P ' 36028 j 005 -{IHOOUTAM SCHOOL DISTRICT 26 ADMINISTRATION P 82506 001 1 HOUSING AUTHORITY OF GRAYS HARBOR ADMINISTRATION P 28014 j 001 HUNTS POINT TOWN OF ADMINISTRATION P ' 85520 001 ICICLE IRRIGATION DISTRICT {IADMINISTRATION r P 22501 + 886 ILWACO CITY OF !ADMINISTRATION P 42501 --�I 001 ILWACO PORT OF ;ADMINISTRATION P , 80124 p01 INTERCITY TRANSIT PURCHASING p i15D0 888 ISLAND COUNTY ADMINISTRATION_ P 17500 210 'ISLANDCOUNTY HOUSING AUTHORITY https//fortress wa gov/ga/apps/coop/Default aspx Page 6 of 17 Coo perauve member list 613/13 1122 AM 11500 030 (ISLAND COUNTY 1ICOM P '* 31500^L F01 ISLAND COUNTY FIRE DISTRICT Dt-CAMANO ISLAND FIRE& PA RESCUE I D2-NORTH WHIDBEY FIRE& y 31500 F02 ISLAND COUNTY FIRE DISTRICT P RESCUE 31500 FD3 ISLAND COUNTY FIRE DISTRICT D3-SOUTH VMIDBEY P FIRE/EMS 'I 80329 001 ISLAND TRANSIT i ISLAND TRANSIT .. P 84711 001 IISLANDWOOD ,ADMINISTRATION N t 21714 888 'ISSAQUAH CITY OF ADMINISTRATION P 35411 001 ISSAQUAH SCHOOL DISTRICT 411 PURCHASING DEPARTMENT P 1002 f 131 IJAMESTOWN SKLALLAM TRIBE ADMINISTRATION P _ 11600 888 I JEFFERSON COUNTY ADMINISTRATION P 11800 165 ,JEFFERSON COUNTY �—TRANSIT AUTHORITY P JEFFERSON COUNTY PUBLIC UTILITY , 31601 350 , ADMINISTRATION P :DISTRICT 39022 O02 JEFFERSON GENERAL HOSPITAL JEFFERSON HEALTHCARE P r (PUB HOSP 02) 20802 IADMINISTRATION P 888 KALAMA CITY OF _--f� v __ _ _ � 36040 001 KALAMA SCHOOL DISTRICT 402 ADMINISTRATION P } 20803 888 _KELSO CITY OF _ PUBLIC WORKS DEPT P 35458 i- 003 ',KELSO SCHOOL DISTRICT 458 ADMINISTRATION OFFICE P o-s 80459 1 888 aKENMORECITYOF ACCOUNTS PAYABLE P y2D302 888 jKENNEWICK CITY OF ADMINISTRATION P $ 3D306 130 tKENNEWICK IRRIGATION DISTRICT ADMINISTRATION A P 36017 001 'KENNEWICK SCHOOL DISTRICT 17 ADMINISTRATION P 21715 888 (KENT CITY OF ADMINISTRATION P , 31718 F01 KENT FIRE DEPARTMENT REGIONAL FIRE (REGIONAL FIRE AUTHORITY P AUTHORITY $5415 001 KENT SCHOOL DISTRICT 415 ADMINISTRATION P •�23303 688 �KETTLE FALLS CITY OF ADMINISTRATION P 32301 I 001 KEY PENINSULA METRO PARK AND RECREATION DIST v P RECREACTION DISTRICT _ADMINISTRATION T 11� 886 KING COUNTY _ J_» ADMINISTRATION P 11701 OD1 KING COUNTY FERRY DISTRICT ADMINISTRATION P 31700 f10�KING COUNTY FIRE DISTRICT DIST 10-EASTSIDE FIRE&RES P DIST 13-VASHON IS FIRE& F3170O17010 F13 KING COUNTY FIRE DISTRICT P IRES P02 {KING COUNTY FIRE DISTRICT T'jDIST PRK 2-BURIEN/NORMANDY P _ 31700 F44 KING COUNTY FIRE DISTRICT ---pDIST 44-MT VIEW FIRE&RES P 31700 F28 KING COUNTY FIRE DISTRICT FIRE DISTRICT 28.ENUMCLAW P ___ 31698 110 KING COUNTY HOUSING AUTHORITY I HOUSING AUTHORITY-- I P ' ADMINISTRATION 39410 O60 KING COUNTY LIBRARY LIBRARY SYSTEMS P F 38410 PUBLIC I-AW.LIBRARY OF KINC 062 KING COUNTY LIBRARY I P (COUNTY https//fortress wa gov/ga/apps(coop/Default aspz Page 7 of 17 Cooperative member list 6/3/13 1122 AM 31699 1 105 (KING COUNTY WATER SEWER (DISTRICT 90 1 P ' �31699 106 1 KING COUNTY WATER SEWER •WATER DISTRICT 111 P 31699 125 .KING COUNTY WATER SEWER WATER DISTRICT 125 t P 1 31899 019 KKING COUNTY WATER SEWER WATER DISTRICT 19 P A r 21718 888 i kKIRKLAND CITY OF ADMINISTRATION P "'. 65425 001 I KITSAP CO FIRE DISTRICT 18 POULSBC FIRE DEPT j P 11800 —8-888--I KITSAPCOUNTY ADMINISTRATION T P 1- 31803 F70 KITSAP COUNTY FIRE DISTRICT DIST 10-NORTH KITSAP FIR &RESCUE 31803 I F07 KITSAP COUNTY FIRE DISTRICT DIST 7-SO KITSAP FIRE& P RESCUE 31803 F78 ,KITSAP COUNTY FIRE DISTRICT P0ULS5O FIRE DEPT-(USE85425) P 39330 0 KITSAP PUBLIC HEALTH 01 KITSAP COUNTY HEALTH DISTRICT P I}----10E3 DISTRICT 39411 p14 KITSAP COUNTY LIBRARY KITSAP REGIONAL LIBRARY P - 31898 KITSAP COUNTY PUBLIC UTILITY DISTRICT 7 PUBLIC UTILITY DIST N0 1 P � _ 84135 ^ 0014 KITSAPTRANSIT ADMINISTRATION P �a 11900 688 }KITTITAS COUNTY ADMINISTRATION P i KITTCOM CONSOLIDATED z 11900 018 KITTITAS COUNTY P COMM AGENCY 31900 F0S IKITTITAS COUNTY FIRE DISTRICT DIST a-LAKE KACHESS P - e 31899 I OKfTTITAS RECLAMATION DISTRICT� ADMINISTRATION _^ P � 12000 1 888 KLICKITATCOUNTY ADMINISTRATION P 12000 F04 KLICKITAT COUNTY FIRE DISTRICT 4-LYLE P - t J7 FIRE DISTRICT 7- TV 12000 F07 KLlCKITAT COUNTY I P S �GOLDENDALE 84829 001 KLTV m LONGVIEW �N 20603 t 888 LA CEMER CfTY OF ADMINISTRATION P __. ..._ _ _. __✓ _ _.. 22905 888 LA CONNER TOWN OF ----(}ADMINISTRATION P `23402 888 LACEY CITY OF IADMINISTRAT40N P ' 21103 000 LACROSSE CITY OF� LACROSSE CITY HALL P 21 7 888 LAKE FOREST PARK CITY 6F A�h11NISTRATION P _ _I 23109 886 I LAKE STEVENS CITY OF �- JADMINISTRATION P _ 35004 001 'LAKE STEVENS SCHOOL DISTRICT (ADMINISTRATOR p RESOURCE ADMINISTRATION sc 35414 001 LAKE WASHiNGTON SCHOOL DISTRICT 414I P OFFICE O- 31702 _ 005 LAKEHAVEN UTILITY DISTRICT �FINANCIALOFFICE P , 25000 888 LAKEWOOD CITY OF IADMWISTRATION P 35306 L 001 _ LAKEWOOD SCHOOL DISTRICT 306 ADMINISTRATION_ P E 83542 001 (LAKEWOOD WATER DISTRICT ADMINISTRATION P ' 21602 { 8888 LANGLEY CITY OF —�T ADMINISTRATION P �20404 888 'LEAVENWORTH CITY OF ADMINISTRATION P 12100 888�ILEWIS COUNTY T~!ADMINISTRATION p 32101 714 LEWIS COUNTY FIRE DISTRICT DIST 14-RANDLE FIRE&EMS F, 32101 FOS ILEWIS COUNTY FIRE DISTRICT iFIRE DISTRICT 6-CHEHALIS P t 32100 022 I LEWIS COUNTY PUBLIC UTILITY DISTRICT 1 PUD 1-ADMINISTRATION- - https//fortress we gov/ga/appsicoop/Default aspx Page 8 of 17 Cooperative member list 6/3/13 11 22 AM L—._—__ PACIFIC P v - __ 82430 001 LEWIS PUBLIC TRANSPORTATION DBA TWIN TRANSIT N 25100 + 886 LIBERTY LAKE CITY OF J AADMINISTRATION P ,"• 33204 040 LIBERTY LAKE SEWER AND WATER 1ACCOUNTSPAYABLE P $ DISTRICT - 12200 1 888 ,LINCOLNCOUNTY !ADMINISTRATION P 22502 B88 LONG BEACH CITY OF ADMINISTRATION P 20604 88-6 '�'L-ONGVIEW CITY OF ADMINISTRATION P 40602 001 ILONGVIEWPORTOF ADMINISTRATION P '. 5122 001 LONGVIEW SCHOOL DISTRICT 122 ADMINISTRATION P 12237 001 LOTT CLEAN WATER ALLIANCE ADMINISTRATION N f005 100 LLUMMI INDIAN NATION ADMINISTRATION. P 23705 868 LYNDEN CITY OF ADMINISTRATION P 23110 888 LYNNWOED CITY OF `ADMINISTRATION P 82789 001 LYNNWOOD PUBLIC FACILITIES DISTRICT ADMINISTRATION P . 23909 888 MASTON CITY OF ADMINISTRATION P 60370 1 001 I MANSON PARKS&RECREATION DISTRICT ADMINISTRATION P e28001 »-'- 888 MAPLE VALLEY CITY OF _ FINANCIAL OFFICE P + r 23111 BB8MARY5VILLE CITY DF �ADMINISTRATION Pjl 35025 001 !MARYSVILLE SCHOOL DISTRICT25 ADMINISTRATION P 12300 888 IMASONCOUNTY ADMINISTRATION P 32300 F04 !MASON COUNTY FIRE DISTRICT FIRE DIST 4-ARCAIA/ P KAMILCHE t 32300 F02 (MASON COUNTY FIRE DISTRICT FIRE DISTRICT 2-BELFAIR P 32302 ' 173 MASON COUNTY PUBLIC UTILITY DISTRICT PUD 1--ADMINISTRATION P 32302 172 MASON COUNTY PUBLIC UTILITY DISTRICT PUD 3--ADMINISTRATION P 82659 001 MASON TRANSIT AUTHORITY 'ADMINISTRATION _ P �35354 025 j MEAD SCHOOL DISTRICT 354 ADMINISTRATION P 9 23206 , 888 EDICAL LAKE CITY OF ADMINISTRATION P E§ 35328 2 ME DICAL LAKE SCHOOL DISTRICT 328 ADMINISTRATION 21719 888 MERCER ISLAND CITY OF ADMINISTRATION P ' 38400 005 MERCER ISLAND SCHOOL DISTRICT 400 ADMINISTRATION P 84327 Y 001 MERIDIAN SCHOOLDISTRICT 505 ADMINISTRATION P 32711 011 .METRO PARKS TACOMA METRO PARK DISTRICT P 39405 I 046 !MID COLUMBIA LIBRARY_ BUSINESS OFC P r 31716 S02 MIDWAY SEWER DISTRICT PURCHASING P �= 82701 001 MIGRANT COUNCIL WASHINGTON STATE ADMINISTRATION N Y a I 23119 888 WILL CREEK CITY OF �'ADMINISTRATION P ^' 22709 888 MILTONCITYOF ' ADMINISTRATION P I� 23112 888 j MONROE GIN OFu� tADMINISTRATION- P 21406 888 MONTESANO CITY OF ADMINISTRATION P 36066 001 'MONTESANO SCHOOL DISTRICT 66 I ADMINISTRATION OFFICE P 60290 001 !MORNINGSIDE ACCTS REG N 21309� 888 1MOSES LAKE CITY OF ADMINISTRATION P https//fortress wa gov/ga/apps/coop/Default aspx Page 9 of 17 CnoperatWe member list 613113 1122 AM 41304 001 MOSES LAKE PORT OF ADMINISTRATION OFFICE P p38206 001 IMOSSYROCK SCHOOL DISTRICT206 BUSINESSOFFICE P 80345 001 MOUNT BAKER SCHOOL DISTRICT 507 1jADMINISTRATION P 22907 888 I MOUNT VERNON CITY OF _ (ADMINISTRATION P 36320 001 MOUNT VERNON SCHOOL DISTRICT 320 ;ADMINISTRATION OFFICE P y . 23113 808 MOUNTLAKE TERRACE CITY OF ADMINISTRATION P 23114 888 MUKILTEO CITY OF 'FINANCE P ' 35006 001 'MUKILTEO SCHOOL DISTRICT 6 ADMINISTRATION P 33105 003 MUKILTEO WATER AND WASTEWATER MUKILTEO WTR- P C. DISTRICT ,WASTEWATER D 85213 001 MULTICULTURAL CHILD AND FAMILY HOPE f DSHS CHILI)S FAMILY N CENTER SERVICE 21000 000 INACHES CITY OFFINANCIAL OFFICEP , _ ._.L_Y.__- _ _ 33904 1 025 JNACHESSELAHIRRIGATIONDISTRICT ADMINISTRATION p $9317 001 ,NE TRI COUNTY HEALTH DISTRICT ADMINISTRATION I P 21813 888 I NEWCASTLE CITY OF ADMINISTRATION 4.- 22605 888 NEWPORTCITYOF ADMINISTRATION P .___. .,.-, c 21721 888 NORMANDY PARK CITYOF IADMINISTRATION P a . - 23003 004 NORTH BEND CITY OF ADMINISTRATION OFF C P 21722 888 I NORTH.,.-,_.__Y�_ CITY HALL OFF CASCADE BONNEVILLE CITY OF 'DRIVE i p 39404 002 NORTH CENTRAL REGIONAL LIBRARY ;REGIONAL LIBRARY DISTRICT f p DISTRICT !ADMI N 30605 003 ;NORTH COUNTRY EMS T^ :NORTH COUNTRY EMS p NORTH EAST KING COUNTY PUBLIC SAFETY' > 84802 001 NORCOM P COMMUNICATIONS AGENCY ,NORTH FRANKLIN SCHOOL DISTRICT J 51- —j 35162 001 1162 ADMINISTRATION OFFICE P 35413 001 !NORTH KITSAP SCHOOL DISTRICT 400 PURCHASING P 38403 00 1 I NORTH MASON SCHOOL DISTRICT ISTRICT40MINISTRATION OFFICE P m 39501- DOS 'NORTH OLYMPIC LIBRARY SYSTEM _..,_ LIBRARY SYSTEM ADMIN P 1, 32201 f 001 !NORTH PACIFIC COUNTY EMS DkSTRICT#1 NPCEMS DIST#1 P y= 31799 D02 ',NORTH PERRY AVENUE WATER DISTRICT (ADMINISTRATION p " 36003 000 NORTH THURSTON SCHOOL DISTRICT 3 ADMINISTRATION P r 35211 045 NORTHPORT SCHOOL DISTRICT 211 ADMINISTRATION OFFICE P ' i= 36417 D10 I NORTHSHORE SCHOOL DIST 417 ADMINISTRATION OFFICE P 85098 001 NORTHWEST JUSTICE PROJECT ADMINISTRATICN N "• k 50086 �001 NORTHWEST REGIONAL COUNCIL FINANCIALOFFICE N , 82461 001 NORTHWEST WORK FORCE DEVELOPMENT 'ADMIN OFC N COUNCIL 21503 888 1 OAK HARBOR CITY OF ADMINISTRATION P 35201--j ool OAK HARBOR SCHOOL DISTRICT 201 ADMINISTRATION OFFICE P — 21409 �886 OCEAN SHORES CITY OF 44 ADMINISTRATION P 22406 i 88888 iOKANOGAN CITY OF ADMINISTRATION P 12400 888 'OKANOGAN COUNTY (ADMINISTRATION P 32399 F03 OKANOGAN COUNTY FIRE DISTRICT FIRE DIST 3-OMAK P _ — .. am https //fortress wa gov(ga/apps/coop/Default aspx I Page 10 of 17 Cooperative member list 6/3/13 1122 AM 32399 FOO !OKANOGAN COUNTY FIRE DISTRICT= TRIBE DIST 6-WINTNROP I P 32398 001 OKANOGAN COUNTY PUBLIC UTILITY pUD 7 WAREHOUSE P 1 -DISTRICT f23 888 OLYMPIACITY OF ADMINISTRATION y P v 82348 p01 OLYMPIA DOWNTOWN ASSOCIATION T COOP MEMBERSHIP N 434DO 001 OLYMPIA PORT OF ADMINISTRATION OFFICE P I 3511! 001 IOLYMPIA SCHOOL DISTRICT 111 PURCHASING P 'p I 83263 001 OLYMPIC AREA AGENCY ON AGING OFC SYSTEMS ADMIN P 39034 , 002 ,OLYMPIC MEDICAL CENTER-DIST 2 DISTRICT 2 _ _ P 33108 OLYMPIC VIEW WATER AND SEWER i W01 DISTRICT ADMINISTRATION P 22407 888 'OMAK CITY OF _— ADMINISTRATION P 38003 001 ONALASKA SCHOOL OLSfRiCT 300 ADMINISTRATION OFFICE P 35013 pp1 ORON00 SCHOOL DISTRICT 13 t IAOMINISTRATION P 22408 888 OROVILLE CITY OF ADMINISTRATION P - _- - 22710 888 ,ORTING CITY OF ADMINISTRATION P 35344 I 001 I ORTING SCHOOL DISTRICT$44 ADMINISTRATION P �_.._..,.-y�_._..1._.. _ _ -__.—.��_._.. _ i- 20103 888 OTHELLO CITY OF ADMINISTRATION P 35144 000 [OTHELLO SCHOOL DISTRICT 147 ADMINISTRATION P 12500 888y IPACIFICCOUNTY ADMINISTRATION P , 12500 200 PACIFIC COUNTY (TRANSIT SYSTEM P - ' Y FIRE DIST 1-LONG BEACH 32500 FOi (PACIFIC COUNTY FIRE DISTRICT ;PENN P , 21104 888 PASCO CITY OF ' ADMINISTRATION P '.,. 35001 001 'PASCO SCHOOL DISTRICT 1 I DIST!OFFICE P 22409` 001 PATEROS TOM_OF FINANCIAL OFFICE P 12600 888 --{—END OREILLE COUNTY 'ADMINISTRATION P '' r I PENO OREILLE COUNTYPUBLICUTILITY 111111 32111 ( 200 PUO 1 ADMIN p ,DISTRICT �_.. 84401 001 PENINSULA METROPOLITAN PARK DISTRICTIADMINISTRATION P 35609 001 I PENINSULA SCHOOL DISTRICT 401 'ADMINISTRATION OFFICE P r 84468 001 PEOPLE FOR PEOPLE !ADMINISTRATION N I 12700 888 PIERCECOUNTY 'ADMINISTRATION P 111 12700 013 PIERCE COUNTY RURAL LIBRARY SYSTEM P 'r 32704 006 {I PIERCE COUNTY CONSERVATION DISTRICT ADMINISTRATION P 32700 F22 I PIERCE COUNTY FIRE DISTRICT DIST 22-E PIERCE FIRE&RES P c j DIST 6-CENTRAL PIERCE FIRE t 32700 F06 PIERCE COUNTY FIRE DISTRICT RES P ? 32700 F16 PIERCE COUNTY FIRE DISTRICT DISTRICT 16-KEY PENINSULA P 02262 001 iPIERCETRANSIT PIERCE TRANSIT P 20502 888 -PORT ANGELES CITY OF _ ADMINISTRATION P 40500 001�pORT ANGELES PORT OF ADMINISTRATION OFFICE P 35121 003 1 PORT ANGELESSCHOOL DISTRICT 121 ADMINISTRATION OFFICE I P 21802 888 PORT ORCHARD CITY OF ADMINISTRATION` _ � P https/(fortress wa gov/ga/apps)coop/Default aspx Page 11 of 17 Cooperative member list 6/3113 11 22 AM 21601 , 888 (PORT TOWN SEND CITY OF ADMINISTRATION P 20303 886 rpROSSER CITY Of ADMINISTRATION P 30303 F03 I PROSSER CITY OF FIRE DISTRICT ADMINISTRATION P 85056 001 PUGET SOUND REGIONAL COUNCIL [ADMINISTRATION P - 23812 001_ PULLMAN CITY OF ACCOUNTING P 22711 888 !PUYALLUPCITYOF -ADMINISTRATION P —� !PURCHASING 37003 001 I PUYALLUP SCHOOL DIST 3 P ADMINISTRATION 21310 888 !QUINCYCITYOF ADMINISTRATION P i QUiNCY COLUMBIA BASIN IRRIGATION 31305 002 IRRIGATION DISTRICT ADMIN P I DISTRICT 21724 888 REDMOND CITY OF ADMINISTRATION !_ P 21725 888 �RENTON CITY OF ADMINISTRATION P 37403 010 iRENTON SCHOOL DISTRICT 403 PURCHASING&SUPPLY P 20304 886 I'RICHLAND CITY OF !ADMINISTRATION P 37400 003 RICHLAND SCHOOL DISTRICT 400 iADMINISTRATION OFFICE P r 20604 i 886 RIDGEFIELD CITY OF :ADMINISTRATION J P 35407 I� 001 RIVERVIEW SCHOOL DISTRICT 407 ADMINISTRATION OFFICE P g, 35418 001 ROCHESTER SCHOOL DISTRICT 401 ADMINISTRATION OFFICE P 84598 0011 RONALD WASTEWATER DISTRICT ADMINISTRATION _ P 2'1311 - 001 I ROYAL CITY CITY OF 1FINANCIAL OFFICE P 80268 001 TROZA IRRIGATION DISTRICT y --j}`—ADMINISTRATION Y 'I P 83784T 00 rRrYTHER CHILD CENTER [ADMINISTRATIONS N .f. 35322_ 001 kSAIN7 JOHN SCHOOL DISTRICT 322 ADMINISTRATION P 1 82276 888 IIIISAMMAMISH CITY OF ADMINISTRATION P �31704 100 SAMMAKSH WATER AND SEWER DISTRICT ~ADMINISTRATION P 12800 i 888 iSANJUANCOUNTY��— tADMINISTRATION P 32800 I F03 SAN JUAN COUNTY FIRE DISTRICT DIST 3-SAN JUAN 15 FIRE P DEPT SAN JUAN COUNTY PUBLIC HOSPITAL 85340 001 DI STRICT NO SAN JUAN EMS&MEDEVAC P ' 22850 868 SEATAC CITY OF ACCOUNTS PAYABLE P 21726 868 SEATTLE CITY OF ADMINISTRATION P 84914 001 SEATTLE HOUSING AUTHORITY ADMINISTRATION P 41700 001 SEATTLE PORT OF ACCOUNTS PAYABLE P 38001 001 [SEATTLE SCH004 DISTRICT 1 PURCHASING SRVS P 22908 888 SEDRO WOOLLEY CITY OF ;ADMINISTRATION P} 36101 001 SEDRO WOOLLEY SCHOOL DISTRICT 101 I BUSINESS OFFICE P 23907 �88ISELAH CITY OF 'J ADMINISTRATION P 35119 II 002 lSELAH SCHOOL DISTRICT 119 — GENERAL ADMINISTRATION P �= 32907 001 'SELAH-MOXEE IRRIGATION DISTRICT _ [ADMINISTRATION P -.._L__ __p - »._......�...._......_ 20503 888 ISEQUIMCITYOF ;ADMINISTRATION P V20111 888 ISHELTON C17Y OF ADMINISTRATION P@e@ SHORELINE CITY OF ADMINISTRATION P ' 006 'SHORELINE FIRE DEPARTMENT ;CHIEFS OFFICE P https//fortress wa gov/ga/apps/coop/Default aspx Page 12 of 17 Cooperative member list 613/13 1122 AM I, 35412 O01 SHORELINE SCHOOL DISTRICT 412 (PURCHASING DIVISION P - 31402 001 ISILVERLAKE WATER WATER DISTRICT ADMIN P 866@7 001 tSKAGIT 011(USE CUST 012900) ADMIN-SKAGIT EMERG COMM I P 6 CNTR 85559 001 !SKAGIT COUNCIL OF GOVERNMENTS SKOG ADMINISTRATION P I 12900 I 888 ISKAGIT COUNTY —}ADMINISTRATION P 84134 002 SKAGIT COUNTY CEMETERY DISTRICT DISYRICT#2 P DIST 13-HOPE IS/SUMMIT 32900 F13 SKAGIT COUNTY FIRE DISTRICT PARK P 32900 F09 SKAGIT COUNTY FIRE DISTRICT �_jDIST 9-BIG LAKE FIRE DEFT P 32900 FOS SKAGIT COUNTY FIRE DISTRICT FIRE DIST 8-SEDRO-WOOLLEY P a 42901 i OD2 I SKAGIT COUNTY PORT OF ADMINISTRATION OFFICE 2 (CO-OP) _— v' SKAGIT COUNTY PUBLIC UTILITY DISTRICT t * 32802�DD1 1 SKAGIT PUD#1 P 82255 001 SKAGIT TRANSIT _ PURCHASING P 83583 001 SKAGIT VALLEY HOSPITAL _ ADMINISTRATION_ P lil 13000 886 SKAMANIA COUNTY ADMINISTRATION P ' 43000 _ 001 I SKAMANIA COUNTY PORT OF ADMINISTRATION OFFICE P 33000 010 ;SKAMANIA COUNTY PUBLIC UTILITY I PUD 1--ADMINISTRATION P =DISTRICT 1017 002 �SKOKOMISH TRIBAL COUNCIL -ADMINISTRATION P 23t15 888 SNOHOMISH CITY OF ACCOUNTS PAYABLE P 13100 888 �SNOHOMISH COUNTY ADMINISTRATION P 13100 033 SNOHOMISH COUNTY EMERGENCY RADIO P '. SERVICES 84498 001 SNOHOMISH COUNTY COMMUNICATION ADMINISTRATION N 33103 F24 SNOHOMISH COUNTY FIRE DISTRICT DARRINGTON VOLUNTEER P FIRE DEPT '.. 33103 F01 SNOHOMISH COUNTY FIRE DISTRICT DIST 1-BRIER/MT TERRACE P 33103 F14 SNOHOMISH COUNTY FIRE DISTRICT DIST 14-NO COUNTY REG FIRE P a AUTH I A" DISTRICT 21-ARLINGTON 33103 F21 I SNOHOMISH COUNTY FIRE DISTRICT I RURAL_ P 33103 F07 SNOHOMISH COUNTY FIRE DISTRICT DISTRICT 7-MILL CREEK P i 33103 F08 SNOHOMISH COUNTY FIRE DISTRICT DISTRICT 8--LAKE STEVENS P FIRE DIST 33103 F22 SNOHOMISH COUNTY FIRE DISTRICT FIRE DISTRICT 22-GETCHELL P 29041 017 SNOHOMISH HEALTH DISTRICT PURCHASING P Ir 36201 002 SNOHOMISH SCHOOL DISTRICT 201 �7ACCOUNTING DEPARTMENT P 84505 001 SNOPAC 911(USE 13100) � ADMINISTRATION N 21726 1 888 ;SN000ALMIE CITY OF� ADMINISTRATION P 35410 004 �S 6DOUALMIE VALLEY SCHOOL DISTRICT PURCHASING DEPARTMENT I P 31711 004 1 BOOS CREEK WATER AND SEWER DISTRICT,ADMINISTRATION P REGIONAL TRANSIT '.. 34703 001 SOUND TRANSIT-SEATTLE P AUTHORITY II __2 04 8@8 rSOUTH BEND CITY OF ADMINISTRATION P t � ! I I hitps//fortress wa gov/ga/apps/coop/Default aspz Page 13 of 17 Cooperative member list 6/3113 1122 AM 31104 003 [SOUTH COLUMBIA BASIN IRRIGATION 11RRIGATION DISTRICT P i DISTRICT F 85271 000 SOUTH CORRECTIONAL ENTITY SCORECOOPMEMBERSHIP P 38206 001 (SOUTH WHIDBEY SCHOOL DISTRICT 206 CAMANO AVE P 30602 300 SOUTHWEST CLEAN AIR AGENCY 1ADMINISTRATION P 23210 888 ;SPOKANECITYOF 'ADMINISTRATION P 23210 050 ;SPOKANE CITY OF HOUSING AUTHORITY P - 13200 888 SPOKANE COUNTY _— ADMINISTRATION _ P 7: I ______ �� _ DIST 8-VALLEYFORDIMORAN r' 33200 FOB SPOKANE COUNTY FIRE DISTRICT P pRARIE PON 33200 F F70 ISPOKANE COUNTY FIRE DISTRICT FIRE DISTRICT to P i 33200 F09 'SPOKANE COUNTY FIRE DISTRICT FIRE DISTRICT 9 _..V P 9a rI39480 023 rSPOKANE COUNTY LIBRARY_ _ LIBRARY DISTRICT_ P . 23 43200 001 I SPOKANE INTERNATIONAL AIRPORT ADMINISTRATION P �—rSPOKANE NEIGHBORHOOD ACTION 63979 001 ;ADMINISTRATION N PROGRAMSL 39046 011 SPOKANE REGIONAL HEALTH DISTRICT ADMINISTRATION j P «- " l 35081 003 SPOKANE SCHOOL DISTRICT 81 CO NE PUBLIC SCHOOLS- -OP P 82351 001 SPOKANE TRANSIT ADMINISTRATION N L83270 I 001 SPOKANE VALLEY CITY OF ADMJNISTRATtON` P 85790 F01 SPOKANE VALLEY FIRE DEPARTMENT ADMINISTRATION P j 4026 045 rSQUA%IN ISLAND TRIBE �INDIAN RESERVATION P g 23116 I 88B STANWOOD CITY OF 1ADIVIMISTRATION P ' 36410 001 !STANWOOD-CAMANO SCHOOL DISTRICT—TSTANWOOD CAMANO SCH P 410 DIST 4 35071 001 STEILACOOM SCHOOL DISTRICT I ADMINISTRATION P a 22715 808 STEILACOOM TOWN OF ADMINISTRATION P r 13300 eM !STEVENS COUNTY ADMINISTRATION P - 33300 F01 �STEVENS COUNTY FIRE DISTRICT FIRE DISTRICT 1--CHIEFS P i OFFICE 33301 004 STEVENS D STRICT COUNTY PUBLIC UTILITY PUD 1—ADMINISTRATION P ' .i 823U 004 STEVENS COUNTY RURAL LIBRARY LIBRARY OFFICE N i [ 23002 888 -STEVENSON CITY OF JADMINISTRATION P 82669 001 STILLAGUAMISH TRIBE OF INDIANS ADMINISTRATION P - 23117 888 SULTAN CITY OF _ ADMINISTRATION P ,} 35031 001 SULTAN SCHOOL DISTRICT 311 ACCOUNTS PAYABLE P 23707 686 ISUMAS CITY OF _ ADMINISTRATION P - 3 22716 888 SUMNER CITY OF (ADMINISTRATION P 35320 001 I SUMNER SCHOOL DISTRICT 320 ADMINISTRATION P 23908 888 1 SUNNYSIDE CITY OF ADMINISTRATION P 43901 001 SUNNYSIDE CITY OF_ ADMINNGAUTHORITY .._.__.. P` > 43901 001 SUNNYSIDE PORT OF ADMINISTRATION OFFICE p 3 201 002�SUNNYSIDE SCHOOL DISTRICT 201 ADMINISTRATION OFFICE P https//fanress wa gw/ga/apps/coop/Default aspx Page 14 of 17 Cooperative member list 6/3/13 1122 AM 33903 003 i SUNNYSIDE VALLEY IRRIGATION DISTRICT I IRRIGATION DISTRICT IF 'ADMINISTRATION - F ' 000 SWINOMISHTRIBE GENERAL OPERATIONS 888 TACOMA CITY OF ADMINISTRATION P7 020 ITACOMACITYOF HOUSING AUTHORITY p C TACOMA DAY CHILD CARE AND 50119 0D1 PRESCHOOL ADMINISTRATION N 82531 001 TACOMA GOODWILL INDUSTRIES j714 S 27TH N 42701 001 1TACOMA PORT OF ADMINISTRATION OFFICE P ` ! PURCHASING AND FOOD g. 36010 000 !TACOMA SCHOOL DISTRICT 10 P ISERVICES 12701 090 rTACOMA-PIERCE COUNTY HEALTH DEPARTMENT P PURCHASING 84798 001 TACOMA-PIERCE COUNTY CONSORTIUM WORKFORCE CENTRAL- P : _,JADMIN 35409 �D�AHOMA SCHOOL DISTRICT 409 SUPERINTENDENT�SUPERINTENDENT P 85196 01 MARACK CENTER — CENTER v N '.. 85227 001 ITHURSTON 911 COMMUNICATIONS COOP N 82673 ' 001 17URSTON COMMUNITY TELEVISION ADMINISTRATION N 13400� 8B8 THURSTON COUNTY �T ADMINISTRATION_ P 33400 F13 THURSTON COUNTY FIRE DISTRICT FIRE DISTRICT 13-GRIFFIN P r, FIRE DEFT 33400 F09 iTHURSTON COUNTY FIRE DISTRICT FIRE DISTRICT 9—MCLANE/BLK p , 'LAKE FD 84133 001 I THURSTON COUNTY PUBLIC UTILITY 'ADMINISTRATION P ��----------�:DISTRICT ' 75307_.I ODD I THURSTON REGIONAL PLANNING COUNCIL COOPMEMBERSHIP p 21500 f1 0-00 —ILTIETON CITY OF FINANCIAL OFFICE P .. 23910 1 888 TOPPENISH CITY OF ADMINISTRATION P 36202 001 TOPPENISH SCHOOL DISTRICT 202 ADMINISTRATION OFFICE P 64489 1 001 O SITRICT TY ECONOMIC DEVELOPMENT ADMINISTRATION P 21729i 888 TUKWILA CITY OF ADMINISTRATION P Ir1030 .I 150 TULALIP TRIBE IADMINISTRATION P 23406—j B88TM TUMWATERCITYOF T ADMINISTRATION P 35D33 007 �TUMWATER SCHOOL DISTRICT 33 ADMINISTRATION IF - 23911 888 (UNION GAP CITY OF ADMINISTRATION P _34800 001 UNION GAP IRRIGATION DISTRICT ADMINISTRATION P f 83577 001 UNITED GENERAL HOSPITAL ADMINISTRATION P_ 80268 001 UNIVERSITY OF PUGET SOUND ADMINISTRATION N 22726 888 UNIVERSITY PLACE CITY OF ADMINISTRATION P 82533 t 001 VALLEY COMMUNICATION CENTER E911 PROJECT FACILITY P 31717 001 iVALLEY REGIONAL FIRE AUTHORITY ADMINISTRATION P 43601 000 'VALLEY TRANSIT FINANCIAL OFC p 20605 888 VANCOUVER CITY OF ADMINISTRATION P 40501 001 :VANCOUVER PORT' F ADMINISTRATION OFFICE P 35037 003 I VANCOUVER SCHOOL DISTRICT t137 ADMINISTRATION P https//fortress wa gov/ga(apps/coop/Default aspx Page 15 of 17 Cooperative member list 6/3/13 1122 AM 37602 010 f VASHON ISLAND SCHOOL DISTRICT 402 SUPERINTENDENT P sue" 32904 001 VERA IRRIGATION VERA WATER&POWER P 13500 888 WAHKIAKUM COUNTY iADMINISTRATION P 33500 002 WAHKIAKUM COUNTY PUBLIC UTILITY pUD 1--ADMINISTRATION P DISTRICT b 23604 888 WALLA WALLA CITY OF -----ADMINISTRATION^ P g 23604 j 005 WALLA WALLA CITY OF HOUSING AUTHORITY P '- 33800 F04 WALLA WALLA CO FIRE DISTRICT FIRE DISTRICT WALLA WALLA P � 33800 FW ,WALLA WALLA CO FIRE DISTRICT IFIREDISTRICT7 I P i 13600 8 ,WALLA WALLA COUNTY -� ADMINISTRATION _ P 43600 001 1 WALLA WALLA PORT OF ADMINISTRATION OFFICE P 35140 001 WALLA WALLA SCHOOL DISTRICT 140 ADMINISTRATION fi 82173 001 WALLA WALLA UNIVERSITY ADMINISTRATION N 23812 888 WAPATO CITY OF �_ �_� ADMINISTRATION __._. P ' 21313 j 001 €WARDEN CITY OF FINANCIAL OFFICE P t' 35146 ' 069 WARDEN SCHOOL DISTRICT 146-161 ADMINISTRATION OFFICE P 75003 025 WASHINGTON COUNTIES RISK ,ADMINISTRATION P 85792 001 WASHINGTON HEALTH BENEFIT EXCHANGE ADMINISTRATION N WASHINGTON SCHOOL INFORMATION N 84316 001 IPROCESSCOOP ADMINISTRATION P ' 80377 001 WASHINGTON SCHOOLS RISK (OFFICE P MANAGEMENTPOOL i B5337 001 iWASHINGTON STATE CONVENTION CENTER ADMINISTRATION _ P € WASHINGTON STATE PUBLIC STADIUM n 50510 OQ1 (AUTHORITY +tADMINISTRATION P t 20606 888 WASHOUGAL CITY OF 'ADMINISTRATION P 80375 001 WATER AND SEWER RISK MANAGEMENT ADMINISTRATION P ' POOL 20608 T ^888 WATERVILLE CITY OF ADMINISTATION —� P 20405 888 WENATCHEE CITY OF l ADMINISTRATION P 35246 001 IVVENATCHEE SCHOOL DLSTRICT246 ADMINISTRATION P 20305 I 888 [WEST RICHLAND CITY pF TADMINISTRATION P WEST50UND UTILITY DISTRICT(WAS 31D06 001 1ADMINISTRATION P a KARCHER CR&ANNAPOLIS WATER DIST) i E 35208 020 WEST VALLEY SCHOOL DISTRICT 208 ^(ACCOUNTS PAYABLE� P ,. (YAKIMA) 35363 EST VALLEY SCHOOL DISTRICT 353 ADMINISTRATION OFFICE P 21408 888 WESTPORT CIYY OFDMINiSTRATION P P 33700 FO7 WHATCOM CO FIRE DISTRICT DISTRICT 1- 4 P EVERSOWDEMINGlNOOKSACK 33700 F05 WHATCOM CO FIRE DISTRICT T FIRE DISTRICTS.PT ROBERTS P -- 33700 � F07 WHATCOM CO FIRE DISTRICT FIRE DISTRICT 7•FERNDALE P Y 33700 I FOS WHATCOM CO FIRE DISTRICT FIRE DISTRICT 8-MARIETTA it P NORTH WHATCOM FIRER —� 33700 F21 IWHATCOM CO FIRE DISTRICT P https//fortress wa gov/galappslcocp/Default.a ipx Page 16 of 17 Cooperative member list 6/3/13 1122 AM !RESCUE _... ._ " ...33 _. FOZ WHATOOM CO FIRE DISTRICT— --(SOUTH WHATCOM FIRE AUTH P .... __ _.__.__ .� 82098 001 rrWHATCOM CONSERVATION DISTRICT_ jDISTRIC?MANAGER P T 13700 888 IWHATCOM COUNTY ADMINISTRATION P - 13700 007 !WHATCOM COUNTY ~'LAKE WHATCOM WATER& P e SEWER DIST 13700 015 !WHATCOM COUNTY ~ I-}7RANS AUTH WFA P _ IDISTRICT#7-ENTERPRISE '.. 64627 001 1WHATCOM COUNTY CEMETERY DISTRICT CEMETERY P 8` 3$701 p20 WHATCOM COUNTY PU8UC UTILITY pU01 P ' DISTRICT WHATCOM COUNTY RURAL LIBRARY 39700 009 M (DISTRICT ADINISTRATION P ` 33702 010 I WHATCOM COUNTY WATER PT ROBERTS WATER DIST 4 P ' 82367 001 JWHIDBEY GENERAL HOSPITAL PURCHASING P 36303 001 WHITE PASS SCHOOL DISTRICT 303 ADMINISTRATION OFFICE P t, 36416 OI 01 I WHITE RIVER SCHOOL DISTRICT 416 ACCOUNTS PAYABLE P 22003 860 WHITE SALMON CITY OF FINANCIAL OFFICE P ` 64975 0011--}WHITMAN COLLEGE ADMINISTRATION N ' 13800 _[ NHITMAN COUNTY ADMINISTRATION P 33805 001, IWHITWORTHWATER DISTRICT y P 23602_I 888 WILBUR TOWN OF ADMINISTRATION P ! 42502 001 IWILLAPA HARBOR PORT OF A ADMINISTRATION OFFICE P� 82109 }I 001 f W]LLAPA VALLEY WATER DISTRICT ADMINISTRATION~ P 22207 I 868 WOODINVILLECITYOF — — ADMINISTRATION P -- - 32203 002 i WOODINVILLE FIRE AND RESCUE SAFETY DIST ADMIN 36 P 20805 888 :WOODLAND CITY OF ---------y-��I[----ADMINISTRATION P 40801 001 WOODLAND PORT OF I ADMINISTRATION OFFICE P 84335 + 001 I WOODLAND SCHOOL DISTRICT 404 ADMINISTRATION P 23913 888AKIMA CITY OF ADMINISTRATION P 139D0 }.-888 YAKIMACOUNTY ADMINISTRATION P 33900 F14 IYAKIMA COUNTY FIRE DISTRICT FIRE DISTRICT 14 NILEJ P " CLIFFDELL 33900 F05 IYAKIMA COUNTY FIRE DISTRICT FIRE DISTRICT 5.HARRAH P 2 39490 00—YAKIMA COUNTY REGIONAL LIBRARY REGIONAL LIBRARY ADMIN P y'= 35007 001 YAKIMA SCHOOL DISTRICT 7 1ADMINISTRATION BUILDING P 33913 011 :YAKIMA-TIETON IRRIGATION DISTRICT �D-I-ST OFC P - 23400 886 YELM CITY OF (ADMINISTRATION P 35611 001 'YELM COMMUNITY SCHOOL DISTRICT 2 IADMINISTRATtON OFFICE P 23914 888 LI LAH CITY OF _ _ ._� ADMINISTRATION _.�P J.- 0 Cppynghl 2012 0epadmenl d Entemnse Serves https //fonresswagoviga/apps/coop/Defaultaspx Page 17 of 17 REQUEST FOR MAYOWS SIGNATURF- Please Fill in All Applicable Boxes KENT 1- --, Routing Information FALL REQUESTS MUST FXRST BE ROUTED THROUGH THE LAW DEPARTMENT) Originator: James Endicott -- Phone (Originator): 253-856-4620 Date Sent: 3/9/2015 Date Required: 3/12/2015 Return Signed Document to: CONTRACT TERMINATION DATE- 3/31/2-65 Heather Haley VE 136 R NAMEo Hewlett Packard Co. DATE OF COUNCIL APPROVAL: 12/16/2014 - 4 Brief Explanation of Document: Desktop Refresh Project - In an effort to continue our Desktop Refresh project, this purchase is for (60) HP Elite Desk 800 G1 Desktop computers. This will replace an estimated 25% of the desktop fleet that is past its hardware life cycle. 130#121700 for the amount of $44,544.60 The Desktop Refresh project was approved in the 2015 Capital Budget. All Contracts Must Be Routed Through The Law Department 'w 'cCMO"t ii-by the Law Department) Received: Approval of Law Dept.: "p Law Dept. Comments: Date Forwarded to Mayor: Shaded Areas To Be Compieted By Administration Si6jir Received: Recommendations and Comments: r,on L"Spos' P/ tu LDateRe Returned: