HomeMy WebLinkAboutCAG2024-540 - Original - Angel Armor, LLC - Body Armor and Ballistic Resistant Products - 12/2/24 run&-i r I ur non r urrIP-IwL ux vivLI
Sup/Mgr:
Agreement Routing Form DirAsst:
• For Approvals,Signatures and Records Management Dir/Dep:
KE N T This form combines&replaces the Request for Mayor's Signature and Contract Cover (optional)
W A S H I N G T O N Sheet forms. (Print on pink or cherry colored paper)
Originator: Department:
M. Wheeler Police
Date Sent: Date Required:
> 11/26/2024
0
a Mayor Y or Designee 9 to Sign.9 Date of Council Approval:
a
a Interlocal Agreement Uploaded to Website 11/15/24
Budciet Account Number: Grant? Yes NoZ
*See below
Budget?❑Yes❑No Type: N/A
Vendor Name: Category:
Angel Armor, LLC Contract
Vendor Number: Sub-Category:
= 2558599 Original
0
0 Project Name: Body Armor and Ballistic Resistant Products
CProject Details: Authorized to purchase body armor and ballistic-resistant products from Angel
Armor using the approved budget. Giving authority to sue with the City's
established budget as outlined in the motion.
�I IC
W ** Basis for Selection of Contractor:
E Agreement Amount: See below Cooperative Purchase
Memo to Mayor must be attached
Go
Start Date: 1 1/10/24 Termination Date: 11/10/25
Ch
Q Local Business?❑YesFv No*If meets requirements per KCC3.70.100,please complete"VendorPurchase-focalExceptions°formonCityspace.
Business License Verification: Yes❑In-Process❑Exempt(KCC 5.01.045)❑Authorized Signer Verified
Notice required prior to disclosure? Contract Number:
0YesO No CAG2024-540
Comments:
N *Budget Account Number: 10002100.63130.3110, 16002100.63130.3110
or 16412258.63130.3110
**Agreement Amount: Within the City's established budgets
to 0
c Ic
v>, *,
O
k � 12/02/2024
Date Received:City Attorney:11/26/24 Date Routed:Mayor's Office 12/2/24 City Clerk's Office 12/2/24
adccW22373 1_20 Visit DocumentsXentWA.gov to obtain copies of all agreements
rev.20221201
•
KEN T
WASH I N O T O N
DATE: November 5, 2024
TO: Kent City Council
SUBJECT: Cooperative Purchasing Agreement — Angel Armor, LLC -
Authorize
MOTION: I move to authorize the Police Chief to purchase law enforcement
equipment through a cooperative purchasing agreement the state
Department of Enterprise Services has with Angel Armor, LLC, if those
purchases are within the City's established budgets and made during th�
term of the cooperative contract, including any authorized extensions.
SUMMARY: The City has entered into an agreement with the state Department of
Enterprise Services ("DES"), which allows the City to purchase through contracts
the state publicly bids and enters into with various vendors. The state has, in turn,
entered into an agreement with a national purchasing cooperative, the NASPO
Cooperative Purchasing Organization, LLC, which is a non-profit subsidiary of the
National Association of State Procurement Officials ("NASPO"). NASPO provides
states, local governments, public educational entities, and other agencies with
purchasing power that allows them to leverage their spending through a single
solicitation that obtains best value pricing and superior contract terms than the
agencies could do on their own. Purchases made through a cooperative contract
satisfy the competitive bid requirements under KCC 3.70.110.F. and G.
One contract that NASPO has entered into, and which the state DES has elected to
participate in, is a contract with Angel Armor, LLC ("Angel Armor"), to supply body
armor and ballistic resistant products for law enforcement. This contract is currently
in effect through November 10, 2025. Should the City purchase from Angel Armor
under the purchasing cooperative's contract, the terms and conditions of that
master contract will apply. A copy of the state's participating addendum and the
master contract are attached.
The City Attorney's Office has reviewed the cooperative contract and determined
that no other contract document is required by the City for it to take advantage of
the NASPO cooperative contract.
BUDGET IMPACT: None. Budget currently exists to cover costs.
SUPPORTS STRATEGIC PLAN GOAL:
Innovative Government - Delivering outstanding customer service, developing leaders, and
fostering innovation.
Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and
inviting parks and recreation.
Sustainable Services - Providing quality services through responsible financial management,
economic growth, and partnerships.
ATTACHMENTS:
1. NASPO Master Agreement with Angel Armor, LLC (PDF)
2. EXHIBIT A Awarded Product Category (PDF)
3. EXHIBIT B Agents and Distributors by State (PDF)
4. EXHIBIT C Warranty and Recycling Plan (PDF)
5. EXHIBIT D NASPO ValuePoint Detailed Sales Reporting Template(PDF)
6. Amendment 1 (PDF)
7. Amendment 2 (PDF)
8. Amendment 3 (PDF)
9. Washington State DES Participating Addendum (PDF)
10/15/24 Committee of the Whole MOTION PASSES
RESULT: MOTION PASSES [UNANIMOUS]Next: 11/5/2024
5:00 PM
MOVER: Bill Boyce, Councilmember
SECONDER: John Boyd, Councilmember
AYES: Kaur, Boyce, Boyd, Fincher, Michaud, Troutner
11/26/24, 10:20 AM Cooperative Purchasing Agreement—Angel Armor,LLC-Authorize-City of Kent,Washington
City of Kent %�AAaroYeq
Washington z0z45ip0PM
KE N T Action Item
4148
Cooperative Purchasing Agreement-Angel Armor, LLC-Authorize
Information
Department: Police Department Sponsors:
Category: Agreement
Attachments
Printout
NASPO Master Agreement with Angel Armor, LLC
EXHIBIT A Awarded Product Category
EXHIBIT B Agents and Distributors by State
EXHIBIT C Warranty and Recycling Plan
EXHIBIT D NASPO ValuePoint Detailed Sales Reporting Template
Amendment 1
Amendment 2
Amendment 3
Washington State DES Participating Addendum
Budget Impact
BUDGET IMPACT: None. Budget currently exists to cover costs.
Motion
MOTION: I move to authorize the Police Chief to purchase law enforcement equipment through a cooperative purchasing
agreement the state Department of Enterprise Services has with Angel Armor, LLC, if those purchases are within the City's
established budgets and made during the term of the cooperative contract, including any authorized extensions.
Summary
SUMMARY: The City has entered into an agreement with the state Department of Enterprise Services ( DES"), which allows the City to
purchase through contracts the state publicly bids and enters into with various vendors. The state has, In turn, entered Into an agreement
with a national purchasing cooperative, the NASPO Cooperative Purchasing Organization, LLC, which Is a non-profit subsidiary of the
National Association of State Procurement Officials ("NASPO"). NASPO provides states, local governments, public educational entities, and
other agencies with purchasing power that allows them to leverage their spending through a single solicitation that obtains best value
pricing and superior contract terms than the agencies could do on their own. Purchases made through a cooperative contract satisfy the
competitive bid requirements under KCC 3.70.110.F.and G.
One contract that NASPO has entered into, and which the state DES has elected to participate in, Is a contract with Angel Armor, LLC
("Angel Armor"), to supply body armor and ballistic resistant products for law enforcement. This contract is currently in effect through
November 10, 2025. Should the City purchase from Angel Armor under the purchasing cooperative's contract, the terms and conditions of
that master contract will apply.A copy of the state's participating addendum and the master contract are attached.
The City Attorney's Office has reviewed the cooperative contract and determined that no other contract document is required by the City for
it to take advantage of the NASPO cooperative contract.
Meeting History
Oct 15,2024 4:00 PM Video Committee of Committee of the Whole-Regular Meeting
the Whole
Commander Matt Wheeler presented details on the Agreement with Angel Armor For ballistic vests.
RESULT: MOTION PASSES[UNANIMOUS]
MOVER: Bill Boyce,Councilmember
SECONDER: John Boyd,Councilmember
AYES: Satwinder Kaur,Bill Boyce,John Boyd,Brenda Fincher,Zandria Michaud,Toni Troutner
Nov 5, 2024 5:00 PM Video City Council City Council Regular Meeting
Meeting
RESULT: APPROVED[UNANIMOUS]
MOVER: Satwinder Kaur,Council President
SECONDER: BIII Boyce,Councilmember
AYES: Satwlnder Kaur,Bill Boyce,John Boyd,Brenda Fincher,Marll Larimer,Toni Troutner,Zandria Michaud
Powered by Granicus
https://kentwa.igm2.com/Citizens/DetaiI—LegiFile.aspx?Meeting I D=5586&MediaPosition=&I D=4148&CssClass=&Print=Yes 1/1
DocuSign Envelope ID:COF5515F-C341-43C1-8337-E6F72B34FCD9
NASPO
ValuePoint
NASPO ValuePoint Master Agreement Terms and
Conditions
For Body Armor and Ballistic Resistant Products
A Contract for the NASPO ValuePoint Cooperative Purchasing Program
Acting by and through the State of Colorado (Lead State)
Department of Personnel & Administration
State Purchasing & Contracts Office
1525 Sherman Street, 3"d Floor
Denver, Co 80203
And
Angel Armor, LLC
4557 Denrose Ct
Fort Collins, CO 80524
Master Agreement Number 164711
Page 1
Body Armor and Ballistic Resistant Products Master Agreement
DocuSign Envelope ID:COF5515F-C341-43C1-8337-E6F72B34FCD9
TABLE OF CONTENTS
1. NASPO VALUEPOINT MASTER AGREEMENT OVERVIEW......................................4
1.1. Parties....................................................................................................................4
1.2. Effective Date """"""4
.............................................................................................
1.3. Master Agreement Order of Precedence •••••••..••4
..........................................................
1.4. Term of this Master Agreement.................................................................................4
2. DEFINITIONS...........................................................................................................1.5
3. NASPO VALUEPOINT PROGRAM PROVISIONS .......................................................8
3.1. Price and Rate Guarantee Period ..... ..8
......................................................................
3.2. Participants and Scope ••••• """'".. ..9
3.3. Administrative Fees "" 1 d
........................................................................................
3.4. NASPO ValuePoint Summary and Detailed Usage Reports .......................................1 D
3.5. NASPO ValuePoint Cooperative Program Marketing and Performance Review...........12
3.6. NASPO ValuePoint eMarket Center 12
....................................................................
3.7. Right to Publish.....................................................................................................15
3.8. Individual Customers """""'15
..................................................................................
4. STATEMENT OF WORK...........................................................................................15
4.1. Overview..............................................................................................................15
4.2. Product Standards..................................................................................................16
4.3. Product Category........................................................................................
4.4. Current Awarded Categories ""1 7
...............................................................................
4.5. Product Specifications............................................................................................18
4.6. Product Recycling """"""""'.19
.................
5. ADMINISTRATION OF ORDERS............................................................................ 19
5.1. Ordering and Invoicing Specifications ........19
5.2. Payment ........20
.......................................
6. GENERAL PROVISIONS................................................................................I..........21
6.1. Insurance ....... 21.....................................................................................................
6.2. Records Administration and Audit............................................................................22
6.3. Confidentiality,Non-Disclosure, and Injunctive Relief..............................................22
6.4. License of Pre-Existing Intellectual Property ........24
6.5. Public Information.................................................................................................24
6.6. Assignment/Subcontracts .......................................................................................24
6.7. Changes in Contractor Representation .....................................................................24
6.8. Independent Contractor..........................................................................................24
6.9. Force Majeure.......................................................................................................24
Page 2
Body Armor and Ballistic Resistant Products Master Agreement
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6.10. Defaults and Remedies .........24
............................................................................
6.11. Waiver of Breach .........25
....................................................................................
6.12. Debarment ......................................................................................................25
6.13. Indemnification ......26
.........................................................................................
6.14. No Waiver of Sovereign Immunity .....26
...............................................................
6.15. Governing Law and Venue •..27
............................................................................
6.16. Assignment of Antitrust Rights ......27
....................................................................
6.17. Contract Provisions for Orders Utilizing Federal Funds .......................................27
EXHIBIT A, PRODUCT AND PRICE LISTS .•••29
EXHIBIT B, AGENTS AND DISTRIBUTORS BY STATE................................................29
EXHIBIT C, WARRANTY AND RECYCLING PLAN ......................................................29
EXHIBIT D,NASPO VALUEPOINT DETAILED SALES REPORTING TEMPLATE.........29
EXHIBIT E, CONTRACTOR ATTESTATION ..........30
........................................................
Page 3
Body Armor and Ballistic Resistant Products Master Agreement
DocuSign Envelope ID:COF5515F-C341-43C1-8337-E6F72B34FCD9
1. NASPO VALUEPOINT MASTER AGREEMENT OVERVIEW
1.1. Parties
This Master Agreement is entered into by and between the State of Colorado, acting by and through the
Department of Personnel &Administration,State Purchasing&Contracts Office(hereinafter called the
"Lead State"), and Angel Armor,LLC(hereinafter called "Contractor"), for the procurement of Body
Armor and Ballistic Resistant Products for the benefit of Participating States,Entity's, and Purchasing
Entities. The Contractor and the Lead State herby agree to the following terms and conditions.
1.2. Effective Date
This Master Agreement shall not be effective or enforceable until the date on which it is approved and
signed(hereinafter called the"Effective Date")by the Colorado State Controller or designee.
1.3. Master Agreement Order of Precedence
1.3.1. Any Order placed under this Master Agreement shall consist of the following documents:
a) A Participating Entity's Participating Addendum ("PA");
b) NASPO ValuePoint Master Agreement Terms &Conditions, including all Exhibits.
c) An Order issued against this Master Agreement;
d) The Solicitation, RFP-AR-21-001 Body Armor and Ballistic Resistant Products; and
e) Contractor's response to the Solicitation, as revised(if permitted) and accepted by the Lead
State.
1.3.2. Any conflict among these documents shall be resolved by giving priority to these documents in the
order listed above.Contractor terms and conditions that apply to this Master Agreement are only
those that are expressly accepted by the Lead State and shall be incorporated into this Master
Agreement.
1.4. Term of this Master Agreement
1.4.1. Initial Term-Work Commencement.The Parties' respective performances under this Master
Agreement shall commence on the Effective Date.This Master Agreement shall terminate on
November 10,2022, unless terminated sooner, as specified in§6.10(Defaults and Remedies),or
extended further as specified in §1.4.2 below.
1.4.2. Extension of Agreement.This Master Agreement may be extended beyond the original Contract
period for up to three(3)consecutive one(1)year additional terms, upon the mutual agreement of
the Lead State and Contractor,by written Amendment.The total duration of this Master
Agreement, including any extensions, shall not exceed five(5)years.
1.4.3. 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 Lead
State.
1.4.4. Cancellation.This Master Agreement may be canceled by either party upon sixty(60)days written
notice prior to the effective date of the cancellation.Further, any Participating Entity may cancel its
participation upon thirty (30)days written notice,unless otherwise limited or stated in the
Participating Addendum.Cancellation may be in whale 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 and Purchasing Entity to indemnification by the Contractor,
rights of payment for Products delivered and accepted,and rights attending any warranty or default
in performance in association with any Order.Cancellation of this Master Agreement due to
Contractor default may be immediate.
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Body Armor and Ballistic Resistant Products Master Agreement
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2. DEFINITIONS
The following terms shall be construed and interpreted as follows:
Term Description
A written notice from a Purchasing Entity to Contractor advising Contractor
that the Product has passed its Acceptance Testing. Acceptance of a Product
Acceptance for which Acceptance Testing is not required shall occur following the
completion of delivery, installation, if required, and a reasonable time for
inspection of the Product, unless the Purchasing Entity provides a written
notice of re'ection to Contractor.
Ballistic panel A type of armor panel intended to provide ballistic resistance. (ASTM
Terminol v E3005
An item of personal protective equipment intended to protect the wearer
Body Armor from threats that may include ballistic threats,stabbing,fragmentation, or
blunt impact. Law enforcement and corrections officers typically refer to
body armor as a vest.(ASTM Terminology E3005)
Business Day Any day other than Saturday, Sunday or a legal holiday.
A garment whose primary purpose is to retain the armor panel(s) or plate(s)
Carrier and provide a means of supporting and securing the armor panel(s) or
late s to t )gy E3005)
A type of body armor intended to protect the wearer from both ballistic
Combination Vest threats and stabbing. Combination armor is sometimes called dual-threat
armor or multi le-threat armor. ASTM Terminola E3005
A vest designed to be worn under the shirt(uniform or undercover)or in a
Concealable Vest carrier that looks like a uniform shirt so that it is not easily seen. (ASTM
Terminology E3005
CPL Certified Product List.
Pricing that is established as a"not-to-exceed" amount;the maximum price
Ceiling Pricing Contractor may charge for Products, Services, and Supplies.
The individual who has the authority to supervise and approve the
Chief Procurement procurement of all Products and Services needed by the Lead State or a
Officer Participating State.
The person or entity delivering Products or performing Services under the
Contractor terms and conditions set forth in this Master Agreement.
Means an entity that purchases Products and Resells the Product to end-users and
Distributor has the ability to do on-site measurements.
Free on Board(FOB) Contractor is responsible for transportation and handling charges and the sale
does not occur until the Products arrive at the Purchasing Entity's specified
Destination location.
Any movable material acquired,produced, or delivered by Contractor, and
Goods shall include any movable material acquired,produced, or delivered by
Contractor in connection with the Services.
Soft or hard armor that is designed to provide a specific level of ballistic
In Conjunction With protection only when layered with a specified model(s)of body armor.
Armor (ASTM Terminology E3005)
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Body Armor and Ballistic Resistant Products Master Agreement
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A natural person, business, or corporation that provides Products or Services
Independent Contractor to another entity under the terms specified in a contract. An employer-
employee relationship does not exist.
A removable unit of protective material(soft armor or hard armor) intended
Insert to be placed into a special pocket on a carrier to enhance protection in a
localized area. (ASTM Terminology E3005)
Any and all patents, copyrights, service marks,trademarks,trade secrets,
Intellectual Property trade names, patentable inventions, or other similar proprietary rights, in
tangible or intangible form,and all rights,title, and interest therein.
Lead State The state that is centrally administering this Master Agreement.
A company that,as its primary business function, designs, assembles, and
Manufacturer owns the trademark/patent and markets a Product. Also referred to as
Contractor.
Manufacturer's The list price or recommended retail price of a Product in which the
Suggested Retail Price Manufacturer recommends that the retailer sell the Product.
(MSRP)
Also referred to as"Contract";the underlying agreement executed by and
Master Agreement between the Lead State, acting on behalf of the NASPO ValuePoint
program, and the Contractor, as now or hereafter amended.
A Device which incorporates the functionality of multiple Devices into one,
Multi function Device such as print,fax,copy and scan.Each feature can work independently of the
(MFD) other.
The NASPO Cooperative Purchasing Organization LLC, doing business as
NASPO ValuePoint, is a 501(c)(3)limited liability company that is a
subsidiary organization of the National Association of State Procurement
NASPO ValuePoint Officials (NASPO).NASPO ValuePoint is identified in this Master
Agreement as the recipient of reports and may perform Contract
administration functions relating to collecting and receiving reports as well
as other Contract administration functions as assigned by the Lead State.
NIJ The National Institute of Justice.
NIJ Compliant Products The list of models certified by NIJ to be compliant with an applicable
List(NIJ CPL) standard.
NIJ Compliance Testing The NIJ program that certifies body armor models that meet the
Program (NIJ CTP) requirements of the most current version of the relevant NIJ standard.
The NIJ certification mark,registered with the U.S. Patent and Trademark
NIJ Mark Office,that is used to communicate a product's compliance status with the
NIJ CTP.
8:00 a.m.to 5:00 p.m.,Monday through Friday(state holidays excluded),
Normal Business Hours regardless of time zone.
OEM Original Equipment Manufacturer.
Any type of encumbrance document or commitment voucher, including,but
Order not limited to, a purchase order,contract, or other document used by a
Purchasing Entity to order the Products.
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Body Armor and Ballistic Resistant Products Master Agreement
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A bilateral agreement executed by a Contractor and a Participating State or
Participating Entity incorporating this Master Agreement and any other additional
Addendum Participating State or Entity specific language or other requirements(e.g.
ordering procedures, other terms and conditions).
A government entity within a state that is properly authorized to enter into a
Participating Entity Participating Addendum.
A state,which encompasses all government entities within that state, or the
Participating State District of Columbia, or one of the territories of the United States,that enters
into a Participating Addendum.
Any good,service,or other deliverable supplied or created by the vendor
pursuant to the Master Agreement.The term products,supplies and services,
Product and products and services are used interchangeably in the terms and
conditions.
This consists of: Ballistic-Resistant Vest, Stab-Resistant Vest,Combination
Vest,In Conjultction With Armor, K-9 Ballistic-resistant Vest, K-9 Stab-
Product Category resistant Vest,K-9 Combination Vest,Ballistic-resistant Helmets,Ballistic-
resistant Shields,Carriers,and Ballistic-resistant and Non-ballistic-resistant
accessories.
Product Category This includes: Inserts(soft armor or hard armor),trauma packs,trauma
Ballistic-resistant plates,and protectors(groin, bicep, collar and throat)
accessories
This includes: pouches;replacement vest straps;ID patches; Carry bags for
Product Category Non- vests, shields, and helmets;Helmet non-ballistic face shield, equipment rails,
ballistic-resistant pads, and retention/suspension system; Shield lights, shoulder straps, and
Accessories logos.
All books and Public Records of a governmental entity,the contents of
Public Record which are not otherwise declared by law to be confidential must be open to
inspection by any person and may be fully copied or an abstract or
memorandum may be prepared from those public books and Public Records.
A state, city, county,district, institution of higher education, and some non-
Purchasing Entity profits who issue an Order against this Master Agreement via their
Participating State or Entity's Participating Addendum.
The labor required to be performed by Contractor pursuant to this Master
Services Agreement or an Order.
An item of personal protective equipment constructed of pliable/flexible
materials intended to protect the wearer from threats that may include
Soft Armor ballistic threats, stabbing,fragmentation, or blunt impact(ASTM
Terminology E3005)
A written offer or attempt to purchase Products and/or Services through an
Solicitation official Proposal,Evaluation, and Award process.
Stab Panel A type of armor panel intended to provide stab resistance. (ASTM
Terminology E3005)
An individual or a business that signs a contract with the Contractor to
Subcontractor perform part of Contractor's obligations under the Master Agreement.
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Body Armor and Ballistic Resistant Products Master Agreement
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A vest designed to be worn aver the uniform shirt in a load bearing carrier
Tactical Vest that accepts various equipment.Equipment may include holsters,magazines,
radios,or accessories.(ASTM Terminology E3005)
Third Party someone who may be indirectly involved but is not a principal party to an
arrangement, contract,deal, lawsuit or transaction.
Threat Level The rated level of protection, according to the relevant standard for the body
armor or ballistic-resistant product.
A soft insert intended to reduce backface deformation due to a ballistic
Trauma Pack impact. (ASTM Terminology E3005)
Type of body armor intended to protect the wearer's torso. (ASTM
Vest Terminology E3005)
3. NASPO VALUEPOINT PROGRAM PROVISIONS
3.1. Price and Rate Guarantee Period
3.1.1. The Product and Price List(s) identifies a complete listing of all Products and Services the
Contractor can provide under this Master Agreement.
3.1.2. MSRP/List Price discount percentages must be guaranteed throughout the term of this Master
Agreement, including any renewal terms; however,Contractor may increase its discount
percentage at any time.The Lead State must be notified of any such discount percentage increase,
and provided with a copy of the new Product and Price List(s).
3.1.3. MSRP/List Price shall remain firm during the first twelve(12)months of the Master Agreement.
After this period,Awarded Vendors may update their MSRP/List Price on an annual basis,
according to the following guidelines:
a) All requested price increases must include documentation from Direct Material suppliers
detailing cost escalations, and Awarded Vendors must describe how those escalations impact
current Product offerings.
b) With the exception of Direct Material cost increases,no price increase requests will be
allowed.
c) Updated Product and Price Lists must be submitted to the Lead State by the 1 st day of the
month at least one year after prior price increase updates.
d) Pricing will not go into effect unless, or until, it is approved by the Lead State.
3.1.4. The Master Agreement pricing IS Ceiling Pricing.Contractor may offer lower pricing on a per
Order basis to Purchasing Entity's; likewise,Purchasing Entity's may request lower pricing on a
per Order basis from Contractor.
3.1.5. Contractor may offer state-wide temporary promotional discounts, customer location temporary
specific discounts, bulk discounts,or spot discounts. Contractor must notify the Participating State
or Entity Contract Administrator and Lead State of special state-wide temporary promotional
discounts.
3.1.6. Any revisions to Product offerings (new NIJ approved items, etc.)must be pre-approved by the
Lead State, and will be allowed once per quarter.
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Body Armor and Ballistic Resistant Products Master Agreement
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3.1.7. Product updates are required by the 1 st of the month of a calendar quarter and shall go into effect
upon approval by the Lead State.
3.1.8. Price Lists received after the 1 st of the month of a calendar quarter may not be approved for up to
one hundred twenty days (120) days following submission. In addition, errors in the Contractor's
Price Lists may delay the approval process further.
3.1.9. All approved Price Lists will be submitted by the Lead State to NASPO ValuePoint. Contractor
shall then update all applicable websites with the new Price Lists after the NASPO ValuePoint
website has been updated.
3.1.10. Contractor is only authorized to provide Products and Services that are awarded under this Master
Agreement, as referenced in Exhibit A.
3.1.11. Pricing must include all shipping, delivery, and fitting costs associated with the Products.
3.2. Participants and Scope
3.2.1. Contractor may not deliver Products or perform Services under this Master Agreement until a
Participating Addendum acceptable to the Participating State or Entity and Contractor is executed.
The NASPO ValuePoint Master Agreement Terms and Conditions are applicable to any Order by a
Participating State or Entity(and other Purchasing Entities covered by their Participating
Addendum), except to the extent altered,modified,supplemented or amended by a Participating
Addendum.By way of illustration and not limitation,this authority may apply to unique delivery
and invoicing requirements, confidentiality requirements,defaults on Orders,governing law and
venue relating to Orders by a Participating State or Entity,indemnif cation,and insurance
requirements. Statutory or constitutional requirements relating to availability of funds may require
specific language in some Participating Addenda in order to comply with applicable law.The
expectation is that these alterations,modifications,supplements,or amendments will be addressed
in the Participating Addendum or,with the consent of the Purchasing Entity and Contractor,may
be included in the ordering document(e.g. Order)used by the Purchasing Entity to place the Order.
3.2.2. Use of specific NASPO ValuePoint cooperative Master Agreements by state agencies,political
subdivisions and other Participating States or Entities authorized by individual state's statutes to
use state contracts are subject to the approval of the respective State Chief Procurement Officer.
Issues of interpretation and eligibility for participation are solely within the authority of the
respective State Chief Procurement Officer.
3.2.3. Obligations under this Master Agreement are limited to those Participating States and Entities who
have signed a Participating Addendum and Purchasing Entities within the scope of those
Participating Addenda. Financial obligations of Participating States and Entities 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.Contractor
shall email a fully executed PDF copy of each Participating Addendum to
PA nas ovalue oint.or to support documentation of participation and posting in appropriate data
bases.
3.2.4. Participating States and Entities may,through a Participating Addendum, limit:
a) Available financial vehicles;
b) Any additional items as deemed necessary by the Participating State or Entity.
3.2.5. A Participating State or Entity must sign a new Participating Addendum with Contractor,
regardless of whether Contractor has signed Participating Addenda under a prior Master
Agreement(s).
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3.2.6. NASPO Cooperative Purchasing Organization LLC, doing business as NASPO ValuePoint, is not a
party to this Master Agreement. It is a nonprofit cooperative purchasing organization assisting
states in administering the NASPO ValuePoint cooperative purchasing program for state
government departments, institutions, agencies and political subdivisions(e.g.,colleges,school
districts,counties,cities, etc.)for all 50 states,the District of Columbia and the territories of the
United States.
3.2.7. Participating Addenda shall not be construed to amend the following provisions in this Master
Agreement between the Lead State and Contractor, and any such language shall be void and of no
effect:
a) Term of this Master Agreement;
b) Amendments;
c) Participants and Scope;
d) Administrative Fee;
e) NASPO ValuePoint Summary and Detailed Usage Reports;
f) NASPO ValuePoint Cooperative Program Marketing and Performance Review;
g) NASPO ValuePoint eMarket Center;
h) Right to Publish;
i) Price and Rate Guarantee Period; and
j) Individual Customers.
3.2.8. Participating Entities who are not states may under some circumstances sign their own
Participating Addendum,subject to the approval of participation by the Chief Procurement Officer
of the state where the Participating Entity is located. Any permission to participate through
execution of a Participating Addendum is not a determination that procurement authority exists in
the Participating Entity;they must ensure that they have the requisite procurement authority to
execute a Participating Addendum.
3.3. Administrative Fees
3.3.1. The Contractor shall pay to NASPO ValuePoint, or its assignee, a NASPO ValuePoint
Administrative Fee of one-quarter of one percent(0.25%or 0,0025)no later than sixty(60)days
following the end of each calendar quarter.
3.3.2. The NASPO ValuePoint Administrative Fee is not negotiable.
3.3.3. The Contractor shall report on all actual Body Armor and ballistic-resistant protective product
sales.
3.3.4. Some Participating States may require a fee be paid directly to the Participating State on sales
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.
The Contractor may adjust this Master Agreement pricing accordingly for sales made by
Purchasing Entities within the jurisdiction of the Participating State requesting the additional fee.
3.4. NASPO ValuePoint Summary and Detailed Usage Reports
The Contractor shall provide the following NASPO ValuePoint reports:
3.4.1. Summary Sales Data.The Contractor shall submit quarterly sales reports directly to NASPO
ValuePoint using the NASPO ValuePoint Quarterly Sales/Administrative Fee Reporting Tool
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found at litt ://calculatar.nas ovalue oint.or .Anytall sales made Linder the Contract shall be
reported as cumulative totals by state,which are inclusive of all line items identified in the Detailed
Sales Report. Even if Contractor experiences zero sales during a calendar quarter, a report is still
required.Reports shall be due no later than thirty (30)days following the end of the calendar
quarter(as specified in the reporting tool).
3.4.2. Detailed Sales Report. Contractor shall also report detailed sales data by:
a) State;
b) Customer Type(e.g. local government, higher education, K-12, non-profit);
c) Customer bill-to name and address;
d) Contractor or authorized agents and Distributors Order number;
e) Customer purchase order number;
f) Customer number;
g) Order type(e.g. sales Order,credit,return,upgrade);
h) Purchase order date;
i) Ship date;
j) Invoice date and number;
k) Product number and description
1) List Price/MSRP;
m) Contract Price;
n) Quantity;
o) Total Price;
p) NASPO ValuePoint Admin Fee amount; and
q) Distributor.
3.4.3. Reports are due on a quarterly basis and must be received by the Lead State and NASPO
ValuePoint Cooperative Development Team no later than thirty(30)days after the end of the
reporting period. Reports shall be delivered to the Lead State and to the NASPO ValuePoint
Cooperative Development Team electronically through a designated portal, email,CD-Rom or
flash drive. Detailed sales reports shall include sales information for all sales under Participating
Addenda executed under this Master Agreement. The format for the detailed sales data report is
shown in Exhibit D(NASPO ValuePoint Detailed Sales Reporting Template).
3.4.4. 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. Report data for
employees should be limited to ONLY the state and entity they are participating under the authority
of(state and agency, city,county,school district,etc.)and the amount of sales. No personal
identification numbers,e.g.names,addresses,social security numbers or any other numerical
identifier,may be submitted with any report.
3.4.5. Contractor shall provide the NASPO ValuePoint Cooperative Development Coordinator with an
executive summary each quarter that includes,at a minimum,a list of states with an active
Participating Addendum,states that Contractor is in negotiations with,and any PA roll out or
implementation activities and issues.NASPO ValuePoint Cooperative Development Coordinator
and Contractor will determine the format and content of the executive summary.The executive
summary is due thirty(30)days after the conclusion of each calendar quarter.
3.4.6. Timely submission of these reports is a material requirement of this Master Agreement.The
recipient of the reports shall have exclusive ownership of the media containing the reports.The
Lead State and NASPO ValuePoint shall have a perpetual, irrevocable, non-exclusive,royalty free,
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transferable right to display,modify, copy, and otherwise use reports, data and information
provided under this section.
3.5. NASPO ValuePoint Cooperative Program Marketing and Performance Review
3.5.1. Contractor agrees to work cooperatively with NASPO ValuePoint personnel to ensure that
Contractor's personnel will be educated regarding the provisions of this Master Agreement, as well
as the competitive nature of NASPO ValuePoint procurements,the Participating Addendum
process,and the manner in which Participating Entities can utilize this Master Agreement.
3.5.2. Contractor agrees, as Participating Addenda are executed, and if requested by NASPO ValuePoint
personnel,to provide plans to launch this Master Agreement program within the Participating
State.Plans will include timeframes to implement this Master Agreement and Participating
Addendum, as well as confirmation that the Contractor's website has been updated to properly
reflect the contract offer as available in the Participating State.
3.5.3. Contractor agrees, absent anything to the contrary outlined in a Participating Addendum,to
consider customer proposed terms and conditions,as deemed important to the customer,for
possible inclusion into the Participating Addendum. Contractor shall ensure that their sales force is
aware of this contracting option.
3.5.4. Contractor agrees to fairly, actively,and equally promote and advertise their NASPO ValuePoint
Master Agreement at all trade shows and Distributor meetings whereby Contractor displays or
makes reference to their government contract award offerings.
3.5.5. Contractor agrees,within 30 days of this Master Agreement effective date,to notify the Lead State
and NASPO ValuePoint of any contractual most-favored customer provisions in third-party
contracts or agreements that may affect the promotion of this Master Agreement,or whose terms
provide for adjustments to future rates or pricing based on rates,pricing in,or Orders from this
Master Agreement.Upon request of the Lead State or NASPO ValuePoint,Contractor shall
provide a copy of any such provisions.
3.5.6. Contractor agrees to participate in person at an annual performance review,which may include a
discussion of marketing action plans,target strategies,marketing materials,reporting,and
timeliness of administration fee payments.The location of the performance review shall be
determined by the Lead State and NASPO ValuePoint.
3.5.7. Contractor agrees that the NASPO ValuePoint logos may not be used by Contractor in sales and
marketing materials until a logo-use agreement is executed with NASPO ValuePoint.
3.5.8. The Lead State shall evaluate the utilization of this Master Agreement at the annual performance
review.The Lead State may, in its discretion,cancel this Master Agreement pursuant to§1.4,or
not exercise an option to renew,when Contractor utilization does not warrant further
administration of this Master Agreement.The Lead State may exercise its right to not renew this
Master Agreement if Contractor fails to record or report revenue for three consecutive quarters,
upon a 60-calendar day written notice to the Contractor.Cancellation based on nonuse or under-
utilization will not occur sooner than two(2)years after execution of this Master Agreement.This
subsection does not limit the discretionary right of either the Lead State or Contractor to cancel this
Master Agreement pursuant to§1.4.4 or to terminate for default pursuant to§6.10.
3.6. NASPO ValuePoint eMarket Center
3.6.1. In July 2011,NASPO ValuePoint entered into a multi-year agreement with SciQuest, Inc. (doing
business as JAGGAER)whereby JAGGAER will provide certain electronic catalog hosting and
management services to enable eligible NASPO ValuePoint customers to access a central online
website to view and/or shop the Products and Services available from existing NASPO ValuePoint
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Cooperative Contracts.The central online website is referred to as the NASPO ValuePoint eMarket
Center.
3.6.2. The Contractor shall have visibility in the eMarket Center through one of the following no-cost
options:
a) Ordering Instructions
i. The Contractor shall provide a link to their website,their Price list,their Distributor list,
and any additional information they would like the customer to have in regards to placing
Orders.
ii. Upon receipt of written request from the eMarket Center Site Administrator,the Contractor
shall have thirty(30)days to provide NASPO ValuePoint with the Ordering Instructions.
b) Hosted Catalog
i. The Contractor shall provide a list of its awarded Products and Services pricing via an
electronic data file,in a format acceptable to JAGGAER.
ii. In order to maintain the most up-to-date version of its Product offerings as approved with
the Master Agreement,the Contractor must submit electronic data to the eMarket Center
no more than four(4)times per calendar year.
iii. Upon receipt of written request from the eMarket Center Site Administrator,the Contractor
shall have fifteen(IS)days to set up an enablement schedule with NASPO ValuePoint and
JAGGAER.The schedule shall include future calls and milestone timeframes related to
testing and go-live dates.
iv. The Contractor shall have ninety (90)days from the receipt of written request,to provide
the Hosted Catalog to NASPO ValuePoint.
v. The Hosted Catalog must be strictly limited to the awarded Products and Services,and
must contain the most current approved pricing, including applicable quantity discounts.
vi. The catalog must include a Lead State Contract identification number and detailed Product
line item descriptions.
vii. The catalog must include any additional NASPO ValuePoint and Participating Addendum
requirements.Although Suppliers in the SQSN normally submit one(1)catalog, it is
possible to have multiple catalogs applicable to different NASPO ValuePoint Participating
State or Entities if for example,the Participating State or Entity has incorporated an
Administrative Fee into the Contract pricing,or a Participating State or Entity has
determined that they will not allow all awarded Products and Services under their
Participating Addendum. SciQuest will deliver the appropriate contract files to the user
viewing the catalog.
I
c) Punch-Out Catalog
i. The Contractor shall provide its own online catalog,which must be capable of being
integrated with the eMarket Center via Commerce eXtensibie Markup Language(cXML).
ii. The Contractor shall validate that its online catalog is current by providing a written update
to the Lead State every four(4)months,verifying that they have audited the offered
Products and Services pricing.
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iii. The Contractor shall have ninety(90) days from the receipt of the written request,to
deliver the Punch-Out Catalog to NASPO ValuePoint.
iv. The Punch-Out Catalog must be strictly limited to the awarded Products and Services, and
must contain the most current approved pricing, including applicable quantity discounts.
v. The catalog must include a Lead State Contract identification number and detailed Product
line item descriptions.
vi. The site must also return detailed UNSPSC codes for each line item.
vii. Contractor shall provide e-Quote functionality to facilitate volume discounts.
viii.The catalog must include any additional NASPO ValuePoint and Participating Addendum
requirements. It is possible to have multiple catalogs applicable to different NASPO
ValuePoint Participating State or Entities if for example,the Participating State or Entity
has incorporated an Administrative Fee into the Contract pricing,or a Participating State or
Entity has determined that they will not allow all awarded Products and Services under
their Participating Addendum.JAGGAER,will deliver the appropriate contract files to the
user viewing the catalog.
3.6.3. Revising Pricing and Products
a) Any revisions to Product offerings (new NIJ approvals, etc.)must be pre-approved by the Lead
State,and will be allowed once per quarter.
b) Updated Product files are required by the I`of the month of the quarter and shall go into effect
upon approval by the Lead State.
i. Files received after the 1st of the month may not be approved for up to one hundred twenty
(120)days following submission.
ii. Errors in the Contractor's submitted files may delay the approval process.
3.6.4. Supplier Network Requirements for Hosted and Punch-Out Catalogs
a) Contractor shall join the JAGGAER Supplier Network(SQSN) and shall use the JAGGAER's
Supplier Portal to import the Contractor's catalog and pricing files into the JAGGAER system.
b) Contractor can receive Orders through electronic delivery(cXML) or through low-tech options
such as fax.
c) More information about the SQSN can be found at www-scklqest.corn, or by contacting the
JAGGAER Supplier Network Services team at 800-233-1121.
3.6.5. Order Acceptance Requirements for Hosted and Punch-Out Catalogs
a) Contractor must be able to accept Orders via fax or cXML.
b) The Contractor shall provide confirmation via phone or email within 24 hours of Order receipt.
c) If the Order is received after 3pm(EST) on the day prior to a weekend or holiday,the
Contractor must provide confirmation via phone or email on the next business day.
3.6.6. UNSPSC Requirements
a) Contractor shall support use of the United National Standard Product and Services Code
(UNSPSC).UNSPSC versions that Contractors must adhere to are provided by JAGGAER and
upgraded each year.
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b) NASPO ValuePoint reserves the right to migrate to future versions of the UNSPSC,and
Contractor shall be required to support the migration effort.
c) All line items for Products and Services provided under this Master Agreement must be
associated to a UNSPSC code.
d) All line items must be identified at the most detailed LJNSPSC level, indicated by segment,
family, class, and commodity.
3.6.7. Applicability. Contractor agrees that NASPO ValuePoint controls which contracts appear in the
eMarket Center,and that NASPO ValuePoint may elect at any time to remove any Contractor
offerings from the eMarket Center.
3.6.8. Several NASPO ValuePoint Participating States and Entities currently maintain separate
JAGGAER eMarket Place accounts.In the event that one of these Participating States or Entities
elects to use this NASPO ValuePoint Master Agreement(available through the eMarket Center),
but publish the information to their own eMarket Place,the Contractor agrees to work in good faith
with the entity and NASPO ValuePoint,and agrees to take commercially reasonable efforts to
implement such separate JAGGAER catalogs.
3.7. Right to Publish
Throughout the duration of this Master Agreement,Contractor must secure from the Lead State,prior
approval for the release of any information,including any written correspondence,which pertains to the
potential work or activities covered by this Master Agreement.The Contractor shall not make any
representations of NASPO ValuePoint's opinion or position as to the quality or effectiveness of the
Products and Services that are the subject of this Master Agreement without prior written consent. Failure
to adhere to this requirement may result in termination of this Master Agreement for cause.
3.8. Individual Customers
Except to the extent modified by a Participating Addendum,each Purchasing Entity shall follow the terms
and conditions of this Master Agreement and applicable Participating Addendum and will have the same
rights and responsibilities for their purchases as the Lead State has in this Master Agreement, including but
not limited to,any indemnity or right to recover any costs as such right is defined in this Master Agreement
and applicable Participating Addendum.Each Purchasing Entity will be responsible for its own charges,
fees,and liabilities.The Contractor will apply the charges and invoice each Purchasing Entity individually.
4. STATEMENT OF WORK
4.1. Overview
4.1.1. Contractor shall maintain compliance with all requirements of the Master Agreement and shall
maintain compliance with all requirements throughout the duration of the Master Agreement.
4.1.2. Contractor, distributors and/or agents, must provide trained personnel to take on-site
measurements, for products intended to be worn by end users,at Purchasing Entity's. designated
location. Measurements for body armor must be taken in accordance with ASTM E3003 (most
recent version), and measurement procedures include using a tape measure and using sizing vests
provided by the vendor.
4.1.3. Contractor shall notify the Lead State, Participating Entities and all Purchasing Entities of any
recall notices,legal actions,warranty replacements,or any applicable notice regarding the products
being sold.Notice must be received in writing(via postal mail or email)within thirty(30)calendar
days of vendor learning of such issues. For issues that impact or are likely to impact the health or
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safety of individuals or entities using Products delivered under a subsequent agreement,vendor
shall immediately notify the Purchasing Entity.
4.1.4. Contractor shall send notice to the Lead State,utilizing Exhibit B(Agents and Distributors by
State)within fourteen(14)calendar days of engaging an agent and/or distributor.The Lead State
reserves the right to deny any Agent and/or distributor and will provide notification to the vendor
with justification as to why the decision was reached.in addition, it will be at the discretion of each
Participating Entity as to whether they will utilize the agents and/or distributors as authorized by
the Lead State.
4.2. Product Standards
Body Armor and Ballistic-resistant products must meet the NIJ standard listed below for the applicable
products,until new standards are published and transition dates specified for those new standards occur.
4.2.1. Ballistic Resistance of Body Armor,NIJ Standard-0101.06 (2008)
4.2.2. Stab Resistance of Personal Body Armor,NIJ Standard-0115.00 (2000)
4.2.3. NIJ Standard for Ballistic Helmets,NIJ Standard-0106.01 (1981)
4.2.4. NIJ Standard for Ballistic Resistant Protective Materials,NIJ Standard-0108.01 (1985)
4.2.5. NIJ Ballistic Resistance of Body Armor,NIJ Standard-O 10 1-07 (TBD)The new standard is not
published as of the start date of this Master Agreement. It will be required during the contract
cycle.
4.2.6. Stab Resistance of Personal Body Armor,NIJ Standard-0115.01 (TBD). The new standard is not
published as of the start date of this Master Agreement. It will be required during the contract
cycle.
4.3. Product Category
4.3.1. List of product categories from RFP-AR-21-001 see section 4.4 and Exhibit A for Contractor
awarded categories.
4.3.2.Ballistic-resistant Vest:NIJ Standard-0101.06 Protection Levels IIA, I1, IIA, III and IV Vest
models shall be listed on the NIJ Ballistic Armor CPL.The ballistic panel shall have the NIJ mark
on the label.
4.3.3.Stab-Resistant Vest: NIJ Standard-0115.00 Spike or Edged Blade Protection Levels 1, 2, and 3.
Vest models shall be listed on the NU Stab Armor CPL. When available from NIJ,the stab panel
shall have the NIJ mark on the label.
4.3.4. Combination Vest: Ballistic and Spike and/or Edged Blade: All vests offered as combination
vests shall be listed on both the NIJ Ballistic Armor CPL and Stab Armor CPL.The ballistic panel
shall have the NIJ mark on the label. When available from NIJ,the stab panel shall have the NIJ
mark on the label.
4.3.5. In Conjunction With Armor:NIJ Standard-0101.06 Protection Levels IIA, II, IIIA, III and IV. In
conjunction with armor is designed to provide a specific level of ballistic protection only when
layered with a specific model(s)of body armor listed on the NIJ Ballistic Armor CPL. The ballistic
panels shall have the NIJ mark on the label.
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4.3.6. K-9 Ballistic-resistant Vest: There is no NIJ standard or Compliance Testing Program for K-9
body armor.
4.3.7. K-9 Stab-resistant Vest: There is no NIJ standard or Compliance Testing Program for K-9 body
armor.
4.3.8.K-9 Combination Vest: There is no NIJ standard or Compliance Testing Program for K-9 body
armor.
4.3.9. Ballistic-resistant Helmets: There is no NIJ Compliance Testing Program for ballistic-resistant
helmets.The standard used for ballistic-resistant helmets(riot including face shields) is NIJ
Standard-0106.01,and the standard used for ballistic-resistant face shields is NIJ Standard-0108.01
(standard for ballistic-resistant materials).
4.3.10. Ballistic-resistant Shields: There is no NIJ Compliance Testing Program for ballistic-
resistant shields.The standard historically used for ballistic shields is NIJ Standrd-0108.01 (for
ballistic-resistant materials).
4.3.11. Carriers: Carriers are an integral part of a vest(providing no ballistic protection), and some
types of carriers are: concealable,uniform, short and tactical.
4.3.12. Accessories:
a) Ballistic-resistant: NIJ does not certify ballistic-resistant accessories.
1. Trauma pack and trauma plate
2. Insert(soft armor or hard armor)
3. Groin,yoke, bicep, collar and throat protectors
b) Non-ballistic-resistant
1. Pouches
2. Replacement carrier straps
3. ID patches
4. Carry bags for concealable vest,tactical vest, shield, and helmet
5. Helmet equipment rails, pads,and retention/suspension system
6. Shield lights,shoulder straps, logos
4.4. Current Awarded Categories
4.4.1. As new products are made available; Contractor may submit these products for consideration by
the Lead State. Only products that are new models(i.e., having different materials and/or
construction)will be considered. Contractor may submit new products once per quarter by the 1 st
day of the quarter,and final approval of new products is at the discretion of the Lead State. New
approved products will be listed on the website in a timely manner. For new products submitted
after the first of the quarter or having errors in the submission,approval may be delayed.
4.4.2. Contractor has only approved products and approved product categories as listed in Exhibit A.
New products if approved will be listed in Exhibit A.
4.4.3. Contractor shall notify the Lead State.when products previously approved are suspended or
removed from the NIJ CPL(e.g.,NIJ Safety Notice or NIJ Advisory Notice issued).
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4.5. Product Specifications
4.5.1. Body Armor and Ballistic-Resistant Products must be ordered new and unused, and shall not
contain re-used/remanufactured or re-purposed components.
4.5.2. Body Armor and Ballistic-Resistant Products that are listed on an NIJ CPL shall be constructed
identically to the original model tested and certified to comply with the NIJ standards referenced in
this solicitation.For body armor and ballistic-resistant products not certified by NIJ,the vendor
shall specify the standard(s) and threats against which the product was tested, shall provide
attestation of compliance with the standard(s), and shall provide(upon request of the Lead State or
purchaser)the test report.
4.5.3. All materials and construction shall be the same as reported to NIJ in the"Build Sheet",which lists
the materials and construction for the model.
4.5.4. Workmanship shall be first quality, with no defects that might affect performance, wear-ability, or
durability of the vest.
4.5.5.Products intended to be worn by end users shall not be"bulk ordered" inventory,nor substantially
tailored or modified`off the shelf' items to fit personnel as needed,since altering products could
potentially change the performance aspects originally tested under NIJ Compliance Testing
Program.
4.5.6.Each product intended to be worn by end users shall be made to professionally conducted
measurements intended to fit a specific individual. Under no circumstances shall measurements
result in a product that does not properly fit and/or provide adequate protective coverage for that
individual.
4.5.7.All vest measurements must be made according to vendor procedures and take into account all
clearances of panels and duty belts as described in the most recent version of ASTM E3003,
Standard Practice for Measurement of Body Armor Wearers and Fitting of Armor.
4.5.8.Available sizes for soft armor vests(handgun protection) shall be consistent with the NIJ
Compliance Testing Program requirements for the size range listed on the NIJ CPL.
4.5.9.All Body Armor Products that include the option of additional trauma packs,trauma plates, or
inserts shall have the pocket/holder securely attached to keep the inserts in position while worn.
4.5.10.All fasteners, including hook and pile(Velcro),non-directional snaps,webbing,side release
buckles,fastex buckles,and zippers,shal I be the same or similar color, as approved by the
Purchasing Entity, as the carrier.
4.5.11.The label shall withstand normal wear and cleaning and shall remain legible and attached
throughout the entire warranted life of the product.All Body Armor shall be labeled with strict
adherence to any applicable laws and regulations,and follow the labeling requirements according
to NIJ Standards, as updated or amended. This shall include the following:
a) Name of Contractor.
b) Location of Contractor.
c) Model designation from the relevant NIJ CPL(The model designation number shall match the
submitted price list and letter of certification.)
d) Level of protection
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e) The identifier for the relevant NIJ Standard, such as NIJ Standard-0101.06,NIJ Standard-
0101.07 or NIJ Standard-0115.00 or NIJ Standard-0115.01 (Combination armor shall indicate
both).
f) Completed manufacturing date
g) Lot number.
h) Unique serial number.
i) Brand name and catalog number.
j) A"Property of space so Purchasing Entity can enter an agency or officer name.
k) Basic care and maintenance instructions.
1) Size of product.
4.5.12.Contractor, agent, and/or distributor must have the serial numbers stored in a readily accessible
database.
4.5.13.Ballistic-resistant components must have at least a 5-year Awarded Contractor's warranty.
4.5.14.All carriers must have at least an 18-month Contractor's warranty. Reference Exhibit C for
warranty detail.
4.5.15. Warranty periods specified shall begin when Body Armor Products are delivered and accepted
following inspection by Purchasing Entity.
4.5.16.All fastener's, including hook and pile(Velcro),0),non-directional snaps, webbing, side release
buckles,fastex buckles, and zippers,shall be the same or similar color, as approved by the
Purchasing Entity, as the carrier.
4.6. Product Recycling
4.6.1. For Ballistic panel and other product recycling details for Contractor see Exhibit C.
5. ADMINISTRATION OF ORDERS
5.1. Ordering and Invoicing Specifications
5.1.1. All items subject to NIJ compliance testing must be listed on the NIJ CPL with a model status of
"active"on the date the Order is placed. Items not subject to NIJ compliance testing shall have
evidence of compliance with an appropriate standard. (See section 4.4.2)
5.1.2. All sizing,measurements, and final fitting shall be done at no expense to, and shall be scheduled at
the convenience of,the Purchasing Entity.
5.1.3. All orders regardless of quantity shall be delivered to Purchasing Entities within sixty(60)calendar
days after Contractor receipt of order.
5.1.4. Body Armor improperly fitted to an individual shall be adjusted or replaced and delivered to the
individual within thirty(30) calendar by the Contractor at no expense to the Purchasing
Entity.
5.1.5. Product invoice shall contain at a minimum:
5.1.5.1. Name of Purchasing Entity
5.1.5.2. Master Agreement Number
5.1.5.3. Name,phone number and address of Purchasing Entity
5.1.5.4. Order date
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5.1.5.5. Description of product ordered
5.1.5.6. NIJ CPL model designation and threat level.
5.1.5.7. Serial number
5.1.5.8. Price
5.1.5.9. Any additional information required by the Purchasing Entity.
5.1.6. Master Agreement Order and purchase order numbers shall be clearly shown on all
acknowledgments, shipping labels,packing slips, invoices,and on all correspondence.
5.1.7. Contractor shall accept procurement credit cards as a form of payment from Purchasing Entity,
with no additional charge or fee assessed.
5.1.8. Contractor shall provide a centralized billing option, upon request, and at the discretion of a
Participating State or Entity.
5.1.9. Distributor may invoice the Purchasing Entity directly, unless otherwise specified in a Participating
Addendum.
5.1.10. Each Purchasing Entity will identify and utilize its own appropriate purchasing procedure and
documentation. Contractor is expected to become familiar with the Purchasing Entities' rules,
policies, and procedures regarding the ordering of Products, and/or Services contemplated by this
Master Agreement.
5.1.11. Contractor shall not begin work without a valid purchase order or other appropriate commitment
document compliant with the law of the Purchasing Entity.
5.1.12. Orders must be placed consistent with the terms of this Master Agreement, and only during the
term of this Master Agreement,
5.1.13. All communications concerning administration of Orders placed shall be furnished solely to the
authorized individual within the Purchasing,Entity's location, or to such other individual identified
in writing in the Order.
5.1.14. Orders must be placed pursuant to this Master Agreement prior to the termination date thereof, but
may have a delivery date or performance period up to 240 days past the then-current termination
date of this Master Agreement. Contractor is reminded that financial obligations of Purchasing
Entities payable after the current applicable fiscal year are contingent upon agency funds for that
purpose being appropriated, budgeted,and otherwise made available.
5.1.15. All deliveries must be FOB Destination;freight prepaid by the Contractor to the Purchasing
Entity's specified location.Responsibility and liability for loss or damage for all orders will remain
with the Contractor until final inspection and acceptance,when responsibility will pass to the
Purchasing Entity,except the responsibility for latent defects, fraud,and the warranty obligations.
5.1.16. The delivery days and delivery hours shall be established by each individual Purchasing Entity.
5.2. Payment
Payment for completion of a Contract Order is normally made within thirty(30)days following the date the
entire Order is delivered or the date a correct invoice is received,whichever is later.After forty-five(45).
days,the Contractor may assess overdue account charges up to a maximum rate of one(1)percent per
month on the outstanding balance.
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6. GENERAL PROVISIONS
6.1. Insurance
6.1.1. Unless otherwise agreed in a Participating Addendum, Contractor shall,during the term of this
Master Agreement,maintain in full force and effect,the insurance described in this section.
Contractor shall acquire such insurance from an insurance carrier or carriers licensed to conduct
business in each 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.
6.1.2. Coverage shall be written on an occurrence basis.The minimum acceptable limits shall be as
indicated below, with no deductible for each of the following categories:
a) Commercial General Liability covering premises operations, Independent Contractors,
Products and completed operations, blanket contractual liability,personal injury (including
death),advertising liability,and property damage, with a limit of not less than$1 million per
occurrence,$2 million general aggregate,$2 million Products and completed operations
aggregate and$50,000 and any one fire. If any aggregate limit is reduced below$2,000,000
because of claims made or paid,the Contractor shall immediately obtain additional insurance
to restore the full aggregate limit and furnish to the Participating Entity, a certificate or other
document satisfactory to the Participating Entity, showing compliance with this provision.
b) Contractor must comply with any applicable State Workers Compensation or Employers
Liability Insurance requirements.
c) Automobile Liability covering any auto (including owned, hired and non-owned),with a
minimum Iimit of$1,000,000 each accident combined single limit.
d) Protected Information Liability covering all loss of State Confidential Information,such as PII,
PCI, PHI, Tax Information, and CJI,and claims based on alleged violations of privacy rights
through improper use or disclosure of protected information with limits of$1,000,000 each
occurrence and$2,000,000 general aggregate.
e) Crime insurance including employee dishonesty coverage with minimum limits of$1,000,000
each occurrence and$1,000,000 general aggregate.
6.1.3. Contractor shall pay premiums on all insurance policies. Such policies shall also reference this
Master Agreement and shall have a condition that they not be revoked by the insurer until thirty
(30)calendar days after notice of intended revocation thereof shall have been given to Purchasing
Entity and Participating Entity by the Contractor.
6.1.4. Prior to commencement of performance,Contractor shall provide to the Lead State a written
endorsement to the Contractor's general liability insurance policy or other documentary evidence
acceptable to the Lead State that:
a) Names the Participating States identified in the Request for Proposal as additional insured's,
and;
b) Provides that the Contractor's liability insurance policy shall be primary, with any liability
insurance of any Participating State as secondary and noncontributory.Unless otherwise agreed
in any Participating Addendum,the Participating Entity's rights and Contractor's obligations
are the same as those specified in the first sentence of this subsection. Before performance of
any Purchase Order issued after execution of a Participating Addendum authorizing it,the
Contractor shall provide to a Purchasing Entity or Participating Entity who requests it the same
information described in this subsection.
6.1.5. Contractor shall furnish to the Lead State,Participating Entity,and,on request,the Purchasing
Entity copies of certificates of all required insurance within seven(7) calendar days of the
execution of this Master Agreement,the execution of a Participating Addendum, or the Purchase
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Order's effective date and prior to performing any work. The insurance certificate shall provide the
following information: the name and address of the insured;name, address, telephone number and
signature of the authorized agent; name of the insurance company(authorized to operate in all
states);a description of coverage in detailed standard terminology(including policy period, policy
number,limits of liability,exclusions and endorsements);and an acknowledgment of the
requirement for notice of cancellation. Copies of renewal certificates of all required insurance shall
be furnished within fifteen(15)days after any renewal date.These certificates of insurance must
expressly indicate compliance with cacti and every insurance requirement specified in this section.
Failure to provide evidence of coverage may,at sole option of the Lead State,or any Participating
Entity,result in this Master Agreement's termination or the termination of any Participating
Addendum.
6.1.6. Coverage and limits shall not limit Contractor's liability and obligations under this Master
Agreement, any Participating Addendum, or any Order.
6.2. Records Administration and Audit
6.2.1. 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, 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.
6.2.2. Without limiting any other remedy available to any governmental entity,the Contractor shall
reimburse the applicable Lead State, Participating Entity,or Purchasing Entity for any
overpayments inconsistent with the terms of this Master Agreement or Orders,or underpayment of
fees found as a result of the examination of the Contractor's records.
6.2.3. The rights and obligations herein right exist in addition to any quality assurance obligation in this
Master Agreement requiring the Contractor to self-audit Contract obligations and that permits the
Lead State to review compliance with those obligations.
6.3. Confidentiality,Non-Disclosure,and Injunctive Relief
6.3.1. Confidentiality. Contractor acknowledges that it and its employees or Authorized Dealers may,in
the course of providing a Product under this Master Agreement, be exposed to or acquire
information that is confidential to Purchasing Entity's or Purchasing 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 Contractor or its employees or Authorized Dealers in the performance of
this Master Agreement, including,but not necessarily limited to:
a) Any Purchasing Entity's records;
b) Personnel records;
c) Information concerning individuals is Confidential Information of Purchasing Entity.Any
reports or other documents or items(including software)that result from the use of the
Confidential Information by Contractor shall be treated in the same manner as the Confidential
Information. Confidential Information does not include information that:
i) Is or becomes(other than by disclosure by Contractor)publicly known;
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ii) Is furnished by Purchasing Entity to others without restrictions similar to those imposed
by this Master Agreement;
iii) Is rightfully in Contractor's possession without the obligation of nondisclosure prior to the
time of its disclosure under this Master Agreement;
iv) Is obtained from a source other than Purchasing Entity without the obligation of
confidentiality;
v) Is disclosed with the written consent of Purchasing Entity; or
vi) Is independently developed by employees,Dealers or Subcontractors of Contractor who
can be shown to have had no access to the Confidential Information.
6.3.2. Non-Disclosure. Contractor shall hold Confidential Information in confidence, using at least the
industry standard of confidentiality,and shall not 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 what is necessary to the
performance of Orders placed under this Master Agreement.Contractor shall advise each of its
employees and Distributors of their obligations to keep Confidential Information confidential.
Contractor shall use commercially reasonable efforts to assist Purchasing Entity in identifying and
preventing any unauthorized use or disclosure of any Confidential Information. Without limiting
the generality of the foregoing,Contractor shall advise Purchasing Entity,applicable Participating
Entity,and the Lead State immediately if Contractor 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 Contractor shall at its expense cooperate with Purchasing Entity in seeking
injunctive or other equitable relief in the name of Purchasing Entity or Contractor against any such
person. Except as directed by Purchasing Entity, Contractor 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 Master
Agreement or at Purchasing Entity's request,Contractor shall turn over to Purchasing Entity all
documents,papers, and other matter in Contractor's possession that embody Confidential
Information.Notwithstanding the foregoing,Contractor may keep one copy of such Confidential
Information necessary for quality assurance,audits and evidence of the performance of this Master
Agreement.
6.3.3. Injunctive Relief.Contractor acknowledges that breach of this section,including disclosure of any
Confidential Information,will cause irreparable injury to Purchasing Entity that is inadequately
compensable in damages.Accordingly,Purchasing 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. Contractor acknowledges and agrees that the covenants contained
herein are necessary for the protection of the legitimate business interests of Purchasing Entity and
are reasonable in scope and content.
6.3.4. Purchasing Entity Law.These provisions shall be applicable only to extent they are not in
conflict with the applicable public disclosure laws of any Purchasing Entity.
6.3.5. The rights granted to Purchasing Entities,and the Contractor obligations under this section shall
also extend to the cooperative's Confidential Information,defined to include Participating
Addenda,as well as Orders or transaction data relating to Orders under this Master Agreement that
identify the entity/customer,Order dates,line item descriptions and volumes,and pricestrates.This
provision does not apply to disclosure to the Lead State,a Participating State,or any governmental
entity exercising an audit,inspection,or examination pursuant to§6.2(Records Administration
and Audit).To the extent permitted by law,Contractor shall notify the Lead State of any entity
seeking access to the Confidential information described in this subsection.
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6.4. License of Pre-Existing Intellectual Property
Contractor grants to the Purchasing Entity a non-exclusive, perpetual, irrevocable,unlimited license to use,
modify,or dispose of the Intellectual Property and its derivatives, used or delivered under this Master
Agreement,but not created tinder it("Pre-existing Intellectual Property"). The license shall be subject to
any third party rights in the Pre-existing Intellectual Property.Contractor shall obtain, at its own expense,
on behalf of the Purchasing Entity,written consent of the owner for the licensed Pre-existing Intellectual
Property.
6.5. Public Information
This Master Agreement and all related documents are subject to disclosure pursuant to the Purchasing
Entity's public information laws.
6.6. Assignment/Subcontracts
6.6.1. Contractor 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 Lead
State.
6.6.2. The Lead State reserves the right to assign any rights or duties, including written assignment of
Contract administration duties to NASPO Cooperative Purchasing Organization LLC,doing
business as NASPO ValuePoint.
6.7. Changes in Contractor Representation
The Contractor must notify the Lead State of changes in the Contractor's Key Personnel, in writing within
ten(10)calendar days of the change.The Lead State reserves the right to approve changes in key
personnel,as identified in the Contractor's proposal.The Contractor agrees to propose replacement key
personnel having substantially equal or better education,training,and experience as was possessed by the
key person proposed in the Contractor's proposal.
6.8. Independent Contractor
6.8.1. Contractor shall perform duties as an Independent Contractor,and not as an employee. Neither the
Contractor nor any employee or Authorized Dealer of the Contractor,shall be or deemed to be an
employee of the Lead State,NASPO ValuePoint, and/or any Participating State or Entity.
6.8.2. Contractor acknowledges that its employees are not entitled to unemployment insurance benefits
unless the Contractor or a Third Party provides such coverage,and that the Lead State,NASPO
ValuePoint and any Participating State or Entity does not pay for or otherwise provide such
coverage.
6.8.3. Contractor shall have no authority to bind the Lead State,NASPO ValuePoint and any
Participating State or Entity to any agreements,liability,or understanding except as may be
expressly set forth in this Master Agreement,Participating Addendum or an Order.
6.9. 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 Lead State may terminate this
Master Agreement after determining such delay or default will reasonably prevent successful performance
of this Master Agreement.
6.10. Defaults and Remedies
6.10.1. The occurrence of any of the following events shall be an event of default under this Master
Agreement:
a) Nonperformance of contractual requirements; or
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b) A material breach of any term or condition of this Master Agreement; or
e) Any certification,representation or warranty by Contractor in this Master Agreement that
proves to be untrue or materially misleading; or
d) Institution of proceedings under any bankruptcy, insolvency, reorganization or similar law,by
or against Contractor, or the appointment of a receiver or similar officer for Contractor or any
of its property,which is not vacated or fully stayed within thirty (30) calendar days after the
institution or occurrence thereof;or
e) Any default specified in another section of this Master Agreement.
6.10.2. 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 thirty(30)calendar days in which
Contractor 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 whole or 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.
6.10.3. If Contractor is afforded an opportunity to cure and fails to cure the default within the period
specified in the written notice of default,Contractor 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:
a) Exercise any remedy provided by law;
b) Terminate this Master Agreement and any related Contracts or portions thereof,
e) Impose liquidated damages as provided in this Master Agreement;
d) Suspend Contractor from being able to respond to future Solicitations;
e) Suspend Contractor's performance; and
f) Withhold payment until the default is remedied.
6.10.4. Unless otherwise specified in the Participating Addendum, 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 this Master Agreement, in addition to those set forth in its Participating Addendum.
6.10.5. Unless otherwise specified in an 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 Terms and Conditions shall be construed to limit the rights and
remedies available to a Purchasing Entity under the applicable commercial code.
6.11. Waiver of Breach
Failure of the Lead State, 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,Participating Entity,or Purchasing Entity must be in writing. Waiver by the
Lead State or Participating Entity of any default,right or remedy under this Master Agreement or
Participating Addendum,or by Purchasing Entity with respect to any Order,or breach of any terms or
requirements of this Master Agreement,a Participating Addendum,or Order 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,Participating Addendum, or an Order.
6.12. Debarment
The Contractor certifies that neither it nor its principals are presently debarred, suspended,proposed for
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debarment, declared ineligible, or voluntarily excluded from participation in this transaction(Contract)by
any governmental department or agency.This certification represents a recurring certification made at the
time any Order is placed under this Master Agreement. If the Contractor cannot certify this statement,
attach a written explanation for review by the Lead State.
6.13. Indemnification
6.13.1. The Contractor shall defend, indemnify and hold harmless NASPO,NASPO Cooperative
Purchasing Organization LLC (doing business as NASPO ValuePoint),the Lead State,
Participating Entities, and Purchasing Entities, along with their officers, agents,and employees as
well as any person or entity for which they may be liable,from and against claims,damages or
causes of action including reasonable attorneys' fees and related costs for any death, injury, or
damage to property arising from act(s),error(s), or omission(s)of the Contractor, its employees or
Subcontractors or volunteers, at any tier, relating to the performance under this Master Agreement.
6.13.2. Indemnification—Intellectual Property.The Contractor shall defend, indemnify and hold
harmless NASPO,NASPO Cooperative Purchasing Organization LLC(doing business as NASPO
ValuePoint),the Lead State, Participating Entities, Purchasing Entities,along with their officers,
agents, and employees as well as any person or entity for which they may be liable("Indemnified
Party"), from and against claims,damages or causes of action including reasonable attorneys' fees
and related costs arising out of the claim that the Product or its use, infringes Intellectual Property
rights("Intellectual Property Claim").
6.13.3. The Contractor's obligations under this section shall not extend to any combination of the Product
with any other Product,system or method, unless the Product, system or method is:
a) Provided by the Contractor or the Contractor's subsidiaries or affiliates;
b) Specified by the Contractor to work with the Product;
c) Reasonably required,in order to use the Product in its intended manner, and the infringement
could not have been avoided by substituting another reasonably available Product, system or
method capable of performing the same function; or
d) It would be reasonably expected to use the Product in combination with such Product, system
or method.
6.13.4. The Indemnified Party shall notify the Contractor within a reasonable time after receiving notice of
an Intellectual Property Claim. Even if the Indemnified Party fails to provide reasonable notice,the
Contractor shall not be relieved from its obligations unless the Contractor can demonstrate that it
was prejudiced in defending the Intellectual Property Claim resulting in increased expenses or loss
to the Contractor. If the Contractor promptly and reasonably investigates and defends any
Intellectual Property Claim, it shall have control over the defense and settlement of it. However,
the Indemnified Party must consent in writing for any money damages or obligations for which it
may be responsible. The Indemnified Party shall furnish, at the Contractor's reasonable request and
expense,information and assistance necessary for such defense. If the Contractor fails to
vigorously pursue the defense or settlement of the Intellectual Property Claim,the Indemnified
Party may assume the defense or settlement of it and the Contractor shall be liable for all costs and
expenses, including reasonable attorneys' fees and related costs, incurred by the Indemnified Party
in the pursuit of the Intellectual Property Claim.Unless otherwise agreed in writing,this section is
not subject to any limitations of liability in this Master Agreement or in any other document
executed in conjunction with this Master Agreement.
6.14. No Waiver of Sovereign Immunity
6.14.1. In no event shall this Master Agreement, any Participating Addendum or any Contract or any
Purchase Order issued thereunder,or any act of a Lead State,a Participating.Entity, or a Purchasing
Entity be a waiver of any form of defense or immunity, whether sovereign immunity, governmental
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immunity, immunity based on the Eleventh Amendment to the Constitution of the United States or
otherwise,from any claim or from the,jurisdiction of any court.
6.14.2. This section applies to a claim brought against the Participating State only to the extent Congress
has appropriately abrogated the Participating State's sovereign immunity and is not consent by the
Participating State to be sued in federal court.This section is also not a waiver by the Participating
State of any form of immunity,including but not limited to sovereign immunity and immunity
based on the Eleventh Amendment to the Constitution of the United States.
6.15. Governing Law and Venue
6.15.1. The construction and effect of this Master Agreement shall be governed by the kaws of the Lcad
State.Venue for any administrative or judicial action relating to this Master Agreement shall be in
the City and County of Denver,Colorado.
6.15.2. The construction and effect of any Participating Addendum or Order against this Master
Agreement shall be governed by and construed in accordance with the laws of the Participating
Entity's or Purchasing Entity's State.
6.15.3. If a claim is brought in a federal forum,then it must be brought and adjudicated solely and
exclusively within the United States District Court for(in decreasing order of priority): The Lead
State for claims relating to the procurement,evaluation,award, or Contract performance or
administration if the Lead State is a party;the Participating State if a named party;the Participating
Entity state if a named party; or the Purchasing Entity state if a named party.
6.16. Assignment of Antitrust Rights
Contractor irrevocably assigns to a Participating Entity any claim for relief or cause of action which the
Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state
or federal antitrust laws(15 U.S.C. § 145 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
Contractor for the purpose of carrying out the Contractor'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.
6.17. Contract Provisions for Orders Utilizing Federal Funds
Pursuant to Appendix Tl to 2 Code of Federal Regulations(CFR)Part 200,Contract Provisions for Non-
Federal Entity Contracts Under Federal Awards,Orders funded with federal funds may have additional
contractual requirements or certifications that must be satisfied at the time the Order is placed or upon
delivery. These federal requirements may be proposed by Participating Entities in Participating Addenda
and Purchasing Entities for incorporation in Orders placed under this Master Agreement.
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THE PARTIES HERETO HAVE EXECUTED THIS MASTER AGREEMENT
Individual signing for Contractor hereby swears and affirms that they are authorized to act on Contractor's behalf and
acknowledge that the Lead State is relying on their representations to that effect.
CONTRACTOR STATE OFCOLORADO 1
Angel Armor, LLC Jared Polls, Governor
Department of Personnel &Administration
By: Chris Foth State Purchasing & Contracts Office
Kara Veitch, Executive Director
Title: General Manager Docusignedby: LuSIgnedby:
By: F S VD By
12CP.8 John Chapm tatecBwf&asing Manager
Date: 11/7/2020 Date: 11/10/2020
ALL CONTRACTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS§24-30-202 requires the State Controller to approve all State Contracts.This Master Agreement is not valid until
signed and dated below by the State Controller or delegate.Contractor is not authorized to begin performance until
such time. If Contractor begins performing prior thereto,the State of Colorado is not obligated to pay Contractor for
such performance or for any Goods and/or Services provided hereunder.
1
STATE CONTROLLER
Robert JSreo CPA, MBA, JD
By. St.Y
29ADEADE7165433-
Date: 11/10/2020
1
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EXHIBIT A,PRODUCT AND PRICE LISTS
Separate attachment
EXHIBIT B,AGENTS AND DISTRIBUTORS BY STATE
Separate attachment
EXHIBIT C,WARRANTY AND RECYCLING PLAN
Separate attachment
EXHIBIT D,NASPO VALUEPOINT DETAILED SALES REPORTING TEMPLATE
Separate attachment
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EXHIBIT E, CONTRACTOR ATTESTATION
Individual signing for Contractor hereby swears and affirms that they are authorized to act on Contractor's behalf
and acknowledge that the Lead State is relying on their representations to that effect.
Contractor r rQo-c_uSignod'bl!y:
By: l. 'libCu.
Date: 11/7/2020
For each shield listed in Exhibit A.
Angel Armor,LLC attests that the Ally One,NIJ III-A ballistic-resistant shield(listed in Exhibit
A Product and Price Lists)is in compliance with NIJ Standard 0 10 8.01 when tested with the NIJ
ballistic test threats from NIJ Standard 0108.01,Type III-A, and that the products being sold
under this contract are the same ballistic material and design as the test samples evaluated in the
provided test report: 06/01/2017 Rev C File-003032.
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Body Armor and Ballistic Resistant Products Master Agreement
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Exhibit B -AGENTS AND DISTRIBUTORS BY STATE
RFP-AR-21-001
VENDOR NAME:Angel Armor LLC
Agents/Distributors Number of
States (put an"x" if yes) Agents/Distributors
Alabama X 2
Alaska
Arizona X 4
Arkansas X 2
California X 6
Colorado X 6
Connecticut X 1
Delaware X 1
Florida X 6
Georgia X 4
Hawaii
Idaho X 1
Illinois X 3
Indiana X 3
Iowa X 1
Kansas X 3
Kentucky X 3
Louisiana X 1
Maine X 3
Maryland X 2
Massachusetts X 3
Michigan X 4
Minnesota X 3
Mississippi X 3
Missouri X 4
Montana X 1
Nebraska X 2
Nevada X 3
New Hampshire X 2
New Jersey X 3
New Mexico X 4
New York X 3
North Carolina X 4
North Dakota X 2
Ohio X 3
Oklahoma X 2
Oregon X 4
Pennsylvania X 3
Puerto Rico
Rhode Island X 2
South Carolina X 2
South Dakota X 1
Tennessee X 4
Texas X 5
Utah X 2
Vermont X 2
Virginia X 1
Washington X 7
Washington DC X 1
West Virginia X 1
Wisconsin X 3
Wyoming X 2
Total 49 138
Exhibit C Warranty and Recycling Plan
Rem
Purpose:
This document describes the process and procedures for disposition of returned armor
panels that are expired or worn beyond useful life and are to be recycled or disposed.
General Information :
Customers are encouraged to contact Angel Armor with any questions about their
ballistic panels at anytime.Angel Armor requests that customers regularly verify the
expiration date of their armor panels and products. If a ballistic panel or another
Angel Armor product has been damaged or has expired,customers should contact
Angel Armor for disposition of the product.
Requests for information or requests for Return Merchandise Authorization (" RMA")
regarding Angel Armor products may be directed to:
service an elarmor.com
Phone: (970) 235-2961
Customer Requirements:
1. Customer must provide the original order number(s),Angel Armor product ID(s),
serial number(s)and order date to Angel Armor at time of return request.
2. Customer is responsible for transportation charges associated withthe returnfor
recyclingand disposition.
3. Once RMA is received,customer should package the products appropriatelyso
asto arrive undamaged. Packages should be under 70 Ibs each and any
shipments over 150lbstotal should ship on a pallet.
Disposition and Tracking Process:
1. Angel Armor will provide a RMA to the customer.
2. When RMA is physically received, product(s) will be verified and traced by serial
number(s).
3. Disposition of product(s)and material(s) willthen be determined based on
material make-up and condition of the product(s). Angel Armor will put forth the
best effort to recycle material for use in other product(s)such as gloves,tires,
etc. which commonly use similar recycled materials.
4. Confirmation of recycling or destruction will be sent to customer upon material
disposition.
Warranty
Angel Armor provides a 60-month expressed limited manufacturer warranty on ballistic products
and a 24-month expressed limited manufacturer warranty on all carriers. Details of each product
Exhibit C Warranty and Recycling Plan
warranty are located on our website at https:/Langelarmor.com/"12roduct-wa,ranties/
NASPO Cooperative Purchasing Organization,LLC
NASPO
ValuePointCooperative Contract Sales Reporting Data Requirements and Data Format
This is the minimally acceptable reporting requirement for NASPO ValuePont cooperative contracts.These elements are NOT negotiable. The field size of
certain elements may be adjusted,with authorization from NASPO ValuePoint Cooperative Development Team to accommodate differences in the Vendor
Contract Number size.
Lead zeros should be avoided if possible. Fields should be right justified.Field with no data should be left blank.
Reports should be submitted in Microsoft Excel 97-13 format or an equivalent approved by the NASPO ValuePoint Cooperative Development Team
FieMNUMBERB
COL fJ Field Dtacrlptaea Data Type Field Size
VENA Name of Vendor
VENDOR CO B Lead State assigned contract number(using Lead Staten�:t+^�^g protxol) +71phe Numeric 5
C State postal abbreviation code[Alaska=A%,Missouri=MO,etc•) Alpha Numeric 2
State Gov't,Education-g12,Education-HID,Local Gov't,Medical,Other-are acceptable
CUSTOMERD segr�ts•[determined by industrial practice for each contract-uniform fox each contract] AlphaNumeric 45
BILLE Customer(agency)Bill to name Alpha Numeric60
BILL TF Customer aagency)Bill to address Alpha Numeric 40
BILL TO CITY G Customer(agez<cy)Bill to city Alpha Numeric 40
BILL TO ZIPCODE H m
Zip code in standard 5-4 format[sndaad 5 digits is aceepuhle,formatted as a Zip code] Alpha Numeric 9
SHIP TO NAME I I Cuewr=(agoncy)Ship to name Alpha Numeric 60
SHIP TO ADDRESS ] I Customer(agency)Ship to address "Numeric 40
SHIP TO CITY % I Customer(agency)Ship to city Alpha Numeric 40
SHIP TO ZIPCODE L JVp code in standard 5-4 format[standard$digits is acceptable,formatted as a zip oode] Alpha Numeric 9
ORDER NUMBER M IV.Ador asslg-ld order number Alpha Numeric 20
CUSTOMER PO NUMBER N Customer provided Purchase order Number Alpha Numeric 20
CUSTOMER NUMBER O Vendor assigned account number for the purchasing entity Alpha Numeric 20
Sales order,Credit/Return,Upgrade/Downgrade,etc.[determined by industrial practice for
ORDER TYPE p each contract-uniform for each contract] Alpha Numeric 35
PO DATE(ORDER DATE) Q (mnVdd/ccffl Numeric B
SHIP DATE R (mrrVdd/scyy) Numeric 6
INVOICE DATE S (mmlddJcayy) Numeric B
INVOICE NUMBER T Vendor assigned Invoice Number Alpha Numeric 20
PRODUCT NUMBER U product number of ptschased product Alpha Numeric 25
PRODUCT DESCRIPTION V Product dexription o[pmchased product Alpha Numeric 60
UNSPSC w Commodirydevel code based on UNSPSC code rules Alpha Numeric 6
List Price-US Currency($99999.999)[determined by industrial practice for each contract-
LIST PRICE/MSRP/CATALOG PRICE R uniform for each contract] Numeric 10
UNIT PRICE Y Unit Price-US Currency(S99899-999) Numeric 10
QUANTITY Z Quantity Invoiced(99999,999) Numeric 11
TOTAL PRICE AA Extended Price(Buhl price multi led by the quantity invoiced)-US Cttrrettcy(5999999999.989J Numeric 13
NASPO VALUEPOINT ADMIN FEE AB Admin mative Fee based on Total Price-US Currency($9999mms) Numeric 13
If a VAR/Reseller/Distributor,name of VAR/Reseller/Distributor and state where located (may
VAR/Reseller/Distributor AC be a code with a cross reference sheet provided) Alpha Numeric 30
Energy Star Compliant AD Yes=1 No=2 Energy Star Does not Apply=0 Numeric I
EPEAT['_.,,n,T^s= AE Oold=1 Silver=2 Bronze =3 EPEAT Does not Apply=0 Numeric 1
Optional. AF A1phaNumertc 60
optional [ADDITIONAL OPTIONAL COLUMNS MAY BE ADDED BASED ON APPROVAL FROM WNCIIT] Alpha Numeric 60
August 14,2009
DocuSign Envelope ID:COF7C458-EBBA-47OA-82F5-39C58F9D69D3
MASTER AGREEMENT AMENDMENT
Amendment# 1 Master Agreement#164711 Amendment CMS#174575
1. PARTIES
This Amendment to the above-referenced Master Agreement("Contract")is entered into by and between Angel Armor,LLC
(hereinafter called"Contractor"),and the State of Colorado,acting by and through the Department of Personnel&
Administration,State Purchasing&Contracts Office(hereinafter called the"State"), and collectively referred to as the
"Parties."
2. EFFECTIVE DATE AND ENFORCEABILITY
This Amendment shall not be effective or enforceable until it is approved and signed by the Colorado State Controller or designee
(hereinafter called the"Effective Date").The State shall not be liable to pay or reimburse Contractor for any performance
hereunder including,but not limited to,costs or expenses incurred,or be bound by any provision hereof prior to the Effective
Date.
3. FACTUAL RECITALS
The Parties entered into a Master Agreement effective November 10,2020,that authorized Participating States to execute
Participating Addenda with the Contractor for Body Armor and Ballistic Resistant Products,as set forth in the NASPO
ValuePoint Master Agreement,Contract number 164711.
4. CONSIDERATION
The Parties acknowledge that the mutual promises and covenants contained herein and other good and valuable consideration are
sufficient and adequate to support this Amendment.
5. LIMITS OF EFFECT
This Amendment is incorporated by reference into the Contract,and the Contract and all prior amendments thereto,if any,remain
in full force and effect except as specifically modified herein.
6.MODIFICATIONS
Per Section 1.4.2 of the Master Agreement,this Amendment shall extend the Contract for an additional term,beginning on
November 11,2022,and ending on November 10,2023.
7. START DATE
This Amendment shall take effect on the later of the Effective Date or November 11,2022.
8. ORDER OF PRECEDENCE
Except for the Special Provisions,in the event of any conflict, inconsistency,variance,or contradiction between the provisions of
this Amendment and any of the provisions of the Master Agreement,the provisions of this Amendment shall in all respects
supersede,govern,and control.
THE PARTIES HERETO HAVE EXECUTED THIS AMENDMENT
CONTRACTOR STATE OF COLORADO
Angel Armor,LLC Jared S.Polis,Governor
By: Chris Foth Department of Personnel and Administration
Title: ClEQ Tony G FiH,&x6Wutive Director
12CE58z5'n�ture By: John Ch 6M te5Rl rchasing Manager
Date: 4/3/2022 Date: 4/3/2022
ALL CONTRACTS RE DIRE APPROVAL BY THE STATE CONTROLLER
CRS§24-30-202 requires the State Controller to approve all State contracts.This Amendment is not valid until signed and dated below by
the State Controller or delegate.
STATE CONTROLLER
Robert Jaros,CPA,MBA,JD
Docu53qned by:
By:_ �?� Date: 4/4/2022
�� ��,a. �s7z�chae i Kam i et
DocuSign Envelope ID:C7AE1E18-OAOD-41OC-9B92-2442AF233350
MASTER AGREEMENT AMENDMENT
Amendment#2 Master Agreement# 164711 Amendment CMS # 182708
1. PARTIES
This Amendment to the above-referenced Master Agreement ("Contract") is entered into by and between
Angel Armor,LLC (hereinafter called"Contractor"),and the State of Colorado,acting by and through the
Department of Personnel & Administration,State Purchasing& Contracts Office(hereinafter called the
"State"), and collectively referred to as the "Parties."
2. EFFECTIVE DATE AND ENFORCEABILITY
This Amendment shall not be effective or enforceable until it is approved and signed by the Colorado State
Controller or designee (hereinafter called the "Effective Date"). The State shall not be liable to pay or
reimburse Contractor for any performance hereunder including, but not limited to, costs or expenses
incurred, or be bound by any provision hereof prior to the Effective Date.
3. FACTUAL RECITALS
A. The Parties entered into a Master Agreement effective November 10,2020, that authorized Participating
States to execute Participating Addenda with the Contractor for Body Armor and Ballistic Resistant
Products, as set forth in the NASPO ValuePoint Master Agreement, Contract number 164711.
B. The Contract was extended for an additional term beginning on November 11, 2022 and ending on
November 10, 2023,via the issuance of Amendment#1, CMS # 174575.
4. CONSIDERATION
The Parties acknowledge that the mutual promises and covenants contained herein and other good and
valuable consideration are sufficient and adequate to support this Amendment.
5. LIMITS OF EFFECT
This Amendment is incorporated by reference into the Contract, and the Contract and all prior amendments
thereto, if any, remain in full force and effect except as specifically modified herein.
6. MODIFICATIONS
Per Section 1.4.2 of the Master Agreement, this Amendment shall extend the Contract for an additional
term, beginning on November 11, 2023, and ending on November 10, 2024.
7. START DATE
This Amendment shall take effect on the later of the Effective Date or November 11, 2023.
8. ORDER OF PRECEDENCE
Except for the Special Provisions, in the event of any conflict, inconsistency, variance, or contradiction
between the provisions of this Amendment and any of the provisions of the Master Agreement,the
provisions of this Amendment shall in all respects supersede, govern, and control.
Page 1 of 2
I
DocuSign Envelope ID:C7AE1E18-OAOD-41OC-9B92-2442AF233350
THE PARTIES HERETO HAVE EXECUTED THIS AMENDMENT
CONTRACTOR STATE OF COLORADO
Angel Armor,LLC Jared S. Polis, Governor
By: ch ri s Foth Department of Personnel and
Title: CEO Administration Tony Gherardini,
d Director
12cE582&bp4vture
Date: 5/30/2023 By: John C M,,, gE�Purchasing Manager
Date: 5/31/2023
ALL CONTRACTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS §24-30-202 requires the State Controller to approve all State contracts.This Amendment is not valid until
signed and dated below b- the State Controller or dele ate.
STATE CONTROLLER
Robert Jaros, CPA,MBA,JD
DucuS:ened by:
By: Date: 5/31/2023
ssesseseootimm. Na han Manley
Page 2 of 2
DocuSign Envelope ID:F13CDAB5-CD78-4253-B092-447EC8917EF6
MASTER AGREEMENT AMENDMENT
Amendment#3 Master Agreement# 164711 Amendment CMS # 189598
1. PARTIES
This Amendment to the above-referenced Master Agreement ("Contract") is entered into by and between
Angel Armor,LLC (hereinafter called"Contractor"),and the State of Colorado, acting by and through the
Department of Personnel &.Administration, State Purchasing & Contracts Office(hereinafter called the
"State"),and collectively referred to as the"Parties."
2. EFFECTIVE DATE AND ENFORCEABILITY
This Amendment shall not be effective or enforceable until it is approved and signed by the Colorado State
Controller or designee (hereinafter called the "Effective Date"). The State shall not be liable to pay or
reimburse Contractor for any performance hereunder including, but not limited to, costs or expenses
incurred, or be bound by any provision hereof prior to the Effective Date.
3. FACTUAL RECITALS
A. The Parties entered into a Master Agreement effective November 10, 2020,that authorized Participating
States to execute Participating Addenda with the Contractor for Body Armor and Ballistic Resistant
Products, as set forth in the NASPO ValuePoint Master Agreement, Contract number 164711.
B. The Contract was extended for an additional term beginning on November 11, 2022 and ending on
November 10, 2023, via the issuance of Amendment#1, CMS # 174575.
C. The Contract was extended for an additional term beginning on November 11, 2023 and ending on
November 10, 2024,via the issuance of Amendment#2, CMS # 182708.
4. CONSIDERATION
The Parties acknowledge that the mutual promises and covenants contained herein and other good and
valuable consideration are sufficient and adequate to support this Amendment.
5. LIMITS OF EFFECT
This Amendment is incorporated by reference into the Contract, and the Contract and all prior amendments
thereto, if any, remain in full force and effect except as specifically modified herein.
6. MODIFICATIONS
Amendment shall extend the Contract for an additional
A. Per Section 1.4.2 of the Master Agreement,this
term, beginning on November 11,2024, and ending on November 10, 2025.
B. Section 3.1.3 of the Master Agreement shall be modified as follows:
"a) All requested price increases must include documentation from the Contractor which provides a
detailed explanation for the increase.The Lead State may request additional information if the
Contractor's explanation is determined to be inadequate. While requested price increases may be
supported with reference to both direct and indirect costs, it shall be at the Lead State's sole discretion
(1) to determine if any requested price increase is appropriate for the Goods being offered under the
Contract and (2)to approve or deny the request."
"b) Reserved"
C. Section 3.1.6 of the Master Agreement shall be modified as follows:
Page 1 of 4
DocuSign Envelope ID:F13C DAB 5-CD78-4253-BO92-447EC8917EF6
"Any revisions to Product offerings (new NIJ-certified body armor, new ASTM verified ballistic
helmets, and new ASTM verified ballistic shields, etc.) must be pre-approved by the Lead State, and
may be allowed no more than once per quarter."
D. Section 3.6.3 of the Master Agreement shall be modified as follows:
"a) Any revision to Product offerings (new NIJ-certified body armor, new ASTM verified shields, and
ASTM verified helmets, etc.) must be pre-approved by the Lead State, and may be allowed no more
than once per quarter."
"bj Updated Product files are required by the I"of the month of each quarter and shall go into effect
upon approval by the Lead State."
"i. Files received after the 1st of the month or that request additional changes after pre-approval by
the Lead State may not be approved for up to one hundred twenty (120) days following last
submission."
Ni. Errors in the Contractor's submitted files may delay the approval process."
E. Section 4.2 of the Master Agreement shall be modified as follows:
"Body Armor and Ballistic-resistant products must be certified or verified to the NIJ or other standards
listed below for the applicable products, until new standards are published and transition dates specified
for those new standards occur."
F. Section 4.2.3 "For new helmet part numbers provided or not previously approved and active on Exhibit
A Product and Price list prior to September 7, 2023, ballistic helmets shall be verified to ASTM
Standard Specification E3368/E3368M."
G. Section 4.2.4 "For new shield part numbers provided or not previously approved and active on Exhibit
A Product and Price list prior to September 7, 2023, ballistic shields shall be verified to ASTM Standard
Specification E3347/E3347M.
H. Section 4.2.5 "Ballistic-resistant body armor certified to NIJ Standard 0101.06 (2008) is acceptable until
the associated NIJ CPL is no longer maintained by NIJ. Body armor certified to NIJ Standard 0101.07
is acceptable to be requested as new products are listed on the NIJ CPL after the publication of 0101.07
November 30, 2023."
I. Section 4.2.6 "Stab-resistant body armor certified to NIJ standard 0115.00 (2000) is acceptable until the
associated NIJ CPL is no longer maintained by NIJ. Body armor certified to NIJ Standard 0115.01 is
acceptable to be requested as new products after the publication of NIJ Standard 0115.01 and addition of
products to the associated NIJ CPL."
J. Section 4.3 of the Master Agreement shall be modified as follows:
4.3.2 addition
"a)NIJ Standard 0 10 1.07 ballistic protection levels NIJ HG1,NIJ HG2,NIJ RF1,NIJ RF2, and NIJ
RF3 body armor models shall be listed on the associated NIJ Ballistic Armor CPL. The ballistic panels
shall have the NIJ mark on the label."
4.3.3 addition
"a)NIJ Standard 0115.01 stab protection categories NIJ-STAB-Commercial and NIJ
body body armor models shall be listed on the associated NIJ Stab Armor CPL. The stab panels shall have the
NIJ mark on the label."
4.3.5 addition
"a) In Conjunction With Armor(ICW): NIJ Standard 0 10 1.07 hard armor intended to provide the
stated level of ballistic protection when paired with a specific model of soft armor. ICW hard armor will
follow information within protection levels NIJ RFI,NIJ RF2,and NIJ RF3. The ballistic panels steal I
have the NIJ mark on the label."
Page 2 of 4
DocuSign Envelope ID:F13C DAB 5-CD78-4253-BO92-447EC8917EF6
4.3.9 shall be modified and replaced with:
"Ballistic-resistant Helmets: Helmets not approved and added to the price list by September 7, 2023 or
earlier shall be verified to ASTM E3368/E3368M for new helmet and face shield part numbers.
a)New part numbers requested to be added to the price list that are not yet verified to ASTM
E3368/E3368M must be approved by the Lead State."
4.3.10 shall be modified and replaced with:
Ballistic-resistant Shields: Shields not approved and added to the price list by September 7, 2023 or
earlier shall be verified to ASTM E3347/E3347M for new shield part numbers.
a) New part numbers requested to be added to the price list that are not yet verified to ASTM
E3347/E3347M must be approved by the Lead State."
K. Section 4.4 of the Master Agreement shall be modified as follows:
4.4.3 shall be modified and replaced with:
"Contractor shall notify the Lead State when products previously approved are suspended or removed
from the NIJ CPL (e.g.,NIJ Safety Notice or NIJ Advisory Notice issued) or the ASTM Verified
Products List, and the items shall be removed from the current price list."
L. Section 4.5 of the Master Agreement shall be modified as follows:
4.5.3 shall be modified and replaced with:
"All materials and construction of products on the NIJ CPL shall be the same as reported to NIJ on the
"Build Sheet". All new materials and construction of products on the ASTM verified products list shall
be the same as reported on the SEI/ASTM"Verification Submittal Form" for a detailed
listing/description of the components and materials. (See section 4.2.4 and 4.2.5)"
Section 4.5.5 shall be modified and replaced with:
"Products intended to be worn by end users shall not be "bulk ordered" inventory, nor substantially
tailored or modified"off the shelf' items to fit personnel as needed, since altering products could
potentially change the performance aspects of products originally certified by or verified through the
ASTM Verification program."
M. Section 5.1 of the Master Agreement shall be modified as follows:
5.1.1 shall be modified and replaced with:
"A l l body armor must be listed on the appropriate NIJ CPL(s)with a model status of"active"on the
date the Order is placed. All ballistic shields and ballistic helmets must be Iisted on the ASTM Verified
Products List with a model status of"active" on the date the Order is placed. Items not subject to NIJ or
ASTM compliance or verification testing shall have evidence of compliance with an appropriate
standard. (See section 4.4.2)"
7. START DATE
This Amendment shall take effect on the Effective Date.
8. ORDER OF PRECEDENCE
Except for the Special Provisions, in the event of any conflict, inconsistency,variance, or contradiction
between the provisions of this Amendment and any of the provisions of the Master Agreement,the
provisions of this Amendment shall in all respects supersede, govern, and control.
Page 3 of 4
DocuSign Envelope ID:F13CDAB5-CD78-4253-B092-447EC8917EF6
THE PARTIES HERETO HAVE EXECUTED THIS AMENDMENT
CONTRACTOR STATE OF COLORADO
Angel Armor,LLC Jared S. Polis, Governor
Department of Personnel and
By:Aaron Pettigrew Administration Tony Gherardini,
Title: Director of sales nnaus3gned by:Executive Director
naa10niE00974 Signature pman, State Purchasing Manager
Date: 3/27/2024
Date: 3/27/2024
ALL CONTRACTS REQUIRE APPROVAL BY THE STATE CONTROLLER
CRS §24-30-202 requires the State Controller to approve all State contracts.This Amendment is not valid until
Signed and dated below by the State Controller or delegate.
STATE CONTROLLER
Robert Jaros, CPA,MBA,JD
Docuftned by:
By: Date: 3/27/2024
sna5ssyacc+r�tl�than Manley
Page 4 of 4
Washington State Department of
Enterprise services
PARTICIPATING ADDENDUM
NASPO VALUEPOINT
BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS
Administered by the State of Colorado (hereinafter "Lead State")
MASTER AGREEMENT
Master Agreement No: 164711
Angel Armor, LLC.
(hereinafter "Contractor")
and
State of Washington
(hereinafter "Participating State")
WASHINGTON MASTER CONTRACT No.: 03720
This Participating Addendum for the above referenced Master Agreement ("Participating Addendum") is
made and entered into by and between the State of Washington acting by and through the Department
of Enterprise Services, a Washington State governmental agency("Enterprise Services")and Angel Armor,
LLC,a Colorado Limited Liability Company("Contractor") and is dated and effective as of March 15,2021.
RECITALS
A. Pursuant to Legislative authorization codified in RCW 39,26.060, Enterprise Services, on
behalf of the State of Washington, is authorized to participate in cooperative purchasing
agreements to develop master agreements to procure goods and/or services and to make
such competitively solicited and awarded contracts available to Washington state
agencies and designated eligible purchasers consistent with terms and conditions set
forth by Enterprise Services.
B. Enterprise Services timely provided public notice of the competitive solicitation process
conducted by the above-referenced lead state through Washington's Electronic Business
Solutions(WEBS) system.
C. The above-referenced Lead State,as part of its competitive solicitation process,evaluated
all responses to its procurement and identified Contractor as an apparent successful
bidder and awarded a Master Agreement to Contractor.
D. Enterprise Services has determined that participating in this Master Agreement is in the
best interest of the State of Washington.
E. The purpose of this Participating Addendum is to enable eligible purchasers, as defined
herein,to utilize the Master Agreement as conditioned by this Participating Addendum.
PARTICIPATING ADDENDUM—NO,03720: BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS Page 1
(Rev.2019-12-01)
AGREEMENT
NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the
parties hereto hereby agree as follows:
1. SCOPE: This Participating Addendum covers the competitive procurement for Body Armor and
Ballistics Resistant Products led by the State of Colorado for use by state agencies and other entities
located in the Participating State authorized by that state's statutes to utilize state contracts with the
prior approval of the State's chief procurement official.
2. PARTICIPATION: Use of specific NASPO ValuePoint cooperative contracts by agencies, political
subdivisions and other entities (including cooperatives) authorized by an individual state's statutes to
use state contracts are subject to the prior approval of the respective State chief procurement official.
Issues of interpretation and eligibilityfor participation are solely within the authority of the State chief
procurement official. Pursuant to this Participating Addendum,the Master Agreement maybe utilized
by the following("Purchasing Entities"or"Purchasers"):
(a) WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions,
boards, and commissions.
(b) WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following specific
institutions of higher education in Washington:
• State universities--i.e., University of Washington &Washington State University;
■ Regional universities — i.e., Central Washington University, Eastern Washington
University, &Western Washington University
• The Evergreen State College;
■ Community colleges; and
• Technical colleges.
(c) MCUA PARTIES. The Master Agreement also may be utilized by any of the following types of
entities that have executed a Master Contract Usage Agreement (MCUA) with Enterprise
Services:
■ Political subdivisions (e.g., counties, cities, school districts, public utility districts,
ports) in the State of Washington;
• Federal governmental agencies or entities;
• Public-benefit nonprofit corporations (i.e., §501(c)(3) nonprofit corporations that
receive federal,state, or local funding); and
■ Federally-recognized Indian Tribes located in the State of Washington.
By placing an order underthis Participating Addendum,each Purchasing Entity agrees to be bound by
the terms and conditions of this Participating Addendum, including the Master Agreement. Each
Purchasing Entity shall be responsible for its compliance with such terms and conditions.
3. PARTICIPATING STATE MODIFICATIONS OR ADDITIONS To MASTER AGREEMENT:
3.1. WASHINGTON's ELECTRONIC BUSINESS SOLUTIONS (WEBS) SYSTEM: Within seven (7) days of
execution of this Participating Addendum,Contractor shall register in the Washington State
Department of Enterprise Services' Electronic Business Solutions (WEBS) System at WEBS.
PARTICIPATING ADDENDUM—No.03720: BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS Page 2
(Rev.2019-12-01)
Contractor shall ensure that all of its information therein is current and accurate and that,
throughout the term of the Master Agreement, Contractor shall maintain an accurate
profile in WEBS.
3.2. WASHINGTON'SSTATEWIDE PAYEE DESK: To be paid for contract sales,Contractors must register
with Washington's Statewide Payee Desk. Washington state agencies cannot make
payments to a contractor until it is registered. Registration materials are available here:
Receiving Payment from the State.
3.3. CONTRACT SALES REPORTING: Contractor shall report total contract sales quarterly to
Enterprise Services, as set forth below.
(a) REPORTING. Contractor shall report quarterly Contract sales in Enterprise Services'
Contract Sales Reporting System. Enterprise Services will provide Contractor with a
login password and a vendor number.
(b) DATA. Each sales report must identify every authorized Purchasing Entity by name as
it is known to Enterprise Services 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 Enterprise Services. Upon request, Contractor shall provide contact
information for all authorized Purchasing Entities specified herein during the term of
this Participating Addendum. Refer sales reporting questions to the Primary Contact
set forth below. If there are no contract sales during the reporting period,Contractor
must report zero sales.
(c) DUE DATES FOR CONTRACT SALES REPORTING. Quarterly Contract Sales Reports must be
submitted electronically by the following deadlines for all sales invoiced during the
applicable calendar quarter:
For Calendar Quarter Ending Contract Sales Report Due
March 31 April 30
June 30 July 31
September 30 October 31
December 31 January 31
3.4. VENDOR MANAGEMENT FEE: Contractor shall pay to Enterprise Services a vendor management
fee("VMF")of 1.5 percent on the purchase price for all contract sales(the purchase price is
the total invoice price less applicable sales tax) authorized by this Participating Addendum.
(a) The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated
as follows:
Amount owed to Enterprise Services =Total contract sales invoiced (not
including sales tax)x.0150.
(b) The VMF must be rolled into Contractor's current pricing. The VMF must not be
shown as a separate line item on any invoice unless specifically requested and
approved by Enterprise Services.
(c) Enterprise Services will invoice Contractor quarterly based on contract sales reported
by Contractor. Contractor shall not remit payment until it receives an invoice from
Enterprise Services. Contractor's VMF payment to Enterprise Services must reference
PARTICIPATING ADDENDUM—No,03720: BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS Page 3
(Rev.2019-12-01)
the following:
This Washington Master Contract No.: 03720
■ The NASPO Master Agreement No.: 164711
■ The year and quarter for which the VMF is being remitted, and
■ Contractor's name as set forth in this Contract, if not already included on the
face of the check.
(d) Contractor's failure accurately and timely to report total net sales, to submit usage
reports, or remit payment of the VMF to Enterprise Services, may be cause for
suspension or termination of this Participating Addendum or the exercise of any other
remedies as provided by law.
(e) Enterprise Services reserves the right, upon thirty (30) days advance written notice,
to increase, reduce, or eliminate the VMF for subsequent purchases.
(f) For purposes of the VMF,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.
3.5. CONTRACTOR REPRESENTATIONS AND WARRANTIES: Contractor makes each of the following
representations and warranties as of the effective date of this Participating Addendum and
at the time any order is placed pursuant to the Master Contract. If, at the time of any such
order, Contractor cannot make such representations and warranties, Contractor shall not
process any orders and shall, within three (3) business days notify Enterprise Services, in
writing, of such breach.
(a) WAGE VIOLATIONS. Contractor represents and warrants that, during the term of this
Master Contract and the three (3) year period immediately preceding the award of
the Master Contract,it is not determined,by a final and binding citation and notice of
assessment issued by the Washington Department of Labor and Industries orthrough
a civil judgment entered by a court of limited or general jurisdiction, to be in willful
violation of any provision of Washington state wage laws set forth in RCW chapters
49.46,49.48, or 49.52.
(b) PAY EQUALITY. Contractor represents and warrants that, among its workers, similarly
employed individuals are compensated as equals. For purposes of this provision,
employees are similarly employed if the individuals work for the same employer,the
performance of the job requires comparable skill, effort, and responsibility, and the
jobs are performed under similar working conditions. Job titles alone are not
determinative of whether employees are similarly employed. Contractor may allow
differentials in compensation for its workers based in good faith on any of the
following: a seniority system; a merit system; a system that measures earnings by
quantity or quality of production; a bona fide job-related factor or factors; or a bona
fide regional difference in compensation levels. A bona fide job-related factor or
factors may include, but not be limited to, education,training, or experience that is:
consistent with business necessity; not based on or derived from a gender-based
differential; and accounts for the entire differential, A bona fide regional difference
in compensation level must be consistent with business necessity; not based on or
derived from a gender-based differential; and account for the entire differential.
Notwithstanding any provision to the contrary, upon breach of warranty and
Contractor's failure to provide satisfactory evidence of compliance within thirty (30)
PARTICIPATING ADDENDUM—No.03720: BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS Page 4
(Rev.2019-12-01)
days, Enterprise Services may suspend or terminate this Participating Addendum and
Master Contract and any Purchaser hereunder similarly mays uspend or terminate its
use of the Master Contract and/or any agreement entered into pursuant to this
Participating Addendum.
(c) EXECUTIVE ORDER 18-03 — WORKERS' RIGHTS (MANDATORY INDIVIDUAL ARBITRATION).
Contractor represents and warrants,that Contractor does NOT require its employees,
as a condition of employment, to sign or agree to mandatory individual arbitration
clauses or class or collective action waivers. Contractor further represents and
warrants that, during the term of this Master Contract, Contractor shall not, as a
condition of employment, require its employees to sign or agree to mandatory
individual arbitration clauses or class or collective action waivers.
(d) GREEN/SUSTAINABLE. Contractor represents and warrants that Contractor shall
endeavor to supply and delivery goods in alignment with the State of Washington's
green/sustainability strategy which, at a minimum is designed to minimize the use of
unnecessary product packaging, reduce the use of toxic chemicals, and offer
Purchasers,where practicable,'green products'that provide equivalent performance.
3.6. COMPLIANCE WITH LAW; TAXES, LICENSES, & REGISTRATION: Contractor shall comply with all
applicable law. Prior to making any sales hereunder,if Contractor is not already registered,
Contractor shall register to conduct business in the State of Washington and promptly
acquire and maintain all necessary licenses and registrations and pay all applicable taxes
and fees. In addition, for all sales to Purchasers in the State of Washington, if Contractor
does not currently do so, Contractor shall calculate, collect, and remit, as appropriate, the
applicable state and local sales tax on all invoices.
3.7. CONTRACTOR'S SALES AUTHORITY;PURCHASE ORDERS;&INVOICES:
(a) CONTRACTOR'S SALES AUTHORITY. Pursuant to this Participating Addendum,
Contractor is authorized to provide only those Products set forth in the Master
Agreement as conditioned by this Participating Addendum. Contractor shall not
represent to any Purchasing Entity hereunder that it has any authority to sell
any other materials, supplies, services and/or equipment.
(b) PURCHASE ORDERS.All purchase orders issued by purchasing entities pursuant to
this Participating Addendum shall include both the Participating State contract
number 164711 and the Lead State Master Agreement Number 03720.
(C) INVOICES. Contractor must provide a properly completed invoice to Purchasing
Entity. All invoices are to be delivered to the address indicated in the purchase
order. Each invoice must include the:
■ Washington Master Contract number 03720;
• Lead State Master Agreement Number 164711;
• Contractor's statewide vendor registration number assigned by the
Washington State Office of Financial Management (OFM);
• Applicable Purchasing Entity's order number;
Invoices must be prominently annotated by the Contractor with all applicable volume
discount(s).
PARTICIPATING ADDENDUM—No.03720: BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS Page 5
(Rev,2019-12-01)
4. PRIMARY CONTACTS: The primary contact individuals for this Participating Addendum are as follows(or
their named successors):
Contractor Participating State
Angel Armor, LLC State of Washington
4556 Denrose Ct. Department of Enterprise Services
Fort Collins, CO 80524 Contracts & Procurement Division
P.O. Box 41411
Olympia,WA 98504-1411
Attn: Aaron Pettigrew Attn: Breann Aggers
Tel: (970)999-3027 Tel: (360)407-9416
Email: Aaron. etti rew(&an eiarinor.coin Email:breann.a ers ries.wa. ov
5. ORDERS: Unless the parties to the Order agree in writing that another contract or agreement applies
to such order, any Order placed by a Participating Entity or Purchasing Entity for a Product and/or
Service available from this Master Agreement shall be deemed to be a sale under (and governed by
the prices and other terms and conditions of) the Master Agreement as conditioned by this
Participating Addendum.
6. GENERAL:
(a) INTEGRATED AGREEMENT; MODIFICATION. This Participating Addendum and Master Agreement,
together with its exhibits, set forth the entire agreement and understanding of the Parties
with respect to the subject matter and supersedes all prior negotiations and representations.
This Participating Addendum may not be modified except in writing signed by the Parties.
(b) AUTHORITY. Each party to this Participating Addendum, and each individual signing on behalf
of each party,hereby represents and warrants to the other that it has full power and authority
to enter into this Participating Addendum and that its execution, delivery, and performance
of this Participating Addendum has been fully authorized and approved, and that no further
approvals or consents are required to bind such party.
(c) ELECTRONIC SIGNATURES. A signed copy of this Participating Addendum or any other ancillary
agreement transmitted by facsimile, email,or other means of electronic transmission shall be
deemed to have the same legal effect as delivery of an original executed copy of this
Participating Addendum or such other ancillary agreement for all purposes.
PARTICIPATING ADDENDUM—No,03720: BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS Page 6
(Rev,2019-12-01)
(d) COUNTERPARTS. This Participating Addendum may be executed in one or more counterparts,
each of which shall be deemed an original, and all of which counterparts together shall
constitute the same instrument which may be sufficiently evidenced by one counterpart.
Execution of this Participating Addendum at different times and places by the parties shall not
affect the validity thereof so long as all the parties hereto execute a counterpart of this
Participating Addendum.
EXECUTED as of the date and year first above written.
STATE OF WASHINGTON ANGEL ARMOR,LLC.,
DEPARTMENT OF ENTERPRISE SERVICES A COLORADO LIMITED LIABILITY COMPANY
By: By:
Elena McGrew Chris Foth
Its: Acting Enterprise Procurement Manager Its: General Manager
PARTICIPATING ADDENDUM—No.03720: BODY ARMOR AND BALLISTIC RESISTANT PRODUCTS Page 7
(Rev.2019-12-01)