HomeMy WebLinkAboutCAG2020-404 - Original - HP, Inc. - Laptop Purchase through DES #05815-017, NASPO MNNVP-133 - 12/14/2020ApprovalOriginator:Department:
Date Sent:Date Required:
Authorized to Sign:
Director or Designee Mayor
Date of Council Approval:
Grant? Yes No
Type:Review/Signatures/RoutingDate Received by City Attorney:
Comments:
Date Routed to the Mayor’s Office:
Date Routed to the City Clerk’s Office:Agreement InformationVendor Name:Category:
Vendor Number:Sub-Category:
Project Name:
Project Details:
Agreement Amount:
Start Date:
Basis for Selection of Contractor:
Termination Date:
Local Business? Yes No*
*If meets requirements per KCC 3.70.100, please complete “Vendor Purchase-Local Exceptions” form on Cityspace.
Notice required prior to disclosure?
Yes No
Contract Number:
Agreement Routing Form
For Approvals, Signatures and Records Management
This form combines & replaces the Request for Mayor’s Signature and Contract Cover Sheet forms.
(Print on pink or cherry colored paper)
Visit Documents.KentWA.gov to obtain copies of all agreementsadccW22373_1_20
Budget Account Number:
Budget? Yes No
Dir Asst:
Sup/Mgr:
Dir/Dep:
rev. 200821
FOR CITY OF KENT OFFICIAL USE ONLY
Per IT, this purchase has been approved by Administration in advance of Council
approval, which will be sought by IT in January of 2021. The form of this contract is acceptable for
purchases once it has been approved by Council. OK to sign pending the receipt of Council's
ratification of the Mayor's authorization. TW 12/11/2020.
65 ZB Fury 15 G7
Page of 1 3
HP Customer Quote 1591701
Contract Number: 05815-017
HP PROPRIETARY INFORMATION FOR CUSTOMER USE ONLY. DO
NOT SHARE
November 25, 2020
Dear Accounts Payable,
Thank you for your recent interest in HP Public Sector Sales. Attached is the price quotation you requested.
Please reference this contract: 05815-017 when placing this order. The terms and conditions of this contract will apply to any order placed
as a result of this inquiry; no other terms or conditions shall apply.
If you should have questions regarding this quotation or need any other assistance, please contact your Inside Account Representative
All Purchase Orders need to be made out to HP Inc. or HP with the Ordering address referenced below.
The Purchase Order should include the Contract Number in the body of the Purchase Order. Please also be sure to include a copy of the
quote, email address,the ship to location or drop ship locations, delivery date requirements and any other special information and if
applicable, the HP Authorized Reseller Agent name or authorization number for the HP Agent providing you with support.
Orders should be either Faxed to 800-825-2329, emailed to . PSOrderProcessing@hp.com
If you are faxing or emailing this order a sample Purchase Order Document can be downloaded that gives guidance on what is required to
place an order with HP. Click here to download the sample Purchase Order
Ordering address:
HP INC.
Attn: Public Sector Sales
3800 Quick Hill Road
Bldg 2, Suite 100
Austin, TX 78728
CITY OF KENT
220 4TH AVE S
KENT, WA 98032-5838
65 ZB Fury 15 G7
Page of 2 3
HP Customer Quote 1591701
Contract Number: 05815-017
HP PROPRIETARY INFORMATION FOR CUSTOMER USE ONLY. DO
NOT SHARE
Information & Details
Organization name:City of Kent
Catalog name:05815-017
Created by:bonniea@unisoftnetworks.com
Partner Agent ID:10259704
Name:Bonnie Alm
Email:bonniea@unisoftnetworks.com
Phone:253-856-5200
Email notification:bonniea@unisoftnetworks.com
Created:November 25, 2020
Expires:December 25, 2020
Payment method: Purchase Order
Quote total:USD 201,964.62
Billing Information
0900308386OM ID:
Company:CITY OF KENT
Address:
220 4TH AVE S
City :KENT
State/Province:Washington
Zip/postal code:98032-5838
Country:US
Attention to:
Email:
Phone:
Fax:
Shipping Information
Company:City of Kent
Address:
400 West Gowe Street
Suite 122
City:Kent
State/Province:Washington
Zip/postal code:98032
Country:US
Attention to:J Endicott IT Dept
Email:bonniea@unisoftnetworks.com
Phone:425-968-1022
Fax:
Delivery date:
Shipping options:
Shipping method:Ship Partial - Ship Items as they
become available
Comments:
Invoice instructions: Email Invoice to accountspayable@kentwa.gov Subject line: IT Dept P.O. by December 30, 2020.
Shipping instructions: Delivery required on or before December 30, 2020. No loading dock. Truck with Liftgate required.
Quote Summary
Product # Product Description Manufacturer # Quantity Unit Price Total Price
Zbook Fury 15 for Bonnie
Reference Model: 33409101
Configuration: 33435151
65 USD 2,415.00
USD 4,214.53
Special price valid until
10/31/2021
USD 156,975.00
9VS27AV HP IDS i9-10885H no WWAN Fury 15 G7 Base NB PC 1
168W1AV Standard Packaging 1
4SS11AV#ABA OS Localization 1
9VS81AV Win 10 Pro 64 HIE 1
9VS35AV NVIDIA Quadro T2000 4GB Graphics 1
9VT27AV Integrated HD 720p IR DM Webcam 1
9VS47AV 15.6 FHD AG LED UWVA 400 fHDC IR ALSflat 1
9VS91AV 32GB (2x16GB) DDR4 2666 1
9VT20AV 512GB PCIe NVMe TLC SSD 1
9VT02AV 1TB PCIe NVMe TLC 2nd SSD 1
9VS59AV No Near Field Communication (No NFC)1
9VT28AV IntelWiFi6AX201ax2x2MUMIMO160MHz+BT5WW2A 1
9VS66AV No WWAN for HD + IR 1
9VT00AV SEC Fingerprint Sensor 1
9VS22AV 8 Cell 94 WHr Long Life 1
9VS20AV 150 Watt Smart PFC Slim AC Adapter 1
65 ZB Fury 15 G7
Page of 3 3
HP Customer Quote 1591701
Contract Number: 05815-017
HP PROPRIETARY INFORMATION FOR CUSTOMER USE ONLY. DO
NOT SHARE
Product # Product Description Manufacturer # Quantity Unit Price Total Price
9VU98AV#ABA PWRCORD C5 1.0m tag PRM US 1
9VU94AV#ABA WARR 3/3/0 US 1
2KY02AV DIB No Adobe Software 1
1A342AV AMT Enabled 1
9VT64AV#ABA CNTRYLOC US 1
9VT65AV#ABA KBDPM CP+PS BL SR US 1
3E756AV Electronic TCO Certified labeling 1
X9H35AV eStar Enable IOPT 1
9JQ19AV Core i9 vPro sz3 G10 Label 1
3TR87AA#ABA HP TB Dock G2 w/ Combo Cable 65 USD 225.00
USD 329.43
Special price valid until
10/31/2021
USD 14,625.00
U09KBE HP 4 year Pickup and Return Hardware Support w/ADP for
MobileWorkstations (1 claim)
65 USD 184.68 USD 12,004.20
Special pricing code: 43213365 Subtotal USD 183,604.20
Estimated Tax USD 18,360.42
Total USD 201,964.62
Unless our contract prohibits it, (a) prices are valid for 30 days from quote date and/or (b) HP may change prices or discounts and reissue
quotes immediately if there are increases in costs, tariffs, or other changes outside HP’s control.
If the bill to company and address you wish to use is not present at the time of check out please enter it in the "Shipping Instructions" box.
The order management team will make sure it is billed to the correct location.
Components of Configurable systems may not be ordered separately. Reference Model ID's and Configuration ID's are not part numbers,
they are reference descriptions to your specific configuration.
If you are submitting a hard copy purchase order, please include a printed copy of this quote with your purchase order.
If you place an order for a product that was incorrectly priced, we will cancel your order and credit you for any charges. In the event that
we inadvertently shipped an order based on a pricing error, we will issue a revised invoice to you for the correct price and contact you to
obtain your authorization for the additional charge, or assist you with the return of the product, if payment was not already made. If
payment was already made, HP will work with the agency to correct the invoice. If the pricing error results in an overcharge to you, HP will
credit your account for the amount overcharged.
1.WA State Participating Agreement – HP Enterprises
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815-014
Page 1 of 34
This Addendum adds the State of Washington as a Participating State authorized to purchase from
the NASPO ValuePoint Master Agreement number MNWNC-115 with Hewlett Packard Company
through October 31, 2015 with purchasing authority transferred to N NNVP-133 Hewlett Packard,
Inc. effective November 1, 2015.
1. Scope: This addendum covers the NASPO Computer Equipment Contract categories identified
below, led by the State of Minnesota for use by state agencies and other entities authorized by
Washington State's statutes and located in the Participating State to utilize state contracts with the
prior approval of the state's chief procurement official. Language contained here supersedes and
is in addition to the language of the Master Pricing Agreement
a. Hewlett Packard Enterprise Company Computer Equipment: Category Awards:
Scope of Service
1. Band 4: Server. A server is a physical computer dedicated to run one or more
services or applications (as a host) to serve the needs of the users of other
computers on the network. This band also includes server appliances. Server
appliances have their hardware and software preconfigured by the manufacturer. It
also includes embedded networking components such as those found in blade
chassis systems.
2. Band 5: Storage. Storage is hardware with the ability to store large amounts of
data. This band includes SAN switching necessary for the proper functioning of the
storage environment. Ruggedized equipment is not included in the Product and
Service Schedule for this band.
3. Examples of peripherals/accessories/options: Include but are not limited to:
monitors, audiovisual equipment, instructional equipment, cabling, modems,
network to support servers, storage and client applications such as routers,
switches. Software is an option which must be related to the purchase of equipment
and subject to configuration limits. Third party products are allowed to be
offered as peripherals/accessories/options and may be offered only in bands
awarded.
b. Products and Services NOT allowed or provided by this Participating Addendum:
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 2 of 35
• Ruggedized Devices, Printers, Multifunction Printers, Cell Phones
• Lease Agreements, Managed Print, Cloud Service
c. Use of Purchase Card is allowable at time of order placement.
2. Participation: Use of specific WSCA NASPO cooperative contracts by all state agencies,
political subdivisions and other entities (including cooperatives) located within the state of
Washington authorized by state statutes to use state contracts are subject to the prior 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.
- Individual Customer: Each state agency and political subdivision, as a Participating Entity,
that purchases products/services will be treated as if they were individual customers.
Except to the extend modified by this Participating Addendum, each agency and political
subdivision shall be responsible to follow the terms and conditions of the Master Agreement;
and they shall have the same rights and responsibilities as the Lead State has in the Master
Agreement. Each agency and political subdivision shall have the same rights to any
indemnity or to recover any costs allowed in the contract for their purchases. The Contractor
shall apply the charges to each Participating Entity individually.
Political and non-profit entities within the State of Washington may use this contract without
further process provided they have completed, filed and accepted in the Washington State's
Master Contract Agreement (MCUA) process. Use by others then those stated above is not
a valid use. Use of the contract in conflict with its language is not binding on any party and
does not satisfy requirements.
A list of all members is available at:
http://des.wa:govl rvices/ContractinaPurchasina/Purchasing/Pages/MasterContractsUs
a eA reement.as x
THIS AGREEMENT IS NOT FOR PERSONAL USE.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: M1*TNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 3 of 35
3. Effective Date: This PA's initial term will begin upon final executed signatures and shall be
coterminous with the Lead State's (Minnesota) Master Agreement and any extensions of the
Master Agreement.
4. Participating State Modifications or Additions to Master Agreement:
Contractor and DES agree to the following modifications and additions to the Master Agreement
for Computer Equipment and apply only to actions and relationships within the Participating
Entity.
Department of Enterprise Services (DES) State Master Contract Standard Terms and
Conditions.
The following standard terms and conditions are added to the Participating Addendum for the
State of Washington. This section consists of general provisions and terms for contracts issued by
the Washington State Department of Enterprise Services (DES), acting under the authority of RCW
39.26 which regulates the manner in which state agencies may acquire services.
4.1 Contract Modifications or Additional Terms and Conditions to the Master
Agreement:
DES reserves the right to modify the resulting contract (including but not limited to adding or
deleting products, services, or delivery locations) by mutual agreement between DES and the
Contractor, as long as such modification is substantially within the scope of the original
contract. Such modification(s) shall be memorialized in a signed, written document,
(Amendment) describing the agreed upon change, including any terms and conditions
required to support such change. Changes to point of contact information may be updated
without the issuance of a mutually agreed contract amendment.
4.2 Restrictions: In accordance with the Master Pricing Agreement the Participating
Addendum identifies the following restrictions of product;
a. Software
1. Software is restricted to operating systems and commercial off -the -shelf (COTS) software
and is subject to equipment configuration limits.
2. Software is an option which must be related to the procurement of equipment.
3. Software must be pre -loaded or provided as an electronic link with the initial purchase
of equipment.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: NDUI VP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 4 of 35
4. Software such as middleware which is not always installed on the equipment is allowed
and may be procured after the initial purchase of equipment.
b. Services
1. Services must be related to the procurement of equipment.
2. Service shall be unlimited.
3. Wireless phone and internet service is not allowed.
4. Cloud Services including acquisitions structured as managed on -site services are not
allowed.
5. Managed Print Services are not allowed.
c. Third Party Products.
1. Contract Vendors shall only offer Third Party Products in the bands they have been
awarded.
2. Contract Vendor is restricted to purchases of computer hardware manufactured by
Contractor.
d. Additional Product/Services
1. Hardware and software required to solely support wide area network (WAN)
operation and management are not allowed.
2. Lease/Rentals of equipment shall not be allowed.
3. Cellular Phone Equipment shall not be allowed.
4. EPEAT Bronze requirement may be waived, on a State case by case basis, if approved
by the State's Chief Procurement Officer.
4.3 Contract Administration
• State Contract Administrator
DES will appoint a single point of contact that shall be the Contract Administrator for
this contract and shall provide contract oversight. The Contract Administrator shall be
the principal contact for the contractor for business activities under this contract. DES
shall notify the contractor in writing, when there is a new Contract Administrator
assigned to this contract.
0 Administration of Term Contract
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 5 of 35
DES may maintain contract information and pricing and make it available on DES's
website. The contract prices are the maximum price contractor can charge. The
contractor may offer volume discounts to purchasers.
4.4 Contractor Supervision and Coordination
Contractor shall:
a. Competently and efficiently supervise and coordinate the implementation and
completion of all contract requirements specified herein.
b. Identify the contractor's Authorized Representative, who will be the principal
point of contact for DES concerning contractor's performance under this
contract.
c. Immediately notify the Contract Administrator in writing of any change of
designated Authorized Representative assigned to this contract.
d. Be bound by all written communications given to or received from the
contractor's Authorized Representative.
Violation of any provision of this section may be considered a material breach of
contract and may be grounds for contract termination.
4.5 Term Contract Management
Upon award of a term contract, the contractor shall:
a. Promote and market the use of this contract to all authorized contract purchasers.
b. Ensure that those who endeavor to utilize this contract are authorized purchasers
under this contract.
c. At no additional charge, assist purchasers in making the most cost effective, value
based purchases which may include, but is not limited to:
- Having representatives available to provide information regarding products
and services, including visiting the purchaser site if needed, and providing
purchaser with materials/supplies/equipment recommendations.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 6 of 35
Providing purchasers with a detail list of contract items including current
contract pricing and part numbers.
The contractor shall designate a customer service representative who will be
responsible for addressing purchaser issues including but not limited to:
- Logging requests for service, ensuring repairs are completed in a timely
manner, dispatching service technicians and processing warranty claim
documentation.
- Providing purchasers with regular and timely status updates in the event of a
delay in repair or order fulfillment.
Acting as the lead and liaison between the manufacturer and purchaser in
resolving warranty claims for contract items purchased.
4.6 Changes
Alterations to any of the terms, conditions, or requirements of this contract shall only be
effective upon written issuance of a mutually agreed contract amendment by DES.
Changes to point of contact information may be updated without the issuance of mutually
agreed contract amendment.
4.7 Statewide Payee Desk
Contractors must register with the Statewide Payee Desk, maintained by DES, to be paid
for contract sales. Washington state agencies cannot make payments to a contractor until it
is registered. Registration materials are available here: Re-cc--iving Pa ran ent from the State.
4.8 Management Fee
Contractor will pay a management fee of 2 percent to DES on all state contract
sales/purchase prices for work orders. The purchase price is defined as total invoice price
less sales tax.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 7 of 35
The management fee must be rolled into the contractor's current pricing; the fee must not
be shown as a separate line item on an invoice unless specifically requested and approved
by DES.
How to determine the fee: Total sales (not including sales tax) x .0200 = management fee.
DES may increase, reduce or eliminate the management fee, and reserves the right to
negotiate contract pricing with the contractor when adjustment of the management fee
might justify an increase in pricing.
For purposes of the management fee, the parties agree that the initial management fee is
included in the pricing. Therefore, any increase or reduction of the management fee must
be reflected in contract pricing commensurate with the adjustment.
Taxability (if applicable) - In 2013, the Washington Department of Revenue ruled that if the
underlying transaction requires sales tax, the DES management fee portion of the
transaction is also subject to a sales tax.
The state reserves the right to audit, or have a designated third party audit, applicable
records to ensure that the state has been properly invoiced and all management fees have
been paid. Failure to accurately report total net sales, to submit a timely sales report, or
remit timely payment of the management fee may be cause for contract termination, the
charging of interest or penalties, or the exercise of other remedies provided by law.
The management fee does not include or supersede fees owed to other entities such as the
NASPO ValuePoint or government entities other than the state of Washington.
DES will invoice the contractor every quarter based on sales reported by contractor.
Contractors are not to remit payment until they receive an invoice from DES.
Management fee payment must reference the contract number, work request number (if
applicable), the year and quarter for which the management fee is being remitted, and the
contractor's name as it is known to DES, if not already included on the face of the check.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: M]NNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 8 of35
Remit management fee to:
Washington State Department of Enterprise Services
Finance Office
PO Box 41460
Olympia, WA 98504-1460
NOTE: DO NOT send payment to the DES Contract Administrator and do not pay prior to
rec�4ving the invoice.
4.9 Contract Sales/Usage Report
The management fee will be based on total contract sales, which must be reported
quarterly by the contractor in the m. DES will provide a
login password and a vendor number.
Each sales report must identify every authorized purchaser by name as it is known to DES
and its total combined sales amount invoiced during the reporting period (i.e., sales of an
entire agency or political subdivision, not its individual subsections). The
"Miscellaneous" option may be used only with prior approval by DES, and use of this
option without prior approval by DES may be cause for contract termination.
USAGE REPORT DUE DATE: Reports must be submitted electronically within 30 days
after the end of the calendar quarter:
For sales invoiced during ... Due date
Q 1 (Ian / Feb / March) April 30
Q2 (April / May / June) July 31
Q3 (July / Aug / Sept.) Oct. 31
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 9 of 35
Q4 (Oct / Nov / Dec.) Jan. 31
Failure to provide reports in accordance with the schedule above may be cause for
contract termination.
The report may be corrected or modified by DES with subsequent written notice to the
contractor.
Upon request, contractor shall provide contact information for all purchasers during the
term of this contract. Refer sales reporting questions to the Contract Administrator.
4.10 Other Required Term Contract Reports
DES may require the contractor to provide a detailed annual contract sales history report.
This report, if requested, will include at a minimum, but is not limited to: product
description, part number or other product identifier, per unit quantities sold, and contract
price. This report must be provided to DES in an electronic format that can be read by MS
Excel. Unless the solicitation specifies otherwise, all other required reports will be
designed and approved by the parties by mutual agreement.
4.11 Common Vendor Registration and Bid Notification System
Contractor shall be registered in the state's common vendor registration and bid
notification system, RCW 39.29.006, known as Washington's Electronic Business Solutions
(WEBS) at www.ga.wa.crov/webs. Contractors already registered need not re- register. It
is the sole responsibility of contractors to properly register and maintain an accurate
vendor profile.
4.12 Payment
a. Advance payment prohibited:
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: M01NVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 10 of 35
No advance payment shall be made for the products and services furnished by
contractor under this contract.
Notwithstanding the above, maintenance payments, if any, may be made up to one
year in advance.
b. Payment:
Payment is the sole responsibility of, and will be made by, the purchaser
Under Chapter 39.76 RCW , if purchaser fails to make timely payment(s), contractor
may invoice for 1 percent per month on the amount overdue or a minimum of $1.
Payment will not be considered late if a check or warrant is mailed within the time
specified. If no terms are specked otherwise in the solicitation, net 30 days will
automatically apply.
Payment(s) made in accordance with contract terms shall fully compensate the
contractor for all risk, loss, damages or expense of whatever nature and acceptance
of payment shall constitute a waiver of all claims submitted by contractor.
Payment for materials, supplies and/or equipment received and for services
rendered shall be made by purchaser and be redeemable in U.S. dollars. Unless
otherwise specified, the purchaser's sole responsibility shall be to issue this
payment. Any bank or transaction fees or similar costs associated with currency
exchange procedures or the use of purchasing/credit cards shall be fully assumed
by the contractor.
Note: when the state has been overcharged or otherwise reimbursed, the purchaser
may elect to have either direct payments or written credit memos issued. If the
contractor fails to make timely payment(s) or issuance of credit memos, the
purchaser may impose a 1 % per month on the amount overdue 30 days after notice to
the contractor.
c. Invoicing and discounts
Contractor must provide a properly completed invoice to purchaser. All invoices are
to be delivered to the address indicated in the purchase order.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 11 of 35
Each invoice must be identified by the associated contract number; the contractor's
statewide vendor registration number assigned by the Washington State Office of
Financial Management (OFM), the applicable purchaser's order number, and must
be in U.S. dollars. Invoices must be prominently annotated by the contractor with all
applicable prompt payment and/or volume discount(s) and shipping charges unless
otherwise specified in the solicitation.
Invoices for payment will accurately reflect all discounts due the purchaser. Invoices
will not be processed for payment, nor will the period of prompt payment discount
commence, until receipt of a properly completed invoice denominated in U.S. dollars
and until all invoiced items are received and satisfactory performance of contractor
has been accepted by the purchaser. If an adjustment in payment is necessary due to
damage or dispute, any prompt payment discount period shall commence on the
date final approval for payment is authorized.
4.13 Taxes, fees and licenses
a. Taxes
Where required by statute or regulation, the contractor shall pay for and maintain in
current status all taxes that are necessary for contract performance. Unless otherwise
indicated, the purchaser agrees to pay State of Washington taxes on all applicable
materials, supplies, services and/or equipment purchased. No charge by the
contractor shall be made for federal excise taxes and the purchaser agrees to furnish
contractor with an exemption certificate where appropriate.
b. Collection of retail sales and use taxes
In general, contractors engaged in retail sales activities within the State of
Washington are required to collect and remit sales tax to Department of Revenue
(DOR). In general, out-of-state contractors must collect and remit "use tax" to
Department of Revenue if the activity carried on by the seller in the State of
Washington is significantly associated with contractor's ability to establish or
maintain a market for its products in Washington. Examples of such activity include
where the contractor either directly or by an agent or other representative:
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 12 of 35
- Maintains an in -state office, distribution house, sales house, warehouse,
service enterprise, or any other in -state place of business;
- Maintains an in -state inventory or stock of goods for sale;
- Regularly solicits orders from purchasers located within the State of
Washington via sales representatives entering the State of Washington;
- Sends other staff into the State of Washington (e.g. product safety engineers,
etc.) to interact with purchasers in an attempt to establish or maintain
market(s): or
- Other factors identified in WAC CS8-1i3O.
c. Department of Revenue registration for out -of --state contractors
Out-of-state contractors meeting any of the above criteria must register and establish
an account with the Department of Revenue. Refer to WAC 458_-2Q -1 - ,and call the
Department of Revenue at 800-647-7706 for additional information. When out-of-state
contractors are not required to collect and remit "use tax," purchasers located in the
State of Washington are responsible for paying this tax, if applicable, directly to the
Department of Revenue.
d. Taxes on invoice
Contractor shall calculate and enter the appropriate state and local sales tax on all
invoices. Tax is to be computed on new items after deduction of any trade-in in
accordance with WAC 458-20-247.
e. Overpayments to contractor
Contractor shall refund to purchaser the full amount of any erroneous payment or
overpayment under this contract within 30 days' written notice. If contractor fails to
make timely refund, purchaser may charge contractor 1 percent per month on the
amount due, until paid in full.
f. Proprietary or confidential information
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 13 of 35
To the extent consistent with Chq-,tc r 42,56 RCW, the Public Disclosure Act, DES shall
maintain the confidentiality of contractor's information marked confidential or
proprietary. If a request is made to view contractor's proprietary information, DES
will notify contractor of the request and of the date that the records will be released to
the requester unless contractor obtains a court order enjoining that disclosure. If
contractor fails to obtain the court order enjoining disclosure, DES will release the
requested information on the date specified.
The state's sole responsibility shall be limited to maintaining the above data in a
secure area and to notify contractor of any request(s) for disclosure for so long as DES
retains contractor's information in DES records. Failure to so label such materials or
failure to timely respond after notice of request for public disclosure has been given
shall be deemed a waiver by contractor of any claim that such materials are exempt
from disclosure.
4.14 Insurance
The following are general insurance provisions for the State of Washington. Additional
requirements specific to a good/service may be detailed elsewhere in a solicitation or its
appendices.
a. General requirements
Contractor shall, at its own expense, maintain insurance as follows until completion of
the contract. Upon request, contractor shall furnish evidence in the form of a
certificate of insurance satisfactory to the State of Washington that insurance, in the
following kinds and amounts, has been secured. Failure to provide proof of
insurance, as required, will result in contract cancellation.
Subcontractor(s) must comply fully with all insurance requirements stated herein.
Failure of subcontractor(s) to comply with insurance requirements does not limit
contractor's liability or responsibility.
All insurance provided in compliance with this contract shall be primary as to any
other insurance or self-insurance programs afforded to or maintained by the state.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 14 of 35
b. Specific requirements
Employer's Liability (Stop Gap): The contractor will at all times comply with all
applicable workers' compensation, occupational disease, and occupational health
and safety laws, statutes, and regulations to the full extent applicable and will
maintain Employers Liability insurance with a minimum limit of $1,000,000.00. The
State of Washington will not be held responsible in any way for claims filed by the
contractor or their employees for services performed under the terms of this contract.
Commercial General Liability Insurance: The contractor shall at all times during the
term of this contract, carry and maintain commercial general liability insurance and if
necessary, commercial umbrella insurance for bodily injury and property damage
arising out of services provided under this contract. This insurance shall cover such
claims as may be caused by any act, omission, or negligence of the contractor or its
officers, agents, representatives, assigns, or servants.
The insurance shall also cover bodily injury, including disease, illness and death, and
property damage arising out of the contractor's premises/operations, independent
contractors, products/completed operations, personal injury and advertising injury,
and contractual liability (including the tort liability of another assumed in a business
contract), and contain separation of insured's (cross liability) conditions.
Contractor waives all rights against the State of Washington for the recovery of
damages to the extent they are covered by general liability or umbrella insurance.
The limits of liability insurance shall be as follows:
General aggregate limits (other than products -completed
operations)
$2 million
Products -completed operations aggregate
$2 million
Personal and advertising injury aggregate
$1 million
Each occurrence (applies to all of the above)
$1 million
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 15 of 35
Fire damage limit (per occurrence) $50,000
Medical expense limit (any one person) 1 $5,000
c. Business Auto Policy (BAP)
In the event that services delivered pursuant to this contract involve the use of
vehicles, or the transportation of clients, automobile liability insurance shall be
required. The coverage provided shall protect against claims for bodily injury,
including illness, disease, and death; and property damage caused by an occurrence
arising out of or in consequence of the performance of this service by the contractor,
subcontractor, or anyone F�mployed by either.
Contractor shall maintain business auto liability and, if necessary, commercial
umbrella liability insurance with a combined single limit not less than $1,000,000 per
occurrence. The business auto liability shall include Hired and Non -Owned coverage.
Contractor waives all rights against the State of Washington for the recovery of
damages to the extent they are covered by business auto liability or commercial
umbrella liability insurance.
d. Additional insurance provisions
All above insurance policies shall include, but not be limited to, the following
provisions:
o Additional insured:
State of Washington and all authorized purchasers shall be included as an
additional insured on all general liability, umbrella, excess, and property insurance
policies. All policies shall be primary over any other valid and collectable
insurance.
o Notice of policy cancellation/Non-renewal:
For insurers subject to Chapter 48..1.8 RCW (admitted and regulated by the
Washington State Insurance Commissioner) a written notice shall be given to the
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 16 of 35
director of purchasing or designee 45 calendar days prior to cancellation or any
material change to the policy as it relates to this contract. Written notice shall
include the affected contract reference number.
c, Cancellation for non-payment of premium:
If cancellation on any policy is due to non-payment of premium, a written notice
shall be given the director of purchasing or designee 10 calendar days prior to
cancellation. Written notice shall include the affected contract reference number.
o Identification:
Certificates of insurance shall include the affected contract reference number
e. Insurance carrier rating
The insurance required above shall be issued by an insurance company authorized to
do business within the State of Washington. Insurance is to be placed with a carrier
that has a rating of A- Class VII or better in the most recently published edition of
Best's Reports. Any exception must be reviewed and approved by the Risk Manager
for the State of Washington, by submitting a copy of the contract and evidence of
insurance before contract commencement. If an insurer is not admitted, all insurance
policies and procedures for issuing the insurance policies must comply with Chaapter
48.15 RCW and Chapter 284-15 WAC: .
f. Excess coverage
The limits of all insurance required to be provided by the contractor shall be in the
amounts specified. However, coverage in the amounts of these limits shall not be
construed to relieve the contractor from liability in excess of such limits.
g. Limit adjustments
The state reserves the right to increase or decrease limits as appropriate.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter `Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 17 of35
4.15 Antitrust
The state maintains that, in actual practice, overcharges resulting from antitrust violations
are borne by the purchaser. Therefore, the contractor hereby assigns to the State of
Washington any and all of the contractor's claims for such price fixing or overcharges
which arise under federal or state antitrust laws, relating to the materials, supplies,
services and/or equipment purchased under this contract, to the extent the assignment is
necessary for the State of Washington to overcome the Federal or State's bar on indirect
purchaser.
4.16 Disputes and remedies
a. Problem resolution and disputes
Problems arising out of the performance of this contract shall be resolved in a timely
manner at the lowest possible level with authority to resolve such problem. If a
problem persists and cannot be resolved, it may be escalated within each
organization.
In the event a bona fide dispute concerning a question of fact arises between DES or
the purchaser and contractor and it cannot be resolved between the parties through
the normal problem escalation processes, either party may initiate the dispute
resolution procedure provided herein. The dispute shall be handled by a Dispute
Resolution Panel in the following manner. Each party to this contract shall appoint one
member to the Panel. These two appointed members shall jointly appoint an
additional member. The Dispute Resolution Panel shall review the facts, contract
terms and applicable statutes and rules and make a determination of the dispute as
quickly as reasonably possible. The determination of the Dispute Resolution Panel
shall be final and binding on the parties hereto. DES and/or purchaser and contractor
agree that, the existence of a dispute notwithstanding, they will continue without
delay to carry out all their respective responsibilities under this contract that are not
affected by the dispute.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: M14NVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 18 of 35
Should reconciliation be in Contractor's favor, the disputed amount will be due and
payable within thirty (30) calendar days of the new invoice issued by Contractor.
The initiating party shall reduce its description of the dispute to writing and deliver it
to the responding party. The responding party shall respond in writing within three
business days. The initiating party shall have three business days to review the bid. If
after this review a resolution cannot be reached, both parties shall have three
business days to negotiate in good faith to resolve the dispute.
If the dispute cannot be resolved after three business days, a Dispute Resolution
Panel may be requested in writing by either party who shall also identify the first
panel member. Within three business days of receiving the request, the other party
will designate a panel member. Those two panel members will appoint a third
individual to the Dispute Resolution Panel within the next three business days.
The Dispute Resolution Panel will review the written descriptions of the dispute,
gather additional information as needed, and render a decision on the dispute in the
shortest practical time.
Each party shall bear the cost for its panel member and share equally the cost of the
third panel member.
Both parties agree to be bound by the determination of the Dispute Resolution Panel
Both parties agree to exercise good faith in dispute resolution and to settle disputes
prior to using a Dispute Resolution Panel whenever possible.
DES, the purchaser and contractor agree that, the existence of a dispute
notwithstanding, they will continue without delay to carry out all their respective
responsibilities under this contract that are not affected by the dispute.
If the subject of the dispute is the amount due and payable by purchaser for
materials, supplies, services and/or equipment being provided by contractor,
contractor shall continue providing materials, supplies, services and/or equipment
pending resolution of the dispute provided purchaser pays contractor the amount
purchaser, in good faith, believes is due and payable, and places in escrow the
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: M1iNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 19 of 35
difference between such amount and the amount contractor, in good faith, believes is
due and payable. However, DES will pay Contractor for equipment ordered or
services rendered to the date of termination and contract will be obligated to provide
the equipment.
b. Administrative suspension
When it in the best interest of the state, DES may at any time, and without cause,
suspend the contract or any portion thereof for a period of not more than 30 calendar
days per event by written notice from DES to the contractor's Representative.
Contractor shall resume performance on the next business day following the 30th day
of suspension unless an earlier resumption date is specified in the notice of
suspension. If no resumption date was specified in the notice of suspension, the
contractor can be demanded and required to resume performance within the 30-day
suspension period by DES providing the contractor's Representative with written
notice of such demand.
c. Force majeure
The term "force majeure" means an occurrence that is beyond the control of the
party affected and could not have been avoided by exercising reasonable diligence.
Force majeure shall include acts of war, riots, strikes, fire, floods, windstorms,
epidemics or other similar occurrences.
Exceptions: Except for payment of sums due, neither party shall be liable to the
other or deemed in breach under this contract if, and to the extent that, such party's
performance of this contract is prevented by reason of force majeure.
Notification: If either party is delayed by force majeure, said party shall provide
written notification within 48 hours. The notification shall provide evidence of the
force majeure to the satisfaction of the other party. Such delay shall cease as soon as
practicable and written notification of same shall likewise be provided. So far as
consistent with the Rights Reserved below, the time of completion shall be extended
by contract amendment for a period of time equal to the time that the results or effects
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: NIIVNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 20 of 35
of such delay prevented the delayed party from performing in accordance with this
contract.
Rights reserved: DES reserves the right to authorize an amendment to this contract,
terminate the contract, and/or purchase materials, supplies, equipment and/or
services from the best available source during the time of force majeure, and
contractor shall have no recourse against the state.
d. Alternative dispute resolution fees and costs
In the event that the parties engage in arbitration, mediation or any other alternative
dispute resolution forum to resolve a dispute in lieu of litigation, both parties shall
share equally in the cost of the alternative dispute resolution method, including cost
of mediator or arbitrator. In addition, each party shall be responsible for its own
attorneys' fees incurred as a result of the alternative dispute resolution method.
e. Non-exclusive remedies
The remedies provided for in this contract shall not be exclusive but are in addition to
all other remedies available under law.
4.17 Liquidated damages
a. Liquidated damages - General
DES and or the purchasers and the contractor agree that the liquidated damages
provisions in the contract are a reasonable forecast of the actual damages that would
be suffered by the purchaser in the event of contractor's nonperformance, that such
liquidated damages are not a penalty but represent the reasonable compensation
due purchaser in the event of a breach, and that such liquidated damages will be
assessed as appropriate.
Any delay by contractor in meeting the Delivery Date, Installation Date, maintenance
or repair date, or other applicable date set forth in this contract will interfere with the
proper implementation of purchaser's programs and will result in loss and damage to
purchaser.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 21 of 35
As it would be impracticable to fix the actual damage sustained in the event of any
such failure(s) to perform and/or purchaser and contractor agrees that in the event of
any such failures) to perform, the amount of damage which will be sustained will be
assessed as appropriate based upon the purchasers inability to perform their function
and the parties agree that contractor shall pay such amounts as liquidated damages
and not as a penalty.
Liquidated damages provided under the terms of this contract are subject to the same
limitations as provided in the section titled Limitation of Liability.
b. Limitation of liability
See Master Agreement, Exhibit A, Terms and Conditions, Section C17.
c. Federal funding (if applicable)
In the event that a federally funded acquisition results from this procurement, the
contractor may be required to provide additional information (free of charge) at the
request of DES or purchaser. Further, the contractor may be subject to those federal
requirements spec to the commodity.
d. Federal restrictions on lobbying (if applicable)
Contractor certifies that under the requirements of Lobbying Disclosure Act, 2 U.S.C.,
Section 1601 et seq., no federal appropriated funds have been paid or will be paid,
by or on behalf of the contractor, to any person for influencing or attempting to
influence an officer or employee of any agency, a member of Congress, an officer or
employee of Congress, or an employee of a member of Congress in connection with
the awarding of any federal contract, the making of any federal grant, the making of
any federal loan, the entering into of any cooperative agreement, and the extension,
continuation, renewal, amendment, or modification of any federal contract, grant,
loan, or cooperative agreement.
4.18 Debarment and suspension
Respondent certifies, by submitting this bid or proposal, that neither it nor its
affiliates presently are debarred, suspended, proposed for debarment, declared
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: AUR VP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 22 of 35
ineligible or voluntarily excluded from participation in this procurement/contract by
any government agency. Respondent also agrees to notify DES if its debarment status
changes during the bid process or after receiving notice of contract award, if any. If
respondent cannot certify this statement, attach a written explanation to the bid
response for review.
4.19 Contract termination
a. Material breach
A contractor may be terminated for cause by DES, at the sole discretion of DES, for
failing to perform a material contractual requirement or for a material breach of any
term or condition. Material breach of a term or condition of the contract may include
but is not limited to:
• Contractor failure to perform services or deliver materials, supplies, or
equipment by the date required or by an alternate date as mutually agreed in
a written amendment to the contract;
• Contractor failure to carry out any warranty or fails to perform or comply with
any mandatory provision of the contract;
• Contractor becomes insolvent or in an unsound financial condition so as to
endanger performance hereunder;
• Contractor becomes the subject of any proceeding under any law relating to
bankruptcy, insolvency or reorganization, or relief from creditors and/or
debtors that endangers the contractor's proper performance hereunder;
• Appointment of any receiver, trustee, or similar official for contractor or any of
the contractor's property and such appointment endangers the contractor's
proper performance hereunder;
• A determination that the contractor is in violation of federal, state, or local laws
or regulations and that such determination renders the contractor unable to
perform any aspect of the contract.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 23 of 35
b. Opportunity to cure
In the event that Contractor fails to perform a contractual requirement or materially
breaches any term or condition, DES may issue a written cure notice. The contractor
may have a period of time in which to cure. DES is not required to allow the
contractor to cure defects if the opportunity for cure is not feasible as determined
solely within the discretion of DES. Time allowed for cure shall not diminish or
eliminate contractor's liability for liquidated or other damages, or otherwise affect
any other remedies available against contractor under the contract or by law.
If the breach remains after contractor has been provided the opportunity to cure, DES
may do any one or more of the following:
Exercise any remedy provided by law;
- Terminate this contract and any related contracts or portions thereof,
- Procure replacements and impose damages as set forth elsewhere in this
contract;
- Impose actual or liquidated damages;
- Suspend or bar contractor from receiving future solicitations or other
opportunities;
- Require contractor to reimburse the state for any loss or additional expense
incurred as a result of default or failure to satisfactorily perform the terms of the
contract. If DES completes the project through a third Party, DES may as its
exclusive remedy recover from Contractor reasonable costs incurred to
complete the project. DES will mitigate damages and provide Contractor with
detailed invoices substantiating the charges.
c. Termination for cause
In the event DES, in its sole discretion, determines that the contractor has failed to
comply with the conditions of this contract in a timely manner or is in material breach,
DES has the right to suspend or terminate this contract, in part or in whole. DES shall
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 24 of 35
notify the contractor in writing of the need to take corrective action. If corrective
action is not taken within 30 calendar days or as otherwise specified by DES, or if
such corrective action is deemed by DES to be insufficient, the contract may be
terminated. DES reserves the right to suspend all or part of the contract, withhold
further payments, or prohibit the contractor from incurring additional obligations of
funds during investigation of the alleged breach and pending corrective action by
the contractor or a decision by DES to terminate the contract.
In the event of termination, DES shall have the right to procure for all purchasers any
replacement materials, supplies, services and/or equipment that are the subject of
this contract on the open market. In addition, the contractor shall be liable for
damages as authorized by law including, but not limited to, any price difference
between the original contract and the replacement or cover contract and all
administrative costs directly related to the replacement contract, e.g., cost of the
competitive bidding, mailing, advertising and staff time. If DES completes the project
through a third Party, DES may as its exclusive remedy recover from Contractor
reasonable costs incurred to complete the project. DES will mitigate damages and
provide Contractor with detailed invoices substantiating the charges.
If it is determined that: (1) the contractor was not in material breach; or (2) failure to
perform was outside of contractor's or its subcontractor's control, fault or negligence,
the termination shall be deemed to be a "termination for convenience." The rights
and remedies of DES and/or the purchaser provided in this contract are not exclusive
and are in addition to any other rights and remedies provided by law. DES will be
liable to Contractor for equipment ordered or services rendered to the date of
termination.
d. Termination for convenience
Except as otherwise provided in this contract, DES, at the sole discretion of DES, may
terminate this contract, in whole or in part by giving 30 calendar days or other
appropriate time period written notice beginning on the second day after mailing to
the contractor. If this contract is so terminated, purchasers shall be liable only for
payment required under this contract for properly authorized services rendered, or
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: WDR VP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 25 of 35
materials, supplies and/or equipment delivered to and accepted by the purchaser
prior to the effective date of contract termination. Neither DES nor the purchaser shall
have any other obligation whatsoever to the contractor for such termination. This
Termination for Convenience clause may be invoked by DES when it is in the best
interest of the State of Washington. DES will be liable to Contractor for equipment
ordered or services rendered to the date of termination.
e. Termination for withdrawal of authority
In the event that DES and/or purchaser's authority to perform any of its duties is
withdrawn, reduced, or limited in any way after the commencement of this contract
and prior to normal completion, DES may terminate this contract, in whole or in part,
by seven calendar day's written notice, or other appropriate time period, to
contractor.
f. Termination for non -allocation of funds
If funds are not allocated to purchaser(s) to continue this contract in any future
period, DES may terminate this contract with seven calendar days written notice, or
other appropriate time period, to contractor, or work with contractor to arrive at a
mutually acceptable resolution of the situation. Purchaser will not be obligated to pay
any further charges for materials, supplies, services and/or equipment including the
net remainder of agreed -to consecutive periodic payments remaining unpaid
beyond the end of the then -current period. DES and/or purchaser agree to notify
contractor in writing of such non -allocation at the earliest possible time.
No penalty shall accrue to the purchaser in the event this section shall be exercised.
This section shall not be construed to permit DES to terminate this contract in order to
acquire similar materials, supplies, services and/or equipment from a third party.
g. Termination for conflict of interest
DES may terminate this contract by written notice to contractor if it is determined,
after due notice and examination, that any party to this contract has violated Chapter
42.52 RCW, Ethics in Public Service, or any other laws regarding ethics in public
acquisitions and procurement and performance of contracts. In the event this contract
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter `Lead State")
MASTER AGREEMENT
Master Agreement No: A01NVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 26 of 35
is so terminated, DES and/or purchaser shall be entitled to pursue the same remedies
against contractor as it could pursue in the event that the contractor breaches this
contract.
h. Termination by mutual agreement
DES and the contractor may terminate this contract in whole or in part, at any time, by
mutual agreement.
i. Termination procedure
In addition to the procedures set forth below, if DES terminates this contract,
contractor shall follow any procedures DES specifies in the termination notice.
Upon termination of this contract and in addition to any other rights provided in this
contract, DES may require the contractor to deliver to the purchaser any property
specifically produced or acquired for the performance of such part of this contract as
has been terminated.
The purchaser shall pay to the contractor the agreed upon price, if separately stated,
for completed work and service(s) Accepted by the purchaser, and the amount
agreed upon by the contractor and the purchaser for (i) completed materials,
supplies, services rendered and/or equipment for which no separate price is stated,
(ii) partially completed materials, supplies, services rendered and/or equipment, (iii)
other materials, supplies, services rendered and/or equipment which are Accepted
by the purchaser, and (iv) the protection and preservation of property, unless the
termination is for cause, in which case DES and the purchaser shall determine the
extent of the liability of the purchaser. Failure to agree with such determination shall
be a dispute within the meaning of the "Disputes" clause of this contract. The
purchaser may withhold from any amounts due the contractor such sum as DES and
purchaser determine to be necessary to protect the purchaser against potential loss
or liability.
The rights and remedies of DES and/or the purchaser provided in this section shall
not be exclusive and are in addition to any other rights and remedies provided by
law or under this contract.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 27 of 35
After receipt of a termination notice, and except as otherwise expressly directed in
writing by DES, the contractor shall:
• Stop all work, order fulfillment, shipments, and deliveries under the contract
on the date, and to the extent specified, in the notice;
• Place no further orders or subcontracts for materials, services, supplies,
equipment and/or facilities in relation to the contract except as is necessary to
complete or fulfill such portion of the contract that is not terminated;
• Complete or fulfill such portion of the contract that is not terminated in
compliance with all contractual requirements;
• Assign to the purchaser, in the manner, at the times, and to the extent directed
by DES on behalf of the purchaser, all of the rights, title, and interest of the
contractor under the orders and subcontracts so terminated, in which case the
purchaser has the right, at its discretion, to settle or pay any or all claims
ansing out of the termination of such orders and subcontracts.
• Settle all outstanding liabilities and all claims arising out of such termination of
orders and subcontracts, with the approval or ratification of DES and/or the
purchaser to the extent DES and/or the purchaser may require, which
approval or ratification shall be final for all the purposes of this clause;
• Transfer title to the purchaser and deliver in the manner, at the times, and to
the extent directed by DES on behalf of the purchaser any property which, if
the contract had been completed, would have been required to be furnished
to the purchaser;
• Take such action as may be necessary, or as DES and/or the purchaser may
direct, for the protection and preservation of the property related to this
contract which is in the possession of the contractor and in which DES and/or
the purchaser has or may acquire an interest.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter `Lead State")
MASTER AGREEMENT
Master Agreement No: M1qNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 28 of 35
S. Primary Contacts: The primary contact individual (or their named successor) for this
Participating Addendum is as follows:
Contractor
Name
Stacey Kearns
Address
355 Ledgelawn Drive, Conway, AR 72204
Telephone
Fax
512-319-3018
501-339-2377
Email
Stacey. ln.kearns h e.com
Name
Address w
Telephone
Email
Momi Friedlander Contract Specialist
Department of Enterprise Services
1500 Jefferson Street SE, Olympia, WA 98501
360407-8505
6. Minority and Women's Business Enterprises (ACME)
In accordance with the legislative findings and policies set forth in EQW 39.19, the State of
Washington encourages participation in all of its contracts by minority and woman -owned
businesses firms certified by the Office m B sines Enteizpdaes
(OMWBE). While the state does not give preferential treatment, it does seek equitable
representation from the minority and women's business community. In addition, the state
welcomes participation by self -identified minority and woman owned firms and strongly
encourages such firms to become certified by OMWBE.
Hewlett Packard Co. shall consider and encourage minority and women owned firms in their
pool of subcontractors. However, unless required by federal statutes, regulations, grants, or
contract terms no preference will be included in the evaluation of bids
Any affirmative action requirements set forth in federal regulations or statutes included or
referenced in the original solicitation shall apply. Contact OMWBE for information on other
certified firms for potential sub -contracting arrangements. DES encourages participation by
non-MWBE firms as well as MWBE firms. Prior to performance, an awarded bidder that is a
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 29 of 35
MWBE or intends to use MWBE subcontractors is encouraged to identify the participating
firm(s) to DES.
6.1. Public records and exempt information
All documents submitted by said Contractor to DES during the performance of this agreement
shall become public records. They are subject to disclosure unless specifically exempt under
Revised Code of Washington (RCW) 42.56 (The Public Records Act).
Confidential documents: DES strongly discourages submittal of any confidential material.
DES considers confidential material to be any portion of your submittal clearly marked all or in
part "Confidential," "Proprietary" or "Trade Secret" (or the equivalent).
• DES reserves the right to return. reject or disqualify any submittal that includes
confidential material.
Public records requests: If a public records request seeks to view or obtain a copy of your
RFP submittal, and if your submittal includes content clearly marked "Confidential."
"Proprietary" or "Trade Secret" (or the equivalent), DES will:
• Notify you of thr- date DES will disclose the requested records;
• Give you an opportunity to seek a court order that stops DES from disclosing the
records.
DES shall not:
Evaluate or defend your claim of confidentiality. It is your responsibility to support your
claim and take appropriate legal action to do so;
• Withhold or redact your documents without a court order.
Questions about the confidentiality of your submittal can be directed to the Procurement
Coordinator or the DES Public Records Officer at (360) 407-8768 or
publicrecords,�e: dc:::.wa. gov.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: N NNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 30 of 35
6.2 Legal notices
Any notice or demand or other communication required or permitted to be given under the
contract or applicable law (except notice of malfunctioning Equipment) will be effective only if
it is in writing and signed by the applicable party, properly addressed, and either delivered in
person, or by a recognized courier service, or deposited with the United States Postal Service
as first-class mail, postage prepaid, certified mail, return receipt requested, via facsimile or
by electronic mail, to the parties at the addresses and fax numbers, e-mail addresses
provided in the Authorized Offer and Contract Signature Page below. For purposes of
complying with any provision in the contract or applicable law that requires a "writing," such
communication, when digitally signed with a Washington State Licensed Certificate, shall be
considered to be "in writing" or "written" to an extent no less than if it were in paper form.
Notices will be effective upon receipt or four business days after mailing, whichever is earlier.
The notice address as provided herein may be changed by written notice given as provided
above.
In the event that a subpoena or other legal process commenced by a third party in any way
concerning the Equipment or Services provided pursuant to the contract is served upon
contractor or DES, such party agrees to notify the other party in the most expeditious fashion
possible following receipt of such subpoena or other legal process. The contractor and DES
further agree to cooperate with the other party in any lawful effort by the other party to contest
the legal validity of such subpoena or other legal process commenced by a third party.
6.3. Liens, claims and encumbrances
All materials, equipment, supplies and/or services shall be free of all liens, claims, or
encumbrances of any kind, and if DES or the purchaser requests, a formal release of same
shall be delivered to the respective requestor.
6.4 Payment
a. Advance payment prohibited:
No advance payment shall be made for the products and services furnished by contractor under
this contract.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: NINNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 31 of 35
Notwithstanding the above, maintenance payments, if any, may be made on a quarterly
basis at the beginning of each quarter.
b. Payment:
Payment is the sole responsibility of, and will be made by, the purchaser.
Under Chapter 39.76 RQW , if purchaser fails to make timely payment(s), contractor may
invoice for 1 percent per month on the amount overdue or a minimum of $1. Payment will
not be considered late if a check or warrant is mailed within the time specified. If no terms
are specified otherwise in the solicitation, net 30 days will automatically apply.
Payment(s) made in accordance with contract terms shall fully compensate the contractor
for all risk, loss, damages or expense of whatever nature and acceptance of payment shall
constitute a waiver of all claims submitted by contractor.
Payment for materials, supplies and/or equipment received and for services rendered
shall be made by purchaser and be redeemable in U.S. dollars. Unless otherwise
specified, the purchaser's sole responsibility shall be to issue this payment. Any bank or
transaction fees or similar costs associated with currency exchange procedures or the use
of purchasing/credit cards shall be fully assumed by the contractor.
Note: when the state has been overcharged or otherwise reimbursed, the purchaser may
elect to have either direct payments or written credit memos issued. If the contractor fails
to make timely payment(s) or issuance of credit memos, the purchaser may impose a 1 %
per month on the amount overdue 30 days after notice to the contractor.
c. Invoicing and discounts
Contractor must provide a properly completed invoice to purchaser. All invoices are to be
delivered to the address indicated in the purchase order.
Each invoice must be identified by the associated contract number; the contractor's
statewide vendor registration number assigned by the Washington State Office of Financial
Management (OFM), the applicable purchaser's order number, and must be in U.S.
dollars. Invoices must be prominently annotated by the contractor with all applicable
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: MNNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 32 of 35
prompt payment and/or volume discount(s) and shipping charges unless otherwise
specified in the solicitation.
Invoices for payment will accurately reflect all discounts due the purchaser. Invoices will
not be processed for payment, nor will the period of prompt payment discount commence,
until receipt of a properly completed invoice denominated in U.S. dollars and until an
invoiced items are received and satisfactory performance of contractor has been accepted
by the purchaser. If an adjustment in payment is necessary due to damage or dispute, any
prompt payment discount period shall commence on the date final approval for payment is
authorized.
6.5 Taxes, Fees and Licenses
a. Taxes
Where required by statute or regulation, the contractor shall pay for and maintain in
current status all taxes that are necessary for contract performance. Unless otherwise
indicated, the purchaser agrees to pay State of Washington taxes on all applicable
materials, supplies, services and/or equipment purchased. No charge by the
contractor shall be made for federal excise taxes and the purchaser agrees to furnish
contractor with an exemption certificate where appropriate.
b. Collection of retail sales and use taxes
In general, contractors engaged in retail sales activities within the State of
Washington are required to collect and remit sales tax to Department of Revenue
(DOR). In general, out-of-state contractors must collect and remit "use tax" to
Department of Revenue if the activity carried on by the seller in the State of
Washington is significantly associated with contractor's ability to establish or
maintain a market for its products in Washington. Examples of such activity include
where the contractor either directly or by an agent or other representative:
- Maintains an in -state office, distribution house, sales house, warehouse,
service enterprise, or any other in -state place of business;
- Maintains an in -state inventory or stock of goods for sale;
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: NIIVNVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 33 of 35
Regularly solicits orders from purchasers located within the State of
Washington via sales representatives entering the State of Washington;
Sends other staff into the State of Washington (e.g. product safety engineers,
etc.) to interact with purchasers in an attempt to establish or maintain
market(s); or
- Other factors identified in WAC 458-20.
c. Department of Revenue registration for out-of-state contractors
Out-of-state contractors meeting any of the above criteria must register and establish
an account with th Department of Revenue. Refer to WAC 458-20-193, and call the
Department of Revenu at 800-647-7706 for additional information. When out-of-state
contractors are not required to collect and remit "use tax," purchasers located in the
State of Washington are responsible for paying this tax, if applicable, directly to the
Department of Revenue.
d. Taxes on invoice
Contractor shall calculate and enter the appropriate state and local sales tax on all
invoices. Tax is to be computed on new items after deduction of any trade-in in
accordance with WAC 458-20-247.
e. Overpayments to Contractor
Contractor shall refund to purchaser the full amount of any erroneous payment or
overpayment under this contract within 30 days' written notice. If contractor fails to
make timely refund, purchaser may charge contractor 1 percent per month on the
amount due, until paid in full.
6.6 Information and Communications
Proprietary or confidential information
To the extent consistent with Cha t r 42.56 RCW, the Public Disclosure Act, DES shall
maintain the confidentiality of contractor's information marked confidential or proprietary.
If a request is made to view contractor's proprietary information, DES will notify contractor
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: M NVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 34 of 35
of the request and of the date that the records will be released to the requester unless
contractor obtains a court order enjoining that disclosure. If contractor fails to obtain the
court order enjoining disclosure, DES will release the requested information on the date
specified.
The state's sole responsibility shall be limited to maintaining the above data in a secure area
and to notify contractor of any request(s) for disclosure for so long as DES retains
contractor's information in DES records. Failure to so label such materials or failure to timely
respond after notice of request for public disclosure has been given shall be deemed a
waiver by contractor of any claim that such materials are exempt from disclosure.
T. Subcontractors: All Hewlett Packard Co. dealers and resellers authorized in the
State of Washington are approved to provide sales and service support to participants
authorized by this Participating Addendum and shall be in accordance with the terms
and conditions set forth in the aforementioned Master Agreement.
8. Orders: Any Order placed by a Participating Entity or Purchasing Entity for a Product
and/or Service available from this Participating Addendum shall be deemed to be a sale
under (and governed by the prices and other terms and conditions) of the Master Agreement
unless the parties to the Order agree in writing that another contract or agreement applies to
such Order.
Purchase orders must be submitted with a valid quote and written acceptance from agency
prior to contract performance.
PARTICIPATING ADDENDUM
WSCA-NASPO COOPERATIVE PURCHASING ORGANIZATION, LLC
MN 2014-2019 Computer Equipment
(Servers and Storage including Related Peripherals & Services)
Administered by the State of Minnesota (hereinafter"Lead State")
MASTER AGREEMENT
Master Agreement No: M1WVP-134 and WNWNC-115
Hewlett Packard Company
(hereinafter "Contractor")
And
State of Washington, Department of Enterprise Services
(hereinafter "Participating State")
Participating State Contract #05815
Page 35 of 35
IN WITNESS WHEREOF, the parties have executed this Addendum as of the date of execution by
both parties below.
Participating State:
Contractor:
By.
By. &*"
Name:
Name: Matthew C. Keck
Title:
Title: Senior Counsel
Date:
Date: 9/16/15
Par,tici ting State:
I ,n I
Participa ' g State:
B Signat )
By(Si ature)
N 0 tl '� T FA Q
r' 1 LLB
,S c &TF Syl (-r
tle
"Al
Title:
Date: or 0M
I
Date:
2.Assignment to HP Enterprise and HP Inc (June 2015) and Master Agreement
(Feb 2015)
ASSIGNMENT AGREEMENT
This Assignment Agreement is by and among the State of Minnesota, acting through its commissioner of Administration
(State), Hewlett Packard Company, ("Original Contract Vendor") 3000 Hanover Street, Palo Alto, CA 94304, HP Inc.,
("Assigned Contract Vendor") 1501 Page Mill Road, Palo Alto, CA 94304 and Hewlett Packard Enterprise, ("Assigned
Contract Vendor') 3000 Hanover Street, Palo Alto, CA 94304.
WHEREAS, the State has an agreement with the Original Contract Vendor, Master Agreement No. MNWNC-115, ("Master
Agreement') effective April 1, 2015 through March 31, 2017 to provide Computer Equipment (Desktops, Laptops, Tablets,
Servers and Storage including related peripherals & services); and
WHEREAS, the Original Contract Vendor wishes to separate Hewlett Packard Company into two independent companies
and assign all its interests and obligations in the Master Agreement to the Assigned Contract Vendors;
WHEREAS, the assignment provision of the Master Agreement provides assignment of the agreement only upon written
consent of the State.
NOW THEREFORE, the parties agree to the following:
Effective November 1, Master Agreement No. MNWNC-115 is assigned to two independent companies, the
Assigned Contract Vendors The products have been divided as noted below:
Master Agreement No. MNNVP-133
HP Inc.
Master Agreement Administrator: Debra Lee; debra.leeaho.com, 847-537-0344 or 847-922-2977
HP Inc. will provide Desktops, Laptops andTablets including related peripherals and services (Bands 1, 2, & 3).
Master Agreement No. MNNVP-134
Hewlett Packard Enterprise
Master Agreement Administrator: Stacy Kearns; Stacey. lvn.kearns(a).ho.com, 512-319-3018
Hewlett Packard Enterprise will provide Servers and Storage including related peripherals and services.
(Bands 4 & 5).
This Agreement will become effective upon its approval and execution by the parties and approval of the appropriate
State officials, pursuant to Minn. Stat. §16C.05, subd. 2.
2. The State hereby approves the request of the Original Contract Vendor to assign to the Assigned Contract Vendors
all its interests, rights, responsibilities, duties, and other provisions set forth in the Master Agreement, which is
attached and incorporated as Exhibit C, provided the Original Contract Vendor and the Assigned Contract Vendors
agree to all provisions set forth in this Assignment Agreement. Furthermore the Assigned Contract Vendors agree to
the Pricing Schedules attached and incorporated as Exhibit A and B. These Pricing Schedules provide clarity to the
established products and discounts assigned to each vendor and fully replace the Original Contract Vendor Master
Agreement Pricing Schedule.
3. The Original Contract Vendor and the Assigned Contract Vendors jointly and severally represent and warrant to the
State that:
a. the Original Contract Vendor is not in default of any of its obligations under the Contract; and
b. the Original Contract Vendor has assigned to the Assigned Contract Vendors, under separate agreement,
sufficient information, rights to technology, and key personnel sufficient to enable the Assigned Contract
Vendors to properly perform the duties, responsibilities, obligations, and all other provisions assigned to the
Assigned Contract Vendors; in addition, Original Contract Vendor assigns all prepaid funds paid by the
Participating Entity under the Master Agreement for services, storage or subscriptions to.the applicable
Assigned Contract Vendor who has received transfer of such services, storage and subscriptions and
c. the Assigned Contract Vendors are ready, willing, and able to perform all of the duties, obligations, and
responsibilities of the Master Agreement.
4. The Assigned Contract Vendors accept assignment of all the provisions of the Master Agreement,
5. Ordering and invoicing for Hewlett Packard Company acting through Hewlett Packard Enterprise may begin on or
after 8/1/2015.
Assignagree7 (07113) Assignment Agreement, Master Agreement No. MNWNC-115 Page 2 of 6
Ordering and invoicing for HP Inc. may begin on or after 11/1/2015.
Any and all amounts due to Hewlett Packard Company by the Participating Entity for goods and/or services provided
by the Hewlett Packard Company Vendor prior to November 1, 2015, under the Master Agreement will be paid to
Hewlett Packard Company by the Participating Entity. Any and all amounts due under the Master Agreement on or
after November 1, 2015, will be paid to the Assigned Contract Vendors by the Participating Entity.
6. When applicable, payment for remaining work and travel expenses from the Master Agreement will be paid at the
rates set in the Master Agreement. The amount to be paid to the Assigned Contract Vendors will not exceed the
Contract's total costs, minus the total payments made to the Original Contract Vendor.
The Assigned Contract Vendors will provide proof of insurance with the coverage and in the amounts called for in
the original solicitation document, attached herein. It is understood currently Hewlett Packard Enterprise is a
subsidiary of Hewlett Packard Company and therefore insured as required. Once the separation occurs November
1, 2015, insurance certificates will be provided for each new company.
8. The Assigned Contract Vendors will supply Affirmative Action Certification if so required by MN.Stat.§ 36A.36, or if
applicable certify Assigned Vendor is in federal affirmative action compliance pursuant to MN.Stat.§ 363A.36.
IN WITNESS WHEREOF, the parties have caused this Assignment Agreement to be duly executed intending to be
bound thereby.
1. ORIGINAL CONTRACT VENDOR
HEWLETT PACKARD COMPANY
The Original Contract Vendor certifies that the appropriate
person(s) have executed this document on behalf of the Contract
Vendor as required by pplicato arti les, bylaws, resolutions, or
ordinances.
By:
Title: Senior Counsel
Date: June 30, 2015
By:
Title:
Date:
2. MATERIALS MANAGEMENT DIVISION and
NASPO ValuePoint (formerly WSCA-NASPO)
Master Agreement Administrator]
In accordance with Sta §16C.03, Subd. 3.
By: � L—U
Title: Acquisition Management Specialist
Date: -2171(l
3. COMMISSIONER OF ADMINISTRATION
Or delegated r sentati/ve.
By: /
Date: c/5c/5—
4. ASSIGNED CONTRACT VENDOR
HP Inc.
The Assigned Contract Vendor certifies that the appropriate
person(s) have executed the Contract on behalf of the Contract
Vendor as required by applicable articles, bylaws, resolutions, or
ordinances f
By:
Title: Senior Counsel
Date: June 30, 2015
By:
Title:
Date:
5. ASSIGNED CONTRACT VENDOR
HEWLETT PACKARD ENTERPRISE
The Assigned Contract Vendor certifies that the appropriate
person(s) have executed the Contract on behalf of the Contract
Vendor as required by applicable articles, bylaws, resolutions, or
ordinances.
By:
Title: Senior Counsel
Date: June 30, 2015
By:
Title:
Date:
Assignagree7 (07/13) Assignment Agreement, Master Agreement No. MNWNC-116 Page 3 of 6
EXHIBIT A
The Assigned Contract Vendors accept assignment of all the provisions of the Master Agreement MNWNC-115. The
following pricing schedule reflects the products (Desktops -Band 1, Laptops Band 2, & Laptops Band 3) assigned to
Hewlett Packard Inc. and replaces Exhibit B of Master Agreement MNWNC-115 held by Hewlett Packard Company.
I:IaI.L931
MNNVP-133 EXHIBIT B - PRICING SCHEDULE
COMPUTER EQUIPMENT: DESKTOPS, LAPTOPS, TABLETS
DISCOUNTS1 . BASELINE PRICING HP INC. LIST PRICE
2. BAND •R
CODE DISCOUNT
BAND 1 DESKTOP
LAPTOPBAND 2 BAND 3 TABLET 3M 0%
Ca egory Exception: Promotions/Smart Bus PROMO 1%
IMPORTANT: The minimum discount is provided, refer to Contract Vendor's Website for any
additional discounts and request a quote for bulk/volume discounts. All prices shall be FOB
Destination, prepaid and allowed (with freight included in the price). If there is a special case where
inside delivery fee must be charpled, the Contract Vendor will noti the customer in advance.
THIRD3. PARTY PRODUCTS•%
Category Exception: Third Party Software TPS 5%
See HP NASPOValuePoint Website for Approved Third Party Software & Hardware Manufacturers.
OfferedSERVICES -
Services
Services are at the option of the Participating State. The Participating Addendum by each State may
address service agreement terms. The majority of HP Branded products include up to a 3 year
warranty and HP provides options to upgrade to 2, 3, 4 and 5 year warranty through HP Care Packs
for some products as available. For product specifications & standard warranty included with system
see: http://h71069.www7.hp.com/ciuickspecs/overview.html#intro
5. LEASING
Participating Addendum may icientity if and how leasin agreement terms will be conducted.
OF O� 11 - .
a. Big Deal Pricing: Contact HP sales for additional savings provided through "special, fixed pricing"
(Big Deal). HP offers Multiple Transaction Volume based on the quantity, specific product or
products purchased in a given time period.
b. Cumulative and Special Discounts: Based on annual volume, HP will evaluate yearly sales on
the Master Agreement and may elect to provide potential increased discount per band or provide
specials for select products for the product category or series life cycle.
c. Additional Bulk/Volume Discount Options: HP may provide procuring entities with different
flexible savings options based on what meets their specific needs and requirements. HP may
provide opportunities in the form of additional equipment if allowed by the Participating Entity.
d. Contact HP for detailed list of additional discounts provided.
Assignagree7 (07113) Assignment Agreement, Master Agreement No. MNWNC-115 Page 4 of 6
EXHIBIT B
The Assigned Contract Vendors accept assignment of all the provisions of Master Agreement MNWNC-115. The following
pricing schedule reflects the products (Servers Band 4, Storage Band 5) assigned to Hewlett Packard Enterprise and
replaces Exhibit B of Master Agreement MNWNC-115 held by Hewlett Packard Company.
HEWLETT PACKARD ENTERPRISE
MNNVP-134 EXHIBIT B - PRICING SCHEDULE
COMPUTER EQUIPMENT: SERVERS & STORAGE
. BASELINE PRICING HP ENTERPRISE LIST PRICE
2. BAND •R
DISCOUNTS1
CODE DISCOUNT
BAND 4 SERVER 4M o
BAND 5 STORAGE0
IMPORTANT: The minimum discount is provided, refer to Contract Vendor's Website for any
additional discounts and request a quote for bulk/volume discounts. All prices shall be FOB
Destination, prepaid and allowed (with freight included in the price). If there is a special case where
inside deliveN fee must be char ed, the Contract Vendor will notify the customer in advance.
THIRD3. PARTY PRODUCTS1%
Category Exception: Third7—arty Software TPS 5 o
CateqorV Exception: Microsoft O/S when purchased with Band 4 items
4M16 0%
See HP WSCA-NASPO Website for Approved Third Party Software & Hardware Manufacturers.
OfferedSERVICES
Services
Services are at the option of the Participating State. The Participating Addendum by each State may
address service agreement terms. The majority of HP Branded products include up to a 3 year
warranty and HP provides options to upgrade to 2, 3, 4 and 5 year warranty through HP Care Packs
for some products as available. For product specifications & standard warranty included with system
see: http://h71069.www7.hp.com/guickspecs/overview.html#intro
5. LEASING
Participatinq Addendum may identiN if and how leasinq agreement terms will be conducted.
6. ADDITIONAL DISCOUNTS
a. Big Deal Pricing: Contact HP sales for additional savings provided through "special fixed pricing"
(Big Deal). HP offers Multiple Transaction Volume based on the quantity, specific product or
products purchased in a given time period.
b. Cumulative and Special Discounts: Based on annual volume, HP will evaluate yearly sales on
the Master Agreement and may elect to provide potential increased discount per band or provide
specials for select products for the product category or series life cycle.
c. Additional BulkNolume Discount Options: HP may provide procuring entities with different
flexible savings options based on what meets their specific needs and requirements. HP may
provide opportunities in the form of additional equipment if allowed by the Participating Entity.
d. Contact HP for detailed list of additional discounts provided.
Assignagree7 (07/13) Assignment Agreement, Master Agreement No. MNWNC-115 Page 5 of 6
EXHIBIT C
MASTER AGREEMENT MNWNC-11S
Assignagree7 (07113) Assignment Agreement, Master Agreement No. MNWNC-115 Page 6 of 6
115PAlrml bP ADMIA 91PArlOff
STATE OF MINNESOTA
Materials Management Division
112 Administration Building
50 Sherburne Avenue
St. Paul, MN 55155
Voice: 661.296.2600
Fax: 651.297.3996
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
WITH.
Hewlett Packard Company
FOR
COMPUTER EQUIPMENT: (Desktops, Laptops, Tablets, Servers, and Storage
including Related Peripherals & Services)
To: Hewlett-Packard Company
3000 Hanover Street
Palo Alto, CA 94304
.Contract Vendor Administrator.
Debra Lee
Email: debra.lee@hD.com
Phone: 847.537.0344
CONTRACT NO:
CONTRACT PERIOD:
Through
EXTENSION OPTION:
MNWNC-116
April 1; 2015, or upon final
executed signatures,
whichever is later
March 31, 2017
UP TO 36 MONTHS
You are hereby notified that your response to our solicitation, which opened January 31, 2014, is accepted. The following
documents, in order of precedence, are incorporated herein by reference and constitute the entire Contract between you
and the State: 1. A Participating Entity's Participating Addendum ("PA") A Participating Entity's Participating Addendum
shall not diminish, change, or impact the fights of the Lead State with regard to the Lead State's contractual relationship
with the Contract Vendor under the Terms of Minnesota WSCA-NASPO Master Agreement.; 2. Minnesota WSCA-NASPO
Master Agreement (includes negotiated Terms and Conditions); 3. The Solicitation; and 4. the Contract Vendor's
response to the Solicitation. These documents shall be read to be consistent and complementary. Any conflict among
these documents shall be resolved by giving priority to these documents in the order listed above.
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed intending to be bound thereby.
1. HEWLETT-PACKARD COMPANY 2. MINNESOTA MATERIALS MANAGEMENT DIVISION
The Contractor cues that the appropriate person(s) have In accumence with Minn. Stat. § 1 03, subd. 3.. .
executed this Agreement on behalf of the contractor as required
by app! able rise, bylaws resolutbns, or ordinances.
+rL " �1�1 Trw :eset Title: MeV mel Amn
The: pCow>e Date: Data. - I IS
ey., 3. MINNESOTA COMMISSIONER OF ADMINISTRATION
a u.
Or delegated representative.
Title: ey.
Date:
Date-
FEB
sig
ns
FEE 2 6 2015
By Cues J. Jannett
CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
COMPUTER EQUIPMENT
201.4-2019
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
TABLE OF CONTENTS
TABLEOF CONTENTS...................................................................................................................................................2
SUMMARY.............................................................................................................................................:.........:.:.............3
EXHIBITA - TERMS & CONDITIONS ............................................ ................................ .................................................. 5
EXHIBITB - PRICING....................................................................................................................................................23
EXHIBIT B - PRICING SCHEDULE...............................................................................................................................26
EXHIBIT C - PRODUCT AND SERVICE SCHEDULE (PSS).......................................................................................26
EXHIBIT-WEBSITE..........................................................................-.................................................:...................27
EXHIBIT E-ACTION REQUEST UPDATE FORM(ARF) ............................................................................................28
EXHIBITF - REPORTING..............................................................................................................................................30
EXHIBITG - DEFINITIONS ................................... :......... ........................... ................................................................... 31
2. CONTRACTNO. MHWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
SUMMARY
1. BACKGROUND. The State of Minnesota, Department of Administration, Materials Management Division publicly
posted a Request for Proposal on behalf of the Slate of Minnesota and WSCA-NASPO Cooperative Procurement
Program (°WSCA-NASPO") resulting in a Master Agreement Award. After evaluation by a multi -state sourcing team
the solicitation resulted in this Minnesota WSCA-NASPO Master Agreements with qualified manufacturers for
Computer Equipment (Desktops, Laptops, Tablets, Servers, and Storage including related Peripherals &
Services).
The original solicitation contains the requirements and definitions establishing the following Product Bands allowed on
the Master Agreement. The configuration limits and restrictions for this Master Agreement are provided below.
Participating Entities may revise these in their Participating Addendum. Bands awarded are identified below:
Band 1: Desktop Band 3: Tablet Band 5: Storage
Band 2: Laptop Band 4: Server
The original solicitation included Band 6: Ruggedized. This band has been removed and ruggedized equipment will
be allowed in Bands 1-5. The original solicitation and responses may be found on the WSCA-NASPO Website.
2. EFFECTIVE DATE. The Master Agreement contract term will begin on April 1, 2015, or upon final executed
signatures, whichever is later, through March 31, 2017, with the option to extend up to 36 months, upon agreement by
both parties. Contract Sales may not begin until the Website, Product and Service Schedule and third party products
have been approved by the Master Agreement Administrator.
3. PARTICIPATION. All authorized governmental entities in any State are welcome to use the resulting Master
Agreements through WSCA-NASPO with the approval of the State Chief Procurement Official. Contract Vendors are
able to sign Participating Addendums (PA) at the option of Participating States. Participating States reserve the right
to add State specific terms and conditions and modify the scope of -the contract in their Participating Addendum as
allowed by the Master Agreement.
4..CONFIGURATION DOLLAR LIMITS. The following configuration limits apply to the Master Agreement, Participating
States may define their configuration limits in their participating addendum. The Participating State's Chief
Procurement Official may increase or decrease the configuration limits, as defined in their Participating Addendum.
The Participating: State will determine with the Contract Vendor how to approve these modifications to the State s
Product and Service Schedule.
The dollar limits identified below are based on a SINGLE computer configuration. This is NOT a restriction on the
purchase of multiple configurations (e.g. an entity could purchase 10 laptops @ $10,000 for a total purchase price of
$100,000).
ITEM CONFIGURATION'
Server $500,000
Storage $500,000
Desktops $ 10,000
Laptops $ 10,000
Tablets $ 5,000
Peripherals $ 5,000
Services Addressed by each State in participating addendum
" Configuration is defined as the combination of hardware and software components that make up the total functioning
system. Software purchases are considered a part of the configuration limit of the equipment.
3 CONTRACT NO.MNWNC-11$ MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
S. RESTRICTIONS. The following restrictions apply to the Master Agreement. A Participating State may set further
restrictions of products in"their Participating Addendum. The Participating State will determine with the Contract
Vendor how to approve these modifications to the State's Product and Service Schedule.
a. Software
1. Software is restricted to operating systems and commercial off -the -shelf (COTS) software and is subject to
equipment configuration limits.
2. Software is an option which must be related to the procurement of equipment.
3. Software must be pre -loaded or provided as an electronic link with the initial purchase of equipment.
4. Software such as middleware which is not always installed on the equipment, but is related to storage and
server equipment (Band 4&5) purchased, is allowed and may be procured after the initial purchase of
equipment.
b. Services
1. Services must be related to the procurement of equipment.
2. Service limits will be addressed by each State.
3. Wireless phone and internet service is not allowed.
4. Cloud Services including acquisitions structured as managed on-ske.services are not allowed.
5. Managed Print Services are not allowed.
c. Third Party Products.
1. Contract Vendors can only offer Third Party Products in the bands they have been awarded.
2. Contract Vendor cannot offer products manufactured by another Contract Vendor holding a Minnesota
WSCA-NASPO Master Agreement unless approved by the Lead State.
d. Additional Product/Services
1. Hardware and software required to solely support wide area network (WAN) operation and management are
not allowed.
2. Lease/Rentals of equipment may be allowed and will be addressed by each State.
3. Cellular Phone Equipment is not allowed.
4. EPEAT Bronze requirement may be waived, on a State case by case basis, if approved by the State's Chief
Procurement Officer.
6. PARTNER UTILIZATION: Each state represented by WSCA-NASPO that chooses to participate in this Master
Agreement independently has the option of utilizing partners. Only partners approved by the Participating State may
be deployed. The participating State will define the process to add and remove partners in their participating
addendum.
CONTRACT NO. MNWNC-116 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT A - TERMS & CONDITIONS
MASTER AGREEMENT TERMS AND CONDITIONS
A. GENERAL TERMS, CONDITIONS & INSTRUCTIONS
1. ACCEPTANCE OF TERMS AND CONDITIONS. The contents Of the RFP and the response of the successful
responder will become Master Agreement contractual obligations, along with the final Master Agreement, if acquisition
action ensues. A statement of acceptance of the proposed Contract Terms and Conditions, unless taken exception to;
as specified in the RFP must be included in the response. Any suggestions for alternate language shall be presented.
The Lead State is under no obligation to accept wording changes submitted by the responder. The Lead State is
solely responsible for rendering decisions in matters of interpretation on all terms and conditions. Any response which
fails to comply with this requirement may be disqualified as nonresponsive.
All general proposal terms, specifications and WSCA-NASPO Terms & Conditions form a part of this RFP and will
apply to any Master Agreements entered into as a result thereof.
2.. CONFLICT OF TERMSfORDER OF PRECEDENCE:
a. A Participating Entity's Participating Addendum ("PA");
b. Minnesota WSCA-NASPO Master Agreement (includes negotiated Terms & Conditions)
c. The Solicitation including all Addendums; and
d. Contract Vendor's response to the Solicitation
These documents shall be read to be consistent and complementary. Any conflict among these documents shall be
resolved by giving. priority to these documents in the order listed above. Contract Vendor terms and conditions that
apply to this Master Agreement are only those that are expressly accepted by the Lead State and must be in writing
and attached to the Master Agreement as an Exhibit or Attachment. No other terms and conditions shall apply,
including terms and conditions listed in the Contract Vendor's response to the Solicitation, or terms listed or
referenced on the Contract Vendor's website, in the Contract Vendor quotation/sales order or in similar documents
subsequently provided by the Contract Vendor. The solicitation language prevails unless a mutually agreed exception
has been negotiated.
3. ADDENDA TO THE RFP. Any addendum issued will become apart of the RFP. The Lead State may modify or clarify
the RFP by issuing one or more addenda to all parties who have received the RFP. Each responder must follow the
directions on the addendum. Addenda will be numbered consecutively in the order they are issued.
4.. AWARD. The award of this solicitation will be based upon the total accumulated points as established in the RFP, for
separate items, by grouping items, or by total lot, and where at its sole discretion the Lead State believes it will
receive the best value. The Lead State reserves the right to award this solicitation to a single responder, or to multiple
responders, whichever is in the best interest of the Lead State. It is the Slate's intent to award to multiple responders.
The Lead State reserves the right to accept all or part of an offer, to reject all offers, to cancel the solicitation, or to re-
issue the solicitation, whichever is in the best interest of the Lead State.
The Sourcing Team will make a recommendation on the award of this.RFP. The commissioner of Administration or
designee may accept or reject the recommendation of the Sourcing Team. The final award decision will be made by
the Commissioner of Administration and the WSCA-NASPO Management Board.
5. CLARIFICATION. If a responder discovers any significant ambiguity, error, conflict, discrepancy, omission, or other
deficiency in the RFP, the responder shall immediately notify the Acquisition Management Specialist in writing, as
CONTRACTNO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
specified in the introduction, of such error and request modification or clarification of the document. This notification is
due no later than seven calendar days prior to the proposal due date and time.
Responders are cautioned that any activity or communication with a State employee or officer, or a member of the
Evaluation Team, regarding this Solicitation's contents or process, is strictly prohibited and may, as a result, have its
response rejected. Any communication regarding this Solicitation, its content or process, must be directed to the
Acquisition Management Specialist listed in the Solicitation documents.
6. COMPLETION OF RESPONSES. A response maybe rejected if it is conditional or incomplete. Responses that
--contain conflicting,false,-or-misleading statements or that provide references that contradict or do not support an
attribute or condition stated by the responder, may be rejected.
7. MASTER AGREEMENT ADMINISTRATOR, The Master Agreement Administrator designated by WSCA-NASPO and
the State of Minnesota, Department of Administration is: Susan Kahle. Direct all correspondence and inquiries, legal
questions, general issues, or technical issues regarding this RFP to:
Susan Kahle
Acquisition Management Specialist
Department of Administration
Materials Management Division
50 Sherburne Avenue
112 Administration Building
St. Paul, MN 55155
Fax: 651,297.3996
E-mail: susan.kahleCa state.mmus
6. DISPOSITION OF DATA SUBMITTED BY CONTRACT VENDOR. All materials submitted in response to this RFP
will become property of the Lead State and will become public record after the evaluation process is completed. The
evaluation process is complete when negotiations with the selected vendors are final.
By executing this Contract, the Contract Vendor certifies and agrees that all information provided in the Contract and
in response to the solicitation will be made public in accordance with the solicitation and that no information has been
designated Trade Secret pursuant to the Minnesota Government Data Practices Act.
If the Contract Vendor submits information after execution of this Contract that it believes to be trade secret
materials, as defined by the Minnesota Government Data Practices Act, Minn. Stat. § 13.37, the Contract Vendor
must:
a. clearly mark all trade secret materials at the time the information is submitted;
b, include a statement with regard to the information justifying the trade secret designation for each item; and,
c. defend any action seeking release of the matedals it believes to be trade secret, and indemnify and hold harmless
the Lead State, its agents and employees, from any judgments awarded against the Lead State in favor of the
party requesting the materials, and any and all costs connected with that defense. This indemnification survives
the Lead State's award of a Master Agreement. In submitting a response to the RFP, the responder agrees that
this indemnification survives as long as the trade secret materials are in possession of the Lead State. The Lead
State will not consider the prices submitted by the responder to be trade secret materials.
9. DISPUTE RESOLUTION PROCEDURES. Any issue a responder has with the RFP document, which includes, but is
not limited to, the terms, conditions, and specifications, must be submitted in writing to and received by the Master
Agreement Administrator prior to the opening due date and time. Any issue a responder has with the Master
Agreement award must be submitted in writing to the Master Agreement Administrator within five working days from
the time the notice of the intent to award is issued. This notice may be made by any of the following methods:
notification by letter, fax or email, or posted on the Materials Management website, www.mmd.admin.state.mn.us. The
Lead State will respond to any protest received that follows the above procedure. For those protests that meet the
above submission requirements, the appeal process is, in sequence: The responsible Master Agreement
Administrator, the Materials Management Division (MMD)Assistant Director, and the MMD Director.
10. ELECTRONIC FILES TO DOWNLOAD, COMPLETE, AND RETURN. Responders must download a WordfExcel
document.
11. ENTIRE AGREEMENT. A written Master Agreement (including the contents of this RFP and selected portions of
Contract Vendor's response incorporated therein by reference) and any written addenda thereto constitute the entire
agreement of the parties to the Master Agreement.
CONTRACTNO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
12. IRREVOCABLE OFFER. In accordance with this Request for Proposal, and subject to all conditions thereof, the
undersigned agrees that its response to this RFP, or any part thereof, is an irrevocable offer for 180 days following the
submission deadline date unless stated otherwise in the RFP. It is understood and agreed that the response, or any
part thereof, when accepted by the appropriate department and State officials in writing, may become part of a legal
and binding Master Agreement between the undersigned vendor and the State of Minnesota.
13. MATERIAL DEVIATION. A responder shall be presumed to be in agreement with these terms and conditions unless it
takes specific exception to one or more of the conditions. Submission by the responder of its proposed language shall
not be viewed as an exception unless the responder specifically states in the response that its proposed changes are
intended to supersede the terms and conditions.
RESPONDERS ARE CAUTIONED THAT BY TAKING ANY EXCEPTION THEY MAY BE MATERIALLY
DEVIATING FROM THE REQUEST FOR PROPOSAL. IF A RESPONDER MATERIALLY DEVIATES FROM THE
GENERAL TERMS, CONDITIONS AND INSTRUCTIONS OR THE WSCA-NASPO TERMS AND CONDITIONS
AND/OR SPECIFICATIONS, ITS RESPONSE MAY BE REJECTED.
A material deviation is an exception to the Request for Proposal general or WSCA-NASPO terms and conditions
and)or specifications that: '
a, gives the responder taking the exception a competitive advantage over other vendors; or,
b.. gives the Lead State something significantly different from that which the Lead State requested.
14. NONRESPONSIVE RESPONSES. Responses that do not comply with the provisions in the RFP may be considered
nonresponsive and may be rejected.
15. NOTICES. If one party is required to give notice to the other under the Master Agreement, such notice shall be in
writing and shall be effective upon receipt. Delivery may be by certified United States mail or byhand, in which case a
signed receipt shall be obtained. A facsimile transmission shall constitute sufficient notice, provided the receipt ofthe
transmission is confirmed by the receiving party. Either party must notify the other of a change in address for
notification purposes. All notices to the Lead State shall be addressed as follows:
STATE OF MINNESOTA:
MN WSCA-NASPO COMPUTER EQUIPMENT CONTRACT ADMINISTRATOR
112 Administration Bldg.
50 Sherburne Avenue
St. Paul, MN 55155
651-296-2600
CONTRACTNO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
MASTER AGREEMENT TERMS AND CONDITIONS
B. WSCA-NASPO TERMS AND CONDITIONS
1. ADMINISTRATIVE FEES. The Contract Vendor shall pay a WSCA-NASPO Administrative Fee of one -tenth of one
percent (0.1%or 0.001) in accordance with the Terms and Conditions of the Master Agreement no later than 60 days
following the end of each calendar quarter. The WSCA-NASPO Administrative Fee shall be submitted quarterly and is
based on sales of products and services (less any charges for taxes or shipping). The WSCA-NASPO Administrative .
Fee is not negotiable.This fee is to be included as part of the pricing submitted with proposal.
Additionally; -some states 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 will be incorporated into the Participating Addendum that is made a part of the Master Agreement. The
Contract Vendor may adjust the Master Agreement pricing accordingly for purchases made by Purchasing Entities
within the jurisdiction of the state..All such agreements may not affect the WSCA-NASPO Administrative Fee or the
prices paid by the Purchasing Entities outside the jurisdiction of the state requesting the additional fee.
2. AGREEMENT ORDER OF PRECEDENCE. The Master Agreement shall consist of the following documents:.
a. A Participating Entity's Participating Addendum ("PA");
b. Minnesota WSCA-NASPO Master Agreement (includes negotiated Terms and Conditions)
c. The Solicitation including all addendums; and
d. Contract Vendor's response to the Solicitation
These documents shall be read to be consistent and complementary. Any conflict among these documents shall be
resolved by giving priority to these documents in the order listed above. Contract Vendor terms and conditions that
apply to this Master Agreement are only those that are expressly accepted by the Lead State and must be in writing
and attached to this Master Agreement as an Exhibit or Attachment. No other terms and conditions shall apply,
including terms and conditions listed in the Contract Vendor's response to the Solicitation, or terms listed or
referenced on the Contract Vendor's website, in the Contract Vendor quotation/sales order or in similar documents
subsequently provided by the Contract Vendor. The solicitation language prevails unless a mutually agreed exception
has been negotiated.
3. AMENDMENTS. The terms of this Master Agreement shall not be waived, altered, modified, supplemented or
amended in any manner whatsoever without prior written approval of the WSCA-NASPO Master Agreement . .
Administrator.
4. ASSIGNMENT OF ANTITRUST RIGHTS. NEGOTIATED. Contract Vendor irrevocably assigns to a Participating
Entity any claim for relief or cause of action which the Contract Vendor now has or which may accrue to the Contract
Vendor in the future by reason of any violation of state or federal antitrust laws (15 U.S.C. § 1-15 or a Participating
Entity's state antitrust provisions), as now in effect and as may be amended from time to time, in connection with any
goods or services provided to the Contract Vendor for the purpose of carrying out the Contract Vendor's obligations
under this Master Agreement or Participating Addendum, including, at a Participating Entity's option, the right to
control any such litigation on such claim for relief or cause of action to the extent the assignment is necessary for the
Participating Entity to overcome Federal or State's bar on indirect purchases.
5. ASSIGNMENTISUBCONTRACT. NEGOTIATED Contract Vendor shall not assign, sell, transfer, subcontract or
sublet rights, or delegate responsibilities under this Master Agreement, in whole or in part, without the prior written
approval of the WSCA-NASPO Master Agreement Administrator.
Lead State, or Participating Entity, shall not assign, delegate or otherwise transfer all or any part of this Agreement
without prior written consent from Contractor, except for assignment or delegation to a Participating Entity State
agency or eligible Purchasing Entity.
6. CANCELLATION. Unless otherwise stated in the terms and conditions, any Master Agreement may be canceled by
either party upon 60 days' notice, in writing, prior to the effective date of the cancellation. Further, any Participating
Entity may cancel its participation upon 30 days written notice, unless otherwise limited or stated in the special terms
and conditions of this solicitation or in the applicable Participating Addendum. Cancellation may be in whole or in
part. Any cancellation under this provision shall not affect the rights and obligations attending orders outstanding at
the time of cancellation, including any right of a Participating Entity to indemnification by the Contract Vendor, rights of
payment for goodstservices delivered and accepted, and rights attending any warranty or default in performance in
association with any order. Cancellation of the Master Agreement due to Contract Vendor default may be immediate
if defaults cannot be reasonably cured as allowed per Default and Remedies term.
8 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT . HEWLETT PACKARD COMPANY
CONFIDENTIALITY. N N-D SCLOSURE AND INJUNCTIVE RELIEF. NEGOTIATED
7.1 Confidentiality. Contract Vendor acknowledges that it and its employees or agents may, in the course of
providing the Product under this Master Agreement, be exposed to or acquire.information that is confidential to
Participating Entity or Participating Entity's clients. Any and all information of any form that is marked as confidential
or would by its nature be deemed confidential obtained by Contract Vendor or its employees or agents in the
performance of this Master Agreement, including, but not necessarily limited to (a) any Participating Entity records,
(b) personnel records, and. (c) information concerning individuals, is confidential information of Participating Entity
("Confidential Information")., Any reports or other documents or hems (including software) that result from the use of
the Confidential Information by Contract Vendor shall be treated in the same manner as the Confidential Information.
Confidential Information does not include information that (a) is or becomes (other than by disclosure by Contract
Vendor) publicly known; (b) is furnished by Participating Entity to others without restrictions similar to those imposed
by this Master Agreement; (c) is rightfully in Contract Vendors possession without the obligation of nondisclosure
prior to the time Of its disclosure under this Master Agreement; (dyis obtained from a source other than Participating
Entity without the obligation of confidentiality, (a) is disclosed with the written consent of Participating Entity or; (f) is
independently developed by employees, agents or subcontractor of Contract Vendor who can be shown to have had
no access to the Confidential information
7.2 Non -Disclosure. Contract Vendor shall hold Confidential Information in confidence, using at least the industry
standard of confidentiality, and not to copy, reproduce, sell, assign, license, market, transfer or otherwise dispose of,
give, or disclose Confidential Information to third parties or use Confidential Information for any purposes whatsoever
other than the performance of this Master Agreement to Participating Entity hereunder, and to advise each of its
employees and agents of their obligations to keep Confidential Information confidential. Contract Vendor shall use
commercially reasonable efforts to assist Participating Entity in identifying and preventing any unauthorized use or
disclosure of any Confidential Information. Without limiting the generality of the foregoing, Contract Vendor shall
advise Participating Entity immediately if Contract Vendor learns or has reason to believe that any person who has
had access to Confidential Information has violated or intends to violate the terms of this Master Agreement and
Contract Vendor shall at its expense cooperate with Participating Entity in seeking injunctive or other equitable relief in
the name of Participating Entity or Contract Vendor against any such person. Except as directed by Participating
Entity, Contract Vendor will not at any time during or after the term of this Master Agreement disclose, directly or
indirectly, any Confidential Information to any person, except in accordance with this Master Agreement, and that
upon termination of this MasterAgreament or at Participating Entity's request, Contract Vendor shalt turn over to
:Participating Entity all documents, papers, and other matter in Contract Vendor's possession that embody Confidential
Information. Notwithstanding the foregoing, Contract Vendor may keep one copy of such Confidential Information
necessary for quality assurance, audits and evidence of the performance of this Master Agreement.
7.3 Injunctive Relief. Contract Vendor acknowledges that breach of this Section, including disclosure of any
Confidential Information, will cause irreparable injury to Participating Entity that is inadequately compensable in
damages. Accordingly, Participating Entity may seek and obtain injunctive relief against the breach or threatened
breach of the foregoing undertakings, in addition to any other legal remedies that may be available. Contract Vendor
acknowledges and agrees that the covenants contained herein are necessary for the protection of the legitimate
business interests of Participating Entity and are reasonable in scope and content.
7A. Contractor Information. Contractor information exchanged under this Agreement will be treated as confidential
if identified and labeled as such at disclosure and if the circumstances of disclosure would reasonably indicate such
treatment to the extent is is protected from disclosure under governing law. Confidential information may only be
used for the purpose'of fulfilling obligations or exercising rights under this Agreement, and shared with employees,
agents (including WSCA-NASPO Cooperative Purchasing Organization LLC) or contractors with a need to know such
information to support that, purpose. Confidential information will be protected using a reasonable degree of care to
prevent unauthorized use or disclosure for three (3) years from the date of receipt or (if longer) for such period as the
information remains confidential. These obligations do not cover information that: i) was known or becomes known to
the receiving party without obligation of confidentiality; ii) is independently developed by the receiving party; or III)
where disclosure is required by law or a governmental agency. Contractor acknowledges that pricing, reported usage,
and other provisions of this Agreement that describe the products and services available under the master agreement
may be made publicly available. by WSCA-NASPO to promote use of the Agreement and shall not be considered
Confidential information.
7.5. Personal Information. Each party shall comply with their respective obligations under applicable data protection
legislation. Contractor does not intend to have access to personally identifiable information ("PII") of Participating
Entity in providing services. To the extent Contractor has access to Participating Entity Pit stored on a system or
device of Participating Entity, such access will likely be incidental and Participating Entity will remain the data
controller of Participating Entity PH at all times. Contractor will use any PH to which it has access strictly for purposes
of delivering the services ordered.
CONTRACTNO. MNWNC-116 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
1.6 Participating Entity is agreeing to the above language to the extent is not in conflict with Participating Entities
public disclosure laws.
8. DEBARMENT. The Contract Vendor certifies that neither it nor its principals are presently debarred, suspended,
proposed for debarment, declared ineligible, or voluntary excluded from participation in this transaction (Master
Agreement) by any governmental department or agency. If the Contract Vendor cannot certify this statement, attach a
written explanation for review by WSCA-NASPO.
In any order against this Master Agreement for a requirement established by a Purchasing Entity that discloses the
use of federal funding, to the extent another form of certification is not required by a Participating Addendum or the
order of the Purchasing Entity, the Contractor's quote represents a recertification consistent with The terms of
paragraph S, Section 2D, Minnesota Terms and Conditions
9. DEFAULTS & REMEDIES. NEGOTIATED.
a. The occurrence of any of the following events shall be an event of default under this Master Agreement:
1: Nonperformance of contractual requirements; or
ii. A material breach of any termor condition of this Master Agreement; or
Ill. Any representation or warranty by Contract Vendor in response to the solicitation or in this Master Agreement
proves to be untrue or materially misleading; or
iv. Institution of proceedings under any bankruptcy, insolvency, reorganization or similar law, by.or against
Contract Vendor, or the appointment of a receiver or similar officer for Contract Vendor or any of its property,
which is not vacated or fully stayed within thirty (30) calendar days after the institution or occurrence thereof;
or
v. Any default specified in another section of this Master Agreement.
b. Upon the occurrence of an event of default, Lead State shall issue a written notice of default, identifying the.
nature of the default, and providing a period of 30 calendar days in which Contract Vendor shall have an
opportunity to cure the default. The Lead State shall not be required to provide advance written notice or a cure
period and may immediately terminate this Master Agreement in wholeor in part if the Lead State, in its sole .
discretion, determines that it is reasonably necessary to preserve public safety or prevent immediate public crisis.
Time allowed for cure shall not diminish or eliminate Contract Vendor's liability for damages, including liquidated
damages to the extent provided for under this Master Agreement.
c. If Contract Vendor is afforded an opportunity to cure and fails to cure the default within the period specified in the
written notice of default, Contract Vendor shall be in breach of its obligations under this Master Agreement and
Lead State shall have the right to exercise any or all of the following remedies:
I. Exercise any remedy provided by law; and
ii. Terminate this Master Agreement and any related Master Agreements or portions thereof; and
iii. Impose. liquidated damages as provided in this Master Agreement; and
iv. Suspend Contract Vendor from receiving future bid solicitations; and
v. Suspend Contract Vendor's performance; and
vi: Withhold payment until the default is remedied.
d. In the event of a default under a Participating Addendum, a Participating Entity shall provide a written notice of
default as described in this section and have all of the rights and remedies under this paragraph regarding its
participation in the Master Agreement, in addition to those set forth in its Participating Addendum. Unless
otherwise specified in a Purchase Order, a Purchasing Entity shall provide written notice of default as described in
this section and have all of the rights and remedies under this paragraph and any applicable Participating
Addendum with respect to an Order placed by the Purchasing Entity. Nothing in these Master Agreement Terns
and Conditions shall be construed to limit the rights and remedies available to a Purchasing Entity under the
applicable commercial code.
a. Contractor may discontinue performance with any Purchasing Entity if Purchasing Entity fails to pay any
undisputed sum due, or with any Participating Entity if after thirty (30) days written notice Participating Entity has
not cured any other material failure to perform under this Agreement.
10. DELIVERY. Unless otherwise indicated in the Master Agreement, the prices are the delivered price to any -
Purchasing Entity. All deliveries shall be F.O:B. destination with all transportation and handling charges paid by the
Contract Vendor_ Additional delivery charges will not be allowed for back orders.
11. FORCE MAJEURE. Neither party to this Master Agreement shall be held responsible for delay or default caused by
fire, riot, acts of God and/or war which is beyond that party's reasonable control. The WSCA-NASPO Master
Agreement Administrator may terminate this Master Agreement after determining such delay or default will reasonably
prevent successful performance of the Master Agreement,
10 CONTRACT NO. MNWNC•115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
12. GOVERNING LAW. This procurement and the resulting agreement shall be governed by and construed in
accordance with the laws of the Lead State sponsoring and administering the procurement. The construction and
effect of any Participating Addendum or order against the Master Agreements shall be governed by and construed in
accordance with the laws of the Participating Entity's State. Venue for any claim, dispute or action conceming an
order placed against the Master Agreements or the effect of a Participating Addendum shall be in the Purchasing
Entity's State.
13. INDEMNIFICATION. DELETED SEE SECTION 2C77
14, INDEMNIFICATION — INTELLECTUAL PROPERTY. DELETED SEE SECTION 2C17
15. INDEPENDENT CONTRACT VENDQR. The Contract Vendor shall be an independent Contract Vendor, and as such
shall have no authorization, express or implied to bind WSCA-NASPO or the respective states to any agreements,
settlements, liability or understanding whatsoever, and agrees not to perform any acts as agent for WSCA-NASPO or
the states, except as expressly set forth herein.
16. INDIVIDUAL CUSTOMER. Except to the extent modified by a Participating Addendum, each Participating Entity shall
follow the terms and conditions of the Master Agreement and applicable Participating Addendum and will have the
same rights and responsibilities for their purchases as the Lead State has in the Master Agreement, including but not
limited to, any indemnity or to recover any costs allowed in the Master Agreement and applicable Participating
Addendum for their purchases. Each Purchasing Entity will be responsible for its own charges, fees, and liabilities.
The Contract Vendor will apply the charges and invoice each Purchasing Entity individually.
17. INSURANCE. NEGOTIATED. Except to the extent modified by a Participating Addendum, Contract Vendor shall,
during the term of this Master Agreement, maintain in full force and effect, the insurance described in this section.
Contract Vendor shall acquire such insurance from an insurance carrier or carriers licensed to conduct business in the
Participating Entity's state and having a rating of A-, Class VII or better, in the most recently published edition of
Best's Reports. Failure to buy and maintain the required insurance may result in this Master Agreement's termination
or at a Participating Entity's option, result in termination of its Participating Addendum.
Coverage shall be written on an occurrence basis. The minimum acceptable limits shall be as indicated below, for
each of the following categories:
a. Commercial General Liability covering the risks of bodily injury (including death), property damage and personal
injury, including coverage for contractual liability, with a limit of not less than $1 million per occurrencet$2 million
general aggregate;
b. Contract Vendor must comply with any applicable State Workers Compensation or Employers Liability Insurance
requirements.
The Contract Vendor is responsible for payment of Contact related premiums on all insurance policies, and
deductibles.
Prior to commencement of the work, Contract Vendor shall provide to the Participating Entity a written endorsement to
the Contract Vendor's general liability insurance policy that (i) includes the Participating Entity as an additional
insured, which endorsement may be met through the use of what is referred to as a "blanket' additional insured
endorsement, and (ii) provides that the Contract Vendor's liability insurance policy shall be primary, with any liability
insurance of the Participating Entity as secondary and noncontributory.
Contract Vendor shall furnish to Participating Entity copies of certificates of all required insurance within thirty (30)
calendar days of the Participating Addendum's effective date and prior to performing any work. Copies of renewal
certificates of all required insurance shall be furnished, upon request. These certificates of insurance must expressly
indicate compliance with each and every insurance requirement specified in this section. Failure to provide evidence
of coverage may, at the Lead State Master Agreement Administrator's sole option, result in this Master Agreement's
termination.
Coverage and limits shall not limit Contract Vendor's liability and obligations under this Master Agreement.
18. LAWS AND REGULATIONS. NEGOTIATED. Any and all supplies, services and equipment offered and furnished
shall comply fully with all applicable Federal and State laws and regulations.
11 CONTRACT NO. MNWNC-116 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
If software is licensed to Participating Entity for use in the performance of a US Government prime contract or
subcontract, Participating Entity agrees that consistent with FAR 12.211 and 12.212, commercial computer software,
documentation and technical data for commercial items are licensed under publisher's standard commercial license.
Products and services provided under these terms are for Participating Entity's internal use and not for further
commercialization. Participating Entity is responsible for complying with applicable laws and regulations, including but
not limited to, obtaining any required export or import authorizations if Purchasing Entity exports, imports or otherwise
transfers products and/or deliverables provided under this Agreement.
19. LICENSE OF PRE-EXISTING INTELLECTUAL PROPERTY. DELETED — SEE SECTION 2B30 FOR REVISED
TERM ADDRESSING TITLE OF PRODUCT.
- -20 NO WAIVER OF SOVEREIGN -IMMUNITY. The Lead State, Participating Entity or -Purchasing Entity to the extent it—
applies 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.
If a claim must be brought in a federal forum, then it must be brought and adjudicated solely and.
exclusively within the United States District Court of the Participating Entity's State.
21. ORDER NUMBERS. NEGOTIATED Contract order and purchase order numbers shall be clearly shown on all
acknowledgments, shipping labels (if possible), packing slips, invoices, and on all correspondence.
"Order" means the accepted order including any supporting materials which the parties identify as incorporated either
by attachment or reference ("Supporting Materials'). Supporting Materials may include (as examples) product lists,
hardware or software specifications, standard or negotiated service descriptions, data sheets and their supplements,
and statements of -work (SOWS), published warranties and service level agreements, and may be available to
Participating Entity in hard copy or by accessing a designated Contractor website.
22. PARTICIPANTS. WSCA-NASPO Cooperative Purchasing Organization LLC is not a party to the Master Agreement.
It is a nonprofit cooperative purchasing organization assisting states in administering the WSCAtNASPO cooperative
purchasing program for state government departments, institutions, agencies and political subdivisions (e.g., colleges,
school districts, counties, cities, etc.,) for all 50 states and the District of Columbia. Obligations under this Master
Agreement are limited to those Participating States Who have signed a Participating Addendum where contemplated
by the solicitation. Financial obligations of Participating States are limited to the orders placed by the departments or
other state agencies and institutions having available funds. Participating States incur no financial obligations on
behalf of political subdivisions. Unless otherwise specified in the solicitation, the resulting award will be permissive.
23. PARTICIPATION OF ENTITIES. Use of specific WSCA-NASPO cooperative Master Agreements by state agencies,
political subdivisions and other entities (including cooperatives) authorized by 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 respective State Chief Procurement Official.
24. PAYMENT.. NEGOTIATED. Payment for completion of an order under this Master Agreement is normally made
within 30 days following the date the entire order is delivered or the date a correct invoice is received, whichever is
later. After 45 days the Contract Vendor may assess overdue account charges up to a maximum rate of one percent
per month on the outstanding balance. Payments will be remitted by mail. Payments may be made via a State or
political subdivision "Purchasing Card" with no additional charge.
Prices are exclusive of taxes, duties, and fees, unless otherwise quoted. If a withholding tax is required by law, the
tax will be added and identified on the applicable invoice. Prices include the fee as specified in section 1.
26. PUBLIC INFORMATION. The Master Agreement and all related documents are subject to disclosure pursuant to the
Participating Entity's public information laws.
26. RECORDS ADMINISTRATION AND AUDIT. NEGOTIATED. The disclosure of records in Participating States
relating to Participating addenda and orders placed against the Master Agreement shall be governed by the laws of
the Participating State and entity who placed the order.
The Contractor shall maintain books, records, documents, and other evidence pertaining to this Master Agreement
and orders placed by Purchasing Entities under it to the extent and in such detail as shall adequately reflect
performance and administration of payments and fees. Contractor shall permit the Lead State, a Participating Entity,
12 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
a Purchasing Entity, the federal government (including its grant awarding entities and the U.S. Comptroller General),
and any other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or transcribe
Contractor's books, documents, papers and records directly pertinent to this Master Agreement or orders placed by a
Purchasing Entity under it for the purpose of making audits, examinations, excerpts, and transcriptions. This right
shall survive for a period of five (5) years following termination of this Agreement or final payment for any order placed
by a Purchasing Entity against this Agreement, whichever is later, to assure compliance with the terms hereof or to
evaluate performance hereunder.
Without limiting any other remedy available to any governmental entity; the Contractor shall reimburse the applicable
Lead State, Participating Entity, or Purchasing Entity for an overpayments inconsistent with the terms of the -Master -
Agreement or orders or underpayment of fees found as a result of the examination of the Contractor's records.
The rights and obligations -herein right exist in addition to any quality assurance obligation in the Master Agreement -
requiring the Contractor to self -audit contract obligations and that permits the Lead State Master Agreement
Administrator to review compliance with those obligations.
Records will be retained longer if required by Participating Entity's law.
Contractor will be advised with reasonable prior written notice of each audit. The parties will work together in good
faith to establish an audit process that does not interfere with Contractor's ability to perform its obligations under this.
Agreement or any other agreement, or compromise any reasonable security processes or procedures. Contractor will
provide the auditor with information reasonably required to effect the audit, provided however that Contractor reserves
the right to impose limitation or require additional assurances from Customer and its auditor as may be necessary to
protect the Confidential Information of Contractor to the extent such limitations and assurances are not in conflict with
Participating Entity's governing laws. In no event will Contractor be required to provide Customer or its auditor with
access to Contractor's internal costs and resource utilization data, or data related to employees or other customers of
Contractor to the extent it's not in conflict with Participating Entity's governing law.
27. REPORTS - SUMMARY AND DETAILED USAGE. In addition to other reports that may be required by this
solicitation, the Contract Vendor shall provide the following WSCA-NASPO reports.
a. Summary Sales Data. The Contractor shall submit quarterly sales reports directly to WSCA-NASPO using the
WSCA-NASPO Quarterly Sales/Administrative Fee Reporting Tool found at
htto:/Avww.nasi)o.oroNVNCPO/Calculator.aspx. Any/all sales made under the contract shall be reported as
cumulative totals by state. Even if Contractor experiences zero sales during a calendar quarter, a report is still
required. Reports shall be due no later than the last day of the month following the end of the calendar quarter (as
specified in the reporting tool).
b. Detailed Sales Data. Contract Vendor shall also report detailed sales data by: state; entity/customer type, e.g.,
local government, higher education, K12, non-proflt; Purchasing Entity name; Purchasing Entity bill -to and ship -to
locations; Purchasing Entity and Contract Vendor Purchase Order identifier/number(s); Purchase Order Type
(e.g., sales order, credit, return, upgrade, determined by industry practices); Purchase Order date; Ship Date; and
line item description, including product number if used. The report shall be submitted in any form required by the
solicitation. Reports are due on a quarterly basis and must be received by the Lead State no later than the last
day of the month following the end of the reporting period. Reports shall be delivered to the Lead State and to the
WSCA-NASPO Cooperative Development Team electronically through email; CD -Rom, jump drive or other
electronic matter as determined by the Lead State.
Detailed sales data reports shall include sales information for all sales under Participating Addenda executed
under this Master Agreement. The format for the detailed sales date report is in Section 6, Attachment H.
c. Reportable sales for the summary sales data report and detailed sales data report includes sales to employees
for personal use where authorized by the Participating Addendum. Specific data in relation to sales to employees
for personal use to be defined in the final contract award to ensure only public information is reported.
d. Timely submission of these reports is a material requirement of the Master Agreement. The recipient of the
reports 'shall have exclusive ownership of the media containing the reports. The Lead State and WSCA-NASPO
shall have a perpetual, irrevocable, non-exclusive, royalty free, transferable right to display, modify, copy, and
otherwise use reports, data and information provided under this section.
28. ACCEPTANCE AND ACCEPTANCE TESTING. NEGOTIATED.
a. Acceptance. Purchasing Entity (the entity authorized under the terms of any Participating Addendum to place
orders under this Master Agreement) shall determine whether all Products and Services delivered meet the
13 CONTRACTNO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
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 of non -acceptance of a
Product or completion of 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 a
day after delivery of Product or completion of Services. This clause shall not be applicable, if acceptance testing
and corresponding terms have been mutually agreed to by both parties in writing. .
b. Acceptance Testing. The Purchasing Entity (the entity authorized under the terms of any Participating
Addendum to place orders underthis Master Agreement) and the Contract Vendor shall determine if Acceptance
Testing is applicable and/or required for the purchase. The terms in regards to acceptance testing will be
negotiated, in writing, as mutually agreed. If Acceptance Testing is NOT applicable, the terms regarding
Acceptance in the Contract shall prevail.
---- - c_-Installation- If Contractor isprovidinginstallation with the product purchase, Contractor's site guidelines --
-- - (available upon upon request) will describe the facilities Participating Entity is required to provide. Contractor will —
conduct its standard installation and test procedures to confirm completion.
29. SYSTEM FAILURE OR DAMAGE. In the event of system failure or damage caused by the Contract Vendor or its
Product, the Contract Vendor agrees to use its commercially reasonable efforts to restore or assist in restoring the
system to operational capacity. The Contract Vendor shall be responsible under this provision to the extent a'system'
is defined at the time of the Order, otherwise the rights of the Purchasing Entity shall be governed by the Warranty.
30. TITLE OF PRODUCT. NEGOTIATED
OWNERSHIP
a. Intellectual -Property Rights. No transfer of ownership of any intellectual property will occur under this Agreement.
Purchasing Entity grants Contractor a non-exclusive, worldwide, royalty -free right and license to any intellectual
property that is necessary for Contractor and its designees to perform the ordered services. If deliverables are
created by Contractor specifically for Purchasing Entity and identified as such in Supporting Material, Contractor
hereby grants Purchasing Entity a worldwide, non-exclusive, fully paid, royalty -free license to reproduce and use
copies of the deliverables internally.
b. Title. Title for hardware products will pass upon delivery to Customer or its designee. Where permitted by law,
HP retains a security interest in products sold until full payment is received.
31. WAIVER OF BREACH. Failure of Lead State Master Agreement Administrator, Participating Entity, or Purchasing
Entity to declare a default or enforce any rights and remedies shall not operate as a waiver under this Master.
Agreement or Participating Addendum. Any waiver by the Lead State or Participating Entity must be in writing.
Waiver by the Lead State Master Agreement Administrator, Participating Entity, or Purchasing Entity of any default,
right or remedy under this Master Agreement or Participating Addendum, or breach of any terms or requirements shall
not be construed or operate as a waiver of any subsequent default or breach of such term or requirement, or of any
other term or requirement under this Master Agreement, a Participating Addendum, or order.
32. WARRANTY. NEGOTIATED. The warranty provided must be the manufacturers written warranty tied to the product
at the time of purchase and must include the following:: (a) the Product performs according to the Specifications (b)
the Product is suftable for the ordinary purposes for which such Product is used, and, (c) the Product Is designed and
manufactured in a commercially reasonable manner. Products and services are provided with the standard
manufacturer's published warranty, support, and software licensing terms ("Specifications"). Services are performed
using generally recognized commercial practices and standards. Customer agrees to provide prompt notice of any
service concerns.
For third party products sold by the Contract Vendor that are not Contractor -branded, the Contract Vendor sells the
third party products with the manufacturer or publisher's standard warranty, license, and maintenance "AS IS". The
Contract Vendor will provide warranty and maintenance call numbers and assist the customer in engaging the
manufacturer on warranty and maintenance issues.
Upon breach of the warranty, the Contract Vendor will repair or replace (at no charge to the Purchasing Entity) the
Product whose nonconformance is discovered and made known to the Contract Vendor. If the repaired and/or
replaced Product proves to be inadequate, or fails of its essential purpose, the Contract Vendor will refund the full
amount of any payments that have been made. The rights and remedies of the parties under this warranty are in
addition to any other rights and remedies of the parties provided by law or so ordered by the court.
This Agreement states all remedies for warranty claims. To the extent permitted bylaw, Contractor disclaims all other
warranties.
14 CONTRACTNO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
MASTER AGREEMENT TERMS AND CONDITIONS
C. MINNESOTA TERMS AND CONDITIONS
1. ACCEPTANCE OF PROPOSAL CONTENT. The contents of this RFP and selected portions of response of the
successful Proposer will become contractual obligations, along with the final Master Agreement, if acquisition action
ensues. The Lead State is solely responsible for rendering the decision in matters of interpretation of all terms and
conditions.
-- 2.-ACCESSIBILITY -STANDARDS. The -State of Minnesota has developed IT Accessibility_ Standards effective_
September 1, 2010, which entails, in part, the Web Content Accessibility Guidelines (WCAG) 2.0 (Level AA) and
Section 508 Subparts A-D which can be viewed at http:llwww.mmd.admin.state.mn.us/pdf/accessibility standard.Ddf
Responders must complete the WCAG VPAT form -included in the FORMS section of the RFP--The completed VPRT----
form will be scored based on its compliance with the Accessibility Standards. The requested WCAG VPAT applies to
the responders website to be offered under the Contract. For products offered, VPATS are only to be provided upon
request by the participating entity.
Upon request by the participating entity, the. responder must make best efforts to provide Voluntary Product
Accessibility Templates (VPATS) for all products offered in its response. Click here for link to VPATS for both Section
508 VPAT and WCAG 2.0 VPAT ttttp•//mn gov/oetloolicies-and-standards/accessibilitv/#.
3. ADMINISTRATIVE PERSONNEL CHANGES. The Contract Vendor must notify the Contract Administrator of
changes in the Contract Vendor's key administrative personnel, in advance and in writing. Any employee of the
Contract Vendor who, in the opinion of the State of Minnesota, is unacceptable, shall be removed from the project
upon written notice to the Contract Vendor. In the event that an employee is removed pursuant to a written request
from the Acquisition Management Specialist, the Contract Vendor shall have 10 working days in which to fill the
vacancy with an acceptable employee.
4. AMENDMENT(S). Master Agreement amendments shall be negotiated by the Lead State with the Contract Vendor
whenever necessary to address changes in the terms and conditions; costs, timetable, or increased or decreased
scope of work. An approved Master Agreement amendment means one approved by the authorized signatories of the
Contract Vendor and the Lead State as required by law.
wr
5 ` AMERICANS WITH DISABILITIES ACT (ADA). DELETED.
S. AWARD OF RELATED CONTRACTS. In the event the Lead State undertakes or awards supplemental Contracts for
work related to the Master Agreement or any portion thereof, the Contract Vendor shall cooperate fully with all other
Contract Vendors and the State in all such cases. All Master Agreements between subcontractors and the.Contract
Vendor shall include a provision requiring compliance with this section.
7. AWARD OF SUCCESSOR CONTRACTS. In the event the State undertakes or awards a successor for work related
to the Contract or any portion thereof, the current Contract Vendor shall cooperate fully during the transition with all
other Contract Vendors and the State in all such cases. All Master Agreements between subcontractors and the
Contract Vendor shall include a provision requiring compliance with this section.
8. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION.
a. Certification regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion —Lower Tier Covered
Transactions.
Instructions for certification:
1. By signing and submitting this proposal, the prospective lower tier participant (responder] is providing the
certification set out below.
2. The certification in this clause is a material representation of fact upon .Which reliance was placed when this
transaction was entered into. If it is later determined that the prospective lowertler participant knowingly
rendered an erroneous certification, in addition to other remedies available to the federal government, the
department or agency with which this transaction originated may pursue available remedies, including
suspension and/or debarment.
15 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT - HEWLETT PACKARD COMPANY
3. The prospective lower tier participant shall provide immediate written notice to the person to whom this
proposal [response] is submitted if at any time the prospective lower tier participant learns that its certification
was erroneous when submitted or had become erroneous by reason of changed circumstances.
4. The terms -covered transaction, debarred, suspended, ineligible lower tier covered transaction, participant,
person, primary covered transaction, principal, proposal, and voluntarily excluded, as used in this clause,
have the meaning set out in the Definitions and Coverages section of rules implementing Executive
Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a
copy of those regulations.
5. The prospective lower tier participant agrees by submitting this response that, should the proposed covered
transaction be entered into, it shall not knowingly enter into any lower tier covered transaction [subcontract
equal to or exceeding $25,000] with a person who is proposed for debarment under. 48 CFR part 9,
- subpart 9.4, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this
covered transaction, unless authorized by the department or agency with which this transaction originated.
6. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause
titled, "Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion —Lower Tier
Covered Transaction,' without modification, in all lower tier covered transactions and in all solicitations for
lower tier covered transactions.
7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier
covered transaction that it is not proposed for debarment under 48 CFR part 9, subpart 9.4, debarred,
suspended, ineligible, or voluntarily excluded from covered transactions, unless it knows that the certification
is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its
principals. Each participant may, but is not required to, check the list of parties excluded from federal
procurement and nonprocurement programs.
8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order
to render in good faith the certification required by this clause. The knowledge and information of a participant
is not required to exceed that which is normally possessed by a prudent person in the ordinary course of
business dealings.
9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered
transaction knowingly enters into a lower tier covered transaction with a person who is proposed for
debarment under 48 CFR part 9, subpart 9.4, suspended, debarred, ineligible, or voluntarily excluded from
..participation in this transaction, in addition to other remedies available to the Federal government, the
department or agency with which this transaction originated may pursue available remedies, including
suspension and/or debarment. ,
b. Certification Regarding Debarment,Suspension, Ineligibility and Voluntary Exclusion —Lower Tier Covered
Transactions.
1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor lts_principals
is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency.
2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification,
such prospective participant shall attach an explanation to this proposal.
9. CHANGE REQUESTS. NEGOTIATED. The Lead State reserves the right to request, during the term of the Master
Agreement, changes to the products offered. Products introduced during the term of the Master Agreement shall go
through a formal review process. A formal process of changing the Master Agreement shall be developed during the
negotiation of the Master Agreement. The Contract Vendor shall evaluate and recommend products for which
agencies have an expressed need. The Lead State shall require the Contract Vendor to provide a summary of its
research of those products being recommended for inclusion in the Master Agreement as well as defining how adding
the product will enhance the Master Agreement. The Lead State may request that products, other than those
recommended, are added to the Master Agreement.
In the event that the Lead State desires to add new products and services that are not included in the original Master
Agreement, the Lead State requires that independent manufacturers and resellers cooperate with the already
16 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT NEWLETT.PACKARD COMPANY
established Contract Vendor in order to meet the Lead States requirements. Evidence of the need to add products or
services should be demonstrated to the Lead State. The Master Agreement shall be modified via supplement or
amendment. The Lead State will negotiate the inclusion of the products and services with the Contract Vendor. No
products or services will be added to the Master Agreement without the Lead State's prior approval.
Requests to change the scope of services or deliverables, on a per -Order basis; will require a change order signed by
the Purchasing Entity and Contractor.
10. CONFLICT MINERALS. Contract Vendor must provide information to the public on its website regarding the use of
conflict minerals, as required by Section 13(p) of the Securities Exchange Act of 1934, as amended, and the rules
promulgated thereunder. See: http://Www.sec.gov/ruies/final/2012/34-67716.Dd
11. COPYRIGHTED MATERIAL WAIVER. The Lead State reserves the right to use, reproduce and publish proposals in
any manner necessary for State agencies and local units of government to access the responses and/or to respond to
request for information pursuant to Minnesota Government Data Practices Act, , including but not limited to emailing,
photocopying, State Intranet/Internet postings, broadcast faxing, and direct mailing. In the event that the response
contains copyrighted or trademarked materials, it is the responder's responsibility to obtain permission for the Lead
State to reproduce and publish the information, regardless of whether the responder is the manufacturer or reseller of
the products listed in the materials. By signing its response, the responder certifies that it has obtained all necessary
approvals for the reproduction and/or distribution of the contents of its response and agrees to indemnify, protect,
save and hold the Lead State, its representatives and employees harmless from any and all claims arising from the
Violation of this section and agrees to pay all legal fees incurred by the Lead State in the defense of any such action.
12. EFFECTIVE DATE. Pursuant to Minnesota law, the Master Agreement arising from this RFP shall be effective upon
the date of final execution by the Lead State, unless a later date is specked in the Master Agreement.
13. FOREIGN OUTSOURCING OF WORK. Upon request, the Contract Vendor is required to provide information
regarding the location of where services, data storage and/or.location of data processing. under the Master Agreement
will be performed.
14. GOVERNMENT DATA PRACTICES. The Contract Vendor and the Lead State must comply with the Minnesota
Government Data Practices Act, Minn. StaL Ch. 13, (and where applicable, if the Lead 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 Contract Vendor and all data provided to the Lead State by the Contract Vendor. In addition, the
Minnesota Government Data Practices Act applies to all data created, collected, received, stored, used, maintained,
or disseminated by the Contract Vendor in accordance with the Master Agreement 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).
In the event the Contract Vendor receives a request to release the data referred to in this article, the Contract Vendor
must immediately notify the Lead State. The Lead State will give the Contract Vendor instructions concerning the
release of the data to the requesting party before the data is released. The civil remedies of Minn. Stat. § 13.08,
apply to the release of the data by either the Contract Vendor or the Lead State.
The Contract Vendor agrees to indemnify, save, and hold the State of Minnesota, its agent and employees, harmless
from all claims arising out of, resulting from, or in any manner attributable to any violation of any provision of the
Minnesota Government Data Practices Act (and where applicable, the Rules of Public Access to Records of the
Judicial Branch), including legal fees and disbursements paid or incurred to enforce this provision of the Master
Agreement. In the event that the Contract Vendor subcontracts any or all of the work to be performed under the
Master Agreement, the Contract Vendor shall retain responsibility under the terms of this article for such work.
15. HAZARDOUS SUBSTANCES. To the extent that the goods to be supplied by the Contract Vendor contain or may
create hazardous substances, harmful physical agents or infectious agents as set forth in applicable State and federal
laws and regulations, the Contract Vendor must provide Material Safety Data Sheets regarding those substances. A
copy must be included with each delivery.
16. HUMAN RIGHTS/AFFIRMATIVE ACTION. The Lead State requires affirmative action compliance by its Contract
Vendors in accordance with Minn. Stat. § 363A.36 and Minn. R. 6000,3400 to 5000.3600.
17 CONTRACTNO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
a. Covered contracts and Contract Vendors. One-time acquisitions, or a contract for a predetermined amount of
goods and/or services, where the amount of your response is in excess of $100,000 requires completion of the
Affirmative Action Certification page. If the solicitation is for a contract for an indeterminate amount of goods
and/or services, and the State estimated total value of the contract exceeds $100,000 whether d will be a multiple
award contract or not, you must complete the Affirmative Action Certification page. If the contract dollar amount or
the State estimated total contract amount exceeds $100,000 and the Contract Vendor employed more than
40 full-time employees on a single working day during the previous 12 months in Minnesota or in the state where
it has its principal place of business, the Contract. Vendor must comply with the requirements of Minn. Stat.
§ 363A.36, subd. 1 and Minn. R. 6000.3400 to 5000.3600. A Contract Vendor covered by Minn. Stat. § 363A.36,
subd. 1 and Minn. R. 5000.3400 to 5000.3600 that had more than 40 full-time employees within Minnesota on a
single working day during the previous 12 months must have a certificate of compliance issued by the
commissioner of the Department of Human Rights (certificate of compliance). A Contract Vendor covered by
Minn. Stat. § 363A.36, subd.1 that did not have more than 40 full-time employees on a single working day during
the previous 12 months within Minnesota but that did have more than 40 full-time employees in the state where it
has its principal place of business and that does not have a certificate of compliance must certify that it is in
compliance with federal affirmative action requirements.
b. Minn. Stat. § 363A.36, subd. I requires the Contract Vendor to have an affirmative action plan for the employment
of minority persons, women, and qualified disabled individuals approved by the commissioner of the Department
of Human Rights (commissioner) as indicated by a certificate of compliance. Minn. Stat. § 363A.36 addresses
suspension or revocation of a certificate of compliance and' contract_ consequences in that event. A contract
awarded without a certificate of compliance may be voided.
c. Minn. R. 5000.3400-5000.3600 implement Minn. Stat. § 363A.36. These rules include, but are not limited to,
criteria for contents, approyai, and implementation of affirmative action plans; procedures for issuing certificates of
compliance and criteria for determining a Contract Vendor's compliance status; procedures for addressing
deficiencies, sanctions, and notice and hearing; annual compliance reports; procedures for compliance review•,
and contract consequences for noncompliance. The specific criteria for approval or rejection of an affirmative
action plan are contained in various provisions of Minn. R. 5000.3400-5000.3600 including, but not limited to,
parts 5000.3420-5000.3500 and parts 5000.3552-5000.3559.
d. Disabled Workers. Minn. R. 5000.3550 provides the Contract Vendor must comply with the following affirmative
action requirements for disabled workers.
AFFIRMATIVE ACTION FOR DISABLED WORKERS
(a) The Contract Vendor must not discriminate against any employee or applicant for employment because of
physical or mental disability in regard to any position for which the employee or applicant for employment is
qualified. The Contract Vendor agrees to take affirmative action to employ, advance in employment, and
otherwise treat qualified disabled persons without discrimination based upon their physical or mental disability
in all employment practices such as the following: employment, upgrading, demotion or transfer, recruitment,
advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training,
Including apprenticeship.
(b) The Contract Vendor agrees to comply with the rules and relevant orders of the Minnesota Department of
Human Rights issued pursuant to the Minnesota Human Rights Act:
(c) in the event of the Contract Vendor's noncompliance with the requirements of this clause, actions for
noncompliance may be taken in accordance with Minn. Stat. § 363A.36 and the rules and relevant orders of
the Minnesota Department of Human Rights issued pursuant to the,Minnesota Human Rights Act.
(d) The Contract Vendor agrees to post in conspicuous places, available to employees and applicants for
employment, notices in a form to be prescribed by the commissioner of the Minnesota Department of Human
Rights. Such notices must state the Contract Vendor's obligation under the law to take affirmative action to
employ and advance in employment qualified disabled employees and applicants for employment, and the
rights of applicants and employees.
(e) The Contract Vendor must notify each labor union or representative of workers with which it has a collective
bargaining agreement or other contract understanding, that the Contract Vendor is bound by the terms of
Minn. Stat. § 363A.36 of the Minnesota Human Rights Act and is committed to take affirmative action to
employ and advance in employment physically and mentally disabled persons.
18 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
e. Consequences, The consequences of a Contract Vendor's failure to implement its affirmative action plan or make
a good faith effort to do so include, but are not limited to, suspension or revocation of a certificate of compliance
by the commissioner, refusal by the commissioner to approve subsequent plans, and termination of all or part of
the Contract by the commissioner or the State.
f. Certification. The Contract Vendor hereby certifies that it is in compliance with the requirements of Minn. Stat.
§ 363A.36, subd. 1 and Minn. R. 5000.3400-5000.3600 and is aware of the consequences for noncompliance. It
is agreed between the parties that Minn. Stat. 363.36 and Minn. R. 5000.3400 to 5000.3600 are incorporated into
any contract between these parties based upon this specification or any modification of it. A copy of Minn. Stat.
§ 363A.36 and Minn. R. 5000.3400 to 5000.3600 are available upon request from the contracting agency.
17. INDEMNIFICATION. NEGOTIATED. The Contract Vendor shall indemnify, protect, save and hold harmless the Lead
State and the Participating Entity, its representatives and employees, from any and all third party claims or causes of
action, including all legal fees incurred by the Lead State and the Participating Entity arising from the negligence or
willful misconduct in performance of the Master Agreement by the Contract Vendor or its agents, employees, or
subcontractors. This clause shall not be Construed to bar any legal remedies the Contract Vendor may have with the
Lead State's and Participating Entity's failure to fulfill its obligations pursuant to the Master Agreement
If the Participating Entity's laws require approval of a third party to defend Participating Entity, Participating Entity will
seek such approval and if approval is not received, Contract Vendor is not required to defend that Participating Entity.
18. INTELLECTUAL PROPERTY INDEMNIFICATION. The Contract Vendor warrants that any Contractor -branded
materials ar products provided or produced by the Contract Vendor or utilized by the Contract Vendor in the
performance of this Master Agreement will not infringe upon or violate any patent, copyright, trade secret, or any other
proprietary right of any third party. In the event of any such claim by any third party against the Participating Entity, the
Participating Entity shall promptly notify the Contract Vendor. The Contract Vendor, at its own expense, shall
indemnify; defend or settle, and hold harmless the Participating Entity against any loss, cost, expense, or liability
(including legal fees) arising out of such a claim, whether or not such claim is successful against the Participating
Entity.
If such a claim has occurred, or in the Contract Vendors opinion is likely to occur, the Contract Vendor shall either
procure for the Participating Entity the right to continue using the materials or products or replacement or modified
materials or products. If an option satisfactory to the Participating Entity is not reasonably available, the Participating
Entity shall return the materials or products to the Contract Vendor, upon written request of the Contract Vendor and
at the Contract Vendor's expense.
The Contractor has no obligation for any claim of infringement arising from:
a. The Contractor's compliance with the Purchasing Entity's or by a third party on the PurchasingEntity's behalf
designs, specifications, or instructions;
b. The Contractor's use of technical information or technology provided by the Purchasing Entity;
c. Product modifications by the Purchasing Entity or a third party;
d. Product use prohibited by Specifications or related application notes; or
e. Product use with Products that are not the Contractor -branded.
19. LIMITATION OF LIABILITY. Contractor will be responsible for damages that Purchasing Entity may incur as a result
of purchasing products and services from HP, up to $10,000,000 (ten million dollars).
Except for unauthorized use of Purchasing Entity's or Contractor's intellectual property, neither Purchasing Entity nor
Contractor will be liable for lost revenues or profits, downtime costs, loss or damage to data or indirect, special or
consequential costs or damages. Contractor does not limits its liability for death or bodily injury caused by its
negligence, acts of fraud, willful repudiation of the agreement, nor any liability which may not be excluded or limited by
applicable law.
20. JURISDICTION AND VENUE. This RFP and any ensuing Master Agreement, its amendments and supplements
thereto, shall be governed by the laws of the State of Minnesota, USA. Venue for all legal proceedings arising out of
the Master Agreement, or breach thereof, shall be in the State or federal court with competent jurisdiction in Ramsey
County, Minnesota. By submitting a response to this Request for Proposal, a Responder voluntarily agrees to be
subject to the jurisdiction of Minnesota for all proceedings arising out of this RFP, any ensuing Master Agreement, or
any breach thereof.
19 CONTRACTNO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLErT PACKARD COMPANY
21. LAWS AND REGULATIONS. Any and all services, articles or equipment offered and furnished must comply fully
with all local, State and federal laws and regulations, including Minn. Stat. § 181.59 prohibiting discrimination and
business registration requirements of the Office of the Minnesota Secretary of State.
22. NONVISUAL ACCESS STANDARDS. Pursuant to Minn. Stat. § 16C.145, the Contract Vendor shall comply with the
following nonvisuat technology access standards:
a. That the effective interactive control and use of the technology, including the operating system applications
programs, prompts, and format of the data presented, are readily achievable by nonvisual means;
b. That the nonvisual access technology must be compatible with information technology used by other individuals
with whom the blind or visually impaired individual must interact;
c. That nonvisual access technology must be integrated into networks used to share communications among
employees, program participants, and the public; and
That the nonvisual access technology must have the capability of providing equivalent access by nonvisual
means to telecommunications or other interconnected network services used by persons who are not blind or
Visually impaired.
These standards do not require the installation of software or peripheral devices used for nonvisual access when the
information technology is being used by individuals who are not blind or visually impaired.
23. NOTICE TO RESPONDERS. Pursuant to Minn. Stet. § 270C.65, subd. 3, Contract Vendors are required to provide
their Federal Employer Identification Number or Social Security Number. This information may be used in the
enforcement of federal and State tax laws. Supplying these numbers could result in action to require a Contract
Vendor to file tax returns and pay delinquent tax liabilities. These numbers will be available to federal and State tax
authorities and State personnel involved in the payment of State obligations. .
24. ORGANIZATIONAL CONFLICTS OF INTEREST. The responder warrants that, to the best of its knowledge and
belief, and except as otherwise disclosed, there are no 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 Contract Vendor is unable or potentially unable to render impartial assistance or advice to the State;
+ the Contract Vendor's objectivity in performing the work is or might be otherwise impaired; or
• the Contract Vendor has an unfair competitive advantage.
The Contract Vendor 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 Contract Vendor 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 Master Agreement. in the event the Contract Vendor was aware of an organizational conflict of
interest prior to the award of the MasterAgreement and did not disclose the conflict to the Master Agreement
Administrator, the State may terminate the Master Agreement for default. The provisions of this clause shall be
included in all subcontracts for work to be performed, and the terms "Contract," "Contract Vendor," "Master
Agreement", "Master Agreement Administrator" and 'Contract Administrator" modified appropriately to preserve the
State's rights.
26. PAYMENT CARD INDUSTRY DATA SECURITY STANDARD AND CARDHOLDER INFORMATION SECURITY.
NEGOTIATED. NOT APPLICABLE TO CONTRACT VENDOR.
26. PERFORMANCE WHILE DISPUTE IS PENDING. Notwithstanding the existence of a dispute, the parties shalt
continue without delay to carry out all of their responsibilities under the Master Agreement that are not affected by the
dispute. If a party fails to continue without delay to perform its responsibilities under the Master Agreement, 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 borne by the responsible party.
27. PREFERENCE.
Targeted/Economically Disadvantaged. In accordance with Minn. Stat. § 16C.16, subds. 6 and 7, eligible certified
targeted group (TG) businesses and certified economically disadvantaged (ED) businesses will receive a 6 percent
preference on the basis of award for this RFP. The preference is applied only to the first $500,000 of the response to
the RFP. Eligible TG businesses must be currently certified by the Materials Management Division prior to the bid
opening date and time.
20 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
To verify TG/ED certification, refer to the Materials Management Division's web site at
www.mmd.admin.state.mn.usunder "Vendor Information, Directory of Certified TG/ED Vendors."
To verify TG eligibility for preference, refer to the Materials Management Division's web site under "Vendor
Information, Targeted Groups Eligible for Preference in State Purchasing" or call the Division's HelpLine at
651.296.2600.
Reciprocal Preference. In accordance with Minn. Stat. §16C.06, subd 7, the acquisition of goods or services shall be
allowed a preference over a non-resident vendor from a state that gives or requires a preference to vendors from that
state, the preference shall be equal to the preference given or required by the state of the non-resident vendor. If you
wish to be considered a Minnesota Resident vendor you must claim that by filling out the Resident Vendor Form
included in this solicitation and include it in your response.
Veteran. In accordance with Minn. Stat. § 16C.16, subd. 6a, (a) Except when mandated by the federal government as
a condition of receiving federal funds, the commissioner shall award up to a six percent preference in the amount bid
on state procurement to certified small businesses that are majority -owned and operated by:
(1) recently separated veterans who have served in active military service, at anytime on or after September 11,
2001, and who have been discharged under honorable conditions from active service, as indicated by the
person's United States Department of Defense form DD-214 or by the commissioner of veterans affairs;
(2) veterans with service -connected disabilities, as determined at any time by the United States Department of
Veterans Affairs; or
(3) any other veteran -owned small businesses certified under section 16C.19, paragraph (d).
In accordance with Minn. Stat. § 16C.19 (d), a veteran -owned small business, the principal place of business of
which is in Minnesota, is certified if it has been verified by the United States Department of Veterans Affairs as
being either a veteran -owned small business or a service disabled veteran -owned small business, in accordance
with Public Law 109-461 and Code of Federal Regulations, title 38, part 74.
To receive a preference the veteran -owned small business must meet the statutory, requirements above by the
solicitation opening date and time. The preference is applied only to the first $500,000 of the response.
If responder is claiming the veteran -owned preference, attach documentation, sign and return form with
response to the solicitation. Only eligible veteran -owned small businesses that. meet the statutory requirements
and provide adequate documentation will be given the preference.
28. PUBLIC INFORMATION. Once the information contained in the responses is deemed public information, interested '
parties may request to obtain the public information. You may call 651,201.2413 between the hours of 8:00 a.m. to
4:30 p.m. to arrange this.
29. PUBLICITY. Any publicity given to the program, publications or services provided resulting from a State contract for
goods or services, including but not limited to notices, informational pamphlets, press releases, research, reports,
signs and similar public notices prepared by or for the Contract Vendor, or its employees individually or jointly with
others, or any subcontractors, 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 Master Agreement prior to its approval by the
State's Authorized Representative and the State's Assistant Director or designee of Materials Management Division.
The Contract Vendor shall make no representations of the State's opinion or position as to the quality or effectiveness
of the products and/or services that are the subject of the Master Agreement without the prior written consent of the
State's Assistant Director or designee of Materials Management Division. Representations include any publicity,
including but not limited to advertisements, notices, press releases, reports, signs, and similar public notices.
30. PURCHASE ORDERS. The State requires that there will be no minimum order requirements or charges to process
an. individual purchase order. The Master Agreement number and the PO number must appear on all documents
(e.g., invoices, packing slips, etc.). The Ordering Entity's purchase order constitutes a binding contract
31. RIGHTS RESERVED. Notwithstanding anything to the contrary, the State reserves the right to:
a. reject any and all responses received;
b. select, for Master Agreements or for negotiations, a response other than that with the lowest cost;
c. waive or modify any informalities, irregularities, or inconsistencies in the responses received;
d. negotiate any aspect of the proposal with any responder and negotiate with more than one responder;
e. request a BEST and FINAL OFFER, if the State deems it necessary and desirable; and
21 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
f. terminate negotiations and select the next response providing the best value for the State, prepare and release a
new RFP, or take such other action as the State deems appropriate it negotiations fail to result in a successful
Master Agreement.
32. RISK OF LOSS OR DAMAGE. The State is relieved of all risks of loss or damage to the goods and/or equipment
during periods of transportation, and installation by the Contract Vendor and in the possession of the Contract Vendor
or their authorized agent.
33. SEVERABILITY. If any provision of the Master Agreement, including items incorporated by reference, is found to be
illegal, unenforceable, or void, then both the State and the Contract Vendor shall be relieved of all obligations arising
under such provisions. If the remainder of the Master Agreement is capable of performance it shall not be affected by
such declaration or finding and shall be fully performed.
34. STATE AUDITS (Minn. Stat. § 16C.05, subd. 5). The books, records, documents, and accounting procedures and
practices of the Contract Vendor or other party, that are relevant to the MasterAgreement or transaction are subject
to examination by the contracting agency and either the Legislative Auditor or the State Auditor as appropriate for a
minimum of six years after the end of the Master Agreement or transaction. The State reserves the right to authorize
delegate(s) to audit this Master Agreement and transactions.
36. SURVIVABILITY. NEGOTIATED. The following rights and duties of the State and responder will survive the
expiration or cancellation of the resulting Master Agreements. These rights and duties include, but are not limited to
paragraphs: Indemnification, Hold Harmless and Limitation of Liability, State Audits, Government Data Practices,
Governing Law, Jurisdiction and Venue, Publicity, Intellectual Property Indemnification, and Admin Fees. Software
licenses, warranty, and service agreement that were entered into under the terms and conditions of the Agreement
shall survive the expiration or termination of this Agreement
36. TRADE SECRET/CONFIDENTIAL INFORMATION. Any information submitted as Trade Secret must be identified
and submitted per the Trade Secret Form and must meet Minnesota Trade Secret as defined in Minn. Stat. § 13.37
22 CONTRACT NO. MNWNG-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT - HEWLETT PACKARD COMPANY
COMPUTER EQUIPMENT
2014-2019
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT B - PRICING
1. BAND(S) AWARDED: Band 1: Desktop Band 2: Laptop Band 3: Tablet Band 4: Server Band 5: Storage.
2. PRICE STRUCTURE. The contract employs a MINIMUM discount -off baseline price list structure with category
exceptions for each band. The category discounts may be higher or lower than the than the band discount. The.
minimum discount and categorized exceptions will be applied to all "quantity one" procurements. An end user will be
able to verify pricing using the named base line price list and the minimum discounts with the categorized exceptions
provided in the Master Agreement.
3. PRICE GUARANTEE. These discounts must remain firm, or the discount may be increased, during the term of the
Master.Agreement.
4. BASELINE PRICE LIST. The Base Line Price is designated in the Pricing Discount Schedule. The Base Line Price
List must be accessible and verifiable by potential end users preferably on the Contract Vendor Website. All historic
versions of the Baseline Price List must be made available upon request pursuant to the audit provisions.
5. PRODUCT AND SERVICE SCHEDULE (PSS). The Product and Service Schedule (PSS) identifies a complete
listing of all products and services included in the awarded Master Agreement. The PSS serves as the Contract
Catalog. The PSS will be submitted to the Lead State following contract award and must be approved by the
Lead State prior to the start of any sales. The PSS must be available on the Contract Vendor website for end users
to verify pricing based on the minimum discounts with category exceptions provided off a designated base line price
list. The Contract Vendor will work with each State to develop a satisfactory PSS reflecting the individual States
restrictions.
6. CHANGES TO THE PSS. Contract Vendor will request changes to the PSS utilizing an Action Request Form (ARF)
Submittals will be reviewed by the Lead State quarterly. Obsolete and discontinued products will be removed.
7. BULKA/OLUME PRICING. Further bulk/quantity savings may be obtained when additional quantities are requested.
Additional savings are expected when competing awarded vendors for volume pricing.
8. PROMOTIONAL OFFERS. Contract Vendors may provide promotions for deeply discounted products based on their
inventory and sales. The Contract Vendors will be responsible to market these offers.
9. PREMIUM SAVINGS PACKAGE PROGRAM. Contract Vendors participating in the Premium Savings Package
(PSP) Program will commit to the standard configurations. The standards currently are refreshed every six months
(May and November). Refresh schedule is subject to change. See current configurations:
htto://www.wnaso.comrndex.html. States and other Participating Entities can choose to purchase these packages
without any signing additional documents.
10. TRADE-IN. Trade -In Programs are the option of the Participating Entity. The Participating Addendum by each State
may address the allowance of Trade -Ins.
11. SERVICES. Services are at the option of the Participating Entity. The Participating Addendum by each State may
address service agreement terms and related travel.
23 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
12. LEASING. The Discount schedule will indicate if the Contract Vendor provides leasing. Participating Entities may
enter in to lease agreements if they have the legal authority to enter into these types of agreements. The Participating
Addendum by each State will identify if and how leasing agreement terms will be conducted.
13. FREIGHT. All prices shall be FOB Destination, prepaid and allowed (with freight included in the price), to the
address, receiving dock or warehouse as specified on the ordering agency's purchase order. In those situations in
which the "deliver -to" address has no receiving dock or agents, the Contract Vendor must be able to deliver to the
person specified on the PO without additional cost. If there is a special case where inside delivery fee must be
charged, the Contract Vendor will notify the customer in advance in order for the customer to determine if the
additional cost will affect the decision to utilize the Contract Vendor.
14. DELIVERY. Delivery of ordered product should be completed within thirty (30) calendar days after receipt of an order,
unless otherwise agreed to by the ordering agency.
24 CONTRACTNO. MNWNC-116 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
COMPUTER EQUIPMENT
2014-2019
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT B - PRICING SCHEDULE
1. BASELINE PRICING HP LIST PRICE CINK
2. DISCOUNTS CATEGORY MINIMUM
DISCOUNTCODE
DESKTOPBAND I BAND 2 •
BAND 3 TABLET 3M 20%
BAND 5 STORAGE
Cate o Exce tion: Promotions/SmartBus PROMO 1 1%
IMPORTANT: The minimum discount is provided, refer to Contract Vendor's Website for any additional discounts and
request a quote for bulkivolume discounts. All prices shall be FOB Destination, prepaid and allowed (with freight included
in the price). If there Is a special case where inside delivery fee must be charged, the Contract Vendor will notify the
customer in advance.
RD PARTY PRODUCTSt
Catearty Software TPS 5%
Category Exception: Microsoft O/S when purchased with Band 4 items 4M16 0%
See HP WSCA-NASPO Webs i[e for "roved Third Party Software & Hardware Manufacturers.
Offered
Services are at the option of the Participating State. The Participating Addendum by each State may address service
agreement terms. The majority of HP Branded products include up to a 3 year warranty and HP provides options to
upgrade to 2, 3, 4 and 5 year warranty through HP Care Packs for some products as available. For product specifications
& standard warranty included with system see: http:/lh7lQ69.www7.hy.com/cluicksipees/overview.htmItAntro
Parficilgating, Addendum may identify if and how leasino agreement terms will be conducted.
6. ADDITIONAL DISCOUNTS
a. Big Deal Pricing: Contact HP sales for additional savings provided through "special fixed pricing" (Big Deal). HP
offers Multiple Transaction Volume based on the quantity, specific product or products purchased in a given time
period.
b. Cumulative and Special Discounts: Based on annual volume, HP will evaluate yearly sales on the Master
Agreement and may elect to provide potential increased discount per band or provide specials for select products for
the product category or series life cycle.
c. Additional Bulk/Volume Discount Options: HP may provide procuring entities with different flexible savings options
based on what meets their specific needs and requirements..HP may provide opportunities in the form of additional
equipment if allowed by the Participating Entity.
d. Contact HP for detailed list of additional discounts provided.
25 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT C - PRODUCT AND SERVICE SCHEDULE (PSS)
1. MAINTAINING THE PSS. The Product and Service Schedule (PSS) identifies a complete listing of all products and
services included in the awarded Master Agreement. The PSS serves as the WSCA-NASPO Contract Catalog. The-
PSS will be submitted to the Lead State following contract award and must be approved by the Lead State
prior to the start of any sales. The PSS must be available on the Contract Vendor webste for end users to verify
pricing based on the minimum discounts with category exceptions provided off a designated base line price list. The
Contract Vendor will work with each State to develop a satisfactory PSS reflecting the individual States restrictions.
The Contract Vendor will work to develop a PSS satisfactory to the Lead State prior to the start of sales and
containing the following information:
a. Band number
b. Part #-SKU#
c. Manufacturer
d. Description
e. Minimum Discount
f.. Category Code (This code will be refined during the approval process)
g. Other fields approved by the Lead State
2. CHANGES TO THE PSS: Contract Vendor will request changes to the PSS utilizing an Action Request Form (ARF)
Submittals will be reviewed by the Lead State quarterly. Obsolete and discontinued products will be removed.
3. FORMAT: The format for the final product and service schedule will be approved within 30 days of contract award.
Suggested format is provided below:
MANUFACTURER NAME:
BASELINE PRICE LIST:
LINK:
DATE:
BAND
Part #-SKU#
MANUFACTURER
DESCRIPTION
MINIMUM
DISCOUNT
CATEGORY
CODE
1
XYZ
ABC
DESKTOP
60%
1M
2
550
ZZZZZZZ
LAPTOP CART
10%
2TM
3
123A
ABC
SUPER TABLET
25%
3A
4. THIRD PARTY PRODUCTS: A list of third party products is to be submitted to the Lead State. Approval must be
received from the Lead State prior to adding third party products to the Product and Service Schedule. Master
Agreement restrictions of third party products include:
a. Contract Vendors can only offer Third Party Products in the bands they have been awarded.
b. Contract Vendor cannot offer products manufactured by another Contract Vendor holding a Minnesota .
WSCA-NASPO Master Agreement unless approved by the Lead State.
c. The Contract Vendorwill assign the manufacturer or publisher's warranty and maintenance. The Contract Vendor
will provide warranty and maintenance call numbers and assist the customer in engaging the manufacturer on
warranty and maintenance issues.
d. Any additions to the Third Party Product list must be submitted utilizing the Action Request Form.
e. The approved Third Party Product.list will be clearly posted on the Vendor provided website and updated as
products are approved.
26 CONTRACTNO. MNWNC-116 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
COMPUTER EQUIPMENT
2014-2019
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT D - WEBSITE
1. IMPLEMENTATION. Within 30 calendar days of Master Agreement award, the Contract Vendor must provide a
sample URL of the Master Agreement webpage to the Lead State for review and approval. The Lead State will review
and determine acceptability of the website format and data. If the information is determined to be unacceptable or
incorrect, the Contract Vendor will have 15 calendar days to provide revisions to the Lead Stale. Once the website is
approved, the Contract Vendor may not make material changes to the website without notifying the Lead State and
receiving written approval of the changes utifting the Action Request Form. The Contract Vendor must continue to
monitor and update the website throughout the life of the contract. Periodic audits maybe conducted to ensure
webstes are updated and Contract Vendors will be expected to correct deficiencies.
2. WEBSITE CONTENT. The website must be separate from the Contract Vendors commercially available (i.e., public)
on-line catalog and ordering systems. Contract Vendor agrees to pursue design of a website to include the items
listed below. The Lead State will review and determine acceptability of the website format and data as stated in Item 1
above.
a. Baseline Price List and historic versions
b. Approved Product and Service Schedule (PSS)
c. Product specifications, pricing, and configuration aids for the major product categories proposed that can be used
4c, obtain an on-line quote
d. Third Party Product list will be clearly posted on the Vendor provided website and updated as products are
approved
e. "Link to the WSCA-NASPO EmarketCenter
f. Online ordering capability with the ability to remember multiple ship to locations if applicable to product
g. Contact information for order placement, service concerns (warranty and maintenance), problem reporting, and
billing concerns
h. Sales representatives for participating entities
i. Purchase order tracking
j. Available Twenty-four (24) hours per day, seven (7) days per week availability, except for regularly scheduled
maintenance
k.: Additional Terms may not be posted on the Website without written approval of the Lead State
I. Link to the WSCA-NASPO EmarketCenter if a State is participating
m. Information on accessibility and accessible products
n. If participating in Premium Savings Package Program, lead with these products and display prominently on the
webste
o. Links to environmental certification, including but not limited to take-back/recycling programs,
p. Information regarding the use of Conflict minerals, as required by Section 13(p) of the Securities Exchange Act of
1934, as amended, and the rules promulgated thereunder. See: httg76lwww.sec.Qov/rules/finaV2012J34-67716.odf
q. Service options, service agreements for negotiations when allowed by a participating addendum
r. EPEAT, Energy Star, etc.
s. Link to Signed Participating Addendums
t. Link to Signed Master Agreement
u. Link LID solicitation and Response
3. TERMINATION Upon termination or expiration of the Master Agreement awarded from this RFP all websites, on-line
offering systems and Electronic Catalog functions supported and/or available as part of the Master Agreement will
cease and be removed from public viewing access without redirecting to another website.
27 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
COMPUTER EQUIPMENT
2014-2019
MINNESOTA WSCA-NASPO MASTER AGREEMENT AWARD_
EXHIBIT E - ACTION REQUEST UPDATE FORM (ARF)
The Action Request Form (ARF) provided in this document must be utilized by the Contract Vendor to provide
quarterly updates of PSS and to make requests. The Action Request Forms may be reviewed quarterly by the
Lead State.
DATE:
ATTN: WSCA-NASPO Master Agreement Administrator
RE: Master Agreement # with
Dear WSCA-NASPO Master Agreement Administrator:
Vendor)
(Contract Vendor) is providing the following update and/or
requesting the action noted below.
Action Requested:
Action Log: Verify Log is attached
SELECT ACTION BELOW AND PROVIDE REQUIRED INFORMATION:
_Update of Product & Service Schedule _. provide summary of additions; deletions and pricing changes.
NOTE: THIS WILL BE A NOTIFICATION OF CHANGES TO THE PSS, APPROVAL WILL NOT BE NEEDED
Quarterly Self Audit Check this box to verify the Quarterly Self Audit has been completed
_Third Party Product Addition
_Marketing Approval
_Material Website Change
_Miscellaneous Inquiry
Provide warranty Guarantee
Attach Materials for review
Describe and provide link for review
Provide detail (e.g. key contact change, etc.)
The Contract Vendor certifies Products and Services provided meet the terms and conditions of the Master Agreement
and understands they may be audited for compliance. Additional information may be requested upon submission. The
Lead State may remove previously approved items throughout the life of the Master Agreement if in the best interest at its
sole discretion.
Contract Vendor:
Name of Requester:
Title of Requester:
28 CONTRACT NO. MNWNC415 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
COMPUTER EQUIPMENT
2014-2019
MINNESOTA-WSCA-NASPO MASTER AGREEMENT AWARD
EXHIBIT E - ACTION REQUST FORM (ARF)
ACTION REQUEST FORM
LOG
Submit updated Action Log with each update. Log must provide history of previous update.
CONTRACT VENDOR:
Contact Name and Email (for questions):
DATE:
DATE I ACTION REQUESTED: DATE APPROVED
SUBMITTED'
29 CONTRACTNO. M14WNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
COMPUTER EQUIPMENT
2014-2019
MIN_ NESOT_A_WSCA-NASPO MASTER AGREEMENT _ AWARD -
EXHIBIT F - REPORTING
1. OWNERSHIP: Recipient of the reports shall have exclusive ownership of the media containing the reports_ The Lead
State and WSCA-NASPO shall have a perpetual, irrevocable, non-exclusive, royalty free, transferable right to display,
modify, copy, and otherwise use reports, data and information provided.
2. DUE DATE- Reports shall be due no later than the last day of the month following the end of the calendar quarter.
01
January 1 1
March 31
A ri130
Q2
April I
June30
Jul 31
Q3
July 1
September 30
October31
Q4
October 1
December 31
Janua 31
3. REQUIRED REPORTS:
Report Name
Submitted to
Purpose & Submittal
1
WSCA-NASPO Administrative Fee
WSCA-
Identify total sales and administrative fee due to WSCA-
NASPO
NASPO
1)Goto: http://www.nasoo.orciMNCPO/Calculator.aspx.
2) Complete all contract report information fields
3) Enter total sales per State or Select "no sales for quarter"
chackbox
4) Click on Submit button
2
WSCA-NASPO Detailed Sales
WSCA-
Detailed sales data by line item. Currently via an Excel Report
NASPO
template. Future MAY involve a portal. No modifications may
be made by the Contract Vendor to the template. This report
may also fulfill the reporting requirements of self audits,
premium savings sales, and Bdng Your Own Device Employee
Sales.
3
Participating States
Participating
Contract Vendor may utilize the detailed sales report to report
State
to individual States unless otherwise directed by the State.
States may require additional reporting.
4
Participating Addendum Status
WSCA-
Provides status of Participating Addendums. Excel Template
NASPO
to be provided by WSCA-NASPO.
5
Premium Saving Package (PSP)
PSP Lead
Additional reporting maybe requested.
6
Quarterly Updates of PSS and Self
Lead State
Utilize the Action Request Form (ARE)
Audit
30 CONTRACT NO. MNWNC-115 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
---MINNES-OT_A- WSCA-NASP_O MASTER AGREEMENT _AWARD
EXHIBIT G - DEFINITIONS
Acceptance. See Master Agreement Terms regarding Acceptance and Acceptance Testing.
Accessory. Accessories do not extend the functionality of the computer, but enhances the user experience i.e., mouse
pad, monitor stand. For the purposes of this proposal, accessories are considered peripherals.
Bands: For the purpose of this solicitation, there are six product bands which may be awarded. Each product band
includes related peripherals and services. Responders must only respond to Bands in which they manufacture the defined
product. Responder may receive an award in one or more bands for which they manufacture a product based on the
evaluation.
BAND 1: DESKTOP. A desktop computer is a personal computer intended for regular use at a single location. A desktop
computer typically comes in several units connected together during installation: 1) the processor, 2) display monitor and
3)'input devices usually a keyboard and a mouse. All operating systems for tablets are allowed. Zero Clients, Thin clients,
all in ones and workstations will also be included under desktops. Ruggedized equipment may also be included in the
Product and Service schedule for this band.
BAND 2: LAPTOP. A laptop computer is a personal computer for mobile use. A laptop includes a display, keyboard,
point device such as a touchpad and speakers into a single unit. A laptop can be used away from an outlet using a
rechargeable battery. All operating systems for tablets are allowed. Laptops will include notebooks, ultrabook, mobile thin
clients, chromebooks and netbooks. Computers with mobile operating systems will also be included under laptops.
Tablets that have the option to be utilized with a keyboard can be sold in this band. Ruggedized equipment may also be
included in the Product and Service Schedule for this band.
BAND 3: TABLET., A tablet is a mobile computer that provides a touchscreen which acts as the primary means of
control: All operating systems for tablets are allowed. Ruggedized equipment may also be included as a category in the
Product and Service Schedule for this band.
BAND 4: SERVER.. A server is a physical computer dedicated to run one or more services or applications (as a host) to
serve the needs of the users of other computers on a network. This band also includes server appliances. Server
appliances have their hardware and software preconfigured by the manufacturer. It also includes embedded networking
components such as those found in blade chassis systems. Ruggedized equipment may also be included in the Product
and Service Schedule for this band.
BAND b: STORAGE. Storage is hardware with the ability to store large amounts of data. This band includes SAN
switching necessary for the proper functioning of the storage environment. Ruggedized equipment may also be included
in the Product and Service Schedule for this band.
Devises may also be affemel "Ader weed° a 5 of then aster n..re..maRt BAND 6 REMOVED. RUGGEDIZEO
EQUIPMENT MAY BE SOLD IN BANDS 1-5, PROVIDED IT MEETS BAND REQUIREMENTS.
Cloud Services. Delivery of computing as a service rather than a product, whereby shared resources, software and
information are provided to computers and other devices as a utility over a network, such as the Internet. (Cloud Services
including acquisitions structured as managed on -site services are not allowed.)
Contract Vendor or Contractor. The manufacturer responsible for delivering products or performing services under the
terms and conditions set forth in the Master Agreement. The Contract Vendor must ensure partners utilized in the
performance of this contract adhere to all the terms and conditions. For the purposes of this RFP, the term Partner will be
utilized in naming the relationship a manufacturer has with another company to market and sell the contract. Participating
States will have final determinationtapproval if a Partner may be approved for that state in the role identified by the
Contract Vendor.
Components. Parts that make up a computer configuration.
Configuration. The combination of hardware and software components that make up the total functioning system.
Desktop. This is Band 1 of this solicitation. A desktop computer is a personal computer intended for regular use at a single
location. A desktop computer typically comes in several units connected together during installation: 1) the processor,
31 CONTRACT NO. MNWNC-1I5 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
2) display monitor and 3) input devices usually a keyboard and a mouse. Desktop vidualization endpoints such as zero and
thin clients will also be included under the Desktop Band.
Energy Star. A voluntary energy efficiency program sponsored by the U.S. Environmental Protection Agency. The
Energy Star program makes identification of energy efficient computers easy by labeling products that deliver the same or
better performance as comparable models while using less energy and saving money. Energy Star qualified computers
and monitors automatically power down to 15 watts or less when not in use and may actually last longer than conventional
products because they spend a large portion of time in a low -power sleep mode. For additional information on the Energy
Star program, including product specifications and a list of qualifying products, visit the Energy Star website at
htt[)://www.eneroystaLgoy.
EPEAT. A system for identifying more environmentally preferable computer desktops, laptops, and monitors. It includes an
ANSI standard - the IEEE 1680 EPEAT standard — and website www.epeat.net to identify products manufacturers have
declared as meeting the standard.- EPEAT provides a clear and consistent set of performance criteria for -the design of
products. It is not a third -party certification program. Instead, Manufacturers self -certify that their products are in
conformance with.the environmental performance standard for electronic products.
FOB Destination. Shipping charges are included in the price of the item and the shipped item becomes the legal
property and responsibility of the receiver when it reaches its destination unless there is acceptance testing required. .
FOB Inside Delivery. Special Shipping arrangements, such as inside delivery, may include additional fees payable by
the Purchasing Entity- Any FOB inside delivery must be annotated on the Purchasing Entity ordering document.
General Consulting. Services related to advising agencies on how best to use information technology to meet business
objectives. Examples of such services would include management and administration of IT systems. Each State will have
varying laws, rules, policies and procedures surrounding general consulting which need adherence. Minnesota Statute
section 16C.08 defines general consulting for the State of Minnesota. httos://www. revisor.mn.gov/statutes/?id=16C.08
Laptop. This is Band 2 of this solicitation. A laptop computer is a personal computer for mobile use. A laptop includes a
display, keyboard, point device such as a touchpad and speakers into a single unit. A laptop can be used away from an
outlet using a rechargeable battery. Laptop Band may include notebooks, ultrabooks; and netbooks. Computers with mobile
operating systems will also be included under the Laptop Band.
Lead State. The State conducting this cooperative solicitation and centrally administering any resulting Master.
Agreement with the permission of the Signatory States. Minnesota is the Lead State for this procurement and the laws of
Minnesota Statute Chapter 16C apply to this procurement.
Manufacturer. A company that, as one of its primary business function, designs, assembles owns the trademark/patent
and markets branded computer equipment.
Master Agreement. The underlying agreement executed by and between the Lead State and the Contract Vendor.
Middleware. Middleware is the software "glue" that helps programs and databases (which maybe on different computers)
work together. Its most basic function is to enable communication between different pieces of software.
Options. An item of equipment or a feature that may be chosen as an addition to or replacement for standard equipment
and features.
Order. A purchase order, sales order, or other document used by a Purchasing Entity to order the Equipment.
Participating Addendum. A written statement of agreement signed by the Contract Vendor and a Participating State or
other Participating Entity that clarifies the operation of this Master Agreement for the Participating Entity (e.g., ordering
procedures specific to a Participating State) and may add other state -specific language or other requirements. A
Participating Addendum evidences the Participants willingness to purchase and the Contract Vendor's willingness to
provide equipment under the terms and conditions of this Master Agreement with any and all exceptions noted and
agreed upon.
Participating States. States that utilize the Master Agreement established by the RFP and enter into a Participating
Addendum which further defines their participation.
Participating Entity. A Participating State, or other legal entity, properly authorized by a Participating State to enter into
the Master Agreement through a Participating Addendum and that authorizes orders from the Master Agreement by
Purchasing Entities. Under the WSCA-NASPO program, in some cases, local governments, political subdivisions or other
entities in a State may be authorized by the chief procurement official to execute its own Participating Addendum where a
Participating Addendum is not executed by the chief procurement, official for that state that covers local governments,
political subdivisions, or other government entities in the state.
Partner. A company, authorized by the Contract Vendor and approved by the Participating State, to provide marketing,
support, or other authorized contract services on behalf of the Contract Vendor in accordance with the terms and conditions
of the Contract Vendor's Master Agreement. In the RFP, Partner is the term that is used to call out the many different
relationships a manufacturer may have with another company to market their product including, but not limited to agents,
subcontractors, partners, fulfillment partners, channel partners, business partners, servicing subcontractor, etc.
Peripherals. A peripheral means any hardware product that can be attached to, added within or networked with personal
computers, servers and storage. Peripherals extend the functionality of a computer without modifying the core
components of the system. For the purposes of this proposal, peripherals are defined as including accessories.
Peripherals may be manufactured by a third parry, however, Contract Vendor shall not offer any peripherals manufactured
by another Contract Vendor holding a Master Agreement. The Contract Vendors shall provide the warranty service and
32 CONTRACT. NO. MNWNC-116 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
maintenance for all peripherals on the Master Agreement. Examples of peripheralsfaccessories!options: Include but
are not limited to: printers, monitors, multifunction printers, audiovisual equipment, instructional equipment, cabling,
modems, networking to support server, storage and Client applications such as routers, switches. Software is an option
which must be related to the purchase of equipment and subject to configuration limits. Third party products are
allowed to be offered as peripherals/accessories/options and may be offered in any related band.
Per Transaction Multiple Unit Discount. A contractual volume discount based on dollars in a single purchase order or
combination of purchase orders submitted at one time by Participating Entity or multiple entities conducting a
cooperative purchase.
Premium Savings Packages. Deeply discounted standard configurations available to Purchasing Entities using the
Master Agreement. This specification includes a commitment to maintain and upgrade (keep pace with the advance of
--technology) the standard configurations fora -stated -period -of time or intervals. WSCA-NASPO-reserves therightto—-
expand and modify the PSP throughout the life of the contract. See htto://www.wnosD.com/index.html.
Purchasing Entity — means a state, city, county, district, other political subdivision of a State, and a nonprofit
organization under the laws of some states if authorized by a Participating Addendum, that issues an order against the
Master Agreement and becomes financially committed to the purchase.
Ruggedized. This was band 6 of this solicitation. Ruggedized refers to equipment specifically designed to operate reliably
in harsh usage environments and conditions, such as strong vibrations, extreme temperatures and wet or dusty conditions.
Services. Broadly classed as installation/de-installation, maintenance, support, training, migration, and optimization of
products offered or supplied under the Master 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. Contract Vendors 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 resulting contracts. EACH PARTICIPATING STATE DETERMINES RESTRICTIONS AND NEGOTIATES
TERMS FOR SERVICES.
Server. This is Band 4 of this solicitation. A server is a physical computer dedicated to run one or more services or
applications (as a host) to serve the needs of the users of other computers on a network. This band also includes server
appliances. Server appliances have their hardware and software preconfigured by the manufacturer. It also includes
embedded networking components such as those found in blade chassis systems. Ruggedized equipment may also be
included in the Product and Service Schedule for this band.
Storage. This is Band 5 of this solicitation. Storage is hardware with the ability to store large amounts of data. This band
includes SAN switching necessary for the proper functioning of the storage environment. Ruggedized equipment may also
be included in the Product and Service Schedule for this band.
Storage Area Network. A storage area network (SAN) is a high-speed special-purpose network (or subnetwork) that
interconnects different kinds of data storage devices with associated data servers on behalf of a larger network of users.
Storage as a Service (STaaS). An architecture model by which a provider allows a customer to rent or lease storage
space on the provider's hardware infrastructure on a subscription basis. E.g., manage onsite or cloud services.
Software. For the purposes of this proposal, software is commercial operating off the shelf machine-readable object code
instructions including microcode, firmware and operating system software that are preloaded on equipment. The term
"Software" applies to all parts of software and documentation, including new releases, updates, and modifications of
software.
Tablet. This is Band 3 of this solicitation. A tablet is a mobile computer that provides a touchscreen which acts as the
primary means of control. Tablet band may include notebooks, ultrabooks, and netbooks that are touchscreen capable.
Takeback Program. The Contract Vendor's process for accepting the return of the equipment or other products at the
end of life.
Third Party Products. Products sold by the Contract Vendor which are manufactured by another company.
Upgrade. Refers to replacement of existing software, hardware or hardware component with a newer version.
Warranty. The Manufacturers general warranty tied to the product at the time of purchase.
Wide Area Network or WAN. A data network that serves users across a broad geographic area and often uses
transmission devices provided by common carriers.
WSCA-NASPO. The WSCA-NASPO cooperative purchasing program, facilitated by the WSCA-NASPO Cooperative
Purchasing Organization LLC, a 501(c)(3) limited liability company that is a subsidiary organization of the National
Association of State Procurement Officials (NASPO). The WSCA-NASPO Cooperative Purchasing Organization
facilitates administration of the cooperative group contracting consortium of state chief procurement officials for the benefit
of state departments, institutions, agencies, and political subdivtsions.and other eligible entities (i.e., colleges, school
districts, counties, cities, some nonprofit organizations, etc.) for all states and the District of Columbia. The
WSCA-NASPO Cooperative Development Team is identified in the Master Agreement as the recipient of reports and may
be performing contract administration functions as assigned by the Lead State Contract Administrator.
33 CONTRACT NO. MNWNC-116 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HEWLETT PACKARD COMPANY
3.Amendment 1 – 2017 – HP Enterprise
HP, Inc. (MNNVP-133)
AMENDMENT NO. 1 TO CONTRACT NO. MNNVP-133
THIS AMENDMENT is by and between the State of Minnesota, acting through its commissioner of Administration
("State"), and HP Inc., 1501 Page Mill Road, Palo Alto, CA 94304 ("Contract Vendor").
WHEREAS, the State has a Contract with the Contract Vendor identified as Contract No. MNNVP-133, April 1, 2015,
through March 31, 2017 ("Contract'), to provide Computer Equipment: (Desktops, Laptops and Tablets, including Related
Peripherals and Services); and
WHEREAS, Minn. Stat. § 16C.03, subd. 5, affords the commissioner of Administration, or delegate pursuant to Minn. Stat.
§ 16C.03, subd. 16, the authority to amend contracts; and
WHEREAS, the terms of the Contract allow the State to amend the Contract as specified herein, upon the mutual
agreement of the Materials Management Division and the Contract Vendor in a fully executed amendment to the Contract.
NOW, THEREFORE, it is agreed by the parties to amend the Contract as follows:
1. That Contract No. MNNVP-133 is extended through March 31. 2020, at the same terms and conditions.
2. The Contract Vendor shall provide Computer Equipment: (Desktops, Laptops and Tablets, including Related
Peripherals and Services) at the prices set forth on the following schedule: HP Inc. Price Schedule.
This Amendment is effective beginning April 1, 2017, or upon the date that the final required signatures are obtained,
whichever occurs later, and shall remain in effect through contract expiration, or until the Contract is canceled, whichever
occurs first.
Except as herein amended, the provisions of the Contract between the parties hereto are expressly reaffirmed and remain
in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed intending to he hni mrl tharahv
1. HP INC.
The Contractor certifies that the appropriate person(s) have
executed this Amendment on behalf of the Contractor as required
by appl'c ble articles, bylaws, resolutions, or ordinances.
By: v,,'v
9niS� ature
Deborah Kaiser
Printed Name
Title: Contract Administrator
Date: 1/24/17
By:
Signature
Printed Name
Title:
Date:
2. MATERIALS MANAGEMENT DIVISION
In accordance with Minn. Stat. § 16C.03, subd. 3.
By: rLzdl
Title: Acquisition Management Specialist
Date://f 7
3. COMMISSIONER OF ADMINISTRATION
Or delegate�dr esentati�
By:
Date: $12 0 /'7
CONTRACT NO. MNNVP-133 MASTER AGREEMENTAWARD COMPUTER EQUIPMENT HP INC.
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N
STATE OF MINNESOTA - WORKFORCE CERTIFICATE INFORMATION
Required by state law for ALL bids or proposals that could exceed $100,000
Complete this form and return it with your bid or proposal. The State of Minnesota is under no obligation to
delay proceeding with a contract until a company becomes compliant with the Workforce Certification
requirements in Minn. Stat. §363A.36.
BOX A — MINNESOTA COMPANIES that have employed more than 40 full-time employees within this
state on any single working day during the previous 12 months, check one option below:
® Attached is our current Workforce Certificate issued by the Minnesota Department of Human Rights (MDHR).
❑ Attached is confirmation that MDHR received our application for a Minnesota Workforce Certificate on
(date).
BOX B — NON-MINNESOTA COMPANIES that have employed more than 40 full-time employees on a
single working day during the previous 12 months in the state where it has its primary place of business, check one
option below:
❑ Attached is our current Workforce Certificate issued by MDHR.
❑ We certify we are in compliance with federal affirmative action requirements. Upon notification of contract award,
you must send your federal or municipal certificate to MDHR at compliance.MDfIR@state.mn.us. If you are unable
to send either certificate, MDHR may contact you to request evidence of federal compliance. The inability to provide
sufficient documentation may prohibit contract execution.
BOX C — EXEMPT COMPANIES that have not employed more than 40 full-time employees on a single
working day in any state during the previous 12 months, check option below if applicable:
❑ We attest we are exempt. If our company is awarded a contract, we will submit to MDHR within 5 business days
after the contract is fully signed, the names of our employees during the previous 12 months, the date of separation, if
applicable, and the state in which the persons were employed. Send to compliance.MDHRgstate mn us.
By signing this statement, you certify that the information provided is accurate and that you are authorized to sign on
behalf of your company.
Name of Company: HP Inc Date 1/24/17
Authorized SiTelephone number:
Printed Name: Deborah Kaiser
For assistance with this form, contact:
Minnesota Department of Human Rights, Compliance Services
281-927-8498
Title: Contract Administrator
Web: htt:/n /mn.gov/mdhr/ TC Metro: 651-539-1095
Email: compliance.nul r2state.mn us
CONTRACT NO. MNNVP-133 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT
Toll Free: 800-657-3704
TTY: 651-296-1283
HP INC.
POWER OF ATTORNEY
HP Inc., a corporation incorporated and existing under the laws of the state of Delaware, having its principal place of
business at 1501 Page Mill Road, Palo Alto, California 94304 (the 'Company"), represented by its Deputy General Counsel
and Assistant Secretary, Ruairidh Ross, who is authorized to represent the Company individually, hereby authorizes to the
below listed individuals to sign all bids, quotations, leases and contracts with customers and government agencies, up to
the limits indicated below, including such bids, and bonds as may be required in connection with such bids and contracts on
behalf of the Company in accordance with the chart below.
Director, Americas Transformation,
Innovation, and Enablement
$50,000,000
WAININNEW
Vancouver, WA
Deborah Jarvis
Jim Ranalli
Manager - Americas Contract Operations
$50,000 000
Toronto, Ontario,
Canada
Nancy Lenkowski
Contract Administrator
$5,000,000
Alpharetta, GA
Milo ros Buendia
Contract Administrator
$5,000,000
Tlaquepaque, Jalisco,
Mexico
Fernando Castillo Valdovinos
Contract Administrator
$5,000,000
Tlaquepaque, Jalisco,
Mexico
Catherine Bingham
Contract Administrator
$5,000,000
Houston, TX
Deborah Kaiser
Contract Administrator
$10,000,000
Houston, TX
Rodrigo Petersen Gomez
Contract Administrator.
$5,000,000
Tlaquepaque, Jalisco,
Mexico
Fatima Renteria Sauced
Contract Administrator
$5,000,000
Houston, TX
Sondra Andrea Perez
Fernandez
Contract Administrator
$510001000
Tlaquepaque, Jalisco,
Mexico
Alejandra Martin del Campo
Valencia
Contract Administrator
$5,000,000
Tlaquepaque, Jalisco,
Mexico
Hyrum (Ed) Hatch
Contract Negotiator
$10,000,000
Houston, TX
Judith Alexander
Contract Negotiator
$10,000,000
Hollywood, FL
Sheila Wright
Contract Ne otiator
$10,000,000
Mt. Airy, MO
Barbara Paddock
Contract Negotiator
$10,000,000
1 San Diego, CA
All prior powers of attorney in effect for these individuals named herein, as of the date hereof, are hereby revoked.
This power of attorney shall be valid until one year from the date hereof and may be revoked at any time for any reason
prior thereto without notice. This power of attorney shall automatically be revoked for each such person named herein,
effective as of the date that each such person ceases to be employed by the Company or any of its subsidiaries.
Ruairidh Ross
Deputy General Counsel and Assistant Secretary
Date: FebruaryL- 2016
Page 1 of 1
ACKNOWLEDGEMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who
signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of
that document.
STATE OF CALIFORNIA
COUNTY OF SANTA CLARA
On February 22, 2016 , before me, Valynn Valandani Notary Public
personally appeared Ruairidh Ross, who proved to me on the basis of satisfactory evidence
to be the person(s) whose name(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the
entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal. m' �' " "
VALYNN VALANDANI
Commission # 1999216
z ;m < e; Notary Public - California i
Santa Clara County n
My Comm. Expires Dec 22, 2016
SIGNAIVRE OF NOTARY PUBLIC
(SEAL)
Wwiften Delegatlen of Signature Arrthoritlr =-ACO SLED Contract Administrators
I, Jim Ranalli, Americas Contracts Operations Manager, give the SLED Contracts Administrator's listed
below, full signature power to sign can behalf of HP Inc. up to $50M.
this delegdion of signature authority is granted for the fallowing purposes; signature authorization
required for bids, quotations, and contracts.
This delegation of signature authority is valid untl January 31, 2017 and may be revoked at orry time
prior thereto for any reason without notice. This power of attorney shall be automatically revoked
should Contracts Administrator change hits/her position within the Company or cease to be ernp;o„ed
by the Company.
aiclsgaiaai tvc tos
MOHAR
SLA Level
Bale txtaoan
Level
CSetett ataon
Amount
Medive
Onte
Expiry
gate _1
Catherine
0p to
Einicphom
$5,000,000
C5
$50,000,000
25/02/2016
31/01_/2017
Fernando r.iaslllo
Up to
Valdovinos
$5,000,000
_C5
-�
$50,000,000
25/02/2016
31/01/2077
Deborah Kaiser
$10,000,000
C5
iJp to
$50,000,000
25/02/2016
31/01/2017
Nancy Lenkowski
$5,000,000
C5
Lt
'p to
$.`_.0,000,000
25/02/2016
al/Ol/:10i3
Alejandro Martin
_
T
del Campo
Valencia
$5,000,000
C5
!Jp to
$50,000,000
25/02/2016
31/01/2017
Sondra Andrea
UP to
Perez Fernandez
$5,000,000
CS
$50,000,000
25/02/2016
31/01/2017
Fatima Renteria
p to
Scuiced
$6,000,000
C5
$50,000,000
25/02/2016
31/01/2017
Signed this 25th day of February 2016.
Jim Ranalli
Annerlco's C-On"Mc'..s {J'peraiians Manager
HP
Minnesota Department of
io 1
HUMAN RIGHTS
HEWLETT-PACKARD COMPANY is hereby certified as a contractor by the Minnesota
Department of Human Rights. This certificate is valid from 412/2014 to 4/112018.
This certification is subject to revocation or suspension prior to its expiration if the department
issues a finding of noncompliance or if your organization fails to make a good faith effort to
implement its affirmative action plan.
Minnesota Department of Human Rights
FOR THE DEPARTMENT BY:
M-k
Kevin M. Lindsey, Commissioner
AN EQUAL OPPORTUNITY EMPLOYER
Freeman Building - 625 Robert Street North • Saint Paul, Minnesota 55155
Tel 651.S39. 1100 • MN Relay 711 or 1.800.627.3.529 • Toll free 1.8011.657.3704. • Fax 651 .2.96.9042 • nm.g0 Vh11dhr
5.Amendment 3 – 2019 – HP Enterprise and Extend July 2021
HP, Inc.
AMENDMENT NO. 3 TO CONTRACT MNNVP-133
THIS AMENDMENT is by and between the State of Minnesota, acting through its commissioner of Administration
("State"), and HP Inc., 1501 Page Mill Road, Palo Alto, CA 94304 ("Contract Vendor").
WHEREAS, the State has a Contract with the Contract Vendor identified as Contract No. MNNVP-133, April 1, 2015,
through March 31, 2020 ("Contract'), to provide Computer Equipment: Desktops, Laptops, and Tablets, including Related
Peripherals and Services; and
WHEREAS, Minn. Stat. § 16C.03, subd. 5, affords the commissioner of Administration, or delegate pursuant to Minn. Stat
§ 16C.03, subd. 16, the authority to amend contracts; and
WHEREAS, the terms of the Contract allow the State to amend the Contract as specified herein, upon the mutual
agreement of the Office of State Procurement and the Contract Vendor in a fully executed amendment to the Contract.
NOW, THEREFORE, it is agreed by the parties to amend the Contract as follows:
1. That Contract No. MNNVP-133 is extended through July 31, 2021, at the same terms, conditions, and prices
This Amendment is effective beginning April 1, 2020, or upon the date that the final required signatures are obtained,
whichever occurs later, and shall remain in effect through contract expiration, or until the Contract is canceled, whichever
occurs first.
Except as herein amended, the provisions of the Contract between the parties hereto are expressly reaffirmed and remain
in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed intending to be bound thereby.
1. HP INC.
The Contractor certifies that the appropriate person(s) have
executed this Amendment on behalf of the Contractor as required
by applicable
� a"rtticles, bylyljaws, r solutions, or ordinances,
By: l J> Ug:u .- { .
Signature
Colleen F Lively
Printed Name
Title: Contract Administrator
Date: 11/13/2019
signature
Printed Name
Title:
Date:
2. OFFICE OF STATE PROCUREMENT
In acc 6aas with Miir.3tat-§ 16C.03, subd. 3.
By:
Title: Acquisition Management Specialist
Date: 1)
3. COMMISSIONER OF ADMINISTRATION
Or delegated rep esentative.
By:
Date: ai���2®✓�
CONTRACT NO. MNNVP-133 MASTER AGREEMENT AWARD COMPUTER EQUIPMENT HP Inc.
City of Kent Purchase Order
Order number must appear on all invoices, packages, etc.
Order #
Order Date:
161491 OP
12/11/2020
This document is hereby deemed a valid purchase order and authorizes the procurement of
the materials and/or services indicated. Please let us know immediately if you are unable to
ship the complete order.
Ordered by:Lynnette R Smith
Info Tech-Administration
Ship to: City of Kent
Information Technology
400 West Gowe Street
Suite 122
Kent, WA 98032
Bill to: City of Kent
Accounts Payable
220 4th Avenue South
Kent, WA 98032
Phone: (253) 856-5230
Vendor: 43256
HP Inc.
PO Box 419520
Boston, MA 02241-9520
Payment Terms: Net 30
Line Item #Description Quantity Unit Cost Ext. Cost Sales Tax Total Cost
1 Zbook Fury 15/Model33409101 | One-time hardware 65 2,415.00 156,975.00 15,697.50 172,672.50
2 Prod#3TR87AA#ABA | One-time hardware 65 225.00 14,625.00 1,462.50 16,087.50
3 Prod#U09KBE | One-time warranty 65 184.68 12,004.20 1,200.42 13,204.62
4 HP Laptops | Contract#05815-017 (NASPO)
Approved by: Carrington, Michael Charles
Mayor's Signature: ________________________________________
(Required for contracts over $20,000)
Subtotal:183,604.20
Sales Tax:18,360.42
Total:201,964.62