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HomeMy WebLinkAboutCity Council Committees - Committee of the Whole - 12/17/2019 (2) KENT CITY COUNCIL • COMMITTEE OF THE WHOLE KENT SPECIAL MEETING WASH I N GTO N Tuesday, December 17, 2019 4:00 PM Chambers Mayor Dana Ralph Council President Bill Boyce Councilmember Brenda Fincher Councilmember Zandria Michaud Councilmember Satwinder Kaur Councilmember Les Thomas Councilmember Marli Larimer Councilmember Toni Troutner ************************************************************** Item Description Speaker Time 1. CALL TO ORDER 2. ROLL CALL 3. AGENDA APPROVAL Changes from Council, Administration, or Staff. 4. COMMITTEE BUSINESS A. Emergency Management Performance Jennifer Kreizer 05 MIN. Grant - E20-171 - Authorize B. Microsoft Product Licensing 2020 James Endicott 05 MIN. Enterprise Agreement - Authorize C. King County Parks Property Tax Levy Terry Jungman 05 MIN. Agreement - Authorize D. Fourth Amendment to the Agreement for Lori Guilfoyle 05 MIN. Indigent Defense Services - Authorize E. INFO ONLY: Purchase and Sale Bill Ellis 15 MIN. Agreement for the South End of the Naden Site F. INFO ONLY: Snow and Ice Update Scott Schroeder 20 MIN. Brent Collins G. Mutual Aid and Assistance Agreement for Sean Bauer 05 MIN. Washington State for Intrastate Water/Wastewater Agency Response Network - Authorize H. $2.5 Million Transportation Improvement Mark Madfai 05 MIN. Board Grant Funds for 76th Avenue - Authorize I. Consultant Services Agreement with RH2 Drew Holcomb 05 MIN. Engineering, Inc. for West Hill Reservoir Committee of the Whole Committee of the Whole - December 17, 2019 Special Meeting - Authorize J. INFO ONLY: Third Quarter Investment Joe Bartlemay 05 MIN. Report K. INFO ONLY: October Financial Report Michelle Ferguson 10 MIN. L. Payment of Bills 5. ADJOURNMENT NOTE:A copy of the full agenda is available in the City Clerk's Office and at KentWA.gov. Any person requiring a disability accommodation should contact the City Clerk's Office in advance at 253-856-5725. For TDD relay service, call the Washington Telecommunications Relay Service 7-1-1. 4.A OFFICE OF EMERGENCY MANAGEMENT 4^4� 24611 116th Avenue S.E. Kent, WA 98030 KENT 253-856-4316 WASHINGTON DATE: December 17, 2019 TO: Kent City Council - Committee of the Whole SUBJECT: Emergency Management Performance Grant — E20-171 - Authorize MOTION: Authorize the Mayor to accept and sign the Emergency Management Performance Grant from the Washington Military Department/Emergency Management Division and the U.S. Department of Homeland Security, in the amount of $71,834, sign all necessary grant documents, amend the budget, and authorize expenditure of the funds in accordance with final grant terms and conditions acceptable to the City Attorney. SUMMARY: The Kent Office of Emergency Management applied for and received a grant in the amount of $71,834 from the Washington Military Department/Emergency Management Division and the U.S. Department of Homeland Security. The purpose of the grant is to assist with the enhancement, sustainment and improvement of state, local, and tribal emergency management programs. Activities conducted using grant funds should relate directly to the five elements of emergency management: prevention, protection, response, recovery and mitigation. The program areas that will benefit from these grant funds include: Public Education/Community Training, Community Emergency Response Team, Kent Communication Support Team, Crisis Communications and Information, Community Events, Operational Communication, Exercises/Testing/Training, School Exercises/Trainings/Professional Development, Planning, Upgrades/Improvements to ECC/DOC's, Public Information and Warning, Hazard Mitigation, Marketing and Information Support, and for the Local Emergency Planning Committee. BUDGET IMPACT: No impact, this is a pass-through grant. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government, Sustainable Services ATTACHMENTS: Packet Pg. 3 4.A 1. E20-171 Kent 19EMPG (PDF) Packet Pg. 4 4.A.a Washington State Military Department EMERGENCY MANAGEMENT PERFORMANCE GRANT AGREEMENT FACE SHEET 1. Subrecipient Name and Address: 2. Grant Agreement Amount: 3. Grant Agreement Number: City of Kent $71,834 Emergency Management Division E20-171 220 4th Ave S Kent,WA 98032-5838 4. Subrecipient Contact, phone/email: 5. Grant Agreement Start Date: 6. Grant Agreement End Date: Robert A Goehring, 253-856-5262 June 1, 2019 August 31, 2020 rgoehring@kentwa.gov 7. Department Contact, phone/email: 8. Data Universal Numbering System (DUNS): 9. UBI#(state revenue): N Gary Stumph, 253-512-7483 020253613 173-000-002 0 gary.stumph@mil.wa.gov 10. Funding Authority: Q Washington State Military Department(the"DEPARTMENT")and the U.S. Department of Homeland Security(DHS) 11. Federal Funding Identification#: 12. Federal Award Date: 13. Assistance Listings#(formerly CFDA)&Title: i EMS-2019-EP-00003-S01 08/05/2019 97.042(19EMPG) c 14. Total Federal Amount#: 15. Program Index#&OBJ/SUB-OBJ: w $7,409,645 793PT NZ 16. Service Districts: 17. Service Area by County(ies): 18. Women/Minority-Owned, State (BY LEGISLATIVE DISTRICT): 11, 33, 47 King Certified: ❑X N/A ❑ NO L BY CONGRESSIONAL DISTRICT): 8, 9 ❑ YES, OMWBE# 19. Agreement Classification 20. Contract Type(check all that apply): U ❑ Personal Services ❑ Client Services X❑ Public/Local Gov't ❑ Contract X❑ Grant X❑ Agreemen 'M ❑ Research/Development ❑ A/E ❑ Other ❑ Intergovernmental RCW 39.34 ❑ Interagency E 21. Subrecipient Selection Process: 22. Subrecipient Type(check all that apply) o X❑ "To all who apply&qualify" ❑ Competitive Bidding ❑ Private Organization/Individual ❑ For-Profit m ❑ Sole Source ❑ A/E RCW ❑ N/A X❑ Public Organization/Jurisdiction ❑ Non-Profii a- ❑ Filed w/OFM? ❑ Advertised? ❑ YES ❑ NO ❑ CONTRACTOR X❑ SUBRECIPIENT ❑ OTHER m 23. PURPOSE&DESCRIPTION: E The purpose of the Fiscal Year(FY) 2019 Emergency Management Performance Grant (19EMPG) program is to provide U.S a) Department of Homeland Security (DHS)/Federal Emergency Management Agency (FEMA) Federal award funds to states tc assist state, local, territorial, and tribal governments in preparing for all hazards through sustainment and enhancement o those programs as described in the Work Plan. The Department is the Recipient and Pass-through Entity of the 19EMPG DHS Award Letter for Grant No. EMS-2019-EP-00003 S01, which is incorporated in and attached hereto as Exhibit F and has made a subaward of Federal award funds to the aD Subrecipient pursuant to this Agreement. The Subrecipient is accountable to the Department for use of Federal award fund: provided under this Agreement and the associated matching funds. E IN WITNESS WHEREOF,the Department and Subrecipient acknowledge and accept the terms of this Agreement, including all reference( .. Exhibits and Attachments which are hereby incorporated in and made a part hereof,and have executed this Agreement as of the date below 00 This Agreement Face Sheet; Special Terms & Conditions (Exhibit A); General Terms and Conditions (Exhibit B); Work Plan (Exhibit C) N Timeline (Exhibit D); Budget (Exhibit E); 19EMPG Award Letter EMS-2019-EP-00003-S01 (Exhibit F); and all other documents expressIN .. referenced and incorporated herein contain all the terms and conditions agreed upon by the parties and govern the rights and obligations o a the parties to this Agreement. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deeme( to exist or to bind any of the parties hereto. rn In the event of an inconsistency in this Agreement, unless otherwise provided herein, the inconsistency shall be resolved by givinc precedence in the following order: 1. Applicable Federal and State Statutes and Regulations 4. Special Terms and Conditions Y 2. DHS/FEMA Award and program documents 5. General Terms and Conditions, and, 3. Work Plan,Timeline, and Budget 6. Other provisions of the Agreement incorporated by reference r WHEREAS,the parties hereto have executed this Agreement on the day and year last specified below. N FOR THE DEPARTMENT: FOR THE SUBRECIPIENT: w c a� Signature Date Signature Date E Regan Anne Hesse, Chief Financial Officer Dana Ralph, Mayor Washington State Military Department City of Kent f° Q BOILERPLATE APPROVED AS TO FORM: Brian E. Buchholz 6/27/2019 Signature Date Sr.Assistant Attorney General Matthew Morris, Fire Chief Puget Sound Regional Fire Authority APPROVED AS TO FORM (if applicable): Applicant's Legal Review Date DHS-FEMA-EMPG-FY 19 Page 1 of 35 City Packet Pg. 5 Ex SPECIAL TERMS AND CONDITIONS ARTICLE I. KEY PERSONNEL The individuals listed below shall be considered key personnel for point of contact under this Agreement. Any substitution of key personnel by either party shall be made by written notification to the current key personnel. SUBRECIPIENT DEPARTMENT Name Robert A Goehring Name Gary Stumph Title City Auditor I Title I Program Coordinator E-Mail rgoehring@kentwa.gov E-Mail gary.stumph@mil.wa.gov N Phone 253-856-5262 Phone 1253-512-7483 0 t Name Matthew Morris Name I Tirzah Kincheloe 3 Title Fire Chief Title I Program Manager Q E-Mail mlmorris@pugetsoundfire.org E-Mail I tirzah.kincheloe@mil.wa.gov Phone 253-856-4311 Phone 1253-512-7456 N Name Jeff DiDonato Name w i Title I Division Chief- Emergency Management Title I c E-Mail I jdidonato@pugetsoundfire.org E-Mail Phone 1253-856-4345 Phone 0 Name I Jennifer Keizer Name Title I EM Program Coordinator I Title o ENP Mail jdkeizer@pugetsoundfire.org I E-Mail m one 253-856-4342 Phone I a c m ARTICLE II. ADMINISTRATIVE AND/OR FINANCIAL REQUIREMENTS a) The Subrecipient shall comply with all applicable state and federal laws, rules, regulations, requirements and c program guidance identified or referenced in this Agreement and the informational documents published by DHS/FEMA applicable to the 19EMPG Program, including, but not limited to, all criteria, restrictions, and requirements of The Department of Homeland Security (DHS) Notice of Funding Opportunity (NOFO) Fiscal Year 2019 Emergency Management Performance Grant (EMPG) document, the FEMA Preparedness Grants a, Manual document, the DHS Award Letter for Grant No. EMS-2019-EP-00003-S01, and the federal regulations commonly applicable to DHS/FEMA grants, all of which are incorporated herein by reference. The DHS Award w Letter is incorporated in this Agreement as Exhibit F. o0 N The Subrecipient acknowledges that since this Agreement involves federal award funding, the period of performance described herein may begin prior to the availability of appropriated federal funds. The Subrecipient agrees that it will not hold the Department, the state of Washington, or the United States liable for any damages, claim for reimbursement, or any type of payment whatsoever for services performed under this Agreement prior w to distribution of appropriated federal funds, or if federal funds are not appropriated or in a particular amount. r c a� A. STATE AND FEDERAL REQUIREMENTS FOR DHS/FEMA PREPAREDNESS GRANTS: Y The following requirements apply to all DHS/FEMA Preparedness Grants administered by the Department. N w 1. SUBAWARDS & CONTRACTS BY SUBRECIPIENT a. The Subrecipient must make a case-by-case determination whether each agreement it makes for the disbursement of 19EMPG funds received under this Agreement casts the party receiving the funds in the role of a Subrecipient or contractor in accordance with 2 CFR 200.330. a b. If the Subrecipient becomes a pass-through entity by making a subaward to a non-federal entity as its Subrecipient: i. The Subrecipient must comply with all federal laws and regulations applicable to pass-through entities of 19EMPG funds, including, but not limited to, those contained in 2 CFR 200. DHS-FEMA-EMPG-FY 19 Page 2 of 35 City Packet Pg. 6 ii. The Subrecipient shall require its subrecipient(s) to comply with all ap state and federal laws, rules, regulations, requirements, and program guidance identified or referenced in this Agreement and the informational documents published by DHS/FEMA applicable to the 19EMPG Program, including, but not limited to, all criteria, restrictions, and requirements of The Department of Homeland Security (DHS) Notice of Funding Opportunity (NOFO) Fiscal Year 2019 Emergency Management Performance Grant (EMPG) document, the DHS Award Letter for Grant No. EMS-2019-EP-00003-S01 in Exhibit F, and the federal regulations commonly applicable to DHS/FEMA grants. iii. The Subrecipient shall be responsible to the Department for ensuring that all N 19EMPG federal award funds provided to its subrecipients, and associated matching funds, are used in accordance with applicable federal and state ; statutes and regulations, and the terms and conditions of the federal award set Q forth in Exhibit F of this Agreement. 2. BUDGET, REIMBURSEMENT, AND TIMELINE o a. Within the total Grant Agreement Amount, travel, subcontracts, salaries, benefits, printing, w equipment, and other goods and services or other budget categories will be reimbursed on an actual cost basis upon completion unless otherwise provided in this Agreement. 2 b. The maximum amount of all reimbursement requests permitted to be submitted under this Agreement, including the final reimbursement request, is limited to and shall not exceed C the total Grant Agreement Amount. E L C. If the Subrecipient chooses to include indirect costs within the Budget (Exhibit E), an indirect cost rate agreement negotiated between the federal cognizant agency and the a Subrecipient establishing approved indirect cost rate(s) as described in 2 CFR 200.414 'r- and Appendix VII to 2 CFR 200 must be submitted to the Department Key Personnel. E However, under 2 CFR 200.414(f), if the Subrecipient has never received a negotiated indirect cost rate agreement establishing federally negotiated rate(s), the Subrecipient may negotiate a rate with the Department or charge a de minimis rate of 10% of modified ' total direct costs. The Subrecipient's actual indirect cost rate may vary from the approved rate but must not exceed the approved negotiated indirect cost rate percentage for the time period of the expenditures. If a Subrecipient chooses to charge the 10% de minimis rate, but did not charge indirect costs to previous subawards, a request for approval to E charge indirect costs must be submitted to the Department Key Personnel for approval w with an explanation for the change. 00 N d. For travel costs, the Subrecipient shall comply with 2 CFR 200.474 and should consult their internal policies, state rates set pursuant to RCW 43.03.050 and RCW 43.03.060 as a now existing or amended, and federal maximum rates set forth at http://www.gsa.gov, and m follow the most restrictive. If travel costs exceed set state or federal limits, travel costs aW, shall not be reimbursed without written approval by Department Key Personnel. r c e. Reimbursement requests will include a properly completed State A-19 Invoice Form and Y Reimbursement Spreadsheet (in the format provided by the Department) detailing the expenditures for which reimbursement is sought. Reimbursement requests must be c submitted to Reimbursements(a-)mil.wa.gov no later than the due dates listed within the w Timeline (Exhibit D). c Reimbursement request totals should be commensurate to the time spent processing by E the Subrecipient and the Department. f. Receipts and/or backup documentation for any approved items that are authorized under a this Agreement must be maintained by the Subrecipient consistent with record retention requirements of this Agreement and be made available upon request by the Department and auditors. g. The Subrecipient should request prior written approval from Department Key Personnel to waive the due date in the Timeline (Exhibit D) and, once approved, submit those costs on the next scheduled reimbursement due date contained in the Timeline. Waiving or DHS-FEMA-EMPG-FY 19 Page 3 of 35 City Packet Pg. 7 missing deadlines serves as an indicator for assessing an agency's level of noncompliance with the regulations, requirements, and the terms and conditions of the agreement and may increase required monitoring activities. Any request for a waiver or extension of a due date in the Timeline (Exhibit D) will be treated as a request for Amendment of the Agreement. This request must be submitted to the Department Key Personnel sufficiently in advance of the due date to provide adequate time for Department review and consideration and may be granted or denied within the Department's sole discretion. h. All work under this Agreement must end on or before the Grant Agreement End Date, and the final reimbursement request must be submitted to the Department within 45 days after N the Grant Agreement End Date, except as otherwise authorized by written amendment of 0 this Agreement and issued by the Department. ; a i. No costs for purchases of equipment/supplies will be reimbursed until the related equipment/supplies have been received by the Subrecipient, its contractor, or any non- federal entity to which the Subrecipient makes a subaward and is invoiced by the vendor. N j. Failure to submit timely, accurate, and complete reports and reimbursement requests as w required by this Agreement(including, but not limited to, those reports in the Timeline)will prohibit the Subrecipient from being reimbursed until such reports and reimbursement co requests are submitted and the Department has had reasonable time to conduct its review. U k. Final reimbursement requests will not be approved for payment until the Subrecipient is E current with all reporting requirements contained in this Agreement. E 0 I. A written amendment will be required if the Subrecipient expects cumulative transfers to a budget categories, as identified in the Budget (Exhibit E), to exceed 10% of the Grant r Agreement Amount. Any changes to budget category totals not in compliance with this E paragraph will not be reimbursed without approval from the Department. M. Subrecipients shall only use federal award funds under this Agreement to supplement Co existing funds and will not use them to replace (supplant)non-federal funds that have been 2 budgeted for the same purpose. The Subrecipient may be required to demonstrate and document that a reduction in non-federal resources occurred for reasons other than the a receipt or expected receipt of federal funds. 3. REPORTING w a. With each reimbursement request, the Subrecipient shall report how the expenditures, for o0 which reimbursement is sought, relate to the Work Plan (Exhibit C) activities in the format provided by the Department. b. With the final reimbursement request, the Subrecipient shall submit to the Department Key a- Personnel a final report describing all completed activities under this Agreement. W a� C. In conjunction with the final report, the Subrecipient shall submit a separate report detailing r how the EMPG Training requirements were met for all personnel funded by federal or Y matching funds under this Agreement. d. The Subrecipient shall comply with the Federal Funding Accountability and Transparency o Act (FFATA)and related OMB Guidance consistent with Public Law 109-282 as amended w by section 6202(a) of Public Law 110-252 (see 31 U.S.C. 6101 note) and complete and c return to the Department the FFATA Form located at htti)://mil.wa.gov/emergency- a) management-division/grants/requiredgrantforms, which is incorporated by reference and made a part of this Agreement. a e. The Subrecipient shall participate in the State's Stakeholder Preparedness Review (SPR) a as well as the State's Threat and Hazard Identification and Risk Assessment (THIRA), as needed. 4. EQUIPMENT AND SUPPLY MANAGEMENT a. The Subrecipient and any non-federal entity to which the Subrecipient makes a subaward shall comply with 2 CFR 200.318 — 200.326 when procuring any equipment or supplies DHS-FEMA-EMPG-FY 19 Page 4 of 35 City Packet Pg. 8 under this Agreement, 2 CFR 200.313 for management of equipment, and 2 CFR 2 for management of supplies, to include, but not limited to: i. Upon successful completion of the terms of this Agreement, all equipment and supplies purchased through this Agreement will be owned by the Subrecipient, or a recognized non-federal entity to which the Subrecipient has made a subaward, for which a contract, Subrecipient grant agreement, or other means of legal transfer of ownership is in place. ii. All equipment, and supplies as applicable, purchased under this Agreement will be recorded and maintained in the Subrecipient's inventory system. N iii. Inventory system records shall include: 0 A. description of the property Q B. manufacturer's serial number, model number, or other identification number C. funding source for the equipment, including the Federal Award w Identification Number (FAIN) r c D. Assistance Listings Number (formerly CFDA Number) E. who holds the title °; c F. acquisition date E E G. cost of the equipment and the percentage of federal participation in the cost a) H. location, use, and condition of the equipment at the date the information a was reported E I. disposition data including the date of disposal and sale price of the property. c iv. The Subrecipient shall take a physical inventory of the equipment, and supplies as applicable, and reconcile the results with the property records at least once every two years. Any differences between quantities determined by the physical inspection and those shown in the records shall be investigated by the Subrecipient to determine the cause of the difference. The Subrecipient shall, in w connection with the inventory, verify the existence, current utilization, and 00 continued need for the equipment. N V. The Subrecipient shall be responsible for any and all operational and maintenance expenses and for the safe operation of their equipment and supplies a including all questions of liability. The Subrecipient shall develop appropriate w maintenance schedules and procedures to ensure the equipment, and supplies as applicable, are well maintained and kept in good operating condition. c a) vi. The Subrecipient shall develop a control system to ensure adequate safeguards Y to prevent loss, damage, and theft of the property. Any loss, damage, or theft r shall be investigated, and a report generated and sent to the Department. coV vii. The Subrecipient must obtain and maintain all necessary certifications and w licenses for the equipment. a E viii. If the Subrecipient is authorized or required to sell the property, proper sales u procedures must be established and followed to ensure the highest possible 2 return. For disposition, if upon termination or at the Grant Agreement End Date, a when original or replacement supplies or equipment acquired under a federal award are no longer needed for the original project or program or for other activities currently or previously supported by a federal awarding agency, the Subrecipient must comply with the following procedures: DHS-FEMA-EMPG-FY 19 Page 5 of 35 City Packet Pg. 9 A. For Supplies: If there is a residual inventory of unused supplies ex 4.A.a $5,000 in total aggregate value upon termination or completion of the project or program and the supplies are not needed for any other federal award, the Subrecipient must retain the supplies for use on other activities or sell them, but must, in either case, compensate the federal government for its share. The amount of compensation must be computed in the same manner as for equipment. B. For Equipment: 1) Items with a current per-unit fair-market value of $5,000 or less may 3 be retained, sold, or otherwise disposed of with no further obligation o to the federal awarding agency. 2) Items with a current per-unit fair-market value in excess of $5,000 Q may be retained or sold. The Subrecipient shall compensate the federal awarding agency in accordance with the requirements of 2 CFR 200.313 (e) (2). w ix. Records for equipment shall be retained by the Subrecipient for a period of six r years from the date of the disposition, replacement, or transfer. If any litigation, L claim, or audit is started before the expiration of the six-year period, the records c� shall be retained by the Subrecipient until all litigation, claims, or audit findings involving the records have been resolved. b. The Subrecipient shall comply with the Department's Purchase Review Process, which is incorporated by reference and made part of this Agreement. No reimbursement will be a provided unless the appropriate approval has been received. c C. Allowable categories for the EMPG Program are listed on the Authorized Equipment List (AEL) located on the FEMA website at http://www.fema.gov/authorized-equipment-list. It Q& is important that the Subrecipient and any non-federal entity to which the Subrecipient Mr- makes a subaward regard the AEL as an authorized purchasing list identifying items ' allowed under the specific grant program and includes items that may not be categorized as equipment according to the federal, state, local, and tribal definitions of equipment. The Subrecipient is solely responsible for ensuring and documenting purchased items E under this Agreement are authorized as allowed items by the AEL at time of purchase. E w If the item is not identified on the AEL as allowable under EMPG, the Subrecipient must o0 contact the Department Key Personnel for assistance in seeking FEMA approval prior to acquisition. d. Unless expressly provided otherwise, all equipment must meet all mandatory regulatory a- and/or DHS/FEMA adopted standards to be eligible for purchase using federal award W funds. r e. The Subrecipient must pass on equipment and supply management requirements that Y meet or exceed the requirements outlined above to any non-federal entity to which the Subrecipient makes a subaward under this Agreement. r 5. ENVIRONMENTAL AND HISTORICAL PRESERVATION N w a. The Subrecipient shall ensure full compliance with the DHS/FEMA Environmental Planning and Historic Preservation (EHP) program. EHP program information can be found at htti)s://www.fema.gov/media-library/assets/documents/85376 all of which are incorporated in and made a part of this Agreement. a b. Projects that have historical impacts or the potential to impact the environment, including, a but not limited to, construction of communication towers; modification or renovation of existing buildings, structures and facilities; or new construction including replacement of facilities, must participate in the DHS/FEMA EHP review process prior to initiation. Modification of existing buildings, including minimally invasive improvements such as attaching monitors to interior walls, and training or exercises occurring outside in areas DHS-FEMA-EMPG-FY 19 Page 6 of 35 City Packet Pg. 10 not considered previously disturbed, also require a DHS/FEMA EHP review before initiation. C. The EHP review process involves the submission of a detailed project description that includes the entire scope of work, including any alternatives that may be under consideration, along with supporting documentation so FEMA may determine whether the proposed project has the potential to impact environmental resources and/or historic properties. d. The Subrecipient agrees that to receive any federal preparedness funding, all EHP compliance requirements outlined in applicable guidance must be met. The EHP review 3 process must be completed and approval received by the Subrecipient before any .o work is started for which reimbursement will be later requested. Expenditures for projects M, started before completion of the EHP review process and receipt of approval by the Q Subrecipient will not be reimbursed. ti 6. PROCUREMENT a. The Subrecipient shall comply with all procurement requirements of 2 CFR Part 200.318 w through 200.326 and as specified in the General Terms and Conditions, Exhibit B, A.10. r b. For all sole source contracts expected to exceed $250,000, the Subrecipient must submit L to the Department for pre-procurement review and approval the procurement documents, c� such as requests for proposals, invitations for bids and independent cost estimates. This °; requirement must be passed on to any non-federal entity to which the Subrecipient makes E a subaward, at which point the Subrecipient will be responsible for reviewing and o approving sole source justifications of any non-federal entity to which the Subrecipient r- makes a subaward. a r 7. SUBRECIPIENT MONITORING a a. The Department will monitor the activities of the Subrecipient from award to closeout. The 0) goal of the Department's monitoring activities will be to ensure that agencies receiving federal pass-through funds are in compliance with this Agreement, federal and state audit requirements, federal grant guidance, and applicable federal and state financial regulations, as well as 2 CFR Part 200 Subpart F. as b. To document compliance with 2 CFR Part 200 Subpart F requirements, the Subrecipient shall complete and return to the Department the "2 CFR Part 200 Subpart F Audit E Certification Form" located at http://mil.wa.gov/emergency-management- w division/grants/requiredgrantforms with the signed Agreement and each fiscal year N thereafter until the Agreement is closed, which is incorporated by reference and made a part of this Agreement. a C. Monitoring activities may include, but are not limited to: w i. Review of financial and performance reports r ii. Monitoring and documenting the completion of Agreement deliverables Y iii. Documentation of phone calls, meetings (e.g. agendas, sign-in sheets, meeting minutes), a-mails and correspondence c N iv. Review of reimbursement requests and supporting documentation to ensure w allowability and consistency with Agreement work plan, budget, and federal a requirements E V. Observation and documentation of Agreement related activities, such as a exercises, training, funded events, and equipment demonstrations a vi. On-site visits to review equipment records and inventories, to verify source documentation for reimbursement requests and performance reports, and to verify completion of deliverables. DHS-FEMA-EMPG-FY 19 Page 7 of 35 City Packet Pg. 11 d. The Subrecipient is required to meet or exceed the monitoring activities, as above, for any non-federal entity to which the Subrecipient makes a subaward as a pass- through entity under this Agreement. e. Compliance will be monitored throughout the performance period to assess risk. Concerns will be addressed through a Corrective Action Plan. 8. LIMITED ENGLISH PROFIENCY (CIVIL RIGHTS ACT OF 1964 TITLE VI) a. The Subrecipient must comply with the Title VI of the Civil Rights Act of 1964 (Title VI) prohibition against discrimination on the basis of national origin, which requires that Subrecipients of federal financial assistance take reasonable steps to provide meaningful 3 access to persons with limited English proficiency (LEP) to their programs and services. o Providing meaningful access for persons with LEP may entail providing language M, assistance services, including oral interpretation and written translation. Executive Order Q 13166, Improving Access to Services for Persons with Limited English Proficiency(August 11, 2000), requires federal agencies to issue guidance to recipients, assisting such organizations and entities in understanding their language access obligations. DHS N published the required recipient guidance in April 2011, DHS Guidance to Federal w Financial Assistance Recipients Regarding Title VI Prohibition Against National Origin Discrimination Affecting Limited English Proficient Persons, 76 Fed. Reg. 21755-21768, L (April 18, 2011). The Guidance provides helpful information such as how a recipient can 0 determine the extent of its obligation to provide language services, selecting language c services, and elements of an effective plan on language assistance for LEP persons. For additional assistance and information regarding language access obligations, please refer o to the DHS Recipient Guidance at https://www.dhs.gov/guidance-published-help- department-supported-organizations-provide-meaningful-access-people-limited and a additional resources on http://www.lep.gov. 9. NIMS COMPLIANCE 4) a. The National Incident Management System (NIMS) identifies concepts and principles that c answer how to manage emergencies from preparedness to recovery regardless of their M cause, size, location, or complexity. NIMS provides a consistent, nationwide approach and vocabulary for multiple agencies or jurisdictions to work together to build, sustain, and deliver the core capabilities needed to achieve a secure and resilient nation. a, as b. Consistent implementation of NIMS provides a solid foundation across jurisdictions and w disciplines to ensure effective and integrated preparedness, planning, and response. .. NIMS empowers the components of the National Preparedness System, a requirement of N Presidential Policy Directive 8, to guide activities within the public and private sector and describes the planning, organizational activities, equipping, training and exercising needed to build and sustain the core capabilities in support of the National Preparedness a- Goal. LU C. In order to receive FY 2019 federal preparedness funding, to include EMPG, the Subrecipient will ensure all NIMS objectives have been initiated and/or are in progress Y toward completion. NIMS Implementation Objectives are located at https://www.fema.gov/media-library/assets/documents/130743. r 0 N w B. EMPG PROGRAM SPECIFIC REQUIREMENTS 1. The Department receives EMPG Program funding from DHS/FEMA, which is provided to assist state, local, and tribal governments to enhance and sustain all-hazards emergency management capabilities as authorized by Robert T. Stafford Disaster Relief and Emergency Assistance Act, a as amended (42 U.S.C. §§ 5121 et seq.) and Section 662 of the Post Katrina Emergency a Management Act (6 U.S.C. § 762). 2. A portion of the 19EMPG is passed through to local jurisdictions and tribes with emergency management programs to supplement their local/tribal operating budgets to help sustain and enhance emergency management capabilities pursuant to Washington Administrative Code (WAC) 118-09. DHS-FEMA-EMPG-FY 19 Page 8 of 35 City Packet Pg. 12 3. The Subrecipient shall use the EMPG funds authorized under this Agreement only to 4.A.a tasks as described in the Work Plan of the Subrecipient's application for funding, as approved by the Department and incorporated into this Agreement. 4. Funding may not be used to replace or supplant existing local or tribal government funding of emergency management programs. 5. The Subrecipient shall provide a fifty percent match of non-federal origin. The Federal share applied toward the EMPG budget shall not exceed fifty percent of the total budget as submitted in the application and approved in Budget, Exhibit E. To meet matching requirements, the Subrecipient's cash matching contributions must be considered reasonable, allowable, allocable, 3 and necessary under the grant program and must comply with all Federal requirements and .o regulations, including, but not limited to, 2 CFR Part 200. An appropriate mechanism must be in place to capture, track, and document matching funds. In the final report, the Subrecipient shall Q identify how the match was met and documented. ti 6. All personnel funded in any part through federal award or matching funds under this Agreement shall: N W a. Complete and record proof of completion for the NIMS training requirements outlined in the NIMS Training Program located at L https://www.fema.gov/pdf/emergency/nims/nims training program.pdf (to include ICS- c� 100, ICS-200, IS-700, and IS-800 for most personnel). The Subrecipient will report training course completion by individual personnel along with the final report; and b. Complete either (1) the FEMA Professional Development Series IS-120, IS-230, IS-235, IS-240, IS-241, IS-242, and IS-244, or (2) the National Emergency Management Basic a Academy. The Subrecipient will report training course completion by individual personnel r along with the final report. as C. DHS TERMS AND CONDITIONS c As a Subrecipient of 19EMPG program funding, the Subrecipient shall comply with all applicable DHS ' terms and conditions of the 19EMPG Award Letter and its incorporated documents for DHS Grant No. EMS-2019-EP-00003-S01, which are incorporated and made a part of this Agreement as Exhibit F. a� L E W 00 N N d M W O r C N Y r O N W C N E t c� cC Q DHS-FEMA-EMPG-FY 19 Page 9 of 35 City Packet Pg. 13 Ex Washington State Military Department GENERAL TERMS AND CONDITIONS Department of Homeland Security (DHS)/ Federal Emergency Management Agency (FEMA) Grants A.1 DEFINITIONS As used throughout this Agreement, the terms will have the same meaning as defined in 2 CFR 200 Subpart A (which is incorporated herein by reference), except as otherwise set forth below: a. "Agreement' means this Grant Agreement. o b. "Department' means the Washington State Military Department, as a state agency, any division, section, office, unit or other entity of the Department, or any of the officers or other officials lawfully Q representing that Department. The Department is a recipient of a federal award directly from a federal awarding agency and is the pass-through entity making a subaward to a Subrecipient under this Agreement. N C. "Subrecipient" when capitalized is primarily used throughout this Agreement in reference to the w non-federal entity identified on the Face Sheet of this Agreement that has received a subaward c from the Department. However, the definition of "Subrecipient" is the same as in 2 CFR 200.93 for all other purposes. d. "Monitoring Activities" means all administrative, financial, or other review activities that are conducted to ensure compliance with all state and federal laws, rules, regulations, authorities and E policies. e. "Investment' means the grant application submitted by the Subrecipient describing the project(s) at for which federal funding is sought and provided under this this Agreement. Such grant application is hereby incorporated into this Agreement by reference. E as A.2 ADVANCE PAYMENTS PROHIBITED The Department shall make no payments in advance or in anticipation of goods or services to be provided under this Agreement. Subrecipient shall not invoice the Department in advance of delivery and invoicing of such goods or services. as A.3 AMENDMENTS AND MODIFICATIONS The Subrecipient or the Department may request, in writing, an amendment or modification of this w Agreement. However, such amendment or modification shall not be binding, take effect or be .. incorporated herein until made in writing and signed by the authorized representatives of the Department N and the Subrecipient. No other understandings or agreements, written or oral, shall be binding on the parties. c� a A.4 AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, 42 U.S.C. 12101 ET M SEQ. AND ITS IMPLEMENTING REGULATIONS ALSO REFERRED TO AS THE "ADA" 28 CFR Part 35. r The Subrecipient must comply with the ADA, which provides comprehensive civil rights protection to Y individuals with disabilities in the areas of employment, public accommodations, state and local government services, and telecommunication. r 0 A.5 ASSURANCES W The Department and Subrecipient agree that all activity pursuant to this Agreement will be in accordance with all the applicable current federal, state and local laws, rules and regulations. A.6 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, OR INELIGIBILITY As federal funds are a basis for this Agreement, the Subrecipient certifies that the Subrecipient is not a presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in this Agreement by any federal department or agency. The Subrecipient shall complete, sign, and return a Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion form located at http://mil.wa.gov/emergency-management- division/grants/requiredgrantforms. Any such form completed by the Subrecipient for this Agreement shall be incorporated into this Agreement by reference. DHS-FEMA-EMPG-FY 19 Page 10 of 35 City Packet Pg. 14 Further, the Subrecipient agrees to comply with all applicable federal regulations concerning the debarment and suspension system, including 2 CFR Part 180. The Subrecipient certifies that it will ensure that potential contractors or Subrecipients or any of their principals are not debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in "covered transactions" by any federal department or agency. "Covered transactions" include procurement contracts for goods or services awarded under a non-procurement transaction (e.g. grant or cooperative agreement) that are expected to equal or exceed $25,000, and subawards to Subrecipients for any amount. With respect to covered transactions, the Subrecipient may comply with this provision by obtaining a certification statement from the potential contractor or Subrecipient or by checking the System for Award Management(https://sam.gov/SAM/) maintained by the federal government. The Subrecipient 1 also agrees not to enter into any arrangements or contracts with any party on the Washington State o Department of Labor and Industries' "Debarred Contractor List" (https://secure.Ini.wa.gov/debarandstrike/ContractorDebarList.aspx). The Subrecipient also agrees not Q to enter into any agreements or contracts for the purchase of goods and services with any party on the ' Department of Enterprise Services' Debarred Vendor List (http://www.des.wa.gov/services/ContractingPurchasing/Business/PagesNendor-Debarment.aspx). cov A.7 CERTIFICATION REGARDING RESTRICTIONS ON LOBBYING w As required by 44 CFR Part 18, the Subrecipient hereby certifies that to the best of its knowledge and belief: (1) no federally appropriated funds have been paid or will be paid by or on behalf of the Subrecipient to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress 2 in connection with the awarding of any federal contract, the making of any federal grant, the making of mE any federal loan, the entering into of any cooperative agreement, and the extension, continuation, ,o renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement; (2) a that if any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this W Agreement, grant, loan, or cooperative agreement, the Subrecipient will complete and submit Standard c Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions; (3) and that, as applicable, the Subrecipient will require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements)and that all Subrecipients shall certify and disclose accordingly. This a, certification is a material representation of fact upon which reliance was placed when this transaction was E made or entered into and is a prerequisite for making or entering into this transaction imposed by section w 1352, title 31, U.S. Code. 00 N A.8 COMPLIANCE WITH APPLICABLE STATUTES, RULES AND DEPARTMENT POLICIES The Subrecipient and all its contractors and subrecipients shall comply with, and the Department is not responsible for determining compliance with, any and all applicable federal, state, and local laws, a- regulations, executive orders, OMB Circulars, and/or policies. This obligation includes, but is not limited W to: nondiscrimination laws and/or policies, Energy Policy and Conservation Act(PL 94-163, as amended), the Americans with Disabilities Act (ADA), Age Discrimination Act of 1975, Title VI of the Civil Rights Act of 1964, Civil Rights Act of 1968, the Robert T. Stafford Disaster Relief and Emergency Assistance Act, Y (PL 93-288, as amended), Ethics in Public Service (RCW 42.52), Covenant Against Contingent Fees (48 CFR Section 52.203-5), Public Records Act (RCW 42.56), Prevailing Wages on Public Works (RCW o 39.12), State Environmental Policy Act(RCW 43.21 C), Shoreline Management Act of 1971 (RCW 90.58), w State Building Code (RCW 19.27), Energy Related Building Standards (RCW 19.27A), Provisions in Buildings for Aged and Handicapped Persons (RCW 70.92), and safety and health regulations. In the event of noncompliance or refusal to comply with any applicable law, regulation, executive order, OMB Circular or policy by the Subrecipient, its contractors or subrecipients, the Department may rescind, a cancel, or terminate the Agreement in whole or in part in its sole discretion. The Subrecipient is responsible for all costs or liability arising from its failure, and that of its contractors and subrecipients, to comply with applicable laws, regulations, executive orders, OMB Circulars or policies. A.9 CONFLICT OF INTEREST No officer or employee of the Department; no member, officer, or employee of the Subrecipient or its designees or agents; no member of the governing body of the jurisdiction in which the project is DHS-FEMA-EMPG-FY 19 Page 11 of 35 City Packet Pg. 15 undertaken or located; and no other official of the Subrecipient who exercises any functi responsibilities with respect to the project during his or her tenure, shall have any personal or pecuniary gain or interest, direct or indirect, in any contract, subcontract, or the proceeds thereof, for work to be performed in connection with the project assisted under this Agreement. The Subrecipient shall incorporate, or cause to incorporate, in all such contracts or subawards, a provision prohibiting such interest pursuant to this provision. A.10 CONTRACTING & PROCUREMENT a. The Subrecipient shall use a competitive procurement process in the procurement and award of any contracts with contractors or subcontractors that are entered into under the original agreement award. The procurement process followed shall be in accordance with 2 CFR Part i 200.318 General procurement standards through 200.326 Contract provisions. As required by Appendix II to 2 CFR Part 200, all contracts entered into by the Subrecipient under Q this Agreement must include the following provisions, as applicable: 1) Contracts for more than the simplified acquisition threshold currently set at $250,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and N the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, w must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. L 2) All contracts in excess of$10,000 must address termination for cause and for convenience w by the non-federal entity including the manner by which it will be affected and the basis for settlement. E L 3) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of"federally assisted construction contract" in 41 CFR Part a 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, a) "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and c implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." 4) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program a legislation, all prime construction contracts in excess of $2,000 awarded by non-federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141- w 3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part .. 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and N Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be a- required to pay wages not less than once a week. The non-federal entity must place a copy w of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or Y reported violations to the federal awarding agency. The contracts must also include a i provision for compliance with the Copeland "Anti-Kickback" Act (40 U.S.C. 3145), as c supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and W Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or Subrecipient must be prohibited from inducing, by any means, any person employed in the construction, M completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported a violations to the federal awarding agency. 5) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations(29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every DHS-FEMA-EMPG-FY 19 Page 12 of 35 City Packet Pg. 16 mechanic and laborer on the basis of a standard work week of 40 hours. Work in ex the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 6) Rights to Inventions Made Under a Contract or Agreement. If the federal award meets the definition of"funding agreement" under 37 CFR §401.2 (a) and the recipient or Subrecipient N wishes to enter into a contract with a small business firm or nonprofit organization regarding o the substitution of parties, assignment or performance of experimental, developmental, or f research work under that "funding agreement," the recipient or Subrecipient must comply Q with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,"and any implementing regulations issued by the awarding agency. N 7) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 w U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 W U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 2 1251-1387). Violations must be reported to the federal awarding agency and the Regional E Office of the Environmental Protection Agency (EPA). , 8) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 a CFR 180.220) must not be made to parties listed on the government-wide exclusions in the System for Award Management(SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189)and 12689 (3 CFR wo) part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the Co names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties ' declared ineligible under statutory or regulatory authority other than Executive Order 12549. 9) Byrd Anti-Lobbying Amendment(31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of L.U. Congress, officer or employee of Congress, or an employee of a member of Congress in N connection with obtaining any federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from a- tier to tier up to the non-federal award. 10) Procurement of recovered materials -- As required by 2 CFR 200.322, a non-federal entity r that is a state agency or agency of a political subdivision of a state and its contractors must Y comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only r items designated in guidelines of the Environmental Protection Agency(EPA)at 40 CFR part N 247 that contain the highest percentage of recovered materials practicable, consistent with w maintaining a satisfactory level of competition, where the purchase price of the item exceeds c $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. a 11) Notice of awarding agency requirements and regulations pertaining to reporting. 12) Federal awarding agency requirements and regulations pertaining to copyrights and rights in data. 13) Access by the Department, the Subrecipient, the federal awarding agency, the Comptroller General of the United States, or any of their duly authorized representatives to any books, DHS-FEMA-EMPG-FY 19 Page 13 of 35 City Packet Pg. 17 documents, papers, and records of the contractor which are directly pertinent to that contract for the purpose of making audit, examination, excerpts, and transcriptions. 14) Retention of all required records for six years after the Subrecipient has made final payments and all other pending matters are closed. 15) Mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163, 89 Stat. 871). b. The Department reserves the right to review the Subrecipient's procurement plans and documents and require the Subrecipient to make changes to bring its plans and documents into N compliance with the requirements of 2 CFR Part 200.318 through 200.326. The Subrecipient o must ensure that its procurement process requires contractors and subcontractors to provide adequate documentation with sufficient detail to support the costs of the project and to allow both Q the Subrecipient and Department to make a determination on eligibility of project costs. ti C. All contracting agreements entered into pursuant to this Agreement shall incorporate this Agreement by reference w A.11 DISCLOSURE ,! The use or disclosure by any party of any information concerning the Department for any purpose not L directly connected with the administration of the Department's or the Subrecipient's responsibilities with c� respect to services provided under this Agreement is prohibited except by prior written consent of the Department or as required to comply with the state Public Records Act, other law or court order. A.12 DISPUTES o Except as otherwise provided in this Agreement, when a bona fide dispute arises between the parties a and it cannot be resolved through discussion and negotiation, either party may request a dispute resolution panel to resolve the dispute. A request for a dispute resolution board shall be in writing, state E the disputed issues, state the relative positions of the parties, and be sent to all parties. The panel shall a) consist of a representative appointed by the Department, a representative appointed by the Subrecipient and a third party mutually agreed upon by both parties. The panel shall, by majority vote, resolve the dispute. Each party shall bear the cost for its panel member and its attorney fees and costs and share equally the cost of the third panel member. as A.13 LEGAL RELATIONS It is understood and agreed that this Agreement is solely for the benefit of the parties to the Agreement E and gives no right to any other party. No joint venture or partnership is formed as a result of this w Agreement. N To the extent allowed by law, the Subrecipient, its successors or assigns, will protect, save and hold N. harmless the Department, the state of Washington, and the United States Government and their 0 authorized agents and employees, from all claims, actions, costs, damages or expenses of any nature a whatsoever by reason of the acts or omissions of the Subrecipient, its subcontractors, subrecipients, Lu assigns, agents, contractors, consultants, licensees, invitees, employees or any person whomsoever r arising out of or in connection with any acts or activities authorized by this Agreement. 4) To the extent allowed by law, the Subrecipient further agrees to defend the Department and the state of Washington and their authorized agents and employees in any litigation; including payment of any costs r or attorneys' fees for any claims or action commenced thereon arising out of or in connection with acts N or activities authorized by this Agreement. w This obligation shall not include such claims, costs, damages or expenses which may be caused by the sole negligence of the Department; provided, that if the claims or damages are caused by or result from E the concurrent negligence of(1)the Department, and (2)the Subrecipient, its agents, or employees, this indemnity provision shall be valid and enforceable only to the extent of the negligence of the Subrecipient, a or the Subrecipient's agents or employees. Insofar as the funding source, the Department of Homeland Security (DHS)/Federal Emergency Management Agency (FEMA), is an agency of the Federal government, the following shall apply: 44 CFR 206.9 Non-liability. The Federal government shall not be liable for any claim based upon the exercise or performance of, or the failure to exercise or perform a discretionary function or duty on the DHS-FEMA-EMPG-FY 19 Page 14 of 35 City Packet Pg. 18 part of a federal agency or an employee of the Federal government in carrying out the provision Stafford Act. A.14 LIMITATION OF AUTHORITY—AUTHORIZED SIGNATURE The signatories to this Agreement represent that they have the authority to bind their respective organizations to this Agreement. Only the Department's Authorized Signature representative and the Authorized Signature representative of the Subrecipient or Alternate for the Subrecipient, formally designated in writing, shall have the express, implied, or apparent authority to alter, amend, modify, or waive any clause or condition of this Agreement. Any alteration, amendment, modification, or waiver of any clause or condition of this Agreement is not effective or binding unless made in writing and signed by both parties' Authorized Signature representatives. N L Further, only the Authorized Signature representative or Alternate for the Subrecipient shall have signature authority to sign reimbursement requests, time extension requests, amendment and Q modification requests, requests for changes to projects or work plans, and other requests, certifications , and documents authorized by or required under this Agreement. A.15 LOSS OR REDUCTION OF FUNDING N In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way w after the effective date of this Agreement and prior to normal completion or end date, the Department may unilaterally reduce the work plan and budget or unilaterally terminate all or part of the Agreement as 2 a "Termination for Cause" without providing the Subrecipient an opportunity to cure. Alternatively, the 0 parties may renegotiate the terms of this Agreement under "Amendments and Modifications" to comply c with new funding limitations and conditions, although the Department has no obligation to do so. E L A.16 NONASSIGNABILITY Neither this Agreement, nor any claim arising under this Agreement, shall be transferred or assigned by a the Subrecipient. as A.17 NONDISCRIMINATION E The Subrecipient shall comply with all applicable federal and state non-discrimination laws, regulations, and policies. No person shall, on the grounds of age, race, creed, color, sex, sexual orientation, religion, national origin, marital status, honorably discharged veteran or military status, or disability (physical, mental, or sensory) be denied the benefits of, or otherwise be subjected to discrimination under any c project, program, or activity, funded, in whole or in part, under this Agreement. L A.18 NOTICES The Subrecipient shall comply with all public notices or notices to individuals required by applicable local, w state and federal laws and regulations and shall maintain a record of this compliance. N A.19 OCCUPATIONAL SAFETY/HEALTH ACT and WASHINGTON INDUSTRIAL SAFETY/HEALTH ACT (OSHA/WISHA) The Subrecipient represents and warrants that its work place does now or will meet all applicable federal a and state safety and health regulations that are in effect during the Subrecipient's performance under this LU Agreement. To the extent allowed by law, the Subrecipient further agrees to indemnify and hold harmless r the Department and its employees and agents from all liability, damages and costs of any nature, including, but not limited to, costs of suits and attorneys' fees assessed against the Department, as a Y result of the failure of the Subrecipient to so comply. r A.20 OWNERSHIP OF PROJECT/CAPITAL FACILITIES N The Department makes no claim to any capital facilities or real property improved or constructed with w funds under this Agreement, and by this subaward of funds does not and will not acquire any ownership interest or title to such property of the Subrecipient. The Subrecipient shall assume all liabilities and E responsibilities arising from the ownership and operation of the project and agrees to indemnify and hold the Department, the state of Washington, and the United States government harmless from any and all a causes of action arising from the ownership and operation of the project. A.21 POLITICAL ACTIVITY No portion of the funds provided herein shall be used for any partisan political activity or to further the election or defeat of any candidate for public office or influence the approval or defeat of any ballot issue. A.22 PROHIBITION AGAINST PAYMENT OF BONUS OR COMMISSION DHS-FEMA-EMPG-FY 19 Page 15 of 35 City Packet Pg. 19 The assistance provided under this Agreement shall not be used in payment of any bonus or com 4.A.a for the purpose of obtaining approval of the application for such assistance or any other approval or concurrence under this Agreement provided, however, that reasonable fees or bona fide technical consultant, managerial, or other such services, other than actual solicitation, are not hereby prohibited if otherwise eligible as project costs. A.23 PUBLICITY The Subrecipient agrees to submit to the Department prior to issuance all advertising and publicity matters relating to this Agreement wherein the Department's name is mentioned, or language used from which the connection of the Department's name may, in the Department's judgment, be inferred or implied. The Subrecipient agrees not to publish or use such advertising and publicity matters without the N prior written consent of the Department. The Subrecipient may copyright original work it develops in the course of or under this Agreement; however, pursuant to 2 CFR Part 200.315, FEMA reserves a royalty- free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize Q others to use the work for government purposes. Publication resulting from work performed under this Agreement shall include an acknowledgement of o FEMA's financial support, by the Assistance Listings Number(formerly CFDA Number), and a statement w that the publication does not constitute an endorsement by FEMA or reflect FEMA's views. r c A.24 RECAPTURE PROVISION ;a In the event the Subrecipient fails to expend funds under this Agreement in accordance with applicable federal, state, and local laws, regulations, and/or the provisions of the Agreement, the Department reserves the right to recapture funds in an amount equivalent to the extent of noncompliance. Such right of recapture shall exist for the life of the project following Agreement termination. Repayment by the o Subrecipient of funds under this recapture provision shall occur within 30 days of demand. In the event the Department is required to institute legal proceedings to enforce the recapture provision, the a Department shall be entitled to its costs and expenses thereof, including attorney fees from the Subrecipient. E A.25 RECORDS a. The Subrecipient agrees to maintain all books, records, documents, receipts, invoices and all other electronic or written records necessary to sufficiently and properly reflect the Subrecipient's contracts, subawards, grant administration, and payments, including all direct and indirect a charges, and expenditures in the performance of this Agreement (the "records"). as b. The Subrecipient's records related to this Agreement and the projects funded may be inspected and audited by the Department or its designee, by the Office of the State Auditor, DHS, FEMA or L.U. their designees, by the Comptroller General of the United States or its designees, or by other N state or federal officials authorized by law, for the purposes of determining compliance by the Subrecipient with the terms of this Agreement and to determine the appropriate level of funding to be paid under the Agreement. a C. The records shall be made available by the Subrecipient for such inspection and audit, together Lu with suitable space for such purpose, at any and all times during the Subrecipient's normal r working day. d. The Subrecipient shall retain and allow access to all records related to this Agreement and the funded project(s) for a period of at least six (6) years following final payment and closure of the r grant under this Agreement. Despite the minimum federal retention requirement of three (3) N years, the more stringent State requirement of six (6) years must be followed. w A.26 RESPONSIBILITY FOR PROJECT/STATEMENT OF WORKNVORK PLAN While the Department undertakes to assist the Subrecipient with the project/statement of work/work plan M (project) by providing federal award funds pursuant to this Agreement, the project itself remains the sole a responsibility of the Subrecipient. The Department undertakes no responsibility to the Subrecipient, or a to any third party, other than as is expressly set out in this Agreement. The responsibility for the design, development, construction, implementation, operation and maintenance of the project, as these phrases are applicable to this project, is solely that of the Subrecipient, as is responsibility for any claim or suit of any nature by any third party related in any way to the project. Prior to the start of any construction activity, the Subrecipient shall ensure that all applicable federal, state, and local permits and clearances are obtained, including, but not limited to, FEMA compliance with DHS-FEMA-EMPG-FY 19 Page 16 of 35 City Packet Pg. 20 the National Environmental Policy Act, the National Historic Preservation Act, the Endangered 4.A.a Act, and all other environmental laws, regulations, and executive orders. The Subrecipient shall defend, at its own cost, any and all claims or suits at law or in equity, which may be brought against the Subrecipient in connection with the project. The Subrecipient shall not look to the Department, or to any state or federal agency, or to any of their employees or agents, for any performance, assistance, or any payment or indemnity, including, but not limited to, cost of defense and/or attorneys' fees, in connection with any claim or lawsuit brought by any third party related to any design, development, construction, implementation, operation and/or maintenance of a project. A.27 SEVERABILITY If any court of rightful jurisdiction holds any provision or condition under this Agreement or its application i to any person or circumstances invalid, this invalidity does not affect other provisions, terms or conditions 0 of the Agreement, which can be given effect without the invalid provision. To this end, the terms and Q conditions of this Agreement are declared severable. , A.28 SINGLE AUDIT ACT REQUIREMENTS (including all AMENDMENTS) The Subrecipient shall comply with and include the following audit requirements in any subawards. N Non-federal entities, as Subrecipients of a federal award, that expend $750,000 or more in one fiscal w year of federal funds from all sources, direct and indirect, are required to have a single or a program- c specific audit conducted in accordance with 2 CFR Part 200 Subpart F. Non-federal entities that spend less than $750,000 a year in federal awards are exempt from federal audit requirements for that year, except as noted in 2 CFR Part 200 Subpart F. As defined in 2 CFR Part 200, the term "non-federal entity" 2 means a state, local government, Indian tribe, institution of higher education, or nonprofit organization E that carries out a federal award as a recipient or subrecipient. , Subrecipients that are required to have an audit must ensure the audit is performed in accordance with a Generally Accepted Government Auditing Standards (GAGAS) as found in the Government Auditing Standards (the Revised Yellow Book)developed by the United States Comptroller General and the OMB Compliance Supplement. The Subrecipient has the responsibility of notifying its auditor and requesting an audit in compliance with 2 CFR Part 200 Subpart F, to include the Washington State Auditor's Office, a federal auditor, or a public accountant performing work using GAGAS, as appropriate. Costs of the audit may be an allowable grant expenditure as authorized by 2 CFR Part 200.425. The Subrecipient shall maintain auditable records and accounts so as to facilitate the audit requirement and shall ensure that any subcontractors also maintain auditable records. The Subrecipient is E responsible for any audit exceptions incurred by its own organization or that of its w subcontractors. Responses to any unresolved management findings and disallowed or questioned costs .. shall be included with the audit report. The Subrecipient must respond to Department requests for N information or corrective action concerning audit issues or findings within 30 days of the date of request. The Department reserves the right to recover from the Subrecipient all disallowed costs resulting from the audit. a M After the single audit has been completed, and if it includes any audit findings, the Subrecipient must Lu send a full copy of the audit and its Corrective Action Plan to the Department at the following address no r later than nine (9) months after the end of the Subrecipient's fiscal year(s): Y Contracts Office Washington Military Department r Finance Division, Building #1 TA-20 w Camp Murray, WA 98430-5032 c The Subrecipient must send a completed "2 CFR Part 200 Subpart F Audit Certification Form" E (httl)s://www.mil.wa.gov/emergency-management-division/grants/requiredgrantforms)to the Department at the address listed above before this Agreement is executed and timely submit annual updates to the Department every year thereafter, and if the Subrecipient is claiming it is exempt from the audit a requirements of 2 CFR Part 200 Subpart F include an explanation of the criteria for exemption. The Department retains the sole discretion to determine whether a valid claim for an exemption from the audit requirements of this provision has been established. Conducting a single or program-specific audit in compliance with 2 CFR Part 200 Subpart F is a material requirement of this Agreement. In the absence of a valid claim of exemption from the audit requirements DHS-FEMA-EMPG-FY 19 Page 17 of 35 City Packet Pg. 21 of 2 CFR Part 200 Subpart F, the Subrecipient's failure to comply with said audit requirements ma in one or more of the following actions in the Department's sole discretion: a percentage of federal awards being withheld until the audit is completed in accordance with 2 CFR Part 200 Subpart F; the withholding or disallowing of overhead costs; the suspension of federal awards until the audit is conducted and submitted; or termination of the federal award. A.29 SUBRECIPIENT NOT EMPLOYEE The parties intend that an independent contractor relationship will be created by this Agreement. The Subrecipient, and/or employees or agents performing under this Agreement are not employees or agents of the Department in any manner whatsoever. The Subrecipient will not be presented as, nor claim to be, an officer or employee of the Department by reason of this Agreement, nor will the Subrecipient make N any claim, demand, or application to or for any right or privilege applicable to an officer or employee of the Department or of the state of Washington by reason of this Agreement, including, but not limited to, Workmen's Compensation coverage, unemployment insurance benefits, social security benefits, Q retirement membership or credit, or privilege or benefit which would accrue to a civil service employee under Chapter 41.06 RCW. 0 It is understood that if the Subrecipient is another state department, state agency, state university, state w college, state community college, state board, or state commission, that the officers and employees are r employed by the state of Washington in their own right and not by reason of this Agreement. L A.30 TAXES, FEES AND LICENSES Unless otherwise provided in this Agreement, the Subrecipient shall be responsible for, pay and maintain c in current status all taxes, unemployment contributions, fees, licenses, assessments, permit charges and E expenses of any other kind for the Subrecipient or its staff required by statute or regulation that are o applicable to Agreement performance. a A.31 TERMINATION FOR CONVENIENCE Notwithstanding any provisions of this Agreement, the Subrecipient may terminate this Agreement by providing written notice of such termination to the Department Key Personnel identified in the Agreement, specifying the effective date thereof, at least thirty (30) days prior to such date. Except as otherwise provided in this Agreement, the Department, in its sole discretion and in the best ' interests of the state of Washington, may terminate this Agreement in whole or in part by providing ten (10) calendar days written notice, beginning on the second day after mailing to the Subrecipient. Upon notice of termination for convenience, the Department reserves the right to suspend all or part of the o Agreement, withhold further payments, or prohibit the Subrecipient from incurring additional obligations w of funds. In the event of termination, the Subrecipient shall be liable for all damages as authorized by .. law. The rights and remedies of the Department provided for in this section shall not be exclusive and N are in addition to any other rights and remedies provided by law. A.32 TERMINATION OR SUSPENSION FOR CAUSE a In the event the Department, in its sole discretion, determines the Subrecipient has failed to fulfill in a am - timely and proper manner its obligations under this Agreement, is in an unsound financial condition so cW, as to endanger performance hereunder, is in violation of any laws or regulations that render the Subrecipient unable to perform any aspect of the Agreement, or has violated any of the covenants, Y agreements or stipulations of this Agreement, the Department has the right to immediately suspend or terminate this Agreement in whole or in part. r The Department may notify the Subrecipient in writing of the need to take corrective action and provide w a period of time in which to cure. The Department is not required to allow the Subrecipient an opportunity LU to cure if it is not feasible as determined solely within the Department's discretion. Any time allowed for cure shall not diminish or eliminate the Subrecipient's liability for damages or otherwise affect any other E remedies available to the Department. If the Department allows the Subrecipient an opportunity to cure, the Department shall notify the Subrecipient in writing of the need to take corrective action. If the a corrective action is not taken within ten (10) calendar days or as otherwise specified by the Department, or if such corrective action is deemed by the Department to be insufficient, the Agreement may be terminated in whole or in part. The Department reserves the right to suspend all or part of the Agreement, withhold further payments, or prohibit the Subrecipient from incurring additional obligations of funds during investigation of the DHS-FEMA-EMPG-FY 19 Page 18 of 35 City Packet Pg. 22 alleged compliance breach, pending corrective action by the Subrecipient, if allowed, or pe decision by the Department to terminate the Agreement in whole or in part. In the event of termination, the Subrecipient shall be liable for all damages as authorized by law, including, but not limited to, any cost difference between the original Agreement and the replacement or cover Agreement and all administrative costs directly related to the replacement Agreement, e.g., cost of administering the competitive solicitation process, mailing, advertising and other associated staff time. The rights and remedies of the Department provided for in this section shall not be exclusive and are in addition to any other rights and remedies provided by law. If it is determined that the Subrecipient: (1)was not in default or material breach, or(2)failure to perform was outside of the Subrecipient's control, fault or negligence, the termination shall be deemed to be a N "Termination for Convenience". `o A.33 TERMINATION PROCEDURES Q In addition to the procedures set forth below, if the Department terminates this Agreement, the Subrecipient shall follow any procedures specified in the termination notice. Upon termination of this Agreement and in addition to any other rights provided in this Agreement, the Department may require N the Subrecipient to deliver to the Department any property specifically produced or acquired for the w performance of such part of this Agreement as has been terminated. c If the termination is for convenience, the Department shall pay to the Subrecipient as an agreed upon ;a price, if separately stated, for properly authorized and completed work and services rendered or goods delivered to and accepted by the Department prior to the effective date of Agreement termination, the amount agreed upon by the Subrecipient and the Department for(i) completed work and services and/or equipment or supplies provided for which no separate price is stated, (ii) partially completed work and o services and/or equipment or supplies provided which are accepted by the Department, (iii) other work, services and/or equipment or supplies which are accepted by the Department, and (iv)the protection and a r preservation of property. Failure to agree with such amounts shall be a dispute within the meaning of the "Disputes" clause of this Agreement. If the termination is for cause, the Department shall determine the extent of the liability of the Department. The Department shall have no other obligation to the Subrecipient for termination. The Department may withhold from any amounts due the Subrecipient such sum as the Department determines to be necessary to protect the Department against potential loss or liability. o The rights and remedies of the Department provided in this Agreement shall not be exclusive and are in addition to any other rights and remedies provided by law. E After receipt of a notice of termination, and except as otherwise directed by the Department in writing, w the Subrecipient shall: 00 N a. Stop work under the Agreement on the date, and to the extent specified, in the notice; b. Place no further orders or contracts for materials, services, supplies, equipment and/or facilities a in relation to this Agreement except as may be necessary for completion of such portion of the work under the Agreement as is not terminated; C. Assign to the Department, in the manner, at the times, and to the extent directed by the Department, all of the rights, title, and interest of the Subrecipient under the orders and contracts Y so terminated, in which case the Department has the right, at its discretion, to settle or pay any or all claims arising out of the termination of such orders and contracts; c d. Settle all outstanding liabilities and all claims arising out of such termination of orders and w contracts, with the approval or ratification of the Department to the extent the Department may require, which approval or ratification shall be final for all the purposes of this clause; e. Transfer title to the Department and deliver in the manner, at the times, and to the extent directed by the Department any property which, if the Agreement had been completed, would have been required to be furnished to the Department; a f. Complete performance of such part of the work as shall not have been terminated by the Department in compliance with all contractual requirements; and g. Take such action as may be necessary, or as the Department may require, for the protection and preservation of the property related to this Agreement which is in the possession of the Subrecipient and in which the Department has or may acquire an interest. DHS-FEMA-EMPG-FY 19 Page 19 of 35 City Packet Pg. 23 A.34 UTILIZATION OF MINORITY AND WOMEN BUSINESS ENTERPRISES (MWBE) The Subrecipient is encouraged to utilize business firms that are certified as minority-owned and/or women-owned in carrying out the purposes of this Agreement. The Subrecipient may set utilization standards, based upon local conditions or may utilize the state of Washington MWBE goals, as identified in WAC 326-30-041. A.35 VENUE This Agreement shall be construed and enforced in accordance with, and the validity and performance shall be governed by, the laws of the state of Washington. Venue of any suit between the parties arising out of this Agreement shall be the Superior Court of Thurston County, Washington. The Subrecipient, by execution of this Agreement, acknowledges the jurisdiction of the courts of the state of Washington. N L A.36 WAIVERS :E No conditions or provisions of this Agreement can be waived unless approved in advance by the Q Department in writing. The Department's failure to insist upon strict performance of any provision of the Agreement or to exercise any right based upon a breach thereof, or the acceptance of any performance during such breach, shall not constitute a waiver of any right under this Agreement. N w i r c ,L^ V V E L r I_ C� G V L E w 00 N N d M w O r C N Y r O N w C N E t c� cC Q DHS-FEMA-EMPG-FY 19 Page 20 of 35 City Packet Pg. 24 Ex WORK PLAN FY 2019 Emergency Management Performance Grant Emergency Management Organization City of Kent-Emergency Management Division The purpose of EMPG is to assist with the enhancement,sustaIn men t and improvement of state,local,and tribal emergency management programs.Activities conducted using EMPG funding should relate directly to the five elements of emergency management: prevention, protection,response,recovery,and mitigation.Washington State does not require a specific number of activities to receive EMPG funding. However,there are required capabilities that must be sustained in order to remain eligible for EMPG funding,including but not limited to the ability to communicate and warn,educate the public,train and exercise,plan,and be NIMS compliant.The Work Plan delineates the N L Emergency Management Organization's emergency management program planning and priority focus for this grant cycle(to include t 19EMPG grant and local funds). Program Area-Sustainment Satellite Phones Copier/Punch Kit Lease JOffice Supplies r ti Cell Phones IMeeting Refreshments ISmall Tools and Equipment Internet/Website Fees Ink Cartridges JPrinting Fees N W Program1 Community Outreach/Public Education WORK PLANNED WHY THE WORK IS BEING DONE RESULT OF THE WORK i 1 Deliver FEMA Community Emergency Response A known gap is that there are not enough *Larger number of CERT trained members in the 0 Team(CERT)courses and refresher training at responders to help the community when a major community. v least twice a year to the City of Kent,Covington, incident happens.With continued trainings being *CERT graduates become volunteers in other Puget Sound Fire Response Area and the offered each year,the City is building the emergency management areas(Kent E Kent/Covington School District.Major purchases volunteer database and becoming a more resilient Communications support team,ECC Volunteer, `c could include:Manuals,Supplies,Sustenance for community. Message Center Volunteer,etc.) d trainings,and OT for instructors. *The community is better prepared to respond to 11 and be more resilient after a disaster. >_ d E a� 2 Conduct specialized CERT/Preparedness classes A known gap is that the community is not self- *A more resilient community prepared for and for local businesses,neighborhoods,and schools. reliant;and for the community to rebuild they able to respond to a disaster,and that is educated must be educated on how to be prepared and in all aspects of disaster preparedness so that they how to take care of themselves and others around can help mitigate loss and assist the community in them. rebuilding after a disaster. v C L 3 Participate in multiple community events Focus is on building community safety and *More youth and adults interested in emergency Q throughout the year such as Cornucopia Days, emergency preparedness for both adults and preparedness and having the knowledge of how to W Covington Days,National Night Out,Kids Safety youth. prepare for and respond during a disaster. 00 Day,and multiple other City/School events. *An engaged community who feel involved and N have a better understanding of their role in the N event of a disaster. C9 Program Area#2 T d W Communications Su pport Team WORK PLANNED WHY THE WORK IS BEING DONE RESULT OF THE WORK 1 Participate in multiple community events such as To build a more Resilient Communications Better trained volunteers who are knowledgeable Y Field Day,Cornucopia Days,Covington Days, community.By participating in events,it provides of the setup procedures for the mobile National Night Out,Great Shakeout,Emergency a chance to test generators,disaster communications kit and van.This will also help Activations and more to test communications kits,processes as well as identify possible communication gaps when o N equipment/communication kits and processes. providing on opportunity for volunteer training relying on emergency power. LU Some purchases could be EM logo attire, while engaging the community. r+ promotional items,sustenance during activities, y and rentals for events. t 2 Enhance emergency communications by To create/enhance a redundant emergency A robust communications system will support City purchasing and installing equipment such as communications system. and Regional emergencies and planned events. Q laptops,radios,generators,antennas,etc. DHS-FEMA-EMPG-FY 19 Page 21 of 35 City Packet Pg. 25 4.A.a Program Area#3 Training and Exercises WORK PLANNED WHY THE WORK IS BEING DONE RESULT OF THE WORK 1 Participate in the design,conduct,and evaluation To continue to enhance the City's capabilities Successful participation,completed AAR's of at least 3 exercises during the performance through testing,exercise,and training. identifying areas for improvement,and for period to test parts of COOP/COG plans as well as participants to be able to better respond to an the City's CEMP. incident/event. 2 Test systems(electronics,displays,forms,etc.)on To find and correct any issues and/or gaps that An ECC that is up to date with electronics, a rotating basis.Continuation of quarterly may arise from the test in order to fully maximize communications,forms,displays,etc.that is able Emergency Coordination Center(ECC)in-service ECC capabilities. to operate effectively in an y N days incident/event/disaster. •L O 3 Conduct trainings and/or send City Staff/Fire To increase job skills and knowledge in Emergency Fully trained staff and volunteers who are better Staff/Volunteers to career development Management functions. able to respond to the Kent ECC/DOC's in an workshops,seminars,conferences and trainings incident/event. Q for Emergency Management. r ti O .. 04 Prram Area#4 W Operational Mitigation Capabilities I r WORK PLANNED WHY THE WORK IS BEING DONE RESULT OF THE WORK C R 1 Continue to identify enhancements in Drills,exercises,and activations have identified a Greater communication and functionality to L functionality and capability for situational gap in communication sharing and the need for increase situational awareness between ECC, awareness for the Kent ECC and Department better situational awareness. DOCs,and regional partners during an v C Operating Centers(DOCs). activation/exercise. 13 E i 2 Acquire radio equipment for ECC and EM vehicles To improve cache of emergency communication Increased ability to communicate during exercises 0 to increase communication capability. equipment by updating out of date equipment and activations which will lead to more situational d and/or equipment that is reaching its end of life. awareness within the City of Kent. d C d E 3 Contract with engineering firm to design proper To strengthen and increase public security/safety To prevent vehicles from entering a space where location and amount of soft target hardening at City facilities and or events. the public may be which could result in multiple M C measures at City Public Facilities/Events. injuries/deaths. 4 Acquire MBEs and emergency drinking water To support staff in the event of a major disaster or To provide all staff working during major incidents C (items are tracked and updated per expiration event. with sustainable food and water to ensure they L date on a rotating basis) can eat during a disaster. O E W Program Area#5 00 Information and Warning N WORK PLANNED WHY THE WORK IS BEING DONE RESULT OF THE WORK N 1 Provide interpretation and translation services To effectively communicate disaster preparedness Disaster preparedness/emergency information during trainings,exercises,and activations when and/or emergency information to a community materials and/or presentations with translators d needed. which contains limited English proficiency(LEP) will reach the LEP populations so the community populations or hard of hearing community. will be better prepared and able to respond to an W rn event. r C a� 2 Create documents and print materials,signs,etc. To increase community/staff awareness of The community and City staff are better prepared Y for information and education purposes related to hazards and how to respond. to respond to an emergency or event. Emergency Management. N W r C d E t v R a DHS-FEMA-EMPG-FY 19 Page 22 of 35 City Packet Pg. 26 Ex TIMELINE FY 2019 Emergency Management Performance Grant DATE TASK June 1, 2019 Grant Agreement Start Date April 30, 2020 Submit reimbursement request N August 31, 2020 Grant Agreement End Date t October 15, 2020 Submit final reimbursement request, final report, training Q requirement report, and/or other deliverables. ' r ti O N W I r C R ,L^ V V C M E L 0 IC Q� c� C C C� G V L E I.I.I Co N r N d W O C d Y 0 N W r C d E t v R a DHS-FEMA-EMPG-FY 19 Page 23 of 35 City Packet Pg. 27 Ex BUDGET FY 2019 Emergency Management Performance Grant 19EMPG AWARDI $ 71,834.00 SOLUTION AREA BUDGET CATEGORY EMPG AMOUNT MATCH AMOUNT Salaries& Benefits $ - $ - N Overtime/Backfill $ - -Z o Z Consultants/Contractors $ 17,000 $ - Goods&Services $ - $ - Q a Travel/Per Diem $ - $ - Subtotal $ 17,000 $ - c Z Salaries & Benefits $ - $ 71,834 N w 0 Overtime/Backfill $ - $ - �! c ni Consultants/Contractors $ - $ - ;a Z Goods&Services $ 19,334 $ - 0 a Travel/Per Diem $ - $ - c 0 Subtotal $ 19,334 $ 71,834 c° E Salaries & Benefits $ - $ - , N Overtime/Backfill $ 1,000 $ - a Q Consultants/Contractors $ - $ - X Goods&Services $ 500 $ - E w Travel/Per Diem $ - $ - Subtotal $ 1500 $ - Salaries & Benefits $ - $ - Z Overtime/Backfill $ 8,000 $ - Z Consultants/Contractors $ 5,000 $ - a� Goods&Services $ 6,000 $ - oc Travel/Per Diem $ 5,000 $ - E w Subtotal $ 24,000 $ - ao Equipment $ 10,000 $ - N cr LU Subtotal $ 10,000 $ - IL Salaries & Benefits $ - $ - 2 Overtime/Backfill $ - $ - w w Consultants/Contractors $ - $ - Goods&Services $ - $ - Y Travel/Per Diem $ - $ - r Subtotal $ - $ - ti Indirect $ - $ - w Indirect Cost Rate on file 0% � � c TOTAL Grant Agreement AMOUNT: $ 71,834 $ 71,834 E t • The Subrecipient will provide a match of$71,834 of non-federal origin, 50% of the total project cost(local a budget plus EMPG award). • Cumulative transfers to budget categories in excess of 10% of the Grant Agreement Amount will not be reimbursed without prior written authorization from the Department. Funding Source: U.S. Department of Homeland Security - PI# 793PT— EMPG DHS-FEMA-EMPG-FY 19 Page 24 of 35 City Packet Pg. 28 4.A.a Exhibit F 19EMPG Award Letter EMS-2019-EP-00003-S01 Award Letter U.S. Department of Homeland Security Washington, D.C. 20472 N L Mom.. a ���4 13 INV 0 N W I r Tirzah Kincheloe L Washington Military Department (� Building 20 U Camp Murray, WA 98430-5122 Re: Grant No.EMS-2019-EP-00003 E 0 Dear Tirzah Kincheloe: d r Congratulations, on behalf of the Department of Homeland Security, your application for financial assistance submitted under the Fiscal Year(FY)2019 Emergency Management Performance Grants has been approved in the amount of$7,409,645.00. aEi As a condition of this award, you are required to contribute a cost match in the amount of$7,409,645.00 of non-Federal funds, or 50 percent of the total approved project costs of$14,819,290.00. Before you request and receive any of the Federal funds awarded to you, you must establish acceptance of the award. By accepting this award, you acknowledge that the terms of the following documents are incorporated into the terms of your award: a, L • Agreement Articles (attached to this Award Letter) E • Obligating Document(attached to this Award Letter) W • FY 2019 Emergency Management Performance Grants Notice of Funding Opportunity. co • FEMA Preparedness Grants Manual N N Please make sure you read, understand, and maintain a copy of these documents in your official file for this award. 0 d In order to establish acceptance of the award and its terms, please follow these instructions: w as Step 1: Please log in to the ND Grants system at https://portal.fema.gov. r c Step 2:After logging in, you will see the Home page with a Pending Tasks menu. Click on the Pending Tasks menu, select the Y Application sub-menu, and then click the link for"Award Offer Review"tasks. This link will navigate you to Award Packages that are pending review. r 0 Step 3: Click the Review Award Package icon (wrench)to review the Award Package and accept or decline the award. Please w save or print the Award Package for your records. a� System for Award Management(SAM): Grant recipients are to keep all of their information up to date in SAM, in particular, E your organization's name, address, DUNS number, EIN and banking information. Please ensure that the DUNS number used coca in SAM is the same one used to apply for all FEMA awards. Future payments will be contingent on the information provided in the SAM; therefore, it is imperative that the information is correct. The System for Award Management is located at http:l/ Q www.sam.gov. If you have any questions or have updated your information in SAM, please let your Grants Management Specialist(GMS) know as soon as possible.This will help us to make the necessary updates and avoid any interruptions in the payment process. DHS-FEMA-EMPG-FY 19 Page 25 of 35 City Packet Pg. 29 4.A.a KIMBERLY ERIN PENFOLD Assistance Officer m N �L O a ti 0 N W I r C ,L^ V V E L r E C C� G V L E W 00 N T- N d W O r C N Y r O N W C N t c� cC Q DHS-FEMA-EMPG-FY 19 Page 26 of 35 City Packet Pg. 30 4.A.a Agreement Articles Mon Oct 01 00:00:00 GMT 2018 U.S. Department of Homeland Security ARI"tf 44 Washington, D.C. 20472 � m N L W 0 �t -4V ti 0 AGREEMENT ARTICLES w Emergency Management Performance Grants r c GRANTEE: Washington Military Department PROGRAM: Emergency Management Performance Grants U c AGREEMENT NUMBER: EMS-2019-EP-00003-S01 f° E L 0 TABLE OF CONTENTS r c m E Article I Assurances,Administrative Requirements, Cost Principles, a� Representation and Certifications Article II Acknowledgement of Federal Funding from DHS >, c m Article III DHS Specific Acknowledgements and Assurances L Q1 E Article IV Activities Conducted Abroad w 00 N Article V Age Discrimination Act of 1975 F4 0 Article VI Americans with Disabilities Act of 1990 d w a� Article VI Best Practices for Collection and Use of Personally r Identifiable Information (PII) 1 Article VIII Civil Rights Act of 1964-Title VI r O Article IX Civil Rights Act of 1968 W c Article X Copyright E E t Article XI Debarment and Suspension Q Article XI Drug-Free Workplace Regulations Article XIII Duplication of Benefits DHS-FEMA-EMPG-FY 19 Page 27 of 35 City Packet Pg. 31 4.A.a Article XIV Education Amendments of 1972 (Equal Opportunity in Education Act)-Title IX Article XV Energy Policy and Conservation Act Article XVI False Claims Act and Program Fraud Civil Remedies N L 0 Article XVII Federal Debt Status a Article XVIII Federal Leadership on Reducing Text Messaging while Driving O N Article XIX Fly America Act of 1974 uj r c Article XX Hotel and Motel Fire Safety Act of 1990 L a� U Article XXI Limited English Proficiency(Civil Rights Act of 1964, Title VI) E L Article XXII Lobbying Prohibitions 0 m d Article XXIII National Environmental Policy Act m E Article XXIV Nondiscrimination in Matters Pertaining to Faith-Based Organizations Article XXV Non-Supplanting Requirement c m Article XXVI Notice of Funding Opportunity Requirements L_ E Article XXVII Patents and Intellectual Property Rights W 00 N T_ Article XXVIII Procurement of Recovered Materials N 0 Article XXIX Rehabilitation Act of 1973 d M w a� Article XXX Reporting of Matters Related to Recipient Integrity and r Performance a� Y Article XXXI Reporting Subawards and Executive Compensation r- r O N Article XXXII SAFECOM W c a� Article XXXIII Terrorist Financing E t ca Article XXXIV Trafficking Victims Protection Act of 2000 Q Article XXXV Universal Identifier and System for Award Management Article XXXVI USA Patriot Act of 2001 DHS-FEMA-EMPG-FY 19 Page 28 of 35 City Packet Pg. 32 4.A.a Article XXXVII Use of DHS Seal, Logo and Flags Article XXXVIII Whistleblower Protection Act Article XXXIX Environmental Planning and Historic Preservation m N L Article XL Acceptance of Post Award Changes t Article XLI Disposition of Equipment Acquired Under the Federal Award Q ti Article XLI I Prior Approval for Modification of Approved Budget c N W Article I -Assurances,Administrative Requirements,Cost Principles, Representation and Certifications r c DHS financial assistance recipients must complete either the Office of Management and Budget(OMB)Standard Form 424B L Assurances- Non-Construction Programs, or OMB Standard Form 424D Assurances-Construction Programs, as applicable. a� Certain assurances in these documents may not be applicable to your program, and the DHS financial assistance office(DHS c FAO)may require applicants to certify additional assurances. Applicants are required to fill out the assurances applicable to their program as instructed by the awarding agency. Please contact the DHS FAO if you have any questions. o DHS financial assistance recipients are required to follow the applicable provisions of the Uniform Administrative a Requirements, Cost Principles, and Audit Requirements for Federal Awards located at Title 2, Code of Federal Regulations (C.F.R.) Part 200, and adopted by DHS at 2 C.F.R. Part 3002. E Article II -Acknowledgement of Federal Funding from DHS Recipients must acknowledge their use of federal funding when issuing statements, press releases, requests for proposal, bid to invitations, and other documents describing projects or programs funded in whole or in part with federal funds. Article III -DHS Specific Acknowledgements and Assurances y a� L All recipients, subrecipients, successors,transferees, and assignees must acknowledge and agree to comply with applicable provisions governing DHS access to records, accounts, documents, information, facilities, and staff. W 1. Recipients must cooperate with any compliance reviews or compliance investigations conducted by DHS. N 2. Recipients must give DHS access to, and the right to examine and copy, records, accounts, and other documents and sources of information related to the federal financial assistance award and permit access to facilities, personnel, and other a individuals and information as may be necessary, as required by DHS regulations and other applicable laws or program guidance. rn 3. Recipients must submit timely, complete, and accurate reports to the appropriate DHS officials and maintain appropriate backup documentation to support the reports. Y 4. Recipients must comply with all other special reporting, data collection, and evaluation requirements, as prescribed by law r or detailed in program guidance. c N 5. Recipients of federal financial assistance from DHS must complete the DHS Civil Rights Evaluation Tool within thirty(30) w days of receipt of the Notice of Award or,for State Administering Agencies,thirty(30)days from receipt of the DHS Civil Rights Evaluation Tool from DHS or its awarding component agency. Recipients are required to provide this information once E every two(2)years, not every time an award is made.After the initial submission for the first award under which this term applies, recipients are only required to submit updates every two years, not every time a grant is awarded. Recipients should submit the completed tool, including supporting materials, to CivilRightsEvaluation@hq.dhs.gov.This tool clarifies the civil Q rights obligations and related reporting requirements contained in the DHS Standard Terms and Conditions_ Subrecipients are not required to complete and submit this tool to DHS. The evaluation tool can be found at https://www.dhs.gov/publication/dhs- civil-rights-evaI uation-tool. Article IV-Activities Conducted Abroad DHS-FEMA-EMPG-FY 19 Page 29 of 35 City Packet Pg. 33 4.A.a Recipients must ensure that project activities carried on outside the United States are coordinated as necessary with appropriate government authorities and that appropriate licenses, permits, or approvals are obtained. Article V-Age Discrimination Act of 1975 Recipients must comply with the requirements of the Age Discrimination Act of 1975, Pub. L. No. 94-135 (1975)(codified as amended at Title 42, U.S. Code, section 6101 et seq.),which prohibits discrimination on the basis of age in any program or activity receiving federal financial assistance. N L 0 Article VI -Americans with Disabilities Act of 1990 M Recipients must comply with the requirements of Titles I, II, and 111 of the Americans with Disabilities Act, Pub. L. No. 101-336 Q (1990) (codified as amended at 42 U.S.C. sections 12101-12213), which prohibits recipients from discriminating on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities. N w Article VII -Best Practices for Collection and Use of Personally Identifiable Information (Pil) r c Recipients who collect PII are required to have a publicly available privacy policy that describes standards on the usage and maintenance of the PII they collect. DHS defines personally identifiable information (PII)as any information that permits the identity of an individual to be directly or indirectly inferred, including any information that is linked or linkable to that individual. U Recipients may also find the DHS Privacy Impact Assessments: Privacy Guidance and Privacy Template as useful resources M respectively. E L O Article VIII -Civil Rights Act of 1964-Title VI a Recipients must comply with the requirements of Title VI of the Civil Rights Act of 1964(codified as amended at 42 U.S.C. c section 2000d et seq.), which provides that no person in the United States will, on the grounds of race, color, or national origin, E be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity a� receiving federal financial assistance. DHS implementing regulations for the Act are found at 6 C.F.R. Part 21 and 44 C.F.R. c Part 7. M Article IX-Civil Rights Act of 1968 c Recipients must comply with Title Vill of the Civil Rights Act of 1968, Pub. L. No. 90-284, as amended through Pub. L. 113-4, a� which prohibits recipients from discriminating in the sale, rental,financing, and advertising of dwellings, or in the provision of aD services in connection therewith, on the basis of race, color, national origin, religion, disability,familial status, and sex(see W 42 U.S.C. section 3601 et seq.), as implemented by the U.S. Department of Housing and Urban Development at 24 C.F.R. 00 Part 100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or more N dwelling units- i.e., the public and common use areas and individual apartment units(all units in buildings with elevators and N ground-floor units in buildings without elevators)-be designed and constructed with certain accessible features. (See 24 C.F.R. Part 100, Subpart D.) a w Article X-Copyright r c Recipients must affix the applicable copyright notices of 17 U.S.C. sections 401 or 402 and an acknowledgement of U.S. Y Government sponsorship (including the award number)to any work first produced under federal financial assistance awards. r Article XI -Debarment and Suspension c N Recipients are subject to the non-procurement debarment and suspension regulations implementing Executive Orders(E.O.) W 12549 and 12689, which are at 2 C.F.R. Part 180 as adopted by DHS at 2 C.F.R. Part 3000. These regulations restrict federal financial assistance awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise E excluded from or ineligible for participation in federal assistance programs or activities. t ca Article XII -Drug-Free Workplace Regulations Q Recipients must comply with drug-free workplace requirements in Subpart B(or Subpart C, if the recipient is an individual)of 2 C.F.R. Part 3001, which adopts the Government-wide implementation (2 C.F.R. Part 182)of sec. 5152-5158 of the Drug-Free Workplace Act of 1988(41 U.S.C. sections 8101-8106). Article XIII -Duplication of Benefits DHS-FEMA-EMPG-FY 19 Page 30 of 35 City Packet Pg. 34 4.A.a Any cost allocable to a particular federal financial assistance award provided for in 2 C.F.R. Part 200, Subpart E may not be charged to other federal financial assistance awards to overcome fund deficiencies;to avoid restrictions imposed by federal statutes, regulations, or federal financial assistance award terms and conditions; or for other reasons. However, these prohibitions would not preclude recipients from shifting costs that are allowable under two or more awards in accordance with existing federal statutes, regulations, or the federal financial assistance award terms and conditions. Article XIV-Education Amendments of 1972 (Equal Opportunity in Education Act) -Title IX N Recipients must comply with the requirements of Title IX of the Education Amendments of 1972, Pub. L. No. 92-318(1972) p (codified as amended at 20 U.S.C. section 1681 et seq.),which provide that no person in the United States will, on the basis of sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any educational 3 a program or activity receiving federal financial assistance. DHS implementing regulations are codified at 6 C.F.R. Part 17 and 44 C.F.R. Part 19 ti 0 N Article XV-Energy Policy and Conservation Act W r Recipients must comply with the requirements of the Energy Policy and Conservation Act, Pub. L. No. 94- 163 (1975) (codified as amended at 42 U.S.C. section 6201 et seq.), which contain policies relating to energy efficiency that are defined in the state energy conservation plan issued in compliance with this Act. W U Article XVI -False Claims Act and Program Fraud Civil Remedies c�a E L Recipients must comply with the requirements of the False Claims Act, 31 U.S.C. sections 3729-3733,which prohibits the o, submission of false or fraudulent claims for payment to the federal government. (See 31 U.S.C. sections 3801-3812,which m details the administrative remedies for false claims and statements made.) a- r c Article XVII -Federal Debt Status E E a� All recipients are required to be non-delinquent in their repayment of any federal debt. Examples of relevant debt include M delinquent payroll and other taxes, audit disallowances, and benefit overpayments. (See OMB Circular A-129.) Article XVIII -Federal Leadership on Reducing Text Messaging while Driving c Recipients are encouraged to adopt and enforce policies that ban text messaging while driving as described in E.O. 13513, including conducting initiatives described in Section 3(a)of the Order when on official government business or when W performing any work for or on behalf of the federal government. E w Article XIX-Fly America Act of 1974 N Recipients must comply with Preference for U.S. Flag Air Carriers(air carriers holding certificates under 49 U.S.C. section 41102)for international air transportation of people and property to the extent that such service is available, in accordance with the International Air Transportation Fair Competitive Practices Act of 1974, 49 U.S.C. section 40118, and a the interpretative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to w Comptroller General Decision B-138942. r Article XX-Hotel and Motel Fire Safety Act of 1990 Y In accordance with Section 6 of the Hotel and Motel Fire Safety Act of 1990, 15 U.S.C. section 2225a, recipients must ensure i that all conference, meeting, convention, or training space funded in whole or in part with federal funds complies with the fire c prevention and control guidelines of the Federal Fire Prevention and Control Act of 1974, codified as amended at 15 U.S.C. 04 w section 2225. c Article XXI -Limited English Proficiency(Civil Rights Act of 1964,Title VI) W E t Recipients must comply with the Title VI of the Civil Rights Act of 1964(42 U.S.C. section 2000d et seq.) prohibition against discrimination on the basis of national origin,which requires that recipients of federal financial assistance take reasonable Q steps to provide meaningful access to persons with limited English proficiency(LEP)to their programs and services. For additional assistance and information regarding language access obligations, please refer to the DHS Recipient Guidance: https://www.dhs.gov/g uidance-published-help-department-supported-organ izations-provide-mean ingfu I-access-people-limited and additional resources on http://www.lep.gov. DHS-FEMA-EMPG-FY 19 Page 31 of 35 City Packet Pg. 35 4.A.a Article XXII -Lobbying Prohibitions Recipients must comply with 31 U.S.C. section 1352, which provides that none of the funds provided under a federal financial assistance award may be expended by the recipient to pay any person to influence, or attempt to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any federal action related to a federal award or contract, including any extension, continuation, renewal, amendment, or modification. N Article XXIII -National Environmental Policy Act p t Recipients must comply with the requirements of the National Environmental Policy Act of 1969, Pub. L. No. 91-190(1970) 3 (codified as amended at 42 U.S.C. section 4321 et seq.)(NEPA)and the Council on Environmental Quality(CEQ) Regulations Q for Implementing the Procedural Provisions of NEPA,which requires recipients to use all practicable means within their ti authority, and consistent with other essential considerations of national policy, to create and maintain conditions under which people and nature can exist in productive harmony and fulfill the social, economic, and other needs of present and future N generations of Americans. w i r Article XXIV-Nondiscrimination in Matters Pertaining to Faith-Based Organizations L It is DHS policy to ensure the equal treatment of faith-based organizations in social service programs administered or (9 a) supported by DHS or its component agencies, enabling those organizations to participate in providing important social U c services to beneficiaries. Recipients must comply with the equal treatment policies and requirements contained in 6 C.F.R. E Part 19 and other applicable statues, regulations, and guidance governing the participations of faith-based organizations in o individual DHS programs. m Article XXV-Non-Supplanting Requirement a r c m Recipients receiving federal financial assistance awards made under programs that prohibit supplanting by law must ensure that federal funds do not replace (supplant)funds that have been budgeted for the same purpose through non-federal sources. c Article XXVI -Notice of Funding Opportunity Requirements All of the instructions, guidance, limitations, and other conditions set forth in the Notice of Funding Opportunity(NOFO)for y this program are incorporated here by reference in the award terms and conditions.All recipients must comply with any such requirements set forth in the program NOFO. a) E W Article XXVII -Patents and Intellectual Property Rights 00 N Unless otherwise provided by law, recipients are subject to the Bayh-Dole Act, 35 U.S.C. section 200 et seq. Recipients are N subject to the specific requirements governing the development, reporting, and disposition of rights to inventions and patents resulting from federal financial assistance awards located at 37 C.F.R. Part 401 and the standard patent rights clause located a at 37 C.F.R. section 401.14. w Article XXVIII -Procurement of Recovered Materials r c States, political subdivisions of states, and their contractors must comply with Section 6002 of the Solid Waste Disposal Act, Y Pub. L. No. 89-272 (1965)(codified as amended by the Resource Conservation and Recovery Act,42 U.S.C. section 6962. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection r- r Agency(EPA)at 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with o maintaining a satisfactory level of competition. w Article XXIX-Rehabilitation Act of 1973 a� E Recipients must comply with the requirements of Section 504 of the Rehabilitation Act of 1973, Pub. L. No. 93-112 (1973) U (codified as amended at 29 U.S.C. section 794), which provides that no otherwise qualified handicapped individuals in the United States will, solely by reason of the handicap, be excluded from participation in, be denied the benefits of, or be Q subjected to discrimination under any program or activity receiving federal financial assistance. Article XXX-Reporting of Matters Related to Recipient Integrity and Performance DHS-FEMA-EMPG-FY 19 Page 32 of 35 City Packet Pg. 36 4.A.a If the total value of any currently active grants, cooperative agreements, and procurement contracts from all Federal awarding agencies exceeds$10,000,000 for any period of time during the period of performance of this Federal award,then the recipients must comply with the requirements set forth in the government-wide Award Term and Condition for Recipient Integrity and Performance Matters located at 2 C.F.R. Part 200, Appendix XII, the full text of which is incorporated h ere by reference in the award terms and conditions. Article XXXI -Reporting Subawards and Executive Compensation N Recipients are required to comply with the requirements set forth in the government-wide award term on Reporting Subawards p and Executive Compensation located at 2 C.F.R. Part 170,Appendix A, the full text of which is incorporated here by reference in the award terms and conditions. a Article XXXII -SAFECOM ti Recipients receiving federal financial assistance awards made under programs that provide emergency communication N equipment and its related activities must comply with the SAFECOM Guidance for Emergency Communication Grants, w including provisions on technical standards that ensure and enhance interoperable communications. r c Article XXXIII -Terrorist Financing L (0 Recipients must comply with E.O. 13224 and U.S. laws that prohibit transactions with, and the provisions of resources and c support to, individuals and organizations associated with terrorism. Recipients are legally responsible to ensure compliance M with the Order and laws. E L O Article XXXIV-Trafficking Victims Protection Act of 2000 a Recipients must comply with the requirements of the government-wide financial assistance award term which implements m Section 106(g)of the Trafficking Victims Protection Act of 2000(TVPA), codified as amended at 22 U.S.C. Section 7104. The E award term is located at 2 C.F.R. Section 175.15,the full text of which is incorporated here by reference. a� Article XXXV-Universal Identifier and System for Award Management Recipients are required to comply with the requirements set forth in the government-wide financial assistance award term regarding the System for Award Management and Universal Identifier Requirements located at 2 C.F.R. Part 25, Appendix A, rZ CD the full text of which is incorporated here by reference. a� a� Article XXXVI -USA Patriot Act of 2001 E w Recipients must comply with requirements of Section 817 of the Uniting and Strengthening America by Providing Appropriate N Tools Required to Intercept and Obstruct Terrorism Act of 2001 (USA PATRIOT Act),which amends 18 U.S.C. sections N 175-175c. t9 Article XXXVII -Use of DHS Seal, Logo and Flags a w Recipients must obtain permission from their DHS FAO prior to using the DHS seal(s), logos, crests or reproductions of flags or likenesses of DHS agency officials, including use of the United States Coast Guard seal, logo, crests or reproductions of flags or likenesses of Coast Guard officials. Y Article XXXVIII -Whistleblower Protection Act i r Recipients must comply with the statutory requirements for Whistleblower protections(if applicable)at 10 U.S.0 section 2409, N 41 U.S.C. section 4712, and 10 U.S.C. section 2324, 41 U.S.C. sections 4304 and 4310. w c Article XXXIX-Environmental Planning and Historic Preservation E t DHSIFEMA funded activities that may require an EHP review are subject to FEMA's Environmental Planning and Historic ca Preservation (EHP) review process. This review does not address all federal, state, and local requirements.Acceptance of Q federal funding requires recipient to comply with all federal, state, and local laws. Failure to obtain all appropriate federal, state, and local environmental permits and clearances may jeopardize federal funding. DHSIFEMA is required to consider the potential impacts to natural and cultural resources of all projects funded by DHS/ FEMA grant funds, through its EHP Review process, as mandated by the National Environmental Policy Act; National Historic Preservation Act of 1966, as amended; National Flood Insurance Program regulations; and, any other applicable laws and DHS-FEMA-EMPG-FY 19 Page 33 of 35 City Packet Pg. 37 4.A.a Executive Orders. To access the FEMA's EHP screening form and instructions, go to the DHS/FEMA website at: https:ll www.fema.gov/media-librarylassets/documents/90195. In order to initiate EHP review of your project(s), you must complete all relevant sections of this form and submit it to the Grant Programs Directorate (GPD)along with all other pertinent project information. Failure to provide requisite information could result in delays in the release of grant funds. If ground disturbing activities occur during construction, applicant will monitor ground disturbance, and if any potential archeological resources are discovered, applicant will immediately cease work in that area and notify the pass-through entity, if applicable, and DHSIFEMA. N L 0 Article XL-Acceptance of Post Award Changes In the event FEMA determines that changes are necessary to the award document after an award has been made, including Q changes to period of performance or terms and conditions, recipients will be notified of the changes in writing. Once ti notification has been made, any subsequent request for funds will indicate recipient acceptance of the changes to the award. 7 Please call the FEMA/GMD Call Center at(866)927-5646 or via e-mail to ASK-GMDCaDdhs.gov if you have any questions. N uJ Article XLI -Disposition of Equipment Acquired Under the Federal Award r c When original or replacement equipment ac uired under this award b the recipient or its sub-recipients is no longer needed L Pq Y P� P� 9 � for the original project or program or for other activities currently or previously supported by DHS/FEMA, you must request a) instructions from DHSIFEMA to make proper disposition of the equipment pursuant to 2 C.F.R. Section 200.313. U c c� Article XLII -Prior Approval for Modification of Approved Budget E L 0 Before making any change to the DHS/FEMA approved budget for this award, you must request prior written approval from DHSIFEMA where required by 2 C.F.R. Section 200.308. DHS/FEMA is also utilizing its discretion to impose an additional a- r restriction under 2 C.F.R. Section 200.308(e) regarding the transfer of funds among direct cost categories, programs, m functions, or activities. Therefore, for awards with an approved budget where the Federal share is greater than the simplified acquisition threshold (currently$250,000), you may not transfer funds among direct cost categories, programs, functions, or activities without prior written approval from DHSIFEMA where the cumulative amount of such transfers exceeds or is c expected to exceed ten percent(10%)of the total budget DHSIFEMA last approved. You must report any deviations from your DHSIFEMA approved budget in the first Federal Financial Report(SF-425)you submit following any budget deviation, regardless of whether the budget deviation requires prior written approval. c m a� BUDGET COST CATEGORIES y E uJ Personnel $4,057,037.00 co N V_ Fringe Benefits $1,489,217.00 t9 d Travel $19,383.00 w as Equipment $0.00 a� 1 Supplies $15,597.00 r O Contractual $8,805,562.00 N w c Construction $0.00 E t Indirect Charges $432,494.00 Q Other $0.00 DHS-FEMA-EMPG-FY 19 Page 34 of 35 City Packet Pg. 38 4.A.a Obligating Document for Award/Amendment 1 a.AGREEMENT NO. 2.AMENDMENT NO. 3. 4.TYPE OF ACTION 5.CONTROL NO. EMS-2019-EP-00003-SO1 *** RECIPIENT AWARD FY2019RIOEMPG NO. 916001095G 6.RECIPIENT NAME AND 7.ISSUING FEMA OFFICE AND 8.PAYMENT OFFICE AND ADDRESS m N ADDRESS ADDRESS FEMA Finance Center Washington Military FEMA-GPD 430 Market Street Department 400 C Street,SW,3rd floor Winchester,VA 22603 Q Building 20 Washington,DC 20472-3645 Camp Murray,WA,98430- POC: 866-927-5646 ti 5122 0 9.NAME OF RECIPIENT PHONE NO. 10.NAME OF FEMA PROJECT COORDINATOR N W PROJECT OFFICER 2535127456 Central Scheduling and Information Desk 1 Tirzah Kincheloe Phone:800-368-6498 Email:Askcsid@dhs.gov C9 11.EFFECTIVE DATE OF 12. 13.ASSISTANCE ARRANGEMENT 14.PERFORMANCE PERIOD y THIS ACTION METHOD Cost Reimbursement v From: To: M lo/ov2a18 PAYMENT 10/01/2018 09/30/2021 E Budget Period o PARS 10/01/2018 09/30/2021 0) a 1 5.DESCRIPTION OF ACTION c a.(Indicate funding data for awards or financial changes) E PROGRAM CFDA NO. ACCOUNTING DATA PRIOR AMOUNT CURRENT CUMULATIVE NON- NAME (ACCS CODE) TOTAL AWARDED TOTAL FEDERAL COMMITMENT ACRONYM XXXX-XXX-XYYXXX- AWARD THIS AWARD f° XNXXN-XXXX-XXXX-X ACTION +ORO d Emergency 97.042 2019-FA-GA01-R107--4120-D $0.00 $7,409,645.00 $7,409.645.00 See Totals Management Performance E Grants LL1 $0.00 $7,409,645.00 $7,409,645.00 S7,409,645.00 W N b.To describe changes other than funding data or financial changes,attach schedule and check here. N/A a 16 a.FOR NON-DISASTER PROGRAMS:RECIPIENT IS REQUIRED TO SIGN AND RETURN THREE(3)COPIES OF THIS d DOCUMENT TO FEMA(See Block 7 for address) W Emergency Management Performance Grants recipients are not required to sign and return copies orthis document. However,recipients CD should print and keep a copy of this document for their records. 16b.FOR DISASTER PROGRAMS:RECIPIENT IS NOT REQUIRED TO SIGN 4) This assistance is subject to terms and conditions attached to this award notice or by incorporated reference in program legislation cited r above. 17.RECIPIENT SIGNATORY OFFICIAL(Name and Title) DATE W Tirzah Kincheloe,Mrs Tue Aug 06 23:35:35 GMT 2019 c d 18.FEMA SIGNATORY OFFICIAL(Name and Title) DATE Mon Aug 05 17:05:05 GMT 2019 KIMBERLY ERIN PENFOLD,Assistance Officer DHS-FEMA-EMPG-FY 19 Page 35 of 35 City Packet Pg. 39 4.6 INFORMATION TECHNOLOGY DEPARTMENT Mike Carrington 220 Fourth Avenue South KENT Kent, WA 98032-5895 WAS"'NGTO N 253-856-4600 DATE: December 17, 2019 TO: Kent City Council - Committee of the Whole SUBJECT: Microsoft Product Licensing 2020 Enterprise Agreement - Authorize MOTION: Authorize the Mayor approve the purchase of software through the Cooperative Purchasing Agreement the state Department of Enterprise Services has with En Pointe Technologies Sales, a value-added reseller, if those purchases are within the City's established budgets and made during the term of the state contract, which is in effect through April 7, 2020, or any later contract extension the state may authorize, subject to final terms and conditions acceptable to the Information Technology Director and City Attorney. SUMMARY: The City has entered into an agreement with the state Department of Enterprise Services ("DES"), which allows the City to purchase goods and services 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. Software purchases are exempt from competitive bid requirements under KCC 3.70.110.D., as are purchases made through a purchasing cooperative under KCC 3.70.110.F. One contract that NASPO has entered into, and which the state DES has elected to participate in, is a contract with En Pointe Technologies Sales, LLC ("En Pointe"), a software value added reseller. This contract is currently in effect through April 7, 2020. Should the City purchase from En Pointe 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. En Pointe Technologies Sales is a Software Value Added Reseller ("SVAR"), providing Information Technology Products, Security Services and other Public- Sector IT Support Services to State, Local, & Education ("SLED") Government Agencies. The City has a current need to purchase (renew) our Microsoft Enterprise agreement, which includes Microsoft operating system and application licenses. Packet Pg. 40 4.B The 2020 cost for this Enterprise Agreement is $380,221.45 with the total contract cost not to exceed $1,140,665.82 for the 3-year term ($380,221.45 x 3 years). In addition to this Enterprise Agreement, IT staff requests approval to purchase supplemental products through En Pointe Technologies Sales, so long as future purchases are within established budgets. BUDGET IMPACT: Council approved the 2019-2020 Information Technology Operating Budget allocation which adequately covers the associated cost. Consideration for the remaining two years will be requested as part of the 2021- 2022 budget cycle. SUPPORTS STRATEGIC PLAN GOAL: Evolving Infrastructure, Innovative Government, Sustainable Services ATTACHMENTS: 1. En Pointe Technologies Quote (PDF) 2. Washington State Participating Addendum (PDF) 3. En Pointe SVAR Amendment 1 (PDF) 4. En Pointe SVAR Amendment 2 (PDF) 5. En Pointe Master Agreement_ADSPO16-130653 (PDF) 6. En Pointe Master Price Agreement (PDF) Packet Pg. 41 4.B.a a� N L 440 O KENT WA5 H IN GTOki d L Document Revision HistoryQ m N Q L Dcoument_Name: En Pointe Technologies Quote_121019.xism w 0 N Date Revised by(Name) Description of changes Checked in to Sharepoint Y/N? N a, _ 12/5/2019 Scott Leonardson Added WA State Sales tax of 10% (.10) to the 3 viewable sheets Y U Formatted tables for consistency, added Total Contract Value (3 years) row to 12/10/2019 Scott Leonardson "EA Renewal Tax Included" tab = 0 L a 0 U) O L C_V G M N d O 7 a 0 0 _ U Total 2 _ 0 a _ w a� E U a Packet Pg. 42 4.B.a EN POINTE • ' 69770878 B4717DBO James Endicott:jendicott@kentwa.gov 2/1/2017 1/31/2020 SKU 312-02257 ExchgSvrStd ALNG SA MVL 1 $126.79 $ 126.79 N 0 395-02504 ExchgSvrEnt ALNG SA MVL 1 $726.53 $ 726.53 6VC-01254 WinRmtDsktpSrvcsCAL ALNG SA MVL UsrCAL 130 $21.68 $ 2,818.40 Q 77D-00111 VSProSubMSDN ALNG SA MVL 12 $307.79 $ 3,693.48 MX3-00117 VSEntSubMSDN ALNG SA MVL 1 $1,074.76 $ 1,074.76 E E 7JQ-00343 SQLSvrEntCore ALNG SA MVL 21-ic CoreLic 4 $2,253.54 $ 9,014.16 i 359-00961 SQLCAL ALNG SA MVL UsrCAL 10 $ 34.23 $ 342.30 Q 228-04433 SQLSvrStd ALNG SA MVL 1 $ 147.13 $ 147.13 N 7NQ-00292 SQLSvrStdCore ALNG SA MVL 2Lic CoreLic 21 $ 587.69 $ 12,341.49 a m .r 9GS-00735 CISSteDCCore ALNG LicSAPk MVL 2Lic woWinSvrLic CoreLic 80 $229.02 $ 18,321.60 W AAA-11982 M365 E3 GOV ShrdSvr ALNG SubsVL MVL PerUsr 600 $ 349.93 $ 209,958.00 c 3GU-00001 0365AdvThrtPrtctPlnlGCC ShrdSvr ALNG SubsVL MVL PerUsr 600 $ 18.27 $ 10,962.00 N a� AAD-63092 M365 F1 GCC Unified ShrdSvr ALNG SubsVL MVL PerUsr 150 $ 103.65 $ 15,547.50 .N 7VX-00001 ProjOnlnPremGCC ShrdSvr ALNG SubsVL MVL PerUsr 15 $ 501.08 $ 7,516.20 y HU-00001 VisioOnlnP2GCC ShrdSvr ALNG SubsVL MVL PerUsr 20 $ 136.66 $ 2,733.20 2 J $ $ Subtotal $6,618.75 $ 295,323.54 O L CL WA State Sales Tax 10% $ 29,532.35 N 0 $ - $ - o TOTAL $ 324,855.89 M N Grand Total for Year 1 (EA+ESU+Reservation) $ 380,221.45 .. a� O 3 Total Contract Value(3 years) $ 1,140,664.34 N O O O C t v O H N r C O a c w c m E c� Q Packet Pg. 43 4.B.a POINTE � 'L Win7+Win Server ESU Q' m Extended Coverage w Product SKU Quantity Price Extended Total Notes N W7ESU 2020 M365 Aing Per Device AAD-50070 600 $ 25.38 $ 15,228.00 N c ESU for WS DC 16 Core Pack for 1st year of EOS(Jan 2020-Jan 2021) AAD-44063 0 $ 3,027.33 $ - Datacentre y c m ESU for WS Std 16 Core Pack for 1st year of EOS(Jan 2020-Jan 2021) AAD-44061 50 $ 418.51 $ 20,925.50 Standard 0 $ - $ - Total $ 36,153.50 0 L a. Select Plus:Win 10 Pro Upgrade 0 Product SKU Quantity Price Extended Total Notes 0 WinPro 10 SNGL Upgrd MVL FQC-09551 100 $ 122.53 $ 12,253.00 0 $ - $ - co Total $ 12,253.00 N a� Subtotal $ 48,406.50 0 0 CY a� WA State Sales Tax 10% $ 4,840.65 p 0 $ - $ - c Total $ 53,247.15 H a� c 0 d c W C d E t v co Q Packet Pg. 44 4.B.a 0 00 ❑0❑ n0000 EN PO INTE • ■ENNEN T E C H X 4 L 4 0 1 E 8 N �L Q L d City of Kent: Online License Reservation c Pricing &Usage: 4/1/19 - 1/31/20: 19030655466906 0 Monthly Net Unit License Extended N Product Description SKU Months Remaining Usage Country o Price(USD) Ouantity Amount USD N 10 10.98 10 United States 1,098.00 VisioOnlnP2GCC ShrdSvr ALNG SubsVL MVL PerUsr P3U-00001 y c m Pricing &Usage: 7/1/19 - 1/31/20: 19060355744805 J Product Description SKU Months Remaining Monthly Net Unit License Usage Country Extended Price USDQuantity Amount(USD) 3 7 39.42 3 United States 827.82 ° ProjOnlnPremGCC ShrdSvr ALNG SubsVL MVL PerUsr 7VX-00001 d Subtotal $ 1,925.82 c rn O L V WA State Sales Tax 10% $ 192.58 0 $ - $ - co TOTAL $ 2,118.40 N d O 7 CY to O cn O O C t v d H O C O d C W C d t v co Q Packet Pg. 45 4.B.b PARTICIPATING ADDENDUM N �L NASPO ValuePoint ° s r SOFTWARE VALUE-ADDED RESELLER(SVAR)SERVICES Q Administered by the State of Arizona (hereinafter"Lead State") E aD P MASTER AGREEMENT a Master Agreement No:ADSP016-130653 2 •L a L En Pointe Technologies Sales, LLC ? (hereinafter"Contractor") w 0 And N 0 N State of Washington (hereinafter"Participating State") U) c Washington Master Contract No.: 06016 J V 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 En Pointe a. Technologies Sales,LLC,a Delaware Limited Liability Company("Contractor")and is dated and effective as U) of November 1, 2016. ° _2 1. SCOPE: This Participating Addendum covers the Software Value-Added Reseller(SVAR)Services led by the State of Arizona for use by state agencies and other entities located in the Participating State CD authorized by that state's statutes to utilize state contracts with the prior approval of the State's chief procurement official. E 2. EXCLUSIONS: The following software publishers are excluded from this Participating Addendum: ■ ESRI Q ■ Autodesk ■ SAS a .2 3. 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 a use state contracts are subject to the prior approval of the respective State chief procurement official. Issues of interpretation and eligibility for participation are solely within the authority of the State chief U procurement official. Pursuant to this Participating Addendum,the Master Agreement maybe utilized o by the following("Purchasing Entities"): c t (a) WASHINGTON STATE AGENCIES. Washington state agencies, departments, offices, divisions, boards, and commission; and any the following institutions of higher education in Washington: state universities, regional universities, state college, community colleges, and technical colleges. E E s r a PARTICIPATING ADDENDUM—No.06016 Pagel (8-16-2016) Packet Pg. 46 4.B.b (b) 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 N L Services: 0 3 ■ Political subdivisions(e.g., counties,cities,school districts, public utility districts); Q ■ Federal governmental agencies or entities; m ■ Public-benefit nonprofit corporations (i.e., § 501(c) (3) nonprofit corporations that m receive federal,state,or local funding); and a� ■ Federally-recognized Indian Tribes located in the State of Washington. Q a� ■ Oregon Cooperative Purchasing Program (ORCPP) L Q L 4. PARTICIPATING STATE MODIFICATIONS OR ADDITIONS TO MASTER AGREEMENT: c W 4.1. PRICING. Although Contractor may offer lower prices to Purchasing Entities, Contractor c N guarantees to provide the Products at no greater than the prices set forth in the Master N Agreement, with the exception of -1.3% markdown from Reseller Cost on Enterprise Products, Enterprise Online Services,Additional Products and Additional Online Services on the Microsoft Enterprise Agreement. As agreed upon in the Master Agreement, Reseller Q Cost is defined as the price that Contractor pays the Publisher or Distributor to purchase software on behalf of the Participating State. If Purchasing Entities use a credit card as a 3 method of payment for an order overten thousand dollars($10,000),prices may be subject 0 to payment processing fees, as agreed to in the applicable Purchase Order. Unless a otherwise specified herein, Contractor shall not include or impose any additional charges o including, but not limited to,charges for shipping, handling, or payment processing. 0 L V 4.2. WASHINGTON'S ELECTRONIC BUSINESS SOLUTIONS (WEBS) SYSTEM. Within seven (7) days of execution of this Participating Addendum,Contractorshall register in the Washington State M Department of Enterprise Services' Electronic Business Solutions (WEBS) System at N https://fortress.wa.gov/ga/webcust/home.htm]. 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. 4.3. WASHINGTON'S STATEWIDE PAYEE DESK. To be paid for contract sales,Contractors must register Q with Washington's Statewide Payee Desk. Washington state agencies cannot make payments to a contractor until it is registered. Registration materials are available here: a Receiving Payment from the State. U W 4.4. CONTRACT SALES REPORTING. Contractor shall report total contract sales quarterly to a d Enterprise Services,as set forth below. a (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 E approval by Enterprise Services. Upon request, Contractor shall provide contact r Q PARTICIPATING ADDENDUM-No.06016 Page 2 (8-16-2016) Packet Pg. 47 4.B.b m information for all authorized Purchasing Entities specified herein during the term of N L this Participating Addendum. Refer sales reporting questions to the Primary Contact 0 set forth below. If there are no contract sales during the reporting period,Contractor Q must report zero sales. (c) DUE DATES FOR CONTRACT SALES REPORTING. Quarterly Contract Sales Reports must be y submitted electronically by the following deadlines for all sales invoiced during the m applicable calendar quarter: For Calendar Quarter Ending Contract Sales Report Due Q a� N March 31 April 30 Q L June 30 July 31 c September 30 October 31 w 0 N December 31 January 31 0 N Im 4.5. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management 9 N fee("VMF") of 0.74%on the purchase price for all contract sales (the purchase price is the total invoice price less applicable sales tax). 2 J (d) The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated 3 as follows: o L Amount owed to Enterprise Services=Total contract sales invoiced (not a including sales tax)x.0074. o rn (e) The VMF must be rolled into Contractor's current pricing. The VMF must not be 0 shown as a separate line item on any invoice unless specifically requested and 2 approved by Enterprise Services. m (f) Enterprise Services will invoice Contractor quarterly based on contract sales reported N by Contractor. Contractor shall not remit payment until an electronic invoice from Enterprise Services becomes available in Contract Sales Reporting System. 3 Contractor's VMF payment to Enterprise Services must reference the following: ■ This Washington Master Contract No.: 06016 ■ The NASPO Master Agreement No.: ADSP016-130653 Q a� ■ 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 _Q face of the check. 2 (g) Contractor's failure accurately and timely to report total net sales, to submit usage a reports, or remit payment of the VMF to Enterprise Services, may be cause for 0 suspension or termination of this Participating Addendum orthe exercise of any other remedies as provided by law. c (h) Enterprise Services reserves the right, upon thirty (30) days advance written notice, c to increase, reduce,or eliminate the VMF for subsequent purchases. N (i) For purposes of the VMF,the parties agree that the initial management fee is included f° in the pricing. Therefore, any increase or reduction of the management fee must be reflected in contract pricing commensurate with the adjustment. 4.6. CONTRAcT REVIEWS. Enterprise Services reserves the right to conduct quarterly reviews of U Contractor's sales and prices,and request Contractorto provide copies of Publisher invoices Q PARTICIPATING ADDENDUM—No.06016 Page 3 (8-16-2016) Packet Pg. 48 4.B.b for up to ten percent(10%)of sales in order to validate Reseller Costs. N 4.7. RECORDS ADMINISTRATION AND AUDIT. Participating State's right as specified in Section 25 of 0 the Master Agreement shall survive for a period of six(6)years following termination of this Q Participating Addendum or final payment for any order placed by a Purchasing Entity against this Participating Addendum,whichever is later,to assure compliance with the terms hereof or to evaluate performance hereunder. E m L 4.8. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the Participating Q State and any Purchasing Entity for the recovery of damages to the extent such damages y are or would be covered by the insurance specified herein. Q L 4.9. COMPLIANCE WITH LAW; TAXES, LICENSES, & REGISTRATION. Contractor shall comply with all I j APPLICABLE law. CONTRACTOR shall register to Conduct business in the State Of Washington N and promptly acquire and maintain all necessary licenses and registrations and pay all N applicable taxes and fees. In addition,for all sales to purchasers in the State of Washington, Contractor shall calculate, collect, and remit, as appropriate, the applicable state and local sales tax on all invoices. Q J 4.10. PURCHASE ORDERS. To utilize the NASPO ValuePoint Master Agreement, each order must U include the following information and be submitted to En Pointe Technologies Sales, LLC: o L (j) Order is subject to NASPO ValuePoint Master Agreement No. ADSP016-130653 and a Washington Master Contract No.06016; N (k) Purchase Order amount;and U L (1) Purchaser's contact information (i.e., name,address,telephone number, email). m S. LEASE AGREEMENTS: Leasing or renting equipment is not allowed throughout the term of the Master N Agreement. E 3 6. PRIMARY CONTACTS: The primary contact individuals for this Participating Addendum are as follows(or c their named successors): Contractor Participating State Q a� c En Pointe Technologies Sales, LLC State of Washington 1940 E. Mariposa Ave. Department of Enterprise Services El Segundo,CA 90240 Contracts, Procurement and Risk Mgmt. P.O. Box 41411 a Olympia,WA 98504-1411 a Attn: Patrick Accimus Attn: Mike Dombrowsky c Tel: (310)337-4578 Tel: (360)407-8717 Email: paccimus@en Pointe.com Email: mike.dombrowsky@des.wa.sov c c Q E t U r Q PARTICIPATING ADDENDUM—No.06016 Page 4 (8-16-2016) Packet Pg. 49 4.B.b 7. ORDERS: Unless the parties to the Order agree in writing that another contract or agreement applies N L to such order, any Order placed by a Participating Entity or Purchasing Entity for a Product and/or G Service available from this Master Agreement shall be deemed to be a sale under (and governed by Q the prices and other terms and conditions of) the Master Agreement as conditioned by this , Participating Addendum. E 8. GENERAL: d L (a) INTEGRATED AGREEMENT; MODIFICATION. This Participating Addendum and Master Agreement, Q together with its exhibits, set forth the entire agreement and understanding of the Parties L 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. w (b) AUTHORITY. Each party to this Participating Addendum, and each individual signing on behalf N of each party,hereby represents and warrants to the otherthat it has full power and authority c N 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 N approvals or consents are required to bind such party. Q (C) SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth J in or otherwise made pursuant to this Participating Addendum shall survive and remain in effect following the expiration or termination of this Participating Addendum, Provided, o however,that nothing herein is intended to extend the survival beyond any applicable statute IL of limitations periods. N 0 (d) ELECTRONIC SIGNATURES. A signed copy of this Participating Addendum or any other ancillary 2 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 M Participating Addendum or such other ancillary agreement for all purposes. N (e) COUNTERPARTS. This Participating Addendum may be executed in one or more counterparts, E 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 Q affect the validity thereof so long as all the parties hereto execute a counterpart of this Participating Addendum. _a EXECUTED as of the date and year first above written. 2 a STATE OF WASHINGTON EN POINTE TECHNOLOGIES SALES,LLC °' R DEPARTMENT OF NTERP ERVICES A DELAWARE LIMITED LIABILITY COMPANY cG� o By: By: S rn Its: WL) S7XLT its: Shahzad Munawwar - Sr. Vice President c Q E t U r Q PARTICIPATING ADDENDUM—No.0601E Page 5 (8-16-2016) Packet Pg. 50 4.B.b m _ N L. O s r Q c aD E m m L Q 2L Q L W Q N O N m C .N C (D V J V 3 O L- a. O Cn O L to M N E 7 C d Q aY C R Q .0 L a m U) c O c c aD E s u r Q Packet Pg. 51 4.B.c Contract Amendment State of Arizona State Procurement Office Contract No.: ADSPO16-130653 PAGE 100 N. 15T"Avenue, Suite 402 � 1 OF 1 Phoenix, AZ 85007 N Amendment No.: One(1) 0 CONTRACTOR: STATE AGENCY: a En Pointe Technologies Sales LLC AZ Department of Administration 1940 E. Mariposa Ave, State Procurement Office El Segundo, CA 90245 100 N. 1511 Avenue, Suite 402 m Phoenix, AZ 85007 CONTACT:Sharon Ennis PHONE: 703.594.8175 CONTACT: Deepika Bajpayee N EMAIL:sha.-on.ennis@pcmq.com PHONE: (602) 542-8991 Q EMAIL: deepika.bajpayee@azdoa.gov a? c Software Value Added Reseller(SVAR) w 0 N Pursuant to State of Arizona Uniform Terms and Conditions,Paragraph 5, Contract Changes,5.1 Amendments,the above N referenced Contract shall be amended as follows: c c 1. The term of this contract is hereby extended through April 7, 2019. 2. All other Terms, Conditions, and Pricing remain the same. r 0 L a This Contract Amendment is not binding against the State of Arizona unless signed by an authorized representative o of the Contractor and then accepted in writing by an authorized representative of the State. o L _U Contractor hereby acknowledges receipt and understanding of The above referenced contract amendment is hereby the above amendment. executed this date by the State. ch T 02/26/2018 /� � Signature Date Signature Date C a> E �v'' Furhan S. Shah -General Counsel PA4Xz t.' `gym 6;jqUf fYVA,4qaQQA > N Printed/Typed NameandTitle Printed/Typed Name and Title c 'O a c w a� E a Packet Pg. 52 4.B.d Contract Amendment State of Arizona State Procurement Office * Contract No.: ADSP016-130653 100 N. 15TH Avenue, Suite 402 PAGE 1 OF 1 Phoenix,AZ 85007 N Amendment No.: Two (2) o t CONTRACTOR: STATE AGENCY: Q En Pointe Technologies Sales LLC AZ Department of Administration 1940 E. Mariposa Ave, State Procurement Office El Segundo, CA 90245 100 N. 151h Avenue, Suite 402 E Phoenix,AZ 85007 a� CONTACT: Sharon Ennis a� PHONE: 703.594.8175 CONTACT: Eric Bell EMAIL: sharon.ennis(@Pcmo.com PHONE: (602)542-8921 Mn EMAIL: eric.bell@azdoa.gov aD r Software Value Added Reseller(SVAR) w 0 Pursuant to State of Arizona Uniform Terms and Conditions, Paragraph 5, Contract Changes, 5.1 Amendments, the above c referenced Contract shall be amended as follows: c c 1. The term of this contract is hereby extended through April 7, 2020. 2. All other Terms, Conditions, and Pricing remain the same. r 0 L a This Contract Amendment is not binding against the State of Arizona unless signed by an authorized representative of the Contractor and then accepted in writing by an authorized representative of the State. N 0 L V Contractor hereby acknowledges receipt and understanding of The above referenced contract amendment is hereby the above amendment. executed this date by the State. M Digitally signed by simona@pcm.comt f Date:2019.01.22 13:13:45 �� / �/2.0 jT r d -08'00' d Signature Date Signature Date E f� C Simon Abuyounes E Executive Vice President V) Printed/Typed Name and Title Printed/Typed Name and Title y r c 0 a c w c a� E a Packet Pg. 53 4.B.e ■ 7 L 1 a �Pcint !D E a .Q L d W Q N O Software Value-Added Reseller (SVAR) Services MASTER PRICE AGREEMENT J with 0 L a En Pointe Technologies Sales LLC 0 W O L Contract No. ADSPO16-130653 M N State of Arizona M U) Lead State to M a Effective: April 8, 2016 to April 7, 2018 0 a ES STATE, E aD CO!D a� a a W E w a 1 � Page Packet Pg. 54 4.B.e 0ff er and Acceptance stat-e of Awriwna State Procurement OHiae _ SCLECITATION NO ADS-POtS-00005029 PM E 100 North I r Avenue. Suke 201 N •L O Phoenix,AZ 85007 ++ OFFFEROR En Pointe Te-chnalagies Sales LLC 2 e Q W OFFER E ar TO THE STATE OF ARIIZONA: The Undersigned hereby offers and agree� to furnish the material, service of construction in Q compliance with all lerrns coDdltilons, SpeClTlcatian1 and a"-ndments in the Solicitation and any N written exceptions in the 0f6r. Signature also certifies Small Business status, L En Pointe Technologies Sales LLC w Company Name Sgnm-. 1 Perw Ai]irlhowel W Qlf{f O N 1940 E. Mariposa Ave, Was1 Ahmed Yousaf N Address Primed Name 10) C .N EI Segundo CA 94245 Director-IT& Operation Cl) Gltp Stage Zip Tifle v J Pharr : 310-337-5906 a�0-�58- 310 a` E-Mail- IyUnus@enpoinia,corf1 r� � gy a-gnature in the offer Sbcrlran 26M.U*ORbrar cert?fies: O U) 1.The#ubrrll$aiw or Min Offer CIACIArxi cnvcdue odhrsian or other enligmiaehlia+e pracC re Os. v 2.The QlOw-or 5h i not oviii-nmale against eny employee or dppl�d for emplaymerrt in wolabm of Federal Executive f?nder 1124ft,Stale Executnre Order 20D -9 or A.R.S.§§41-14GI ihrough 146 3 The Oftror"! nm given ombfed to give.nDr Intends to give at anytime hereaNer any eoonorna opporhatlly,future employment,gill loan,gralwly, spcial ftcourd,trip,favor or service la a puNpI .serwanr In WrIf 0bil with rho sub k—d offer.Failure to provide a valid sigaah.re miming Me M #1lpvLali0nS fog0r*d by this Clause shall result in rejection of the offer.Signing lire offer valh a tales otalement shal:wplp 1"Oder,any M3Ulting N aantcl�and may to#uojW 10 legal ri!rmdies oroviScd try law. �' 4.The Offeror certifierg 1hal the above referenced organlzallgn_1W—K—IS NOT d wail thlSlrmat tilrlih less 1han 100 employees or has gross r t r-evenues pl 54 milMon or lest. O M ACCEPTANCE OF OFFER The Offal LS hereby aCimpled. p a The Contractor is now I:�ound to sell the mOe:lals Cr Se VICeS listed by the aliached contract and based upon the solicitation, inducting all terms.oondilions,specifications,arrlendmenis,etc.,and the Contractor's Oiler as acwpted by the Sri3te Q I This Contract shall hencafDrih be referred i as Cipr ra t No The eifeclrwe dale of the Contract is i �� E d The Contractor is cautioned riot tp i pwrnenm arty Wlable wade or to provide any rnaleria I or service under this contract UnW Contractor receives purchase order,conlract ralease document or writtrsn natiw to prop. Q Stun of Arirona � � 10. (D Awarded this ay of N m c ICer O a c w c m E Q 2 Page Packet Pg. 55 4.B.e State of Arizona ` A Master Agreement State Procurement Office 0 Table of Contents 100 North 151h Avenue, Suite 201 Phoenix,AZ 85007 N L Contract No: ADSP016-130653 O t Description: Software Value-Added Reseller(SVAR)Services a r Table of Contents L Q EXECUTED OFFER AND ACCEPTANCE FORM.........................................................................................................2 a L TABLEOF CONTENTS.................................................................................................................................................3 c LU SECTION 1: NASPO ValuePoint Solicitation ADSP016-00005829—GENERAL INCFORMATION.........................4 N O N 01 SECTION2: SCOPE OF WORK...................................................................................................................................7 c c SECTION 3: NASPO ValuePoint Master Agreement Terms and Conditions.........................................................22 J V SECTION 4: Lead State (State of Arizona)Terms and Conditions ........................................................................37 O L State of Arizona Special Terms and Conditions .......................................................................................37 a- O w State of Arizona Uniform Terms and Conditions......................................................................................50 P L .2 C M N M LO O O M tD 0 IL U) 0 Q i r c a� E aD m L Q L N R d C O d C W r C d E t v r .r a Packet Pg. 56 4.B.e State of Arizona 0 Master Agreement State Procurement Office Section 1 General Information 100 North Avenue, suite 201 econ : eneranormaon Phoenix,AZ 85007 N •L Contract No: ADSP016-130653 0 t Description: Software Value-Added Reseller(SVAR)Services Q a0i 1.1 Purpose E a� The State of Arizona, State Procurement Office, is requesting proposals for Software Value-Added ;v Reseller (SVAR) services in furtherance of the NASPO ValuePoint Cooperation Purchasing Program Q (NASPO ValuePoint). The purpose of this Request for Proposal (RFP) is to establish Master y Agreements with qualified Offerors so that NASPO ValuePoint Cooperative Members may acquire Q Commercial off the Shelf Software (COTS) and related services from Software Value-Added Resellers. ; c The objective of this RFP is to obtain best value, and in some cases achieve more favorable pricing, o than is obtainable by an individual state or local government entity because of the collective volume of o potential purchases by numerous state and local government entities. The Master Agreement(s) a� resulting from this procurement may be used by state governments (including departments, agencies, 9 institutions), institutions of higher education, political subdivisions (i.e., colleges, school districts, counties, cities, etc.), the District of Colombia, territories of the United States, and other eligible entities 4 subject to approval of the individuals state procurement director and compliance with local statutory and regulatory provisions, as explained in section 3 of the NASPO ValuePoint Master Agreement Terms and Conditions. The initial term of the Master Agreement shall be two (2) years with renewal provisions o as outlined in Section 3 of the NASPO ValuePoint Master Terms and Conditions (Section 4). a 0 1.2 Lead State, Solicitation Number and Lead State Contract Administrator (LSCA) o The State of Arizona, State Procurement Office (SPO) is the Lead State and issuing office for this document and all subsequent addenda relating to it. This solicitation (RFP) is a competitive process, in accordance with the Arizona Procurement Code available at https://spo.az.gov/ . The Arizona Procurement Code is a compilation in one place of Arizona Revised Statutes (ARS) 41-2501 et seq. and administrative rules and regulations A.A.0 R2-7-1010 et.seq. The Solicitation #ADSPO16- LO c" 00005829 must be referred to on all proposals, correspondence, and documentation relating to this o RFP. r The Lead State Contract Administrator(LSCA) identified below is the single point of contact during this p procurement process. Offerors and interested persons shall direct to the Lead State Contract y Administrator all questions concerning the procurement process, technical requirements of this RFP, Q contractual requirements, requests for brand approval, change, clarification, protests, the award „I process, and any other questions that may arise related to this solicitation and the resulting Master Agreement. The Lead State Contract Administrator (LSCA) designated by the State of Arizona, State E Procurement Office is: ;v Charlotte Righetti, CPPB, CTNS State Procurement Manager State of Arizona, State Procurement Office 100 N. 15t" Avenue, Suite 201 Phoenix, Arizona 85007 Phone: (602)542.9127 0 a 1.3 NASPO ValuePoint Background Information w NASPO ValuePoint (formerly known as WSCA-NASPO) is a cooperative purchasing program of all 50 states, the District of Columbia and the territories of the United States. The Program is facilitated by E the NASPO Cooperative Purchasing Organization LLC, a nonprofit subsidiary of the National 0 Association of State Procurement Officials (NASPO), doing business as NASPO ValuePoint. NASPO Q is a non-profit association dedicated to strengthening the procurement community through education, research, and communication. It is made up of the directors of the central purchasing offices in each Packet Pg. 57 4.B.e State of Arizona 0 Master Agreement State Procurement Office Section 1 General Information 100 North Avenue, suite 201 econ : eneranormaon Phoenix,AZ 85007 N 'L Contract No: ADSP016-130653 0 t Description: Software Value-Added Reseller(SVAR)Services Q of the 50 states, the District of Columbia and the territories of the United States. NASPO ValuePoint c facilitates administration of the cooperative group contracting consortium of state chief procurement E officials for the benefit of state departments, institutions, agencies, and political subdivisions and other L eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.) for Q all states, the District of Columbia, and territories of the United States. For more information consult the following websites: www.naspovaluepoint.org and www.naspo.org . Q. L d 1.4 Participating States W 0 In addition to the Lead State conducting this solicitation, the Participating States listed below have o requested to be named in this RFP as potential Users of the resulting Master Agreement. Other entities a) may become Participating Entities after award of the Master Agreement. State specific terms and 9 conditions will govern each state's Participating Addendum that will govern each state's Participating a Addendum. A listing of the Participating States can be found in Exhibit I. U J 1.5 Definitions —all capitalized terms in this document have the meaning as defined in AAC R2-7-101. Any capitalized term not defined in AAC R2-7-101 has the meaning defined o below. a 0 "Appliance" means a separate and discrete hardware device with integrated software (firmware), o specifically designed to provide a specific computing resource. For the purposes of this solicitation only 2 an "Appliance" which is the sole means of obtaining the Software product is allowable. M "Attachment" means any item the Solicitation requires an Offeror to submit as part of the Offer. N M "Best and Final Offer (BAFO)" means a revision to an Offer submitted after negotiations are o completed that contains the Offeror's most favorable terms for price, service, and products to be M delivered. r co r "Commercial Off the Shelf" ("COTS") for the purposes of this solicitation means non-developmental y software which has been created for specific uses and is available to the general public in the c commercial marketplace. COTS products are designed to be implemented easily into existing systems ai without the need for customization. E "End-User License Agreement (EULA)" is a legal contract between the manufacturer (publisher) and L the end User of an application that details how the software can and cannot be used. Q L "eProcurement (Electronic Procurement)" means conducting all or some of the procurement function over the Internet. Point, click, buy and ship Internet technology is replacing paper-based procurement and supply management business processes. Elements of eProcurement also include Invitation for Bids, Request for Proposals, and Request for Quotations. o a. "Excluded Software Publishers" means a Software Publisher who is unwilling to do business with a W Reseller. as E "Exhibit" means any document or object labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the Solicitation. a 5 Page Packet Pg. 58 4.B.e State of Arizona 0 Master Agreement State Procurement Office Section 1 General Information 100 North Avenue, suite 201 econ : eneranorma Phoenix,AZ 85007 N •L Contract No: ADSP016-130653 0 t Description: Software Value-Added Reseller(SVAR)Services Q "Lead State Contract Administrator" ("LSCA") means the Procurement Officer for the Master c Agreement. E as as "Master Agreement" ("MPA") means the contractual agreement executed between the winning Q (awarded) contractor (s) and the Lead State conducting the procurement on behalf of NASPO ValuePoint. 0. L "Non-perpetual license" or Subscription License" is a temporary license that provides the right to use a particular licensed product until the end of the license-agreement term. w 0 N 0 "Participating State Contract Administrator" ("PSCA") means the Procurement Officer for the a� Participating State. c "Perpetual license" means a license which is everlasting and valid if the software is being used in accordance with the license-agreement requirements. J "Person" means any corporation, business, individual, union, committee, club, or other organization or o group of individuals a 0 "Publisher" means a software manufacturer (e.g., Microsoft) o L V "Reseller" means a Software Value-Added Reseller who is awarded under this solicitation, and who has a fully-executed (MPA and PA-s) contract. M N "Reseller Cost" means the price that the Reseller pays the Publisher or Distributor to purchase software on behalf of the Participating State. Reseller Cost should not include any administrative or o other mark-up costs. M r "Software" means the computer program, including media and associated documentation. 0 a- "Software Licensing" means allowing an individual or group to use a piece of software. c a I "Software Maintenance and Support" means any software upgrades, annual updates, patches and a fixes needed to improve functionality and keep the software in working order. E W a� L "Solicitation Amendment" means a change to the Solicitation issued by the Procurement Officer. Q L "Volume License Agreements (VLAs)" means an agreement with a Software Publisher wherein the N Participating State's total expected purchasing over a period of time is considered in establishing the discount level. c 0 a c w r c m E 0 a 6 Page Packet Pg. 59 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N •L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q 2.1 Software Value-Added Reseller ('Reseller' — "SVAR") 2.1.1 Software Value-Added Reseller ('Reseller' — "SVAR") shall be a large account reseller E authorized to sell products direct from Key Software Publishers or authorized Distributors. L a� 2.1.2 SVAR shall do the following: Q as 2.1.2.1 Provide Commercial Off-the-Shelf-Software (COTS). Q. L 2.1.2.2 Honor existing Volume or Enterprise license agreements. 2.1.2.3 Offer maintenance and support packages on licenses already owned by the o Participating State and other Purchasing Entities. o N 2.1.2.4 Advise the LSCA, each PSCA, and other Purchasing Entities of SVAR's channel partner status with Key Software Publishers. 2.1.2.5 Retain or enhance reseller certifications with software publishers -At a minimum, 2 maintain Reseller certification levels held at time of award. J If Reseller's certification or reseller status is withdrawn or reduced, Reseller is o required to immediately notify, in writing, the Lead State Contract Administrator a (LSCA), each PSCA and other Purchasing Entities explaining: c • The change; o • The impact on their costs to obtain the product; • Limitations on the products or services they may provide; and, • The reasons for the change. M Failure to provide the required notification, regarding significant negative changes in their reseller status, may be grounds for suspension or cancellation of the MPA and M PA's. o 0 2.1.2.6 Provide Pre-Sale Advisement - There shall be no charge for these services: r co 2.1.2.6.1 Advise the Purchasing Entity in making strategic software application p decisions by providing evaluation copies, product comparisons, needs y analysis, product information and application recommendations. Q 2.1.2.6.2 Act as liaison between the Purchasing Entity and individual publishers cl in identifying best approaches and cost savings opportunities for the E Purchasing Entity. L 2.1.1.6.3 Examples of such advice would be: Q • In selecting appropriate software; r • In explaining Volume License Agreements with complicated rules; In determining the most cost-effective buying strategies; • In ensuring that Participating States and other Purchasing Entities c are in compliance with licensing requirements; and, �° • In finding software options to meet a specific need, for example, a w flow-charting package. c 2.1.2.7 Reseller shall negotiate to reduce Reseller Cost, to pass on savings to the Participating State and other Purchasing Entitites. a 7 Page Packet Pg. 60 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N •L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q 2.1.2.8 Provide assistance in explaining and developing Volume License and Enterprise c Agreements. E as 2.1.2.9 Provide Software Installation Assistance. ;v a� 2.1.2.9.1 Provide, at no additional cost, assistance or advice in basic installation or implementation of COTS product. Q. 2.1.2.8.2 If the Purchasing Entity encounters difficulty in downloading or installing the software, the Reseller must provide assistance within eight (8) w business hours of being informed of the problem. N 0 N 2.1.2.10 Provide Software De-Installation Assistance. 2.1.2.11 Provide Tracking, Management, Usage Monitoring and Reporting of Licenses a 2.1.2.11.1 Reseller shall have in place a product license inventory and asset management system, which will include an accurate inventory record of product licenses purchased under this Contract. o L 2.1.2.11.2 Reseller must also have the capability tracking maintenance renewal a and other significant due dates. o 2.1.2.11.3 At a minimum, this system shall be able to provide this information by L- Participating State and Purchasing Entity. 2.1.2.11.4 Reseller shall work with Participating State, other Purchasing Entities, W publishers, previous and subsequent contract software resellers, and N hardware computer contractors to ensure the most comprehensive record of licenses is created, maintained, and the information o transferrable. M r 2.1.2.11.5 States may choose to award multiple PA's under this Agreement. co Details on how licenses are to be tracked and managed under multiple p awards will be determined by that awarding State. y 2.1.2.11.6 As may be required by a Participating State, or other Purchasing Entity, QI Reseller shall work with NASPO ValuePoint computing equipment contractors, or a Participating State's comparable computer hardware E contractor, to see that any software acquired under those contracts can be tracked through this contract. Q 2.1.2.12 Notify Participating State and Purchasing Entities of publisher publicly announced , changes pertinent to User licensing. 2.1.3 SVAR shall Develop and Maintain Website 2.1.3.1 For Participating States, Reseller shall develop and support a website specific to that a State, with content approved from the LSCA or PSCA as appropriate based on w content. c 2.1.3.1.1 This web site information shall be available through the Internet without E the use of additional software or licenses. a 8 Page Packet Pg. 61 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N •L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q 2.1.3.1.2 Website should be User friendly to allow for quick and easy access and c as use. E as 2.1.3.1.3 Website shall be available 24 x 7, except for scheduled maintenance. ;v a� 2.1.3.1.4 Website shall be ADA compliant. Q as 2.1.3.1.5 No costs or expenses associated with providing this information shall be CL charged to the States. 2.1.3.1.6 Universal Resource Locator (URL) for the website must be supplied to the w PSCA and the LSCA within sixty (60) days of the execution of the PA. cm o 2.1.3.1.7 The website will include contract information, product information/catalog, N the capability to generate online reports, and other pertinent information as may be reasonably requested by States, such as copies of VLAs. 2.1.3.1.8 Publisher Notifications and Other Industry Information. In the event that a publisher publicly announces changes that are pertinent to User licensing, the Reseller shall assist Users by posting the information on the state websites. o 2.1.3.1.9 Reseller shall provide, at no additional cost, training on how to use their website and how to use this contract in obtaining quotes and placing orders. Online training should be available on the website, but ° supplementary electronic (e.g. Webinars, emails), telephone or on-site training should be provided, as needed, during standard working hours. M 2.1.3.2 Contract and General Information. The website shall provide contract and ordering information to include, at a minimum: M co 2.1.3.2.1 The contract number(s) (MPA and PA); M r 2.1.3.3.2 The Reseller primary contact and contacts to whom incidents are to be co escalated: p a- • Name(s and titles c • Areas of responsibility for each contact name; QI • Phone number(s); and, c • Email address(es). E 2.1.3.3.3 Information on use of website, L 2.1.3.3.4 Quote and ordering information; and, Q L 2.1.3.3.5 Notifications regarding publishers and products, such as pending key N product changes or upgrades. 2.1.3.3 Online Catalog 2.1.3.3.1 Reseller shall provide COTS software, and software maintenance of new a or existing licensed software, under this contract. Information on w approved products, customized by Participating State, will be available through an online catalog and through Reseller's representatives either through email or telephone inquiry during the standard working hours of the Participating State. The online catalog shall provide an expansive list a 9 Page Packet Pg. 62 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSP016-130653 0 t Description: Software Value-Added Reseller(SVAR)Services Q of products allowed per the contracts, particularly those products of c itemized publishers. E aD 2.1.3.3.2 The website shall provide contract and ordering information to include, at a minimum: publishers, product names, standard product pricing, and Q product descriptions (photos optional or links to access product literature). y Regardless of the number and types of links to the Reseller's electronic C. catalog, the Reseller shall ensure that all eligible agencies purchasing ; under one PA are accessing the same current base version of the product w catalog. Online information shall include purchases of Volume or N Enterprise License Agreement software as well as individual COTS N software licenses. c 2.1.3.3.3 Online catalog shall be restricted to just software. Non-authorized products or groups of products shall not be on the website. Reseller shall U not use this proposed website to cross sell or cross advertise other products and or services the Reseller may be able to offer. 0 2.1.3.4 Product Searching Capability. At a minimum, the online catalog should be searchable a by Purchasing Entity and their VLAs, Software Publisher, Product name, OEM c product number, and software description (e.g., GIS, Security). The online category o can be modified as Users' needs dictate, such as including products obtained through a distributor (non-itemized publisher products) that are frequently purchased. 2.1.3.5 Online Product Quotes. Product price displayed online is a `not-to-exceed' product price quote based on contract rate and real time Reseller Cost. For high dollar purchases, or quantity purchases, Purchasing Entity should request a quote by LO contacting Reseller representative off-line. The online pricing should allow for o overrides when a quote with a negotiated better price has been offered and is being r placed online. Website should have capability to track all quotes by Purchasing Entity and be easily accessible for viewing by quote number. Website shall include a a shopping cart feature that allows Purchasing Entities to provide shipping instructions. c Purchasing Entities can place orders on the web either via credit card or purchase QI order. Specifics regarding an individual state's requirements for placing an order may be included in that State's Participating Addendum (PA). 2.1.3.6 User Differentiation. Catalog should be designed so as to provide a means to identify L the Participating State (state agency or other eligible Purchasing Entity). This method Q used must not require any administrative tasks on the part of the LSCA for the MPA, the PSCA for the individual PSCA. Website should allow Users to develop personal lists and profiles, including an option to securely store and maintain procurement card information. Catalog should have the capability of being used as a `Punch Out' to an individual state's electronic purchasing system. ao 2.1.3.7 Online Reports. Website shall have capability to provide order history, as well as w order status and order tracking. c 2.1.3.8 Other. Other information may be added to the website as may be required by State E (such as copies of volume license agreements) or enhancements that may be 0 proposed by Reseller and approved by State. a 10 Page Packet Pg. 63 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSP016-130653 0 t Description: Software Value-Added Reseller(SVAR)Services Q 2.2 COTS Products c 2.2.1 Software which requires little or no services E as as IN SCOPE Offerings OUT OF SCOPE Offering Q LICENSING TYPE COTS Individual Licensing Custom/Customized ui Volume Licensing Q Enterprise Licensing a, c LICENSING Perpetual Subscription none w PERIOD c Delivery Shrink-Wrap Download none a� c HOSTING On Premise Off Premise Managed Service as part of delivery Managed Services means tt &use. proactive management of an , J (Information Technology) ass U or object, by a third par typically known as a MSP, c o behalf of a customer d mspalliance.com/definition-of G managed-services/ o L V 2.2.1.1 Most Current Version - Purchase orders shall be deemed to reference a manufacturer's most recent release model or version of the product at the time of the M order, unless the Purchasing Entity specifically requests in writing an earlier model or N version and the Reseller is willing to provide such model or version. LO co 2.2.1.2 Licenses and Maintenance Agreements M r 2.2.1.2.1 Volume License Agreements (VLA) and Enterprise License Agreements (ELA) a The Reseller will honor existing Participating State's VLA's or ELA's with c publishers and include those licenses as part of the Reseller's license Qi tracking service. Following an executed PA with a Participating State, c and if so required by the Participating State, the Purchasing Entity and/or E an individual publisher, the Reseller will identify itself to software publishers as Reseller for that Participating State or Purchasing Entity. If so required by the Publisher and Participating State, Reseller will execute Q a change of channel partner agreement with the Publisher. Resellers will N sell additional seats consistent with Purchasing Entities' Enterprise or Volume Agreements. Reseller will work with Participating State, Purchasing Entity(ies) and Publishers as needed to establish new VI-As o or ELAs. The Reseller will work with the Publisher and Participating State a. as necessary to ensure the Participating State receives timely and w pertinent license information, such as: license or agreement renewals, or opportunities based on actual volume. Reseller will work directly with Purchasing Entity(ies) in establishing, signing and maintaining enrollment agreements. If Reseller is sole SVAR Q contractor in a State, Reseller will aggregate all enrollments together for 11 Page Packet Pg. 64 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N •L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q Master Agreement reporting purposes. If a PSCA elects to have multiple c SVAR contractors, Reseller's responsibilities will be delineated in that E State's PA. Resellers shall monitor and be able to report on the current L levels of software ordered towards any of the Participating State's VLA Q required sales levels to ensure the Participating State does not fall short and thereby incur Publisher penalties. The Reseller shall be responsible for providing license usage information to the Publishers, if such L information is required by the Publishers, in a timely manner (e.g., for c `true up' assessments) w 0 N CD 2.2.1.2.2 Individual Software Licenses. Purchasing Entities can purchase N individual COTS licenses, such as perpetual and non-perpetual licenses, c through the Reseller. as U 2.2.1.3 Software Maintenance and Support Agreements. J Purchasing Entities can purchase maintenance agreements, including upgrade a protection, through the Reseller. Resellers will sell software maintenance 0- agreements, even if the software was not purchased under this agreement, such as on-going support for a User's existing perpetual license. As requested, Reseller will y explain what product support or services are included in a publisher's maintenance 0- agreement. 2.2.1.3.1 Software Maintenance and Support. Reseller to provide needed services w to support maintenance products such maintenance agreements, N software upgrades, annual updates, patches and fixes needed to improve M functionality and keep the software in working order. Such services may o include providing recommendations on most cost-effective or appropriate M long-term maintenance plan. Reseller will provide such support, not only to maintenance packages purchases under this agreement, but in support o of any existing and current agreements. a- 2.2.1.3.2 Software Updates. Q 2.2.1.3.2.1 Users are eligible to receive, from the Publisher, all new cl releases and updates of the software, at no additional E charge, while under a maintenance agreement. A"Release" L means any collection of enhancements or updates which the Q Publisher generally makes available to its installed base of customers of such programs. The Reseller shall assist the Purchasing Entity to obtain such releases or updates for their Users from the Publisher. c 2.2.1.3.2.2 Should a User not want to receive the next upgrade, the a User shall so notify the respective Publisher. c w 2.2.1.3.3 License Confirmations For licenses ordered under the contract by Purchasing Entity(ies), E Reseller shall be able to provide: a 12 Page Packet Pg. 65 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q (i) Certified Licensing Confirmation Certificates for all software c as licenses; E (ii) Reseller's certified license confirmation certificates in the name of L such Licensee; or, (iii) Written confirmation from the Reseller or Publisher accepting the Eligible Participating State's contract or purchase order as proof A of license. Q- a� The form of"Proof of License" provided must be acceptable proof to the w Publisher, and in the format requested by the Purchasing Entity. The N Proof of License shall be provided as an electronic file and/or a hardcopy N document, as required by the Purchasing Entity. Reseller will retain an electronic file of Participating State's Proof of Licenses and provide copies to the Participating State as requested. 2.2.1.3.4 Transitioning License Tracking Information at Contract Termination The license information data acquired and retained by Reseller will be stored as sortable data fields so the license information can be 0- transferred to the Participating State upon contract termination. Reseller a will work with States and Participating Entities, or their designees, to 0 ensure that the license information data has been successfully transferred o in a usable format. 2.2.1.4 Leases M Lease purchase and term leases are allowable only for Purchasing States whose rules and regulations permit leasing of software. Individual Purchasing Entities may enter into a lease agreement for the products covered in this Master Agreement, if o they have the legal authority to enter into these types of agreements without going r through a competitive process. No lease agreements will be reviewed or evaluated 6 as part of this RFP evaluation process. p a 2.2.1.5 Software Publishers, Categories. The identified software product needs under this solicitation have been divided into three tiers: Key Itemized Publishers, Other al Itemized Publishers, and Non-Itemized Publishers. See descriptions and chart which follow. As indicated, it is most desirable for Reseller to have a direct reseller aD agreement with the itemized software publishers. If a direct reseller agreement is not already in place between itemized software publishers and the Reseller, the Reseller Q is expected to enter into a direct reseller agreement and submit a rate for that ; itemized publisher that is better than the rate for a Non-Itemized Publisher. Over the v life of this contract, product needs or volumes may change and new publishers may be added by amendment to the itemized publishers' lists. c 0 a 2.2.1.5.1 Itemized Highest Volume Publishers (Highest Volume, Itemized Linesl. c The products of the publishers in this category represent the highest tier w of sales volume identified for this solicitation, of those publishers who sell a through resellers. This category is the one most likely to include a E Participating State's enterprise or high volume agreements with a 0 publisher. Resellers shall be certified direct resellers for publishers in this Q 13 Page Packet Pg. 66 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q category. The preferred pricing that a Reseller receives based on their c reseller certification status, in conjunction with the anticipated E considerable volume of purchases through these Contracts, is the L expected foundation for a very competitive base Reseller Cost, with Q further reductions of Reseller Cost as they are achieved through ongoing Reseller negotiations. A percentage rate above or below Reseller Cost A is to be provided for each itemized publisher. Specific requirements may 8- be required for some publishers in this category in an individual State's w PA. o N 0 2.2.1.5.2 Other Itemized Publishers (High Volume, Itemized Lines). The products a� of the publishers in this category represent a high level of sales volume 9 as identified for this solicitation. This category may include a Participating a State's high volume agreements or VLAs with a publisher. It is desirable 4 for Resellers to be certified direct resellers for publishers in this category. A percentage rate above or below Reseller Cost is to be provided for each itemized publisher o a 2.2.1.5.3 Non-Itemized Publishers (all other distributed software purchases This o category is defined to include all other distributed computer software not 0- specifically itemized. Enterprise or Volume Licensing Agreements are not anticipated in this category. New or existing software products can be added to this category at any time during the term of the Contract without M the written consent of the LSCA and may be itemized in the online catalog, if volume justifies the addition. There should be one percentage M rate above or below Reseller cost covering all products in this category o 0 M r OTHER ITEMIZED PUBLISHERS p KEY ITEMIZED PUBLISHERS Certification as direct reseller NON-ITEMIZED PUBLISHER a Certification as Direct desirable. If not certified, the One `not to exceed' rate Reseller. percentage rate should be no al greater than Non-Itemized rate a ADOBE AISQUARED CITRIX AIRWATCH MOBILE DEVICE ;v MANAGEMENT VMWARE Q MICROSOFT ALLIANCE ENTERPRISES ; NOVELL APPLE v SYMANTEC ATTACHMATE — MICROFOCUS as VMWARE AUTODESK c AUTONOMY— HP a BAKBONE — DELL w BARRACUDA BOMGAR REMOTE SOFTWARE a CA TECHNOLOGIES CISCO c COMPUTRONIX USA a 14 Page Packet Pg. 67 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 1511 Avenue, Suite 201 Section 2: Scope of Work Phoenix, AZ 85007 N •L Contract No: ADSP016-130653 z Description: Software Value-Added Reseller(SVAR)Services 3 Q COMPUWARE c COREL E DOUBLETAKE i EMC a ENCHOICE y ESET L a ESRI `m FREEDOM SCIENTIFIC w GUARDIAN EDGE -SYMANTEC N GW MICRO N IBM c ICM CONVERSIONS N c INFOR INTERMEDIX EMSYSTEMS HP HUMANWARE c INFORMATION BUILDERS `a KRONOS SOFTWARE - LANDESK c L LASERFISCHE 2 LIQUIDWARE STATUSPHERE MICROFOCUS INC M MINJET N MPS M MQSOFTWARE - BMC c SOFTWARE M NCIRCLE c� NETOP o NUANCE c ORACLE Q OSAM c PASSPORT PATCHLINK a PROOFPOINT a RSA SECURITY L REFERENCIA SYSTEMS n SAP AMERICA SAS SOLUTIONS SOFTWARE o SOPHOS a c SPLUNK SOFTWARE w STASEEKER NETWORK c INFRASTRUCTURE E MONITORING STELLENT- ORACLE Q 15 Page Packet Pg. 68 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q SUNGUARD c SYBASE E TECHSMITH L TREND MICRO Q TRUSTWARE y ULTRABAC Q- VORMETRIC `m WEBSENSE w 0 N O N 2.2.1.6 Software Publishers, General Representation. N c 2.2.1.6.1 Excluded Software Publishers. The Reseller must agree that there are U no software publishers with whom they will refuse to do business if the Software Publisher is willing to do business with them. Resellers shall advise the LSCA or designee of any Excluded Software Publishers and 0- provide explanations for the non-representation. a 2.2.1.6.2 Expanded Representation. The Reseller is expected to continue to 0 work towards reseller certifications with publishers not currently 0 represented, particularly with those publishers whose sales volume merit classification into the itemized publisher lines. Similarly, Reseller is expected to continue to work towards a higher certification level with current publishers M LO t0 2.2.1.7 Price Quote, General. Pricing is submitted in the MPA as a percentage of Reseller M Cost. Individual PA's will use the MPA pricing as a base and may negotiate an adjusted rate. Any negotiated PA rates, exclusive of taxes or any individual state's administrative fee, shall not exceed the MPA rates. As requested by Purchasing y Entity, for example on a high volume single order, Reseller shall negotiate to reduce Q Reseller Cost, to pass on savings to the Participating State. Firm individual order +,I quotes shall be provided to Purchasing Entity prior to order submittal. a E 2.2.1.7.1 Telephone or Email Quote Support. Reseller shall accept requests for quotes by telephone, fax, email, or online. Reseller shall accept collect Q telephone calls and/or provide and maintain a toll-free number for L eligible agency use. Reseller shall provide an email address for N receipt of requests for price quotes. Reseller shall provide written quotes by fax, email or online as requested by the Participating State. a) c 2.2.1.7.2 Quoted Delivery Method. The quote must clearly indicate the method a of delivery, whether via media, download, or 3.3 Services below. w 2.2.1.7.3 Timely Quotes. Reseller agrees to work with publishers and r distributors to obtain quotes and deliver software in a timely fashion. E Expected response should be within twenty-four (24) hours but no more than three (3) business days. If, after three (3) business days, c the Reseller has been unable to obtain the quote or assurances that Q 16 Page Packet Pg. 69 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSPO16-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q they can obtain the software, the Reseller shall contact the c Participating State or other Purchasing Entity with a status report. The E Reseller and the Participating State/Purchasing Entity will mutually L agree as to whether the Reseller shall continue to pursue a quote and Q within what timeframe, or whether the Reseller will provide the Participating State/Purchasing Entity with a written statement that the A CL Reseller cannot supply the software. If the Reseller has been unable to obtain a quote within ten (10) days of the request for quote, the c Reseller shall provide a written statement (email is sufficient) to w 0 Participating State/Purchasing Entity, and the LSCA as may be o required under the PA, that the Reseller cannot supply the software, N, and the reason why. 2.2.1.7.4 Guaranteed 30 Day Quote. Reseller is required to honor all quotes for thirty (30) calendar days. If it is known that a price adjustment will occur during the thirty (30) calendar days following the quote, the 3 Reseller may provide two quotes, based upon the date that the order is o received. a 2.2.1.7.5 Sales Promotion. The Reseller may conduct sales promotions o involving specific products or groups of products for specified time o periods. If electing to exercise this provision, the Reseller shall submit a formal request for approval to the LSCA. The request should include: the product or product groups, the promotional price as M compared to the standard price and the Master Agreement price for the product or product groups, and the start and end dates of the sales M promotion. LSCA's approval shall be in the form of an amendment to 0 the MPA. Upon approval, the Reseller shall provide conspicuous r notice of the promotion to all Participating Entities. co r 2.2.1.7.6 A Participating State or other Participating Entity may allow the y Contractor to charge a credit card fee in their Participating a Addendum. c a� 2.2.1.8 Product Delivery and Returns E 2.2.1.8.1 Media. The Reseller shall work with Participating State or other Purchasing Entity to provide media via any method available and as Q L requested by the Participating State including, but not limited to: original N Publisher media, CD copies of master media duplicated by the Reseller, electronic downloads, etc. In cases where original publisher's media is not available, the Reseller shall provide CD's copied from master disks of = the software purchased under any volume or enterprise license a agreement. _ w 2.2.1.8.2 Delivery Period. Reseller to provide delivery no longer than ten (10) business days after receipt of a valid order unless conditions arise that E are outside the control of the Reseller. If delivery cannot be within this time frame, Reseller is to notify Purchasing Entity of delay and anticipated a 17 Page Packet Pg. 70 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q ship date. If this delayed delivery is unacceptable to Purchasing Entity, c the order can be cancelled without penalty. E aD 2.2.1.8.3 Product Returns. Unopened software can be returned with no restocking fee up to 30 days from date of receipt, if allowed by the software Q publisher. If the software publisher has a shorter timeframe for returns or y requires a restocking fee, this must be stated on the quote. If that C. information is not provided to the Participating State by the Reseller, ; Reseller is responsible for the restocking fee. If delivered software is w defective, or if the incorrect product was delivered, the Reseller must N agree to accept returns. If delivered software is defective, the Reseller is co., responsible for return shipping and packaging costs and for restocking charges if applicable. The Reseller must agree that any defective or 0 incorrectly delivered media will be replaced by overnight delivery at the 4) Reseller's expense if requested by the Participating State or Purchasing i Entity. If overnight delivery is not requested, all replacement products 3 must be received by the Participating State or Purchasing Entity within o seven (7) days of initial notification. a 2.2.1.8.4 Shipping Charges. Items covered under this contract are FOB o Destination and shipping charges are not to be included on any invoice 0- unless the Purchasing Entity has ordered expedited shipment. For expedited shipment, Purchasing Entity would submit their order including related shipping charges, which may not exceed the cost of delivery by the carrier. M 2.3 Services o 0 M r IN SCOPE OUT OF SCOPE r SOFTWARE& Volume 0 LICENSING TYPE COTS Licensin Custom/Customized Cl) LICENSING PERIOD Perpetual Subscription Not Applicable Q Delivery Shrink-Wrap Download Not Applicable CI Hosting as part of a) delivery&use On-Premise Off-Premise Managed Services E L Basic Installation,Training and Maintenance Consulting,configuration,engineering,design,etc., Means that activity which does not require any type of service specific to a Purchasing Entity N SERVICES Consulting, Configuration, Engineering, requiring description of tasks and deliverables and Design or any other type of service specific agreement by the parties to a Purchasing Entity requiring description of tasks and deliverables and agreement by the parties Statement of Work). a. c W 2.3.1 In Scope Services: Basic Installation, Maintenance packages and Training (3.4) are considered to be within the Scope of this Solicitation. This Master Agreement is intended for the acquisition of distributed, commercial off the shelf software a 18 Page Packet Pg. 71 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N •L Contract No: ADSPO16-130653 0 t Description: Software Value-Added Reseller(SVAR)Services Q 2.3.2 (RESERVED) c as E 2.3.3 A Participating State may include a statement in their Participating Addendum allowing state employees to purchase software licenses. Q as 2.3.4 Individual Participating Addendums may further limit the Scope of this Solicitation. Q- L 2.3.5 This Master Agreement is not intended for the purchase of custom software applications. w 0 N 0 2.4 Training. N 2.4.1 Training shall be available in the form of tutorials for basic installation and web-based training N for software operation, basic phone support. U 2.4.2 Provision of information on how to access a Software Publisher's "Help Desk" (either telecom or J web-based) for basic use questions. 0 L 2.5 Customer Service and Representation. c 0 2.5.1 Dedicated Representation and Timely Response. Reseller shall provide a dedicated o representative for each Participating State. Such representative will become familiar with the State and its cooperative partners, provide a single point as needed for quote assistance, offer software recommendations, track and report on renewal deadlines, and serve as a contact point for the LSCA. Reseller must commit to returning phone calls or responding to emails within two (2) business days. M 2.5.2 Problem Escalation. The Reseller must provide an incident escalation path for each State, to showing on that State's website, the name, contact information, and role of individuals to whom IL problems should be escalated if the problems are not resolved by primary assigned contacts. � 2.5.3 Product purchasing trends. The Reseller will speak with LSCA and sourcing team quarterly c to review usage and discuss possible revisions of the categorization of publishers based upon Q actual sales volume or other changes. as 2.5.4 Contract Reviews. E as 2.5.4.1 Reseller is expected to conduct quarterly reviews of all sales volumes and report sales figures and savings from Publisher's list price, by Publisher and by PA, as well Q L as observed trends or purchasing patterns, and to present the information to the N LSCA. 0 2.5.4.2 At the discretion of the individual participating states, an equivalent review, limited to that state, will be presented to the PSCA. o a 2.5.4.3 All awardees under this contract shall meet once a year with the LSCA and w Sourcing Team to review usage and discuss possible revisions of the categorization r of publishers based upon actual sales volume, and to discuss any service concerns, industry trends, and the effectiveness of the contract. E 2.5.4.3.1 Reseller is expected to conduct a customer satisfaction survey and an 21 audit prior to this discussion and be prepared to discuss the results, and Q 19 Page Packet Pg. 72 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N L Contract No: ADSP016-130653 G t Description: Software Value-Added Reseller(SVAR)Services Q provide reports, at this review. At a minimum, the audit will report c address quoting and billing accuracy, and any Reseller Cost that exceeds a Publisher's List price for that item. L 2.5.4.3.2 Based on historical sales volume information, Reseller should be Q prepared to discuss potential cost savings opportunities which could be y passed through to Participating States. . as 2.5.4.3.2 In a renewal year, the annual review will take place prior to contract c extensions. w 0 N O N 2.6. Interactions with Software Publishers 2.6.1 Best Interests of Participating State. Reseller would represent the best interests of the a Participating State and other Participating Entities in negotiating or otherwise working with Publishers for such items as: maximizing cost savings with best use of volume or enterprise license agreements, better pricing on individual volume buys, taking advantage of publishers' o specials, promotions, coupons or other savings opportunities. a 2.6.2 Liaison with Publisher. A State may establish, in their individual PA, a requirement for Reseller y to arrange with the software publisher or software publisher's designee for implementation, o customization, training, support, maintenance and other software related services. The provision of said services must be under a separate agreement between the Participating State and the applicable parties. N 2.7 Reporting LO 2.7.1 Standard Reports M Individual participating states may require their own standard reports, such as report on savings. r Reseller shall provide these reports at the intervals, and in the format, as reasonably requested by the States. Reseller shall advise of standard reports which they can provide, and work with a participating states on additional standard reports. c a I 2.7.2 Online Reports a The SVAR shall be able to provide online, real time, reporting capabilities using website established for the state. These reports may include Back Order or Current Order Status reports. In addition, the system shall be able to provide the ability for the User agency to create Q custom reports. The requesting Participating State shall be able to select specific fields and ; create a necessary report for their specific needs. Data Fields shall include, but not be limited to, purchasing entity, Purchase Order Number, Order date, Invoice date, Publisher, Publisher Part Number, Software Reseller's Part Number, Description, Quantity Shipped, Unit actual c price, Extended Price, Sales Tax and order total. Reports shall be able to be shown online as a well as emailed to the requesting Participating State, if requested. Examples of Reseller's w standard and online reports shall be submitted with the offer. r c as 2.7.3 Custom Reports E a 20 Page Packet Pg. 73 4.B.e State of Arizona 0 Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 2: Scope of Work Phoenix,AZ 85007 N •L Contract No: ADSP016-130653 O t Description: Software Value-Added Reseller(SVAR)Services Q Participating State and SVAR may mutually agree to include terms and conditions and pricing c for the development and provision of customized reports as an optional service in a Participating E Addendum. L Q 2.8 Other Value-Added Services CL SVAR may propose other Value-Added Services, e.g., key escrow, in their response. Such services from an awarded Offeror, if consistent with this Statement of Work, recommended by the Evaluation Team, and accepted by the PSCA, would be added to the final awarded contract. w O N O N C C N V J V 3 O L O N O L .2 C M N M LO t0 O M r O 0 a- Cn 0 a E L Q L r C� G O W r I_ V a 21 Page Packet Pg. 74 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q c NASPO E d Valuehint Q a� N L Q L d 1. Master Agreement Order of Precedence w 0 a. Any Order placed under this Master Agreement shall consist of the following documents: N (1) A Participating State's Participating Addendum ("PA"); (2) NASPO ValuePoint Master Agreement Terms & Conditions; (3) A Purchase Order issued against the Master Agreement; (4) The Statement of Work; (5) The Solicitation; and (6) Contractor's response to the Solicitation, as revised (if permitted) and accepted by the Lead State. 0 b. These documents shall be read to be consistent and complementary. Any conflict among these documents a shall be resolved by giving priority to these documents in the order listed above. Contractor terms and c conditions that apply to this Master Agreement are only those that are expressly accepted by the Lead State o and must be in writing and attached to this Master Agreement as an Exhibit or Attachment. 2 2. Definitions M Acceptance is defined by the applicable commercial code, except Acceptance of a Product fo which acceptance testing is not required shall not occur before the completion of delivery in accordance with the LO Order, installation, if required, and a reasonable time for inspection of the Product. o M Contractor means the person or entity delivering Products or performing services under the terms and conditions set forth in this Master Agreement. IL Embedded Software means one or more software applications which permanently reside on a computing c device. Q i Intellectual Property means any and all patents, copyrights, service marks, trademarks, trade secrets, trade names, patentable inventions, or other similar proprietary rights, in tangible or intangible form, and all rights, E title, and interest therein. ;v Lead State means the State centrally administering any resulting Master Agreement(s). Q L Master Agreement means the underlying agreement executed by and between the Lead State, acting on behalf 0 of the NASPO ValuePoint program, and the Contractor, as now or hereafter amended. as NASPO ValuePoint is the NASPO Cooperative Purchasing Organization LLC, doing business as NASPO = ValuePoint, a 501(c)(3) limited liability company that is a subsidiary organization the National Association of �° State Procurement Officials (NASPO), the sole member of NASPO ValuePoint. NASPO ValuePoint facilitates w administration of the NASPO cooperative group contracting consortium of state chief procurement officials for the benefit of state departments, institutions, agencies, and political subdivisions and other eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.)for all states and the District of E Columbia. NASPO ValuePoint is identified in the Master Agreement as the recipient of reports and may perform contract administration functions relating to collecting and receiving reports as well as other contract Q administration functions as assigned by the Lead State. Packet Pg. 75 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .I- 0 Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q Order or Purchase Order means any purchase order, sales order, contract or other document used by a a Purchasing Entity to order the Products. E as Participating Addendum means a bilateral agreement executed by a Contractor and a Participating State `a) incorporating this Master Agreement and any other additional Participating State specific language or other requirements, e.g. ordering procedures specific to the Participating State, other terms and conditions. Q- Participating State means a state, or other legal entity, properly authorized to enter into a Participating ' Addendum. w 0 Participating State means a state, the District of Columbia, or one of the territories of the United States that is o listed in the Request for Proposal as intending to participate. A Participating State is not required to participate a� through execution of a Participating Addendum. Upon execution of the Participating Addendum, a Participating State becomes a Participating State. U Product means any equipment, software (including embedded software), documentation, service or other J deliverable supplied or created by the Contractor pursuant to this Master Agreement. The term Products, supplies and services, and products and services are used interchangeably in these terms and conditions. o a Purchasing Entity means a state, city, county, district, other political subdivision of a State, and a nonprofit organization under the laws of some states if authorized by a Participating Addendum, who issues a Purchase o Order against the Master Agreement and becomes financially committed to the purchase. 0 3. Term of the Master Agreement M The initial term of this Master Agreement is for two (2) years. This Master Agreement may be extended beyond the original contract period for successive periods with a maximum aggregate, including all extensions, not to M exceed five (5) years at the Lead State's discretion and by mutual agreement and upon review of requirements o of Participating Entities, current market conditions, and Contractor performance. r co 4. Amendments p a 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. <I c 5. Assignment/Subcontracts E as a. 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. Q L W b. 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. c 6. Price and Rate Guarantee Period a. c All prices and rates must be guaranteed for the initial term of the Master Agreement. Following the initial w r Master Agreement period, any request for price or rate adjustment must be for an equal guarantee period, and must be made at least ninety (90) days prior to the effective date. Requests for price or rate adjustment must E include sufficient documentation supporting the request. Any adjustment or amendment to the Master Agreement shall not be effective unless approved by the Lead State. No retroactive adjustments to prices or Q 231 Page Packet Pg. 76 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L 0 Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q rates will be allowed. E 7. Cancellation L a� Unless otherwise stated, this Master Agreement may be canceled by either party upon 60 days written notice prior to the effective date of the cancellation. Further, any Participating State may cancel its participation upon i 30 days written notice, unless otherwise limited or stated in the Participating Addendum. Cancellation may be in whole or in part. Any cancellation under this provision shall not affect the rights and obligations attending orders outstanding at the time of cancellation, including any right of and Purchasing Entity to indemnification by o the Contractor, rights of payment for Products delivered and accepted, and rights attending any warranty or o default in performance in association with any Order. Cancellation of the Master Agreement due to Contractor default may be immediate. c 8. Confidentiality, Non-Disclosure, and Injunctive Relief J Provisions governing confidentiality of information during performance of orders for the State of Arizona are governed by The State of Arizona Special Terms and Conditions. Except where a Participating Addendum o prescribes otherwise, this section governs confidentiality and disclosure of information of other Purchasing a Entities. 0 a. Confidentiality. Contractor acknowledges that it and its employees or agents may, in the course of providing o a Product under this Master Agreement, be exposed to or acquire information that is confidential to Purchasing 2 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 agents in the �? performance of this Master Agreement, including, but not necessarily limited to (1) any Purchasing Entity's N records, (2) personnel records, and (3) information concerning individuals, is confidential information of M Purchasing Entity ("Confidential Information"). Any reports or other documents or items (including software) o that result from the use of the Confidential Information by Contractor shall be treated in the same manner as M the Confidential Information. Confidential Information does not include information that (1) is or becomes (other than by disclosure by Contractor) publicly known; (2) is furnished by Purchasing Entity to others without p restrictions similar to those imposed by this Master Agreement; (3) is rightfully in Contractor's possession y without the obligation of nondisclosure prior to the time of its disclosure under this Master Agreement; (4) is Q obtained from a source other than Purchasing Entity without the obligation of confidentiality, (5) is disclosed with the written consent of Purchasing Entity or; (6) is independently developed by employees, agents or subcontractors of Contractor who can be shown to have had no access to the Confidential Information. E as a� b. 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 agents of their obligations to keep Confidential Information confidential. Contractor shall use commercially reasonable efforts to assist Purchasing Entity in o identifying and preventing any unauthorized use or disclosure of any Confidential Information. Without limiting a the generality of the foregoing, Contractor shall advise Purchasing Entity, applicable Participating State, and w 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 Q 241 Page Packet Pg. 77 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L 0 Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q indirectly, any Confidential Information to any person, except in accordance with this Master Agreement, and a that upon termination of this Master Agreement or at Purchasing Entity's request, Contractor shall turn over to E 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 Q necessary for quality assurance, audits and evidence of the performance of this Master Agreement. CL y L c. 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 c damages. Accordingly, Purchasing Entity may seek and obtain injunctive relief against the breach or w 0 threatened breach of the foregoing undertakings, in addition to any other legal remedies that may be available. o Contractor acknowledges and agrees that the covenants contained herein are necessary for the protection of a� the legitimate business interests of Purchasing Entity and are reasonable in scope and content. d. Purchasing Entity Law. These provisions shall be applicable only to extent they are not in conflict with the a applicable public disclosure laws of any Purchasing Entity. 9. Right to Publish 0 L Throughout the duration of this Master Agreement, Contractor must secure from the Lead State prior approval for a the release of any information that pertains to the potential work or activities covered by the Master Agreement. o The Contractor shall not make any representations of NASPO ValuePoint's opinion or position as to the quality or o effectiveness of the services that are the subject of this Master Agreement without prior written consent. Failure 2 to adhere to this requirement may result in termination of the Master Agreement for cause. 10. Defaults and Remedies N a. The occurrence of any of the following events shall be an event of default under this Master Agreement: LO co (1) Nonperformance of contractual requirements; or M r (2) A material breach of any term or condition of this Master Agreement; or 0 (3) Any certification, representation or warranty by Contractor in response to the solicitation or in this y Master Agreement that proves to be untrue or materially misleading; or Q (4) 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 Q (5) Any default specified in another section of this Master Agreement. r b. Upon the occurrence of an event of default, Lead State shall issue a written notice of default, identifying the nature of the default, and providing a period of 15 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, a. determines that it is reasonably necessary to preserve public safety or prevent immediate public crisis. Time w allowed for cure shall not diminish or eliminate Contractor's liability for damages, including liquidated damages to the extent provided for under this Master Agreement. c. If Contractor is afforded an opportunity to cure and fails to cure the default within the period specified in the 0 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: Q 251 Page Packet Pg. 78 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L 0 Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q (1) Exercise any remedy provided by law; and E (2) Terminate this Master Agreement and any related Contracts or portions thereof; and L (3) Impose liquidated damages as provided in this Master Agreement; and Q as (4) Suspend Contractor from being able to respond to future bid solicitations; and Q. (5) Suspend Contractor's performance; and ; c (6) Withhold payment until the default is remedied. w 0 d. Unless otherwise specified in the Participating Addendum, in the event of a default under a Participating N Addendum, a Participating State shall provide a written notice of default as described in this section and have c all of the rights and remedies under this paragraph regarding its participation in the Master Agreement, in addition to those set forth in its Participating Addendum. Unless otherwise specified in a Purchase Order, a a Purchasing Entity shall provide written notice of default as described in this section and have all of the rights U 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 o to limit the rights and remedies available to a Purchasing Entity under the applicable commercial code. a 11. Shipping and Delivery. 0 0 Section 3.2.1.8 of the solicitation prescribes requirements for product delivery and return. 2 12. Changes in Contractor Representation M The Contractor must notify the Lead State of changes in the Contractor's key administrative personnel, in writing within 10 calendar days of the change. The Lead State reserves the right to approve changes in key personnel, M as identified in the Contractor's proposal. The Contractor agrees to propose replacement key personnel having o substantially equal or better education, training, and experience as was possessed by the key person proposed r and evaluated in the Contractor's proposal. O 13. Force Majeure y c Neither party to this Master Agreement shall be held responsible for delay or default caused by "force Qi majeure," as that term is defined in and under conditions specified in section 6.4 of the State of Arizona Uniform Terms and Conditions. E as a� 14. Indemnification Q L a. Section 5.1X1.1 of the State of Arizona Special Terms and Conditions governs indemnification of the State N of Arizona. With respect to other entities, the Contractor shall defend, indemnify and hold harmless NASPO, M 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 c person or entity for which they may be liable, from and against claims, damages or causes of action including a. reasonable attorneys' fees and related costs for any death, injury, or damage to property arising from act(s), w_ error(s), or omission(s) of the Contractor, its employees or subcontractors or volunteers, at any tier, relating to r the performance under the Master Agreement. E b. Indemnification — Intellectual Property. Section 6.3 of the State of Arizona Uniform Terms and Conditions governs indemnification of the State for intellectual property infringement claims. With respect to other entities the Contractor shall defend, indemnify and hold harmless NASPO, NASPO Cooperative Purchasing Q 261 Page Packet Pg. 79 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L O Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q Organization LLC (doing business as NASPO ValuePoint), Participating Entities, Purchasing Entities, along a with their officers, agents, and employees as well as any person or entity for which they may be liable E ("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 Q ("Intellectual Property Claim"). y L (1) 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: w (a) provided by the Contractor or the Contractor's subsidiaries or affiliates; N 0 (b) specified by the Contractor to work with the Product; or a� (c) reasonably required, in order to use the Product in its intended manner, and the infringement N could not have been avoided by substituting another reasonably available product, system or method capable a of performing the same function; or (d) It would be reasonably expected to use the Product in combination with such product, system or method. o a (2) The Indemnified Party shall notify the Contractor within a reasonable time after receiving notice of c an Intellectual Property Claim. Even if the Indemnified Party fails to provide reasonable notice, the Contractor o 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 N money damages or obligations for which it may be responsible. The Indemnified Party shall furnish, at the M 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 M 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 p pursuit of the Intellectual Property Claim. Unless otherwise agreed in writing, this section is not subject to any y limitations of liability in this Master Agreement or in any other document executed in conjunction with this c Master Agreement. Qi c a� 15. Independent Contractor E as a� The Contractor shall be an independent contractor. Contractor shall have no authorization, express or implied, Q to bind the Lead State, Participating States, other Participating Entities, or Purchasing Entities to any agreements, settlements, liability or understanding whatsoever, and agrees not to hold itself out as agent N except as expressly set forth herein or as expressly agreed in any Participating Addendum. as 16. Individual Customers c 0 Except to the extent modified by a Participating Addendum, each Purchasing Entity shall follow the terms and . conditions of the Master Agreement and applicable Participating Addendum and will have the same rights and w responsibilities for their purchases as the Lead State has in the Master Agreement, including but not limited to, any indemnity or right to recover any costs as such right is defined in the Master Agreement and applicable E Participating Addendum for their purchases. Each Purchasing Entity will be responsible for its own charges, 0 fees, and liabilities. The Contractor will apply the charges and invoice each Purchasing Entity individually. a 271 Page Packet Pg. 80 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N 'L O Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q 17. Insurance E a. The insurance requirements of the State of Arizona are specified in section 5.1 X 1.2 of the State of Arizona L Special Terms and Conditions. For performance in other states, unless otherwise agreed in a Participating Q Addendum, Contractor shall, during the term of this Master Agreement, maintain in full force and effect, the y insurance described in this section. Contractor shall acquire such insurance from an insurance carrier or Q carriers licensed to conduct business in each Participating State'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 w insurance may result in this Master Agreement's termination or, at a Participating State's option, result in o termination of its Participating Addendum. o b. 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: 1) Commercial General Liability (CGL)— Occurrence Form Policy shall include bodily injury, property damage, and broad form contractual liability coverage. General Aggregate $2,000,000 ° a Products—Completed Operations Aggregate $1,000,000 0 N Personal and Advertising Injury $1,000,000 ° Damage to Rented Premises $50,0000 Each Occurrence $1,000,000 N 2) Business Automobile Liability 0 Bodily injury and Property Damage for any owned, hired, and/or non-owned automobiles used in the r performance of this Contract. Combined Single Limit (CSL) $1,000,000 O a- 3) Technology Errors & Omissions Insurance Q Each Claim $2,000,000 c a� Annual Aggregate $2,000,000 E a� L Such insurance shall cover any, and all errors, omissions, or negligent acts in the delivery of products, Q services, and/or licensed programs under this contract. Coverage shall include or shall not exclude N services, and/or licensed programs under this contract. Coverage shall include or shall not exclude settlement and/or defense of claims involving intellectual property, including but not limited to patent or copyright infringement. In the event that Tech E&O insurance required by this Contact is written on a = claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the a effective date of this Contract and, either continuous coverage will be maintained or an extended w discovery period will be exercised for a period of two (2) years, beginning at the time work under this contract is completed. c. 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 Q 281 Page Packet Pg. 81 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N 'L O Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q after notice of intended revocation thereof shall have been given to Purchasing Entity and Participating State a by the Contractor. E as L d. Prior to commencement of performance, Contractor shall provide to the Lead State a written endorsement to Q the Contractor's general liability insurance policy or other documentary evidence acceptable to the Lead State y that (1) names the Participating States identified in the Request for Proposal as additional insureds, (2) Q provides that no material alteration, cancellation, non-renewal, or expiration of the coverage contained in such policy shall have effect unless the named Participating State has been given at least thirty (30) days prior w written notice, and (3) provides that the Contractor's liability insurance policy shall be primary, with any liability o insurance of any Participating State as secondary and noncontributory. Unless otherwise agreed in any N Participating Addendum, the Participating State's rights and Contractor's obligations are the same as those 0 specified in the first sentence of this subsection. Before performance of any Purchase Order issued after •9 execution of a Participating Addendum authorizing it, the Contractor shall provide to a Purchasing Entity or Participating State who requests it the same information described in this subsection. J e. Contractor shall furnish to the Lead State, Participating State, and, on request, the Purchasing Entity copies of certificates of all required insurance within thirty (30) calendar days of the execution of this Master o Agreement, the execution of a Participating Addendum, or the Purchase Order's effective date and prior to a performing any work. The insurance certificate shall provide the following information: the name and address o of the insured; name, address, telephone number and signature of the authorized agent; name of the o 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 M insurance shall be furnished within thirty (30) days after any renewal date. These certificates of insurance must expressly indicate compliance with each and every insurance requirement specified in this section. M Failure to provide evidence of coverage may, at sole option of the Lead State, or any Participating State, result o in this Master Agreement's termination or the termination of any Participating Addendum. M r f. Coverage and limits shall not limit Contractor's liability and obligations under this Master Agreement, any Participating Addendum, or any Purchase Order. y c 18. Laws and Regulations Qi c Any and all Products offered and furnished shall comply with solicitation section 5.10, Compliance with Applicable Laws. L 19. License of Pre-Existing Intellectual Property Q L Any rights to intellectual property shall be as prescribed in the Lead State's solicitation and resulting contract, 0 and Purchasing Entities shall have the same rights as the Lead State under those provisions. as 20. No Waiver of Sovereign Immunity 0 a In no event shall this Master Agreement, any Participating Addendum or any contract or any Purchase Order w issued thereunder, or any act of a Lead State, a Participating State, or a Purchasing Entity be a waiver of any r form of defense or immunity, whether sovereign immunity, governmental immunity, immunity based on the Eleventh Amendment to the Constitution of the United States or otherwise, from any claim or from the E jurisdiction of any court. This section applies to a claim brought against the Participating State only to the extent Congress Q 291 Page Packet Pg. 82 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .I- 0 Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q has appropriately abrogated the Participating State's sovereign immunity and is not consent by the a Participating State to be sued in federal court. This section is also not a waiver by the Participating E State of any form of immunity, including but not limited to sovereign immunity and immunity based ;v on the Eleventh Amendment to the Constitution of the United States. Q as 21. Ordering Q L a. Master Agreement order and purchase order numbers shall be clearly shown on all acknowledgments, shipping labels, packing slips, invoices, and on all correspondence. W 0 N b. The resulting Master Agreements permit Purchasing Entities to define project-specific requirements and N informally compete the requirement among companies having a Master Agreement on an "as needed" basis. This procedure may also be used when requirements are aggregated or other firm commitments may be made 'N to achieve reductions in pricing. This procedure may be modified in Participating Addenda and adapted to a Purchasing Entity rules and policies. The Purchasing Entity may in its sole discretion determine which Master Agreement Contractors should be solicited for a quote. The Purchasing Agency may select the quote that it considers most advantageous, cost and other factors considered. o L c. Each Purchasing Entity will identify and utilize its own appropriate purchasing procedure and documentation. a Contractor is expected to become familiar with the Purchasing Entities' rules, policies, and procedures o regarding the ordering of supplies and/or services contemplated by this Master Agreement. 0 2 d. Contractor shall not begin work without a valid Purchase Order or other appropriate commitment document compliance with the law of the Purchasing Entity. M e. Orders may be placed consistent with the terms of this Master Agreement during the term of the Master N Agreement. M m f. All Orders pursuant to this Master Agreement, at a minimum, shall include: o M (1) The services or supplies being delivered; (2) The place and requested time of delivery; (3) A billing address; a- Cn (4) The name, phone number, and address of the Purchasing Entity representative; c (5) The price per hour or other pricing elements consistent with this Master Agreement and the ai contractor's proposal; (6) A ceiling amount of the order for services being ordered; and E (7) The Master Agreement identifier. g. All communications concerning administration of Orders placed shall be furnished solely to the authorized Q purchasing agent within the Purchasing Entity's purchasing office, or to such other individual identified in N writing in the Order. h. 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 120 days past the then-current termination date of this a Master Agreement. Contractor is reminded that financial obligations of Purchasing Entities payable after the r_ current applicable fiscal year are contingent upon agency funds for that purpose being appropriated, budgeted, W and otherwise made available. c as i. Notwithstanding the expiration or termination of this Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration or termination. Contractor shall not honor any Orders placed after the expiration or termination of this Master Agreement, or Q 301 Page Packet Pg. 83 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L O Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q otherwise inconsistent with its terms. Orders from any separate indefinite quantity, task orders, or other form of indefinite delivery order arrangement priced against this Master Agreement may not be placed after the E expiration or termination of this Master Agreement, notwithstanding the term of any such indefinite delivery order agreement. Q as 22. Participants Q L a. Contractor may not deliver Products under this Master Agreement until a Participating Addendum acceptable to the Participating State and Contractor is executed. The NASPO ValuePoint Master Agreement w 0 Terms and Conditions are applicable to any Order by a Participating State (and other Purchasing Entities o covered by their Participating Addendum), except to the extent altered, modified, supplemented or amended by a� a Participating Addendum. By way of illustration and not limitation, this authority may apply to unique delivery 9 and invoicing requirements, confidentiality requirements, defaults on Orders, governing law and venue relating a to Orders by a Participating State, indemnification, and insurance requirements. Statutory or constitutional U 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 o and Contractor, may be included in the ordering document (e.g. purchase order or contract) used by the a Purchasing Entity to place the Order. o b. Use of specific NASPO ValuePoint cooperative Master Agreements by state agencies, political subdivisions U and other Participating Entities (including cooperatives) authorized by individual state's statutes to use state contracts are subject to the approval of the respective State Chief Procurement Official. Issues of interpretation and eligibility for participation are solely within the authority of the respective State Chief Procurement Official. LO c. Obligations under this Master Agreement are limited to those Participating Entities who have signed a Participating Addendum and Purchasing Entities within the scope of those Participating Addenda. Financial M obligations of Participating States are limited to the orders placed by the departments or other state agencies and institutions having available funds. Participating States incur no financial obligations on behalf of political p subdivisions. Contractor shall email a fully executed PDF copy of each Participating Addendum to PA@wsca- naspo.org naspo.org to support documentation of participation and posting in appropriate data bases. a d. NASPO Cooperative Purchasing Organization LLC, doing business as NASPO ValuePoint, is not a party to ci the Master Agreement. It is a nonprofit cooperative purchasing organization assisting states in administering E the NASPO 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 Q Columbia and the territories of the United States. L as r e. State Participating Addenda or other Participating Addenda shall not be construed to amend the terms of this Master Agreement between the Lead State and Contractor. as f. Participating Entities who are not states may under some circumstances sign their own Participating o Addendum, subject to the approval of participation by the Chief Procurement Official of the state where the a Participating State is located. w g. Resale. "Resale" means any transfer of software for compensation or assignment of services for compensation. Subject to any specific conditions included in the solicitation or Contractor's proposal as E accepted by the Lead State, or as explicitly permitted in a Participating Addendum, Purchasing Entities may 0 not resell Products (the definition of which includes software and services that are deliverables). Absent any Q 31 1 Page Packet Pg. 84 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L O Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q such condition or explicit permission, this limitation does not prohibit: payments by employees of a Purchasing a Entity for Products; sales of Products to the general public as surplus property; and fees associated with E inventory transactions with other governmental or nonprofit entities under cooperative agreements and ;v consistent with a Purchasing Entity's laws and regulations. Any sale or transfer permitted by this subsection Q must be consistent with license rights granted for use of intellectual property. y L Q 23. Payment c Payment for completion of a contract order is normally made within 30 days following the date the entire order o is delivered or the date a correct invoice is received, whichever is later. After 45 days the Contractor may o assess overdue account charges up to a maximum rate of one percent per month on the outstanding balance. Payments will be remitted by mail. Payments may be made via a State or political subdivision "Purchasing Card" with no additional charge. U J Any prompt payment terms proposed by contractor shall be extended to all Purchasing Entities. 24. Public Information. o a This Master Agreement and all related documents are subject to disclosure pursuant to the Purchasing Entity's c public information laws. o 25. Records Administration and Audit. a. 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 State, a Purchasing Entity, the federal government (including its grant awarding entities o and the U.S. Comptroller General), and any other duly authorized agent of a governmental agency, to audit, r 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, a examinations, excerpts, and transcriptions. This right shall survive for a period of five (5) years following c termination of this Agreement or final payment for any order placed by a Purchasing Entity against this Qi Agreement, whichever is later, to assure compliance with the terms hereof or to evaluate performance hereunder. E aD b. Without limiting any other remedy available to any governmental entity, the Contractor shall reimburse the applicable Lead State, Participating State, or Purchasing Entity for any overpayments inconsistent with the Q terms of the Master Agreement or orders or underpayment of fees found as a result of the examination of the , Contractor's records. c. The rights and obligations herein right exist in addition to any quality assurance obligation in the Master a, Agreement requiring the Contractor to self-audit contract obligations and that permits the Lead State to review = compliance with those obligations. a c 26. Administrative Fees w r c a. 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 60 days following the end of each calendar quarter. The NASPO ValuePoint Administrative Fee shall be submitted quarterly and is based on all sales of products and services under the Master Agreement (less any charges for taxes or shipping). The NASPO ValuePoint Q 321 Page Packet Pg. 85 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L O Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q Administrative Fee is not negotiable. This fee is to be included as part of the pricing submitted with proposal. a E b. Additionally, some states, such as the State of Arizona, may require an additional fee be paid directly to the state only on purchases made by Purchasing Entities within that state. For all such requests, the fee level, Q payment method and schedule for such reports and payments will be incorporated into the Participating Addendum that is made a part of the Master Agreement. The Contractor may adjust the Master Agreement CL pricing accordingly for purchases made by Purchasing Entities within the jurisdiction of the state. All such agreements shall not affect the NASPO ValuePoint Administrative Fee percentage or the prices paid by the Purchasing Entities outside the jurisdiction of the state requesting the additional fee. The NASPO ValuePoint w 0 Administrative Fee in subsection 26a shall be based on the gross amount of all sales (less any charges for o taxes or shipping) at the adjusted prices (if any) in Participating Addenda. a� c 27. NASPO ValuePoint Summary and Detailed Usage Reports as In addition to other reports that may be required by this solicitation, the Contractor shall provide the following NASPO ValuePoint reports. 3 a. Summary Sales Data. The Contractor shall submit quarterly sales reports directly to NASPO ValuePoint o using the NASPO ValuePoint Quarterly Sales/Administrative Fee Reporting Tool found at a http://www.naspo.org/WNCPO/Calculator.aspx. Any/all sales made under the contract shall be reported as o cumulative totals by state. Even if Contractor experiences zero sales during a calendar quarter, a report is still o required. Reports shall be due no later than 30 day following the end of the calendar quarter (as specified in 2 the reporting tool). co b. Detailed Sales Data. Contractor shall also report detailed sales data by: (1) state; (2) entity/customer type, e.g. local government, higher education, K12, non-profit; (3) Purchasing Entity name; (4) Purchasing Entity bill- to and ship-to locations; (4) Purchasing Entity and Contractor Purchase Order identifier/number(s); (5) LO Purchase Order Type (e.g. sales order, credit, return, upgrade, determined by industry practices); (6) Purchase o Order date; (7) Ship Date; (8) and line item description, including product number if used. The report shall be r submitted in any form required by the solicitation. 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 a the end of the reporting period. Reports shall be delivered to the Lead State and to the NASPO ValuePoint c Cooperative Development Team electronically through a designated portal, email, CD-Rom, flash drive or Qi other method as determined by the Lead State and NASPO ValuePoint. Detailed sales data reports shall c include sales information for all sales under Participating Addenda executed under this Master Agreement. The format for the detailed sales data report is in shown in EXHIBIT III_Cooperative Contract Sales Reporting Data Requirements and Data Format. Q c. Reportable sales for the summary sales data report and detailed sales data report includes sales to r employees for personal use where authorized by the solicitation and 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 a report. c w d. Contractor shall provide the NASPO ValuePoint Cooperative Development Coordinator with an executive c summary each quarter that includes, at a minimum, a list of states with an active Participating Addendum, E 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 30 days after the conclusion of each Q 331 Page Packet Pg. 86 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L 0 Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q calendar quarter. E e. Timely submission of these reports is a material requirement of the Master Agreement. The recipient of the reports shall have exclusive ownership of the media containing the reports. The Lead State and NASPO ValuePoint shall have a perpetual, irrevocable, non-exclusive, royalty free, transferable right to display, modify, copy, and otherwise use reports, data and information provided under this section. A Q- L 28. Standard of Performance and Acceptance. w Determination of the acceptability of services shall be made by the sole judgement of the Purchasing Entity. N Acceptance shall be in writing, verbal acceptance will not be allowed. Services shall be completed in N accordance with the Scope of Work, agreed to and accepted schedules, plans, and agreed to performance standards. Acceptance shall be one hundred percent (100%) functionality, which will be determined by the N Purchasing Entity. Acceptance criteria shall include, but not be limited to conformity to the scope of work, a quality of workmanship, and successfully performing all required Tasks. Nonconformance to a stated acceptance and performance criteria of both services and or products, as required, shall result in a delay for payment. The warranty period will begin upon Acceptance. o 0 29. Warranty a 0 The Contractor warrants for a period of 90 days from the date of Acceptance in accordance with the provisions 0 of section 7 of the State of Arizona Uniform Terms and Conditions and section 5.1 N. of the State of Arizona 2 Special Terms and Conditions, with rights of the State available to other Purchasing Entities. Upon breach of the warranty, the Contractor will repair or replace (at no charge to the Purchasing Entity) the Product whose M nonconformance is discovered and made known to the Contractor. If the repaired and/or replaced Product N proves to be inadequate, or fails of its essential purpose, the Contractor will refund the full amount of any M payments that have been made. The rights and remedies of the parties under this warranty are in addition to 0 any other rights and remedies of the parties provided by law or equity, including, without limitation, actual M damages, and, as applicable and awarded under the law, to a prevailing party, reasonable attorneys' fees and costs. p a- 30. (RESERVED) c a 31. Title of Product c as E Upon Acceptance by the Purchasing Entity, Contractor shall convey to Purchasing Entity title to Product consisting of tangible media free and clear of all liens, encumbrances, or other security interests. Q 32. Waiver of Breach ; 0 Failure of the Lead State, Participating State, or Purchasing Entity to declare a default or enforce any rights 2 and remedies shall not operate as a waiver under this Master Agreement or Participating Addendum. Any waiver by the Lead State, Participating State, or Purchasing Entity must be in writing. Waiver by the Lead o State or Participating State of any default, right or remedy under this Master Agreement or Participating . Addendum, or by Purchasing Entity with respect to any Purchase Order, or breach of any terms or w requirements of this Master Agreement, a Participating Addendum, or Purchase Order shall not be construed c or operate as a waiver of any subsequent default or breach of such term or requirement, or of any other term E or requirement under this Master Agreement, Participating Addendum, or Purchase Order. 0 a 341 Page Packet Pg. 87 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N •L 0 Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q 33. Assignment of Antitrust Rights E Contractor irrevocably assigns to a Participating State any claim for relief or cause of action which the L Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state or Q federal antitrust laws (15 U.S.C. § 1-15 or a Participating State's state antitrust provisions), as now in effect y and as may be amended from time to time, in connection with any goods or services provided to the Contractor Q for the purpose of carrying out the Contractor's obligations under this Master Agreement or Participating Addendum, including, at a Participating State's option, the right to control any such litigation on such claim for w relief or cause of action. o N O 34. Debarment N 0 c The Contractor certifies that neither it nor its principals are presently debarred, suspended, proposed for 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 3 written explanation for review by the Lead State. o 0 35. Governing Law and Venue 0 N a. The procurement, evaluation, and award of the Master Agreement shall be governed by and construed in 0- accordance with the laws of the Lead State sponsoring and administering the procurement. The construction and effect of the Master Agreement after award shall be governed by the law of the state serving as Lead State (in most cases also the Lead State). The construction and effect of any Participating Addendum or Order M against the Master Agreement shall be governed by and construed in accordance with the laws of the Participating State's or Purchasing Entity's State. M b. Unless otherwise specified in the RFP, the venue for any protest, claim, dispute or action relating to the M procurement, evaluation, and award is in the Lead State. Venue for any claim, dispute or action concerning the terms of the Master Agreement shall be in the state serving as Lead State. Venue for any claim, dispute, or action concerning any Order placed against the Master Agreement or the effect of a Participating Addendum as shall be in the Purchasing Entity's State. c a c. If a claim is brought in a federal forum, then it must be brought and adjudicated solely and exclusively within r_� the United States District Court for (in decreasing order of priority): the Lead State for claims relating to the E procurement, evaluation, award, or contract performance or administration if the Lead State is a party; the Participating State if a named party; the Participating State state if a named party; or the Purchasing Entity state if a named party. Q L r 36. NASPO ValuePoint eMarket Center In July 2011, NASPO ValuePoint entered into a multi-year agreement with SciQuest, Inc. whereby SciQuest will provide certain electronic catalog hosting and management services to enable eligible NASPO o ValuePoint's customers to access a central online website to view and/or shop the goods and services a available from existing NASPO ValuePoint Cooperative Contracts. The central online website is referred to as w the NASPO ValuePoint eMarket Center. as The Contractor will have visibility in the eMarket Center through Ordering Instructions. These Ordering E Instructions are available at no cost to the Contractor and provided customers information regarding the Contractors website and ordering information. Q 351 Page Packet Pg. 88 4.B.e State of Arizona Master Agreement State Procurement Office Section 3: NASPO ValuePoint Master Agreement Terms and 100 North 15th Avenue, Suite 201 Conditions Phoenix,AZ 85007 N .L O Contract No: ADSP016-130653 r Description: Software Value-Added Reseller(SVAR)Services Q At a minimum, the Contractor agrees to the following timeline: NASPO ValuePoint eMarket Center Site Admin shall provide a written request to the Contractor to begin Ordering Instruction process. The Contractor shall E have thirty (30) days from receipt of written request to work with NASPO ValuePoint to provide any unique information and ordering instructions that the Contractor would like the customer to have. Q as N 37. Contract Provisions for Orders Utilizing Federal Funds. Q Pursuant to Appendix II 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 w requirements or certifications that must be satisfied at the time the Order is placed or upon delivery. These N federal requirements may be proposed by Participating Entities in Participating Addenda and Purchasing CD N Entities for incorporation in Orders placed under this master agreement. 38. State Government Support a No support, facility space, materials, special access, personnel or other obligations on behalf of the states or other Participating Entity, other than payment, are required under the Master Agreement. 0 L O N O L .2 C M N M LO t0 O M r O O a- Cn 0 a E L Q L r C� G 0 a. W r E V a 36 Page Packet Pg. 89 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q c a� E S d L A Q L w Q N 5.1 State of Arizona Special Terms and Conditions N 0) S A. Purpose as Pursuant to provisions of the Arizona Procurement Code, A.R.S. 41-2501 Et Seq., the State of Arizona .2 intends to establish a Contract (Participating Addendum, PA) for the materials or services as listed herein in service to the State. 0 L B. Term of Contract a 0 The term of any resultant Contract shall commence on date of execution and shall be for an initial o period of two (2) years, unless terminated, canceled or extended as otherwise provided herein. U C. Contract Extensions M The Contract term is for period stated in Item B. subject to additional successive periods with a maximum aggregate including all extensions not to exceed five (5) years. M �o D. Contract Type — Fixed Price M r E. Eligible Agencies (STATEWIDE) O a- This Contract shall be for the use of all State of Arizona departments, agencies, commissions and o boards. In addition, eligible State Purchasing Cooperative members may participate at their discretion. Qi In order to participate in this contract, a cooperative member shall have entered into a Cooperative Purchasing Agreement with the Department of Administration, State Procurement Office as required by E Arizona Revised Statues § 41-2632. L Membership in the State Purchasing Cooperative is available to all Arizona political subdivisions Q including cities, counties, school districts, and special districts. Membership is also available to all non- profit organizations, as well as State governments, the US Federal Government and Tribal Nations. Non-profit organizations are defined in A.R.S. § 41-2631(4) as any nonprofit corporation as designated 0 by the internal revenue service under section 501(c)(3) through 501(c)(6). c 0 a. F. Licenses c w The Contractor shall maintain in current status, all federal, state and local licenses and permits required for the operation of the business conducted by the Contractor. G. Volume of Work The State does not guarantee a specific amount of work either for the life of the Contract or on an Q annual basis. Packet Pg. 90 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q H. Key Personnel c It is essential that the Contractor provide adequate experienced personnel, capable of and devoted to E the successful accomplishment of work to be performed under this Contract. The Contractor must L agree to assign specific individuals to the key positions if required. Q as 1. The Contractor agrees that, once assigned to work under this Contract, key personnel shall not be Q removed or replaced without written notice to the State. 2. Key personnel who are not available for work under this Contract for a continuous period exceeding w thirty (30) calendar days, or are expected to devote substantially less effort to the work than initially N anticipated, the Contractor shall immediately notify the State, and shall, subject to the concurrence N of the State, replace such personnel with personnel of substantially equal ability and qualifications. c .N I. Changes The State may at any time make changes within the general scope of this Contract. The Contractor shall respond to the Change Order with a proposal. If any such change causes an adjustment in the cost of, or the time required for the performance of any part of the work under this Contract, whether o changed or not changed by the Change Order, the Procurement Officer shall modify the Contract in a writing via a bilateral Contract Amendment. o 0 L J. Price Adjustment 2 Any price adjustment shall be within the confines of the awarded contract, or as negotiated in service to this Contract. Any negotiated price adjustments for this Contract shall be documented via a bilateral Contract Amendment. M LO K. Payment Procedures o M The State will not make payments to any Entity, Group or individual other than the Contractor with the Federal Employer Identification (FEI) Number identified in the Contract. Contractor invoices requesting p payment to any Entity, Group or individual other than the contractually specified Contractor shall be y returned to the Contractor for correction. c a The Contractor shall review and insure that the invoices for services provided show the correct Contractor name prior to sending them for payment. E a� If the Contractor Name and FEI Number change, the Contractor must complete an "Assignment and ;v Agreement" form transferring contract rights and responsibilities to the new Contractor. The State must Q indicate consent on the form. A written Contract Amendment must be signed by both parties and a new r W-9 form must be submitted by the new Contractor and entered into the system prior to any payments being made to the new Contractor. as c L. Information Disclosure o a. The Contractor shall establish and maintain procedures and controls that are acceptable to the State w for the purpose of assuring that no information contained in its records or obtained from the state or from others in carrying out its functions under the contract shall be used or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the Contract. Persons requesting such information should be referred to the State. The Contractor also agrees that any 2 information pertaining to individual persons shall not be divulged other than to employees or officers of Q 38 Page Packet Pg. 91 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q the Contractor as needed for the performance of duties under the Contract, unless otherwise agreed to in writing by the State. as M. Employees of the Contractor All employees of the Contractor employed in the performance of work under the Contract shall be a considered employees of the Contractor at all times, and not employees of the State. The Contractor CL shall comply with the Social Security Act, Workman's Compensation laws and Unemployment laws of the State of Arizona and all State, local and Federal legislation relevant to the Contractor's business. w 0 N. Warranty o N All services supplied under this Contract shall be fully guaranteed by the Contractor for a minimum period of ninety (90) days from the date of acceptance by the State. Any defects of design, workmanship, or delivered materials, that would result in non-compliance shall be fully corrected by the Contractor without cost to the State. O. Compliance with Applicable Laws o L The Materials and services supplied under this Contract shall comply with all applicable Federal, state a and local laws, and the Contractor shall maintain all applicable licenses and permit requirements. o Contractor represents and warrants to the State that Contractor has the skill and knowledge possessed o by members of its trade or profession and Contractor will apply that skill and knowledge with care and M diligence so Contactor and Contractor's employees and any authorized subcontractors shall perform the Services described in this Contract in accordance with the Statement of Work. N Contractor represents and warrants that the Materials provided through this Contract and Statement of M Work shall be free of viruses, backdoors, worms, spyware, malware and other malicious code that will hamper performance of the Materials, collect unlawful personally identifiable information on Users or M prevent the Materials from performing as required under the terms and conditions of this Contract. r O P. Non-Exclusive Contract a Cn Any Contract resulting from this solicitation shall be awarded with the understanding and agreement Qi that it is for the sole convenience of the State of Arizona. The State reserves the right to obtain like goods or services from another source when necessary, or when determined to be in the best interest E of the State. a� L Q. Administrative Fee/Usage Reports Q L 1. In accordance with AIRS § 41-2633 the Department of Administration, State Procurement Office N includes an Administrative Fee, in the majority of its Statewide contracts— multiple agency, multiple government, cooperative contracts. The Administrative Fee is used by the State to defray the additional costs associated with soliciting, awarding and administering statewide contracts. o In addition to the State agencies, boards and commissions, statewide contracts are available to members of the State Purchasing Cooperative including cities, counties, school districts, special districts, other state governments, agencies of the federal government, tribal nations, schools, medical institutions, and nonprofit organizations. E The Administrative Fee is the responsibility of the contractor. The Administrative Fee is a part of c the contractor's unit prices and is not to be charged directly to the customer in the form of a Q 39 Page Packet Pg. 92 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q separate line item. In accordance with Section 26 of the NASPO ValuePoint Master Agreement Terms and Conditions, the 0.25% NASPO ValuePoint Administrative fee shall be incorporated into the Offerors base price. Other states, including the State of Arizona, may negotiate additional Administrative Fees in their Participating Addenda following award of a Master Agreement. Q Further, Statewide contracts maintain one set of pricing for all customers and not separate prices y for State agency customers and State Purchasing Cooperative customers. Q L d 2. State of Arizona Fee Amount: c Unless defined differently within the contract, the Statewide Contracts Administrative Fee shall be o one percent (1.0%) of quarterly sales receipts under an active Statewide contract, transacted by o only the members of the State Purchasing Cooperative, minus any taxes or regulatory fees, minus a, any returns or credits, and minus any shipping charges not already included in the unit prices. The y Administrative Fee percentage is only applicable to amounts actually received by the contractor during the quarter and is not applicable to amounts ordered by customers but not yet paid for. The .2 administrative fee is not paid on transactions with state agency customers. 3. Method of Assessment 0 L At the completion of each quarter, the contractor reviews all sales under their contract in preparation for submission of their Usage Report. The contractor identifies all sales receipts y transacted by members of the State Purchasing Cooperative and assesses one percent (1.0%) of 0- this amount in their Usage Report. An updated list of State Purchasing Cooperative members may U be found at: https://spo.az.gov/state-purchasing-cooperative . At its option, the State may expand or narrow the applicability of this fee. The State shall provide thirty (30) written notice prior to exercising or changing this option. The contractor shall summarize all sales, along with all assessed Administrative Fee amounts within their Usage Report, including total amounts for the M following: o • Total sales receipts from State agencies, boards and commissions; r • Total sales receipts from members of the State Purchasing Cooperative; and 0 • Total Administrative Fee amount based on one percent (1.0%) of the sales receipts a- from members of the State Purchasing Cooperative. Q i 4. Submission of Reports and Fees. Within thirty (30) days following the end of the quarter, the contractor submits their Usage Report and if applicable, a check in the amount of one percent E (1%) of their sales receipts from members of the State Purchasing Cooperative, to the L Department of Administration, State Procurement Office. Contractors are required to use the State's current report templates unless you have authorization from your contract officer to use a different format. You need to complete Form 799, which is a cover letter that gives the totals of your transactions; and Form 801, which is an Excel spreadsheet that details your transactions. Sales to state agencies and the cooperative members are to be totaled separately. The most current forms can be downloaded at https://spo.az.gov/statewide-contracts-administrative-fee. o a. 4.1 The submission schedule for Administrative Fees and Usage reports shall be as w follows: r FY Q1, July through September Due October 31 FY Q2, October through December Due January 31 FY Q3, January through March Due by April 30 c FY Q4, April through June Due by July 31 Q 40 Page Packet Pg. 93 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q 4.2 Usage Reports and any questions are to be submitted by email to the state's designated usage report email address: usage(cDazdoa.clov 4.3 Administrative Fees shall be made out to the "State Procurement Office" and mailed a L to. Department of Administration y General Services Division CL ATTN: "Statewide Contracts Administrative Fee" 100 N. 15th Avenue, Suite 202 w Phoenix, AZ 85007 0 N O 5. The Administrative Fee shall be a part of the Contractor's unit prices and is not to be charged N directly to the customer in the form of a separate line item. Statewide contracts shall not have separate prices for State Agency customers and State Purchasing Cooperative customers. c a� U 6. Contractor's failure to remit administrative fees in a timely manner consistent with the contract's requirements may result in the State exercising any recourse available under the contract or as 3 provided for by law. o L R. Acceptance c Determination of the acceptability of services shall be made by the sole judgment of the State. o Acceptance shall be in writing, verbal acceptance will not be allowed. Services shall be completed in accordance with the Scope of Work, agreed to and accepted schedules, plans, and agreed to performance standards. Acceptance shall be one hundred percent (100%)functionality, which will be determined by the State. Acceptance criteria shall include, but not be limited to conformity to the scope of work, quality of workmanship and successfully performing all required Tasks. Nonconformance to M any of the stated acceptance and performance criteria of both services and or products as required o shall result in a delay for payment. Payment shall not be made until nonconformance to the criteria is r corrected as determined by the State. co r O T. Performance Cn a c Contractor agrees that,from and after the date that the applicable services commence,its performance Qi of the Scope of Services will meet or exceed industry best practices subject to the limitations and in accordance with the provisions set forth in this Contract. If the Services provided pursuant to this E Contract are changed,modified or enhanced (whether by Change Order or through the provision of new Services),The State and the Contractor will review the current performance experience and will Q L in good faith determine whether such experience should be adjusted and whether additional services N should be implemented or whether services be removed. The following requirements shall also apply: as 1. Failure to Perform 0 If Contractor fails to complete any deliverable, then Contractor shall: w 1.1 Promptly perform a root-cause analysis to identify the cause of such failure; c 1.2 Use commercially reasonable efforts to correct such failure and to begin meeting the E requirements as promptly as practicable; 1.3 Provide the State with a report detailing the cause of, and procedure for correcting, such Q 41 Page Packet Pg. 94 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q failure; and .� c 1.4 If appropriate under the circumstances, take action to avoid such failure in the future. E as as L 2. Root-Cause Analysis Q In the event of the Contractor's failure to perform required services or meet agreed upon service n levels or other Contractor service standards as required by the State under this Contract, the Q. Contractor shall perform an analysis of the cause of the service level problem and implement remediation steps as appropriate. The State shall have the right to review the analysis and approve w the remediation steps prior to or subsequent to their implementation, as deemed appropriate by the N State, if the remediation steps impact State assets or operational processes. N c U. Compensation Should the Contractor fail to provide all required services or deliver work products, as agreed upon by 2 State and the Contractor, the State shall be entitled to invoke applicable remedies, including but not limited to, withholding payment to the Contractor and declaring the Contractor in material breach of the a Contract. If the Contractor is in any manner in default of any obligation or the Contractor's work or o performance is determined by the State to be defective, sub-standard, or if audit exceptions are a identified, the State may, in addition to other available remedies, either adjust the amount of payment or o withhold payment until satisfactory resolution of the default, defect, exception or sub-standard o performance. The Contractor shall reimburse the State on demand, or the State may deduct from future payments, any amounts paid for work products or performance which are determined to be an audit exception, defective or sub-standard performance. The Contractor shall correct its mistakes or M errors without additional cost to the State. The State shall be the sole determiner as to defective or sub-standard performance. M LO The Contractor shall fulfill their contractual requirements including the Deliverables identified in the M Statement of Work and fulfill the roles and responsibilities described in the Statement of Work for a firm r fixed price, inclusive of travel and travel-related expenses. The fixed amount shall be inclusive of any fees for the use of any third party products or services required for use in the performance of this a- Contract y c a V. Contractor Performance Reports Program management shall document Contractor performance, both exemplary and needing improvements where corrective action is needed or desired. Copies of corrective action reports will be forwarded to the Procurement Office for review and any necessary follow-up. The Procurement Office Q may contact the Contractor upon receipt of the report and may request corrective action. The ; Procurement Office shall discuss the Contractor's suggested corrective action plan with the v Procurement Specialist for approval of the plan. as c W. Offshore Performance of Work Prohibited 0 a Due to security and identity protection concerns, direct services under this contract shall be performed w within the borders of the United States. Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and may involve access to secure or sensitive data or personal client data or development or modification of software for the State shall be performed within the borders of the United States. Unless specifically stated otherwise in the specifications, this definition does not apply to indirect or"overhead" services, redundant back-up Q 42 Page Packet Pg. 95 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSPO16-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. as X. Indemnification and Insurance 1.1 Indemnification Clause N To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the Q State of Arizona, and its departments, agencies, boards, commissions, universities, and any jurisdiction or agency issuing permits for any work included in the project, and their respective w directors, officers, officials, agents and employees (hereinafter referred to as "Indemnitee") from o and against any and all claims, actions, liabilities, costs, losses, or expenses, (including N 0 reasonable attorney's fees), (hereinafter collectively referred to as "Claims") arising out of actual .9 0 or alleged bodily injury or personal injury of any person (including death) or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Contractor or any of Contractor's directors, officers, 3 agents, employees, volunteers or subcontractors. This indemnity includes any claim or amount o arising or recovered under the Workers' Compensation Law or arising out of the failure of a Contractor to conform to any federal, state or local law, statute, ordinance, rule, regulation or o court decree. It is the specific intention of the parties that the Indemnitee shall, in all instances, o except for Claims arising solely from the negligent or willful acts or omissions of the Indemnitee, be indemnified by Contractor from and against any and all Claims. It is agreed that Contractor will be responsible for primary loss investigation, defense and judgment costs where this N indemnification is applicable. This indemnification will survive the termination of the above listed M contract with the Contractor. o 0 This indemnity shall not apply if the contractor or sub-contractor(s) is/are an agency, board, r commission or university of the State of Arizona. a 1.2 Insurance Requirements c 1.2.1 Contractor and subcontractors shall procure and maintain, until all of their obligations have Qi been discharged, including any warranty periods under this Contract, insurance against E claims for injury to persons or damage to property arising from, or in connection with, the performance of the work hereunder by the Contractor, its agents, representatives, Q employees or subcontractors. 1.2.2 The Insurance Requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees or subcontractors, and the w Contractor is free to purchase additional insurance. as E 1.3 Minimum Scope and Limits of Insurance 0 Contractor shall provide coverage with limits of liability not less than those stated below. Q 43 Page Packet Pg. 96 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q 1.3.1 Commercial General Liability (CGL) — Occurrence Form Policy shall include bodily injury, property damage, and broad form contractual liability coverage. L General Aggregate $2,000,000 Products—Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Q- Damage to Rented Premises $50,000 Each Occurrence $1,000,000 w 0 N O a. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, N officers, officials, agents, and employees as additional insureds with respect to liability arising out of the activities performed by or on behalf of the Contractor. b. Policy shall contain a waiver of subrogation endorsement, as required by this written 3 agreement, in favor of the State of Arizona, and its departments, agencies, boards, o L commissions, universities, officers, officials, agents, and employees for losses arising a from work performed by or on behalf of the Contractor. o 1.3.2 Business Automobile Liability Bodily Injury and Property Damage for any owned, hired, and/or non-owned automobiles used in the performance of this Contract. N • Combined Single Limit (CSL) $1,000,000 �o 0 Policy shall be endorsed, as required by this written agreement, to include the State of r Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, agents, and employees as additional insureds with respect to liability arising a out of the activities performed by, or on behalf of, the Contractor involving automobiles c owned, hired and/or non-owned by the Contractor. Qi c. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, E commissions, universities, officers, officials, agents, and employees for losses arising L from work performed by or on behalf of the Contractor. Q L r 1.3.3 Workers' Compensation and Employers' Liability • Workers' Compensation Statutory a, • Employers' Liability • Each Accident $1,000,000 a • Disease — Each Employee $1,000,000 w • Disease — Policy Limit $1,000,000 as E d. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, Q 44 Page Packet Pg. 97 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q commissions, universities, officers, officials, agents, and employees for losses arising from work performed by or on behalf of the Contractor. E e. This requirement shall not apply to each Contractor or subcontractor that is exempt L under A.R.S. § 23-901, and when such Contractor or subcontractor executes the Q appropriate waiver form (Sole Proprietor or Independent Contractor). y L Q L 1.3.4 Technology Errors & Omissions Insurance • Each Claim $2,000,000 w • Annual Aggregate $2,000,000 0 N f. Such insurance shall cover any, and all errors, omissions, or negligent acts in the c delivery of products, services, and/or licensed programs under this contract. g. Coverage shall include or shall not exclude settlement and/or defense of claims .2 involving intellectual property, including but not limited to patent or copyright infringement. o h. In the event that the Tech E&O insurance required by this Contract is written on a a claims-made basis, Contractor warrants that any retroactive date under the policy shall c precede the effective date of this Contract and, either continuous coverage will be o maintained or an extended discovery period will be exercised for a period of two (2) years, beginning at the time work under this Contract is completed. M 1.3.5 Media Liability Coverage • Each Claim $2,000,000 • Annual Aggregate $2,000,000 M r i. Such insurance shall cover an and all errors and omissions or negligent acts in the y0 production of content, including but not limited to plagiarism, defamation, libel, slander, a- false advertising, invasion of privacy, and infringement of copyright, title, slogan, Q trademark, service mark and trade dress. c j. In the event that the Media Liability insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall L precede the effective date of this Contract and, either continuous coverage will be Q maintained, or an extended discovery period will be exercised for a period of two (2) r years beginning at the time work under this Contract is completed. as 1.4 Additional Insurance Requirements The policies shall include, or be endorsed to include, as required by this written agreement, the a. following provisions: w r c 1.4.1 The Contractor's policies, as applicable, shall stipulate that the insurance afforded the Contractor shall be primary and that any insurance carried by the Department, its agents, a 45 Page Packet Pg. 98 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q officials, employees or the State of Arizona shall be excess and not contributory insurance, as provided by A.R.S. § 41-621 (E). 1.4.2 Insurance provided by the Contractor shall not limit the Contractor's liability assumed L under the indemnification provisions of this Contract. Q as N 1.5 Notice of Cancellation Q L Applicable to all insurance policies required within the Insurance Requirements of this Contract, c Contractor's insurance shall not be permitted to expire, be suspended, be canceled, or be w materially changed for any reason without thirty (30) days prior written notice to the State of o Arizona. Within two (2) business days of receipt, Contractor must provide notice to the State of Arizona if they receive notice of a policy that has been or will be suspended, canceled, N materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the Department and shall be mailed, emailed, hand delivered or sent by facsimile transmission to (State Representative's Name, Address & Fax Number). 3 0 1.6 Acceptability of Insurers a Contractor's insurance shall be placed with companies licensed in the State of Arizona or hold c approved non-admitted status on the Arizona Department of Insurance List of Qualified o Unauthorized Insurers. Insurers shall have an "A.M. Best" rating of not less than A- VII. The State of Arizona in no way warrants that the above-required minimum insurer rating is sufficient co to protect the Contractor from potential insurer insolvency. N 1.7 Verification of Coverage LO Contractor shall furnish the State of Arizona with certificates of insurance (valid ACORD form or 'CO) equivalent approved by the State of Arizona) as required by this Contract. An authorized r co representative of the insurer shall sign the certificates. a. 1.7.1 All certificates and endorsements, as required by this written agreement, are to be a received and approved by the State of Arizona before work commences. Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, a or to provide evidence of renewal, is a material breach of contract. 1.7.2 All certificates required by this Contract shall be sent directly to the Department. The State of Arizona project/contract number and project description shall be noted on the certificate of insurance. The State of Arizona reserves the right to require complete copies of all insurance policies required by this Contract at any time. 0 a. 1.8 Subcontractors w Contractor's certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall be responsible for ensuring and/or verifying that all subcontractors have valid and collectable insurance as evidenced by the certificates of insurance and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum Insurance Q 46 Page Packet Pg. 99 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q Requirements identified above. The Department reserves the right to require, at any time throughout the life of this contract, proof from the Contractor that its subcontractors have the required coverage. L 1.9 Approval and Modifications Q as The Contracting Agency, in consultation with State Risk, reserves the right to review or make A Q. modifications to the insurance limits, required coverages, or endorsements throughout the life of this contract, as deemed necessary. Such action will not require a formal Contract amendment w but may be made by administrative action. N 0 N 1.10 Exceptions c In the event the Contractor or subcontractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a certificate of self-insurance. If the Contractor or subcontractor(s) is/are a State of Arizona agency, board, commission, or university, none of the above shall apply. 3 0 L Y. Data Privacy and Security o Contractor shall treat all information obtained through performance of the contract, as confidential or U sensitive information consistent with State and federal law and State Policy. Contractor or its agents shall not use any data obtained in the performance of the contract in any manner except as necessary for the proper discharge of its obligations and protection of its rights related to this agreement. Contractor shall establish and maintain procedures and controls acceptable to the State for the purpose of assuring that data in its or its agents' possession is not mishandled, misused, released, disclosed, or used in an inappropriate manner in performance of the contract. This includes data contained in M Contractor's records obtained from the State or others, necessary for contract performance. Contractor r and its agents shall take all reasonable steps and precautions to safeguard this information and data and shall not divulge the information or data to parties other than those needed for the performance of a duties under the contract. c a Z. Data Privacy/Security Incident Management Contractor and its agents shall cooperate and collaborate with appropriate State personnel to identify L and respond to an information security or data privacy incident, including a security breach. Q 1. Threat of Security Breach r Contractor(s) agrees to notify the State Chief Information Officer (CIO), the State Chief Information Security Officer (CISO) and other key personnel as identified by the State of any perceived threats placing the supported infrastructure and/or applications in danger of breach of o security. The speed of notice shall be at least commensurate with the level of threat, as a perceived by the Contractor(s). The State agrees to provide contact information for the State w CIO, CISO and key personnel to the Contractor(s). as 2. Discovery of Security Breach E Contractor agrees to immediately notify the State CIO, the CISO and key personnel as identified by the State of a discovered breach of security. The State agrees to provide contact information Q 47 Page Packet Pg. 100 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q for the State CIO, the CISO and key personnel. c as E AA. Security Requirements for Contractor Personnel L a� Each individual proposed to provide services through this contract agrees to security clearance and Q background check procedures, including fingerprinting, as defined by the Arizona Department of n Administration in accordance with Arizona Revised Statutes §41-710. The results of the individual's Q- background check procedures must meet all HIPAA and law enforcement requirements. Contractor is responsible for all costs to obtain security clearance for their consultants providing services through this 55 contract. Contractor personnel, agents or sub-contractors that have administrative access to the N State's networks may be subject to any additional security requirements of the State as may be N required for the performance of the contract. The Contractor, its agents and sub-contractors shall provide documentation to the State confirming compliance with all such additional security requirements for performance of the contract. Additional security requirements include but are not limited to the following: 1. Identity and Address Verification —that verifies the individual is who he or she claims to be including verification of the candidate's present and previous addresses; o a 2. UNAX/confidentiality Training; c 3. HIPAA Privacy and Security Training; and o 4. Information Security Training. M BB. Access Constraints and Requirements Contractor access to State facilities and resources shall be properly authorized by State personnel, ,i; based on business need and will be restricted to least possible privilege. Upon approval of access M privileges, the Contractor shall maintain strict adherence to all policies, standards, and procedures. r Policies / Standards, ADOA/ASET Policies / Procedures, and Arizona Revised Statues (A.R.S.) §28- 447, §28-449, §38-421, §13-2408, §13-2316, §41-770. 0 a Cn Failure of the Contractor, its agents or subcontractors to comply with policies, standards, and c procedures including any person who commits an unlawful breach or harmful access (physical or Qi virtual)will be subject to prosecution under all applicable state and /or federal laws. a E Any and all recovery or reconstruction costs or other liabilities associated with an unlawful breach or harmful access shall be paid by the Contractor. Q L r CC. Health Insurance Portability and Accountability Act of 1996 The Contractor warrants that it is familiar with the requirements of HIPAA, as amended by the Health a, Information Technology for Economic and Clinical Health Act (HITECH Act) of 2009, and accompanying regulations and will comply with all applicable HIPAA requirements in the course of this a Contract. Contractor warrants that it will cooperate with the State in the course of performance of the w Contract so that both the State and the Contractor will be in compliance with HIPAA, including cooperation and coordination with the Arizona Strategic Enterprise Technology (ASET) Group, Statewide Information Security and Privacy Office (SISPO), Chief Privacy Officer and HIPAA Coordinator and other compliance officials required by HIPAA and its regulations. Contractor will sign any documents that are reasonably necessary to keep the State and Contractor in compliance with Q 48 Page Packet Pg. 101 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q HIPAA, including but not limited to, business associate agreements. If requested, the Contractor agrees to sign a "Pledge to Protect Confidential Information" and to abide E by the statements addressing the creation, use and disclosure of confidential information, including L information designated as protected health information and all other confidential or sensitive information Q as defined in policy. In addition, if requested, Contractor agrees to attend or participate in job related y HIPAA training that is: (1) intended to make the Contractor proficient in HIPAA for purposes of CL performing the services required and (2) presented by a HIPAA Privacy Officer or other person or L program knowledgeable and experienced in HIPAA and who has been approved by the ASET/SISPO w Chief Privacy Officer and HIPAA Coordinator. o N Suggested References: N https://www.cros.gov/Regulations-and-Guidance/HIPAA-Administrative- c Simplification/HIPAAGenlnfo/downloads/hipaalaw.,odf v, c http://www.hhs.gov/ocr/privacy/hinaa/understanding/ U J V DD. Compliance Requirements for A.R.S. § 41-4401, Government Procurement: E-Verify Requirement ° a 1. The Contractor warrants compliance with all Federal immigration laws and regulations relating to c employees and warrants its compliance with Section A.R.S. § 23-214, Subsection A. (That o subsection reads: "After December 31, 2007, every employer, after hiring an employee, shall verify 2 the employment eligibility of the employee through the E-Verify program.) 2. A breach of a warranty regarding compliance with immigration laws and regulations shall be deemed a material breach of the Contract and the Contractor may be subject to penalties up to and including termination of the Contract. M co 3. Failure to comply with a State audit process to randomly verify the employment records of M Contractors and subcontractors shall be deemed a material breach of the Contract and the Contractor may be subject to penalties up to and including termination of the Contract. 4. The State Agency retains the legal right to inspect the papers of any employee who works on the c Contract to ensure that the Contractor or subcontractor is complying with the warranty under Qi paragraph One (1). a� E a� a� L Q L r 5.2 State of Arizona Uniform Terms and Conditions 1. Definition of Terms c As used in this Solicitation and any resulting Contract, the terms listed below are defined as follows: a 1.1. "Attachment"means any item the Solicitation requires the Offeror to submit as part of the Offer. w r 1.2. "Contract'means the combination of the Solicitation, including the Uniform and Special Instructions to Offerors, the Uniform and Special Terms and Conditions, and the Specifications E and Statement or Scope of Work; the Offer and any Best and Final Offers; and any Solicitation Amendments or Contract Amendments. Q 49 Page Packet Pg. 102 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q 1.3. "Contract Amendment"means a written document signed by the Procurement Officer that is issued for the purpose of making changes in the Contract. 1.4. "Contractor"means any person who has a Contract with the State. L a� 1.5. "Days"means calendar days unless otherwise specified. Q as 1.6. "Exhibit"means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits Q section of the Solicitation. 1.7. "Gratuity"means a payment, loan, subscription, advance, deposit of money, services, or w anything of more than nominal value, present or promised, unless consideration of substantially N equal or greater value is received. N an 1.8. "Materials"means all property, including equipment, supplies, printing, insurance and leases of 9 property but does not include land, a permanent interest in land or real property or leasing space. J 1.9. "Procurement Officer"means the person, or his or her designee, duly authorized by the State to 3 enter into and administer Contracts and make written determinations with respect to the o Contract. a 1.10. "Services"means the furnishing of labor, time or effort by a contractor or subcontractor which o does not involve the delivery of a specific end product other than required reports and o performance, but does not include employment agreements or collective bargaining agreements. 1.11. "Subcontract"means any Contract, express or implied, between the Contractor and another N party or between a subcontractor and another party delegating or assigning, in whole or in part,the making or furnishing of any material or any service required for the performance of the LO Contract. o M r 1.12. "State"means the State of Arizona and Department or Agency of the State that executes the 6 Contract. p a- 1.13. "State Fiscal Year"means the period beginning with July 1 and ending June 30. c a 2. Contract Interpretation c as 2.1. Arizona Law. The Arizona law applies to this Contract including, where applicable, the Uniform Commercial Code as adopted by the State of Arizona and the Arizona Procurement Code, Arizona Revised Statutes (A.R.S.) Title 41, Chapter 23, and its implementing rules, Arizona Q Administrative Code (A.A.C.) Title 2, Chapter 7. r 2.2. Implied Contract Terms. Each provision of law and any terms required by law to be in this Contract are a part of this Contract as if fully stated in it. c 2.3. Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as a accepted by the State and as they may be amended, the following shall prevail in the order set forth below: w r 2.3.1. Special Terms and Conditions; 2.3.2. Uniform Terms and Conditions; 2.3.3. Statement or Scope of Work; Q 50 Page Packet Pg. 103 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q 2.3.4. Specifications; 2.3.5. Attachments; E as 2.3.6. Exhibits; 2.3.7. Documents referenced or included in the Solicitation. N 2.4. Relationship of Parties. The Contractor under this Contract is an independent Contractor. Q. Neither party to this Contract shall be deemed to be the employee or agent of the other party to c the Contract. w 0 2.5. Severability. The provisions of this Contract are severable. Any term or condition deemed o illegal or invalid shall not affect any other term or condition of the Contract. N, c 2.6. No Parole Evidence. This Contract is intended by the parties as a final and complete expression of their agreement. No course of prior dealings between the parties and no usage of the trade shall supplement or explain any terms used in this document and no other understanding either oral or in writing shall be binding. 3 2.7. No Waiver. Either party's failure to insist on strict performance of any term or condition of the o Contract shall not be deemed a waiver of that term or condition even if the party accepting or a acquiescing in the nonconforming performance knows of the nature of the performance and fails o to object to it. o 3. Contract Administration and Operation 3.1. Records. Under A.R.S. § 35-214 and § 35-215, the Contractor shall retain and shall contractually require each subcontractor to retain all data and other"records" relating to the acquisition and performance of the Contract for a period of five years after the completion of the ,`; Contract. All records shall be subject to inspection and audit by the State at reasonable times. M Upon request, the Contractor shall produce a legible copy of any or all such records. r co 3.2. Non-Discrimination. The Contractor shall comply with State Executive Order No. 2009-09 and p all other applicable Federal and State laws, rules and regulations, including the Americans with y Disabilities Act. a� 3.3. Audit. Pursuant to ARS § 35-214, at any time during the term of this Contract and five (5) years c thereafter, the Contractor's or any subcontractor's books and records shall be subject to audit E by the State and, where applicable, the Federal Government, to the extent that the books and L records relate to the performance of the Contract or Subcontract. Q L 3.4. Facilities Inspection and Materials Testing. The Contractor agrees to permit access to its N facilities, subcontractor facilities and the Contractor's processes or services, at reasonable times for inspection of the facilities or materials covered under this Contract. The State shall also have the right to test, at its own cost, the materials to be supplied under this Contract. Neither o inspection of the Contractor's facilities nor materials testing shall constitute final acceptance of a. the materials or services. If the State determines non-compliance of the materials, the w Contractor shall be responsible for the payment of all costs incurred by the State for testing and inspection. 3.5. Notices. Notices to the Contractor required by this Contract shall be made by the State to the 0 person indicated on the Offer and Acceptance form submitted by the Contractor unless Q 51 Page Packet Pg. 104 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q otherwise stated in the Contract. Notices to the State required by the Contract shall be made by the Contractor to the Solicitation Contact Person indicated on the Solicitation cover sheet, unless otherwise stated in the Contract. An authorized Procurement Officer and an authorized 0 Contractor representative may change their respective person to whom notice shall be given by L-, written notice to the other and an amendment to the Contract shall not be necessary. Q as 3.6. Advertising, Publishing and Promotion of Contract. The Contractor shall not use, advertise or Q promote information for commercial benefit concerning this Contract without the prior written approval of the Procurement Officer. w 3.7. Property of the State. Any materials, including reports, computer programs and other N CD deliverables, created under this Contract are the sole property of the State. The Contractor is N not entitled to a patent or copyright on those materials and may not transfer the patent or copyright to anyone else. The Contractor shall not use or release these materials without the prior written consent of the State. °; 3.8. Ownership of Intellectual Property. Any and all intellectual property, including but not limited to Zj copyright, invention, trademark, trade name, service mark, and/or trade secrets created or conceived pursuant to or as a result of this contract and any related subcontract ("Intellectual o Property"), shall be work made for hire and the State shall be considered the creator of such Intellectual Property. The agency, department, division, board or commission of the State of y Arizona requesting the issuance of this contract shall own (for and on behalf of the State) the o entire right, title and interest to the Intellectual Property throughout the world. Contractor shall notify the State, within thirty (30) days, of the creation of any Intellectual Property by it or its subcontractor(s). Contractor, on behalf of itself and any subcontractor(s), agrees to execute any `mw and all document(s) necessary to assure ownership of the Intellectual Property vests in the State and shall take no affirmative actions that might have the effect of vesting all or part of the m Intellectual Property in any entity other than the State. The Intellectual Property shall not be o disclosed by contractor or its subcontractor(s) to any entity not the State without the express r written authorization of the agency, department, division, board or commission of the State of Arizona requesting the issuance of this contract. a 3.9. Federal Immigration and Nationality Act. The contractor shall comply with all federal, state and c local immigration laws and regulations relating to the immigration status of their employees Qi during the term of the contract. Further, the contractor shall flow down this requirement to all subcontractors utilized during the term of the contract. The State shall retain the right to perform E random audits of contractor and subcontractor records or to inspect papers of any employee ;v thereof to ensure compliance. Should the State determine that the contractor and/or any Q subcontractors be found noncompliant, the State may pursue all remedies allowed by law, including, but not limited to; suspension of work, termination of the contract for default and suspension and/or debarment of the contractor. as 3.10 E-Verify Requirements. In accordance with A.R.S. § 41-4401, Contractor warrants compliance o with all Federal immigration laws and regulations relating to employees and warrants its a c compliance with Section A.R.S. § 23-214, Subsection A. w r c 3.11 Offshore Performance of Work Prohibited. Any services that are described in the specifications or scope of work that directly serve the State of Arizona or its clients and involve access to secure or sensitive data or personal client data shall be performed within the defined territories of the United States. Unless specifically Q 52 Page Packet Pg. 105 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q stated otherwise in the specifications, this paragraph does not apply to indirect or 'overhead' services, redundant back-up services or services that are incidental to the performance of the contract. This provision applies to work performed by subcontractors at all tiers. L Q 4. Costs and Payments y 4.1. Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, Net 30 Q. days. Upon receipt and acceptance of goods or services, the Contractor shall submit a complete and accurate invoice for payment from the State within thirty (30) days. w 0 4.2. Deliverv. Unless stated otherwise in the Contract, all prices shall be F.O.B. Destination and o shall include all freight delivery and unloading at the destination. N, c 4.3. Applicable Taxes. a� 4.3.1. Payment of Taxes. The Contractor shall be responsible for paying all applicable taxes. 2 J 4.3.2. State and Local Transaction Privilege Taxes. The State of Arizona is subject to all 3 applicable state and local transaction privilege taxes. Transaction privilege taxes apply o to the sale and are the responsibility of the seller to remit. Failure to collect such taxes a from the buyer does not relieve the seller from its obligation to remit taxes. c 4.3.3. Tax Indemnification. Contractor and all subcontractors shall pay all Federal, state and o local taxes applicable to its operation and any persons employed by the Contractor. Contractor shall, and require all subcontractors to hold the State harmless from any responsibility for taxes, damages and interest, if applicable, contributions required under M Federal, and/or state and local laws and regulations and any other costs including transaction privilege taxes, unemployment compensation insurance, Social Security and M Worker's Compensation. o 4.3.4. IRS W9 Form. In order to receive payment the Contractor shall have a current I.R.S. W9 r Form on file with the State of Arizona, unless not required by law. 4.4. Availability of Funds for the Next State fiscal year. Funds may not presently be available for y performance under this Contract beyond the current state fiscal year. No legal liability on the Q part of the State for any payment may arise under this Contract beyond the current state fiscal year until funds are made available for performance of this Contract. 4.5. Availability of Funds for the current State fiscal year. Should the State Legislature enter back L into session and reduce the appropriations or for any reason and these goods or services are not Q funded, the State may take any of the following actions: r 4.5.1. Accept a decrease in price offered by the contractor; 4.5.2. Cancel the Contract; or c 4.5.3. Cancel the contract and re-solicit the requirements. 0 a c 5. Contract Changes w r 5.1. Amendments. This Contract is issued under the authority of the Procurement Officer who signed E this Contract. The Contract may be modified only through a Contract Amendment within the scope of the Contract. Changes to the Contract, including the addition of work or materials, the revision of payment terms, or the substitution of work or materials, directed by a person who is Q 53 Page Packet Pg. 106 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q not specifically authorized by the procurement officer in writing or made unilaterally by the Contractor are violations of the Contract and of applicable law. Such changes, including unauthorized written Contract Amendments shall be void and without effect, and the Contractor shall not be entitled to any claim under this Contract based on those changes. Q 5.2. Subcontracts. The Contractor shall not enter into any Subcontract under this Contract for the y performance of this contract without the advance written approval of the Procurement Officer. Q The Contractor shall clearly list any proposed subcontractors and the subcontractor's proposed responsibilities. The Subcontract shall incorporate by reference the terms and conditions of this w Contract. 0 N CD 5.3. Assignment and Delegation. The Contractor shall not assign any right nor delegate any duty N under this Contract without the prior written approval of the Procurement Officer. The State shall c not unreasonably withhold approval. as U 6. Risk and Liability 6.1. Risk of Loss: The Contractor shall bear all loss of conforming material covered under this Contract until received by authorized personnel at the location designated in the purchase order o or Contract. Mere receipt does not constitute final acceptance. The risk of loss for a nonconforming materials shall remain with the Contractor regardless of receipt. 0 0 6.2. Indemnification U 6.2.1. Contractor/Vendor Indemnification (Not Public Agency) The parties to this contract agree that the State of Arizona, its departments, agencies, boards and commissions M shall be indemnified and held harmless by the contractor for the vicarious liability of the State as a result of entering into this contract. However, the parties further agree that M the State of Arizona, its departments, agencies, boards and commissions shall be o responsible for its own negligence. Each party to this contract is responsible for its own r negligence. co r 6.2.2. Public Agency Language Only Each party (as 'indemnitor') agrees to indemnify, defend, a and hold harmless the other party (as 'indemnitee') from and against any and all claims, U) losses, liability, costs, or expenses (including reasonable attorney's fees) (hereinafter Qi collectively referred to as 'claims') arising out of bodily injury of any person (including death) or property damage but only to the extent that such claims which result in E vicarious/derivative liability to the indemnitee, are caused by the act, omission, L negligence, misconduct, or other fault of the indemnitor, its officers, officials, agents, Q employees, or volunteers." r 6.3. Indemnification - Patent and Copyright. The Contractor shall indemnify and hold harmless the State against any liability, including costs and expenses, for infringement of any patent, trademark or copyright arising out of Contract performance or use by the State of materials o furnished or work performed under this Contract. The State shall reasonably notify the a Contractor of any claim for which it may be liable under this paragraph. If the contractor is w insured pursuant to A.R.S. § 41-621 and § 35-154, this section shall not apply. as 6.4. Force Majeure. 6.4.1 Except for payment of sums due, neither party shall be liable to the other nor deemed in Q 54 Page Packet Pg. 107 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q default under this Contract if and to the extent that such party's performance of this Contract is prevented by reason of force majeure. The term "force majeure"means an occurrence that is beyond the control of the party affected and occurs without its fault or negligence. Without limiting the foregoing, force majeure includes acts of God; acts of the public enemy; war; riots; strikes; mobilization; labor disputes; civil disorders; fire; Q flood; lockouts; injunctions-intervention-acts; or failures or refusals to act by government n authority; and other similar occurrences beyond the control of the party declaring force Q. majeure which such party is unable to prevent by exercising reasonable diligence. 6.4.2. Force Majeure shall not include the following occurrences: o N CD 6.4.2.1. Late delivery of equipment or materials caused by congestion at a N manufacturer's plant or elsewhere, or an oversold condition of the market; N 6.4.2.2. Late performance by a subcontractor unless the delay arises out of a force majeure occurrence in accordance with this force majeure term and condition; or .2 6.4.2.3. Inability of either the Contractor or any subcontractor to acquire or maintain any 3 required insurance, bonds, licenses or permits. o L 6.4.3. If either party is delayed at any time in the progress of the work by force majeure, the a delayed party shall notify the other party in writing of such delay, as soon as is y practicable and no later than the following working day, of the commencement thereof 0- and shall specify the causes of such delay in such notice. Such notice shall be delivered or mailed certified-return receipt and shall make a specific reference to this article, thereby invoking its provisions. The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing when it has done so. The time of completion shall be extended by Contract Amendment for a period of time equal to the time that results or effects of such delay prevent the delayed party from o performing in accordance with this Contract. M r 6.4.4. Any delay or failure in performance by either party hereto shall not constitute default hereunder or give rise to any claim for damages or loss of anticipated profits if, and to a- the extent that such delay or failure is caused by force majeure. c a 6.5. Third Party Antitrust Violations. The Contractor assigns to the State any claim for overcharges a resulting from antitrust violations to the extent that those violations concern materials or services E supplied by third parties to the Contractor, toward fulfillment of this Contract. L 7. Warranties r 7.1. Liens. The Contractor warrants that the materials supplied under this Contract are free of liens and shall remain free of liens. as 7.2. Quality. Unless otherwise modified elsewhere in these terms and conditions, the Contractor o warrants that, for one year after acceptance by the State of the materials, they shall be: a c 7.2.1. Of a quality to pass without objection in the trade under the Contract description; w r c 7.2.2. Fit for the intended purposes for which the materials are used; 7.2.3. Within the variations permitted by the Contract and are of even kind, quantity, and quality within each unit and among all units; Q 55 Page Packet Pg. 108 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q 7.2.4. Adequately contained, packaged and marked as the Contract may require; and 7.2.5. Conform to the written promises or affirmations of fact made by the Contractor. E W 7.3. Fitness. The Contractor warrants that any material supplied to the State shall fully conform to all requirements of the Contract and all representations of the Contractor, and shall be fit for all Q purposes and uses required by the Contract. n ACL 7.4. Inspection/Testing. The warranties set forth in subparagraphs 7.1 through 7.3 of this paragraph L are not affected by inspection or testing of or payment for the materials by the State. w 7.5. Compliance With Applicable Laws. The materials and services supplied under this Contract N shall comply with all applicable Federal, state and local laws, and the Contractor shall maintain N all applicable license and permit requirements. 7.6. Survival of Rights and Obligations after Contract Expiration or Termination. 2 7.6.1. Contractor's Representations and Warranties. All representations and warranties made D by the Contractor under this Contract shall survive the expiration or termination hereof. 3 In addition, the parties hereto acknowledge that pursuant to A.R.S. § 12-510, except as o provided in A.R.S. § 12-529, the State is not subject to or barred by any limitations of a actions prescribed in A.R.S., Title 12, Chapter 5. c N O 7.6.2. Purchase Orders. The Contractor shall, in accordance with all terms and conditions of L- the Contract, fully perform and shall be obligated to comply with all purchase orders received by the Contractor prior to the expiration or termination hereof, unless otherwise directed in writing by the Procurement Officer, including, without limitation, all purchase N orders received prior to but not fully performed and satisfied at the expiration or -- termination of this Contract. LO co 0 8. State's Contractual Remedies r co 8.1. Right to Assurance. If the State in good faith has reason to believe that the Contractor does not p intend to, or is unable to perform or continue performing under this Contract, the Procurement y Officer may demand in writing that the Contractor give a written assurance of intent to perform. Q Failure by the Contractor to provide written assurance within the number of Days specified in the demand may, at the State's option, be the basis for terminating the Contract under the Uniform Terms and Conditions or other rights and remedies available by law or provided by the a) contract. ;v 8.2. Stop Work Order. r 8.2.1. The State may, at any time, by written order to the Contractor, require the Contractor to stop all or any part, of the work called for by this Contract for period(s) of days indicated by the State after the order is delivered to the Contractor. The order shall be specifically identified as a stop work order issued under this clause. Upon receipt of the order, the a Contractor shall immediately comply with its terms and take all reasonable steps to c minimize the incurrence of costs allocable to the work covered by the order during the w r period of work stoppage. 8.2.2. If a stop work order issued under this clause is canceled or the period of the order or any extension expires, the Contractor shall resume work. The Procurement Officer shall make an equitable adjustment in the delivery schedule or Contract price, or both, and Q 56 Page Packet Pg. 109 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q the Contract shall be amended in writing accordingly. .� c 8.3. Non-exclusive Remedies. The rights and the remedies of the State under this Contract are not E exclusive. a L 8.4. Nonconforming Tender. Materials or services supplied under this Contract shall fully comply Q with the Contract. The delivery of materials or services or a portion of the materials or services n that do not fully comply constitutes a breach of contract. On delivery of nonconforming Q. materials or services, the State may terminate the Contract for default under applicable termination clauses in the Contract, exercise any of its rights and remedies under the Uniform w Commercial Code, or pursue any other right or remedy available to it. N 0 8.5. Right of Offset. The State shall be entitled to offset against any sums due the Contractor, any a, expenses or costs incurred by the State, or damages assessed by the State concerning the N Contractor's non-conforming performance or failure to perform the Contract, including expenses, costs and damages described in the Uniform Terms and Conditions. J 9. Contract Termination 0 9.1. Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38-511, the State may cancel this a Contract within three (3) years after Contract execution without penalty or further obligation if c any person significantly involved in initiating, negotiating, securing, drafting or creating the o Contract on behalf of the State is or becomes at any time while the Contract or an extension of L_ the Contract is in effect an employee of or a consultant to any other party to this Contract with M respect to the subject matter of the Contract. The cancellation shall be effective when the Contractor receives written notice of the cancellation unless the notice specifies a later time. If N the Contractor is a political subdivision of the State, it may also cancel this Contract as provided in A.R.S. § 38-511. CO) 9.2. Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the M State determines that employment or a Gratuity was offered or made by the Contractor or a co representative of the Contractor to any officer or employee of the State for the purpose of o influencing the outcome of the procurement or securing the Contract, an amendment to the y Contract, or favorable treatment concerning the Contract, including the making of any Q determination or decision about contract performance. The State, in addition to any other rights or remedies, shall be entitled to recover exemplary damages in the amount of three times the value of the Gratuity offered by the Contractor. L 9.3. Suspension or Debarment. The State may, by written notice to the Contractor, immediately Q terminate this Contract if the State determines that the Contractor has been debarred, suspended or otherwise lawfully prohibited from participating in any public procurement activity, CO including but not limited to, being disapproved as a subcontractor of any public procurement unit ' or other governmental body. Submittal of an offer or execution of a contract shall attest that the c contractor is not currently suspended or debarred. If the contractor becomes suspended or o debarred, the contractor shall immediately notify the State. a c 9.4. Termination for Convenience. The State reserves the right to terminate the Contract, in whole w r or in part at any time when in the best interest of the State, without penalty or recourse. Upon receipt of the written notice, the Contractor shall stop all work, as directed in the notice, notify all E subcontractors of the effective date of the termination and minimize all further costs to the State. In the event of termination under this paragraph, all documents, data and reports prepared by Q 57 Page Packet Pg. 110 4.B.e State of Arizona Master Agreement State Procurement Office 100 North 15th Avenue, Suite 201 Section 4: Lead State(ARIZONA)Terms and Conditions Phoenix,AZ 85007 m N Contract No: ADSP016-130653 0 Description: Software Value-Added Reseller(SVAR)Services r Q the Contractor under the Contract shall become the property of and be delivered to the State upon demand. The Contractor shall be entitled to receive just and equitable compensation for work in progress, work completed and materials accepted before the effective date of the termination. The cost principles and procedures provided in A.A.C. R2-7-701 shall apply. Q 9.5. Termination for Default. as N 9.5.1. In addition to the rights reserved in the contract, the State may terminate the Contract in LC- whole or in part due to the failure of the Contractor to comply with any term or condition of the Contract, to acquire and maintain all required insurance policies, bonds, licenses w and permits, or to make satisfactory progress in performing the Contract. The N Procurement Officer shall provide written notice of the termination and the reasons for it N to the Contractor. a' c N 9.5.2. Upon termination under this paragraph, all goods, materials, documents, data and reports prepared by the Contractor under the Contract shall become the property of and .2 be delivered to the State on demand. 9.5.3. The State may, upon termination of this Contract, procure, on terms and in the manner o that it deems appropriate, materials or services to replace those under this Contract. a The Contractor shall be liable to the State for any excess costs incurred by the State in c procuring materials or services in substitution for those due from the Contractor. o L 9.6. Continuation of Performance Through Termination. The Contractor shall continue to perform, in accordance with the requirements of the Contract, up to the date of termination, as directed in the termination notice. N 10. Contract Claims M LO All contract claims or controversies under this Contract shall be resolved according to A.R.S. Title 41, M Chapter 23, Article 9, and rules adopted thereunder. r co r 11. Arbitration a The parties to this Contract agree to resolve all disputes arising out of or relating to this contract a through arbitration, after exhausting applicable administrative review, to the extent required by A.R.S. § 12-1518, except as may be required by other applicable statutes (Title 41). as 12. Comments Welcome ;v The State Procurement Office periodically reviews the Uniform Terms and Conditions and welcomes any comments you may have. Please submit your comments to: State Procurement Administrator, State Procurement Office, 100 North 15th Avenue, Suite 201, Phoenix, Arizona, 85007. as c 0 a c w r c m E a 58 Page Packet Pg. 111 -00 POINTE 4.B.e m N G] L O 6 C' ate+ 3 � * Q C N E Request for Proposal ADSPo 16-00005829CL y L NASPO ValuePoint Master Agreement for Software Value Added Reseller Services Attachment A o N Solution for: N Missy Mudry J State of Arizona, too N. 15th Avenue, Suite 201 Fkl"' o Phoenix, Arizona 85007 =�=__ � '4lJTODESI L a Phone: 602.542.9125 o MISSY.MUDRY@AZDOA.GOV + ana�arr Ad�,d l��nxt,,,U,,,, Novell �mrnw MS..,non woi►Y.4 aax to Presented By: s rnantec_ N E Pointe Technologies ales LLC � S"""n""'j;' ""f1"`'-n P 0Sales, LO 194o E. Mariposa Ave M El Segundo, CA 90245 Tel: 10 (3 ) 337-5200 a. co Website: www.enpointe.com a E Contact: a L N Imran Yunus Director of Government Sales Office Phone: 310-337-59o8 a Email: iyunus@enpointe.comF-1 w E Date: December 17, 2015 MENNEN < Fn Poi lite Technologies aide. I ,I .(' Packet Pg. 112 NASPO1-1 -•• ■ ■ EN 1 4.B.e m COVER LETTER L 0 NASPO ValuePoint Master Agreement December 17, 2015 Q Missy Mudry a� E SUBJECT: NASPO ValuePoint Master Agreement for (SVAR) Services L a� Q En Pointe Technologies Sales, LLC (En Pointe) is pleased to respond to your RFP entitled, "NASPO n ValuePointe Master Agreement." For 21 years En Pointe has grown into a premier Value Added a Reseller. In early 2015 we were acquired by, PCM, Inc. a larger publicly traded VAR. This has made us stronger and better able to bring even more services to cooperative contracts such as c this Master Agreement. N a� c En Pointe is one of the few companies in the country that has national core competencies in each of the four disciplines listed below. J • r - 0 L. a 0 Software Consulting Hardware W (loudO Licensing Services Fulfillment v_ • Eicensing Virtualization • Hosted Virtual Hesktap elolCLOocal nssationnagement � tD r 0 a 0 Additionally, our ability to leverage spend dollars in these different lines of business helps QI us add value by providing agnostic, integrated, IT support. With gross annual sales of almost $3 Billion, we are one of the nation's fastest-growing and most established resellers of IT products E and services. ;v a� Q L By participating under this agreement, the NVP participants (NVPP) can make the purchase and y management of software licensing easier and more cost effective by working with En Pointe. Our customers enjoy our flexible and robust value-added offerings to make life easier and align themselves with a partner who can best position your agencies for the future. We will outline 0 how our Value-Add under this contract will include: c w r c m E �a r w NASPO ValuePoint Master Agreement for Software Value-Added Reseller(SVAR)Services Q Corporate Office:(310)337-5200 1 www.enpointe.com 194o E.Mariposa Ave,El Segundo,CA 90245 Packet Pg. 113 NASPO ValuePointipo�- E@@N§ET1;CHN01 .1%; I A1 '• • 11111 • • Managed On-boarding and Transition from existing contract N • eProcurement Online Ordering and Reporting Tool/Customer Website— o AccessPointe • Software Asset Management (SAM) Offerings Q • License Tracking and Consulting • Software Integrator LAR (SLAR)—only MPA Contract holder with this designation E • Trained and Dedicated Account Managers ;v • Professional Service Organization that is ready to architect and implement systems Q that will support licensing models that depend on Cloud or On Premise database y L storage. C c w If and when reselected, you have our commitment that we will work with you to apply best N practices in our partnership, while servicing NASPO ValuePoint Participants to maintain or N lower their acquisition costs. Thank you in advance for your consideration. c c as U Sincerely, O L O N O L 2 C M N M Imran Yunus LO co Director of Government Sales M r Office Phone: 310-337-5908 co r Email: iyunus@enpointe.com O a- rn c Note: En Pointe is the incumbent on the NASPO ValuePoint contract and we agree to the al requirements set forth in Section 3 Scope of Work and will continue upon award to comply E with all requirements in this section. a L Q L r C� G O w r I_ V NASPO ValuePoint Master Agreement for Software Value-Added Reseller(SVAR)Services Q Corporate Office:(310)337-5200 1 www.enpointe.com 194o E.Mariposa Ave,El Segundo,CA 90245 Packet Pg. 114 NASPO ValuePoint m TABLE OF CONTENTS L 0 a COVERLETTER........................................................................................................................i a E TABLEOF CONTENTS............................................................................................................ iii L a� AttachmentA........................................................................................................................ 1 a as N L Q L d W O N O N C C N V J V 3 O L O N O L .2 C M r N M LO t0 O M r O 0 a rn 0 a I E L a L r C� G O W r E V NASPO ValuePoint Master Agreement for Software Value-Added Reseller(SVAR)Services a Corporate Office:(310)337-5200 1 www.enpointe.com 194o E.Mariposa Ave,El Segundo,CA 90245 Packet Pg. 115 - • 4.B.e m ATTACHMENT A L 0 1.1. Business Operations Q 1.1.1. Provide a Brief overview of business operations, with an emphasis on the provision of services as a Software Value-Added Reseller. En Pointe Technologies is a current reseller on several Value Point contracts such as, NASPO m ValuePoint Master Agreement for Software Value-Added Reseller (SVAR) Services, HP, Cisco, Q and EMC. We have upgraded our online system with SciQuest successfully. En Pointe was y recently acquired by PCM, Inc. We are now a wholly owned subsidiary of PCM Sales Inc. and Q our new name is En Pointe Technologies Sales LLC. This change took effect April 1, 2015 but we ; have been in business for over 22 years. En Pointe was founded in 1993, and has two decades w of experience as a Value Added Reseller. En Pointe, and PCM have strategically joined forces, c are now one of the premiere Value Added Resellers in the nation, making us the perfect choice as a provider under the NASPO ValuePoint (NVP) cooperative agreement. N c a� J V 3 a 0 L CC� to LO .. ee 11►4EN�OR`� M N to ERVICES _� r 0 Q .r I C E En Pointe Public Sector IT L En Pointe is a leading provider of Information Technology Products, Security Services and other Q Public Sector IT Support Services to Government Agencies. Our unique business structure combined with our strong contract management and extensive technical background has enabled us to provide IT equipment and value added services along with the best qualified sales and technical support at the most competitive prices in the business today. Our dedicated Public 0 Sector team is focused on providing infrastructure and foundation solutions for the successful a deployment of our Government and Education customer's initiatives in Security, Virtualization, ul Cloud Computing, Green IT, Classrooms/Learning and more. E �a r w a 12/17/15 En Pointe Technologies Sales, LLC Page 1 Packet Pg. 11 A NASPO - ■• . 1 .LOG I ES4.B.e 1 '• . 1111 • Purchase products and IT solutions, and take advantage of our easy to use online ordering N application, specialized staff, and our competitive government pricing. Our online ordering o application makes it easy to purchase products from the NVP contract schedules. 3 a Our core technical competencies include system architecture, design, and management from E individual notebooks and desktops to the data center and everything in between. As an ISO 9001:2008 registered company, we have built our reputation on quality processes supported by Q certifications and accreditations at the highest levels with industry partners such as Microsoft, Adobe, Citrix, Novell, Symantec, VMware and many more. We also excel at: Q L • Software Licensing • Digitization, Imaging and Replication w 0 • Supply-Chain Management cm N • Asset Management &Tracking a, c • Data Center Consolidation v, c as • Server Virtualization U J • Enterprise Storage • Network Design & Management 0 L Both companies combined have over 1,000 technicians and a national network of third party c service providers,we can provide pre-sales assessments and post-sales services efficiently to our o customers in State, Local and Educational segments. Companywide we hold over 3,000 certifications on manufacturers and product solutions which enable our sales and service teams to effectively support these customers. N M En Pointe is supported by SAP, and AccessPointe (TM) (an e-procurement application), providing o dependable software support for its customer base. r co r En Pointe already services many State and Local Governments: a En Pointe has had a focused State Local and Education (SLED) practice with dedicated sales and c support personnel who just work with SLED agencies, for the past 20+years. Please refer to Qi our contract lists in section 3.1.2 below for a list of some of our current government contracts. E a� a� L Q L r C� G 0 a. W r E V a 12/1]�15 En Pointe Technologies Sales, LLC Page 2 00� = -- Packet Pg. 117 r� F • j 4.B.edd 1.1.2. Provide the following information using the format below. Required Information En Pointe Response o 1.1.2.1. Offeror's full legal name En Pointe Technologies Sales, LLC a 1.1.2.2. Primary business contact Imran Yunus information (name, address, phone Director of Government Sales number, email 1940 E. Mariposa Ave, El Segundo, CA 90245 L address, website) Office Phone: 310-337-5908 Q as iyunus@enpointe.com Q. Website: www.enpointe.com ; c w 0 1.1.2.3. Date Company was En Pointe was established in 1993 and with our N established recent acquisition by PCM Sales, Inc. we became En Pointe Technologies Sales, LLC on April 1, 2015. We continue to bring our customers and partners the U same high level of service we have for the last 22 J years only now we have the added capabilities from the PCM group who have been in business for 28 ° a yea rs. O N O L V 1.1.2.4. Location where the Offeror is State of Delaware - 2711 Centerville Road, Suite incorporated 400, Wilmington, DE 19808. M 1.1.2.5. Ownership structure (public, En Pointe Technologies Sales, LLC is a public partnership, subsidiary, etc.) company wholly owned by PCM Sales Inc.,(NASDQ CO) LO PCMI). co 0 M 1.1.2.6. Office location(s) responsible 1940 E. Mariposa Ave, El Segundo, CA 90245, Ph: for performance of contract. Include (310) 337-5200, Fax: (310) 725-5240, Toll Free 800- p address, contact information. 8004214 Cn a 0 1.1.2.8. Contact information for the Imran Yunus Qi individual who is responsible for any Director of Government Sales clarifications or discussions regarding E Office Phone: 310-337-5908 the submitted response. iyunus@enpointe.com Q L Aaron Rosenberg N Vice President of Government Sales 310-337-6118 Ext:5118, ARosenberg@enpointe.com a c w r c m E ° a - 12/17/15 En Pointe Technologies Sales, LLC Page 3 - Packet Pg. 118 1"w ZIF-11:1 .4 C NASPO ValuePoint MmEN POINT ii TECHNOLOGIES 4.B.e 1.1.2.7. Organizational chart relevant to Scope of Work of this solicitation. N L En Pointe SLED Team 0 z r Q Aaron Rosenberg ++ Norma Pratt-Munoz VP of Gov.Sales ISR Corp.Manager ARosenberg@enpointe.com d NPratt@enpointe.com 310-337-6118 Ext:5118 E 310-337-5207 Ext.5207 L NASPO Value Point Inside Support Team Imran Yunus Kathy Perez Q 7 Members Director Government Sales VP Business Dev. iyunus@enpointe.com kperez@enpointe.com fA Tel:310-337-5908 Ext:5908 Tel:800-819-7501 Ext:5127i Q. L Herbert Goss w Proposal Center Manager 0 hgoss@enpointe.com N Tel:310-337-5419 0 N C .N C Lance Pine John Gonzalas BIIIAbrams Doug Orman Moses Garcia Account Executive Account Executive Account Executive Account Executive Account Executive _ Lpine@enpointe.com jonzalas@enpcinte.com babmms@enpointe.com gorman@enpolnte.com mgarcia@enpolnte.com J Tel:720-940-6233 Tel:512-992-9952 Tel:201-707-6455 Tel:866-457-1375 x8459 Tel:646-688-4052 ++ 0 L a Barbara Grossman Randy Everett Pat Accimus John Monolakis Donald Born 0 Account Executive Account Executive Account Executive Account Executive Account Executive 0 bgrossman@enpointe.com Reverett@enponte.com paccimus@enpointe.com JMonolakis@Enpointe.com DBorn@Enpointe.com Tel:866-457-1377 x8460 Tel:801-617-0553 Tel:310-337-4578 Tel:310-337-4569 Ext.5568 Tel 310-337-6154 Ext.5154 2 0 r M T N 'Bob O'Connor Michelle Da Wirth Fartd Y ub M Oscar Munoz Y- a9 t1� Account Executive Account Executive Account Executive Operational Manager 0 omunoz@enpointe.com boconnor@enpointe.com daywirth@enpointe.com fyaqub@enpointe.com 0 M Tel:310-337-5907 Tel:310-337-5202 Tel:702-875-5511 Tel:310-337-5200 x2425 � ® o a Bid Team Q bidteam@enpointe.com w C d E N L 10+Team Members Q L (D C� L 0 a c w c m E M Q 1211111, En Pointe Technologies Sales, LLC Page 4 Packet Pg. 11 Q 1"W ZIF-11:1 .4 C NASPO ValuePoint MmEN POINT TFUHNOLOGIES4.B.e 1.2 Key Personnel — Provide the information, using the format below, regarding each Key Personnel for a resultant contract for items 1.2.1 through 1.2.5: En Pointe has an entire team of dedicated professionals ready to continue to support NASPO r ValuePoint and we feel the key personnel will encompass the following roles: a • Overall Relationship Manager and Executive Contract Director o Ensure the State's contract needs are met through ongoing quality control E processes designed around support, expert account management • An Inside Sales Team to support customers. a o Support NVP through the 1-800 toll free number, email and fax for orders, n •L lquotes, reporting, sending out marketing collateral, etc. ? • Customer Support Team for order status and pre/post sales o Act as resource to the Account Manager for help with order status. c • Hardware support team N o Managed the hardware procurement process from order through fulfillment to billing • Software License specialist assigned to support the account team o Managed the publishers and expedite problem resolution. Key Personnel for En Pointe SLED Team 0 Position/Title of L a And Reporting industry experience positionc Responsibilitieso Aaron Rosenberg Vice President, Public 20 1 year Sector co M Imran Yunus Director— 25+ Over 18 years Government Sales cfl Kathy Perez Vice President 25+ Over 19 years M Business Development and o SLED vai c Randy Everett Senior Account 32+ 15 years ai Executive- m Government Sales as Barb Grossman Account Executive 25+ Over 18 years a as Doug Orman Account Executive 20+ Over 18 years Bill Abrams Account Executive 20+ 5 years 0 a Bob O'Connor Account Executive 27+ 12 years w Don Born Account Executive 20+ 15 years John D. Gonzales Account Executive 14+ 1 year a 12/17/15 En Pointe Technologies Sales, LLC Page 5 Packet Pg. 120 MMOLL C NASPO ValuePoint MmEN POINT . . 4.B.e Lance Pine Account Executive 20+. 13 years N Michelle Day-Wirth Account Executive 20+ 5 years 0 Public Sector a Oscar Munoz Account Executive 25 20 years , c Pat Accimus Account Executive 25 Over 4 years E as Norma Pratt ISR Corporate 25+ 23 ;v a� Manager Q as Charles Rokosz Inside Sales Rep 25+ 23 Q. Tanya Frantz Inside Sales Rep 20 15 ' c Sergio Garza Inside Sales Rep 20 2 w 0 Theresa Herrera Inside Sales Rep 25+ 20 N Kathleen Jackson Inside Sales Rep 18 12 c Scott Saling Inside Sales Rep 15 8 Eric Sauceda Inside Sales Rep 15 10 Scott Siemsen Inside Sales Rep 21 18 0 Boston Microsoft Software Support 7 Reps 15 a- Team 15+ years c Portland Inside Sales Software Support 8 Reps 10 ° Team 10+ Years BDM Software Support 30 Reps 5 10+ M LO co 0 Please see our org charts for Sales Representatives contact information, Brand Managers, and r Marketing Support. O Also see our Microsoft Team ready to support NASPO ValuePoint: y ATTACHMENT A_Qualifications_EnPointe_Microsoft Practice Qi -W c 1.2.6 In addition, provide a brief resume which contains education / credentials / certifications / E employment. En Pointe has an experienced and dedicated staff of credentialed employees who have years of Q experience servicing the SLED marketplace specifically software acquisition services. They are led by Imran Yunus who has been leading the WSCA contracts since its inception. as Name Imran Yunus c Title Director— Government Sales a c En Pointe Contact 1940 E. Mariposa w r El Segundo, CA 90245 Office Phone: 310-337-5908 a 12/17/15 En Pointe Technologies Sales, LLC Page 6 Packet Pg. 191 C •• ValuePoint 110110EN , 1 INTE .LOG I E S4.B.e A 1 '• — 16-00005829 IL Email: iyunus@enpointe.com N Summary Over 25 years of sales and sales management experience provides 0 Imran with comprehensive hands-on direct sales experience a especially with governmental customers. His customers have purchased at least $1.5M, per month, of technology related products and services over the past 25 years. His customers include the City of Los Angeles, the County of Los Angeles State of California, State of Hawaii, the Los Angeles Department of Water and Power and Los Q as Angeles World Airport Q. Education California State University Fullerton ; c w • MS Management Information systems o N • BS, Business Administration o N Accomplishments • Managed the City of Los Angles Single source Hardware and Services contract, for all City departments including, LAWA U and DWP, for 20 years. • Nominated Supplier of the year by the City of LA and DWP • Qualified for Presidents club for customer satisfaction, for the a past 20 years. c • Instrumental in winning contracts with County of LA, County o L of Riverside, City and County of San Francisco, GSA Schedule, 2 several CMAS and SLP contracts with the State of California, LAWA, Port of Los Angeles, LA DWP and many more. M • Currently managing one of En Pointe's most successful team, both in customer satisfaction and sales revenue. n co • Extremely well respected in the manufacturer community, M work very closely with HP, IBM, Lenovo, Cisco Dell, Microsoft and many more. o a- Work Experience a En Pointe Technologies Sales, LLC— May 1997 to Current Director of Sales E a� As a team leader Mr. Yunus conceptualizes and guides his sales team to execute innovative and integrated channel marketing programs for all routes to market with identified partners Q L including events, digital marketing, social media, field marketing, media buys, content N syndication, etc. He provide strategic marketing direction by engaging with partners to understand business objectives and the ability to use that insight to build and execute marketing plans and a strategies focused on qualified pipeline creation. w He engage customers and build awareness for En Pointe offerings while generating qualified leads, and driving new business. E a NOW 12/17�15 En Pointe Technologies Sales, LLC Page 7 = -- Packet Pg. 199 NASPO ValuePoint El IIEN ' 1 4.B.e He monitors, analyzes and reports performance against forecasts and past performance. N Leverage results to increase success of future marketing programs. o He is a master at improving channel partner sales teams' functionality by developing Q enablement tools and effective communication methods in multiple geographies. , He has led his team the SLED team to year to year growth over the last two decades. W aD L NovaQuest Information Systems - March 1992 to May 1997 Q a� Sr. Account Executive y •L Sold NovaQuest offerings while managing the sales and service pipeline. Collaborated with company executives, setting product & solution offerings and sales & w marketing strategies. c Developing and managing new accounts while maintaining and sustaining successful long- term relationships with key decision makers up to and including the "C" level N c Developing, maintaining, and leveraging strong relationships with OEM Partners and distributors J 0 ComputerLand: - December 1982 to February 1992 a` Account Executive o W Growth leader in information technology sales. L Please refer to our Account Executive Resumes in an attached PDF. Attachment A_Qualificatioins_EnPointe_Keypersonnel_Resumes M N_ 1.3 Account Management Team — Provide a description of the responsibilities of the M dedicated account management team(s) that would be assigned to each Participating c State under resultant contract. Include a description of how the account management structure ensures that service will continue despite vacations, illness, other absences or resignations. p a CUSTOMER SUPPORT- SERVICE CONTINUATION Q Account Executives have an entire team backing them up and when one is placed on leave, takes a leave of absences or is sick, their accounts are backed up by fellow account executives E and upper management. Our clients are protected from natural disasters and man-made L interruptions of business. As shown in the SLED team org chart, Account Executives cover Q designated states. But each is backed by an Inside Sales Representative who has in-depth r knowledge of the states they cover. Thus when an AE is on vacation, normally the ISR will make sure the participating agency remains unaffected. In cases of escalation or very important matters, upper management will fill the shoes of the Account Executive ensuring no lapse in o services. Now here's a description of the responsibilities that our AEs hold: a c w r c m E �a r w a 12/17/15 En Pointe Technologies Sales, LLC Page 8 Packet Pg. 191 NASPO -'• . ' 1 - .- 4.B.e Sales Team N Our Sled team is made up of professionals who generally have at least 10+ experience in the o service of large governmental contracts. They have a deep knowledge base of our offerings and how they can benefit NVP stakeholders. Q c a� E Our Sales Executives are experts at Pre-Sales Support: a L • Pre-Sales solutions consultations and technology Q audits n • Bid Desk for volume discounts, special pricing, channel promotions, deal registration { t , • Order Management group to make sure your o orders are processed efficiently N • Credit, Payment and Leasing options �+ c • Dedicated Account Executive Team a� J Product Acquisition • Ability to source from 50 warehouses o nationwide including our 200,00 sq. ft. warehouse a` • Drop shipping direct from our partners o W • Business Direct Site (BD) so you can place orders on-line 24/7 at corporate pricing, track ° orders, view order history & manage IT purchasing • Flexible payment options including net 30 terms, competitive leasing and vendor to M promotions • Hard Copy or Verbal Purchase Orders for customer's convenience LO • Aggressive pricing c • Great web sites for content and searching • EPP programs -Thanks to our consumer business 0 Integration Support a • Custom Configurations Qi • Upgrades • Asset Tagging E aD • Image Management • All of our technicians are manufacturer certified Q L Deployment Support N R • Rollout options based on timelines • Bill & Hold service to capitalize on stock & pricing advantages • Multiple shipping methods available based on priority of order a • Direct manufacturer relationships and inventory in distribution center allows En Pointe w to fulfill 95% of its orders the same day • En Pointe has strategic relationships with all Tier 1 distributors, providing live online E procurement. r w a 12/17/15 En Pointe Technologies Sales, LLC Page 9 Packet Pg. 124 C NASPO ValuePoint mmEN POINT o Data collected in real time via, EDI. N • Sales teams are linked real-time with these sources enabling us to view and procure o constrained products from over$2 billion in channel inventory 3 a C a) E as as L Q N C Q L d C W O N O N C C N V J V 3 O L O N O L .2 C M N M LO t0 O M r O 0 a- Cn 0 a C E L Q L r C� G .O W r E V a 12/1]/15 En Pointe Technologies Sales, LLC Page 10 00%_ = -- Packet Pg. 125 C NASPO ValuePoint mmEN POINT Brand Managers N En Pointe also has an incredible team of Brand Managers who have all become subject matter `0 experts in their technology and they are here to support NVP stakeholders helping them to find the correct technology solution for their IT implementations. a _ c m Vendor Managers Chart E a� J e.n pone N anky Q Vasa Prealdme Q� Vend o r M anagernenf. NJ Im nm2e.harakMpcnuonl •L 310-354fih•Dx55614 Q- Ga..&maps YcwzgM Yk:rpadfi•rmdMamger Kha rra ea q• Jarr ogpLim Haidy Appl. G hpganQanponsacom Ihwd anpoirllcom C.wgwy Yar..hng Y.naq.r■ Yarrrwq Yarag.rll W Y he.w bagrQpem e.m pry pu.na0pewe 5014033.111 E rL 3011 114-451-2161 110 a 511600.1743, 311-SSi-Ss0a5;Z 0 0 me m�71 Po W e$eC1gY Yawe d Kh.n N VMYYareRnnd M•nags pMpMry,,Scd.—and lipn•ing S pecin lei Cfud LeB 4nc 7...Padilla Lori Kola na baMi•aainte -."dAk ford-. Dell Produce Cha np lalrl pararrCkap Nrsna6eOenPoineec93 r..d Yhar� C IlmloQ ellpoirYteJ:om S10-S37-5263Ex1.52[3 3S-]Y-ssw n3u[ ehad.lehlaneM pcmrom w.p.da a4pewe.w •N 310-336-43Uf.xL M4 514-3734 M0 x36776 ]sasxaaaasm5 AdlDb nd r V Mail Uscall Sphnuft P.b RM-1, J grand Ylrmga.IP MSapedaQ, Wnbsom P.A.h.rwrCh..c— osllp wat.r:q nLarneenpeln}J:om 316337 S2Qa Y-]Aa7N a�3Wa dab V 431813374241 En.6244 0 L. S1rr�Seal Yre had Ye6rasr.. a NO brand Manager Synna&rancRrandMm"r YarYapYwr.q.r pwn.rclr.wpgn Taplra Radrlgra! Lim Siegal 514a7"M yrWw.rr#4r. pease. riwaQenpoinde.com N 31uub66 6 :67474 316-33741" O L R.4r.R.a.. R...Way— V ■ppb Brand ra nagr,dyy C lyea erCh wnp li..rq.Cai pa1r..0 lar pion R..rainar0.ri�•�ser C XP RrYYerC hamgk]n Ad.he Parerw Cha pen r.attr.wra..r�pews.w q..q.eai.dwaewals.m n}.ar.,d.apsa.sar �lelsix,fae a3:L 31.3543600 z57139 if-]%agaasss 7l 1g-uawa4as43 (� M T KeSnn Xarnaon Dell Nrand Manager v pike Kalwer J1 9awdW-1 Parma ChanOPS Ands Rash Ad.d P.sner nnkeyxen@enpdnarcom Gu.pwn kw PJ1m wenQPcn%co Cha.¢G.r Im 514-37337'6gz36076 '^d"''a1L hopOA1° 310-337�439 ixL 5139 0 34-Ss. r4K]a 0 M 0 a.raAnq Ye34illran r..eaSar S.-G4e a YanHwq ranaq.rl Gr Y.ar Y.brq M.-U.i and Hr .pgtd Olq.r7 rar4tirq Ygr�/.alare.n L Y arwnrg Yruq.r Y Cl.rdra Y.elr.x y dndrarq Opewem nsda.w■—epc e.m YarY.Lwp Yanaq.rl Gal-* .tire gke.Opew e.w eLudra ravel.i0penee. 3%3%-54a0 310-334-5600.5400a 310 h6hraQpea 54. werrea6-580.m eem 110-]31-Sm0.34l7a 3 0-SM-3s0 r33617 ]10a31-3000753p 310-331-34sa a1si7 d Uck..44A1..a Lawn nee Yrmah.w pawl Landy p.1r.r C haw pA r.a L A ue.d.4 Tr4r Cha wpan ,y deb.pwtr.r Ch.wpan Lgpaeh Yar.rc..ar.r.aharepsw FpaW kndryapew e.m a SS Ya73a70��M7� 3%-]rsa70l a1171!ee 3U-37Ja700a71715 L ran R.1 +�+ Rawi 7.dr pad r.reirrplaa•.ka Ere w.ered Sa n+r9laMrCh..r_ E rr PM—.ra:areC=A11 '.wkepaw.C. rd d.a4pew e.w �.rd�pew.e.w 3%ailalaw 514-37S-w1Me3m17 39-215-7600 r C O We also use a knowledgeable Operations Team Marketing Team, Executive Management and Support Team, Licensing Teams, Back Office Support. For every customer facing person at En w Pointe there are hundreds of behind the scene professionals who will also be supporting NVP. E r, a 12/17/15 En Pointe Technologies Sales, LLC Page 11 Packet Pg. 19A C NASPO ValuePoint mmEN POINT _ 4.B.e Marketing Team N Our marketing team disseminates new product information to NVP Participants via email blasts, `0 while holding webinars for their education. They hold events such as our Tuna Classic (fishing trips), Golf Tour, and En Pointe Film Premiers which are held in conjuncture with En Pointe IT Q Expo that give publishers a chance to give participants a close-up, hands-on look at the latest m technologies. E as Marketing Organization Chart Q m rn •L Anne Wilcox Q• Senior Voe President of Marketing anne.wilcox@pcm.com r+ 310-354-5600 x55572 W O N O N Anthony Layug Vice President of Advertising 310-354-5600 x55752 •(/� C V J Janine Jensen Vishal Naik V Sr.Art Director,Advertising Director of Internet Marketing Campaigns director Email: 'a janine.jensen@pcm.com Email:vishal.naik@pcm.com 0 Tel:310-354-5600 x55728 Tel:310-354-5600 x55061 L. IL V_ 7- W 0 0 - -1 Lisa Estrada Rey Gonzalez Shannon Ocampo Holly Wade Cade Johnson C Marketing Manager Sr Manager,Business Intelligence Content Manager Marcom Coordinator Digital Marketing C Email:lestrada @enpointe.com Email:re nold. onzalez Email: Email: Specialist: @ p y g @pcm.com shannon.ocampo@pcm.com HWade@Enpointe.com cacie.johnson@pcm.com (� Te1:310-337-5243 Ext.5243 Te1:310-354-5600 x54066 Tel:310.354.5600 x55715 Tel:310.337.5200 ext 5478 Tel:310.354.5600 x55677 M N M Kathy Wise Travel&Events Manager O Email:kath y.wise@pcm.com M Tel:614-854-1300 x41036 V ifl Ashley Brackenbury d Molly Phillip Francisco Favela Kiran Kazalbash Marketing Assistant Lisa Siegel Event Coordinator �� Graphic Designer Copywriter Emai l:MPhillip@Enpointe.co Email: Email: Email: ashley.bretkenbury@pem.c Email:lisa.1 egel@pcm.com r' om Tel:310-337-6156 francisco.favela@pcm.comLkir.an .kazalbas@pcm.com 7e1:310-3375211 Ext.5211 Tel:310.354.5600 x55580 Tel:310-354-5600 x55711 :310-354-5600 x55709 ++ C _ d E Our sales force is truly a team. Each person is covered by peers, subordinates and upper management when they are absent. a L d a..r 1A M Business Continuity - Sick Leave, Maternity Leave, Employee Turnover and a� Disaster Recovery 0 En Pointe is aware that our customers and partners have an interest in how we are prepared a c for unexpected interruptions to business operations. En Pointe's customers depend on us for w key infrastructure and productivity products as well as the services required supporting these products. In developing a change in personnel and disaster recovery plans, En Pointe finds it is E r, 0 Q 12/17/15 En Pointe Technologies Sales, LLC Page 12 Li; — I Packet Pg. 197 El ■• - ■• ■ 4.B.e 1 '• - 16-00005829 important to understand the key operations of our systems and facilities and how we can N effectively maintain delivery to our customers. o r a First we run our operations on an SAP system housed in our Los Angeles area integration facility. We perform a daily backup of our system and that backup copy is transported off site to a secured E facility every evening. Customer orders are processed by En Pointe employees from En Pointe L locations around the country. Q as N L Q L In the event of a major outage which could not have been forecasted (force of nature — earthquake, flood etc.) En Pointe's service resources have the capability of moving from an w 0 automated national dispatch process to a localized manual dispatch process. Our service o engineers in the field report through regional service managers. Our sales force is distributed N, throughout North America and in case one facility goes offline, the workload will be distributed N across the remaining branch offices and virtual Account Executives using a combination of our a wide area network, local Internet Service Providers (ISPs), our call centers and fax facilities. We have SLAs in place with third party providers [ISPs, telecomm service providers such as AT & T] to ensure business continuity and disaster recovery in the face of a calamity. o a 0 1.4 Subcontractors — Provide the following information for items 1.4.1 through 1.4.3, o using the format below, for any subcontractors you propose to use. U 1.4.1 Name of individual or company; En Pointe will not be using subcontractors to support NASPO ValuePoint participants' software M needs. N 1.4.2. Proposed work to be performed; LO No subcontract work will be performed. o M r 1.4.3 Approximate percentage of work directed to subcontractor relative to total work under a resultant contract; 0 a No work will be subcontracted for this opportunity unless we bid on services that our company c does not provide directly. In that case we will find a competent subcontractor and negotiate Qi those services at that time. as E as a� L 1.4.4 In addition, provide a brief resume which contains education / credentials / certifications/ employment. Q Not Applicable N 0 m c 0 a. c w r c m E 0 a 12/17/15 En Pointe Technologies Sales, LLC Page 13 • 4.B.eAd 2. Company's Experience JE Describe the Offeror's experience and expertise providing the following services: o At a high level the following graphic depicts our portfolio of expertise. r a Who We Are .� c as PCM has offices across the United States.No matter where E �• your organization Is located,we're ready to give you the � Locationsocal attention you deserve. L • ww°. xo�osew Q xwm a • • • a B rtnerin th PCM, taccess toavast arra N ' •• ^' • YPa gwi you ge y 'i • s xnxa. • '�" ' • of experienced professionals.Whether you have 800 ' Q • "°" • ••�" questions about a new technology platform orneed a L «se. , ° • quick answerahouta pradoct,your dedicatedamountAccountReps • •ate representatiuesore here to help. �A ® � w E • • xe.was Q • •• m 0 ®' • ey parcnering with PCM,you have steam of technology N Service • • specialists hereto serve you with experience and expertise Engineers PCM Corporate I* PCM Enterprise PCIMG En Pointe es well as more than 3,000 cnmhined certifications. U Headquarteri Headquarters Headquarters 11­�qu­ter, J With PCM as your solutions provider,you have access to ++ _ 't t ••: _ our three SSRE 16 Type II&PCI U55 compliant data center V a,.. p a_ • fadlities,bu9t to withstand disasters and security breaches. Data Centers Centers • O L O N O 2.1 Account Management (assume `accounts' as equivalent to a state contract, and to 2 using municipality). En Pointe Account Management C? En Pointe uses a team strategy to ensure that our customers receive the finest customer service available in the United States IT industry. It starts with our upper management who support our ,i; dedicated Account Executives. The Account Executives (AE) are your Single Point of Contact so M that participants always know who they can turn to for answers. These AEs are supported by an entire Inside Sales Representative Group, Brand Specialists, Marketing Team Members, and p Operations Staff. Each one trained to provide specialized support to Local Government, K-12, y and Higher Education institution clients for our statewide contracts. Q c a� En Pointe Account Managers will provide guidance for participants in the following manner. m • On-board participants into our backend system. Q • Get the appropriate contracts signed by all publishers. r • Work to ensure we have all proper contract information and that information is ported. • Schedule internal communication will all NVPPs � as o Ensure all staff members are fully aware of the processes and contracts in place 0 prior to roll out. a • Set up end users in the on-line portal AccessPointe. w r c as En Pointe will then set up multiple webinar/training sessions to educate end-users on how to E use the on-line portal. We will set up bi-weekly meetings for the first ninety days with the head a _ 12/17/15 En Pointe Technologies Sales, LLC Page 14 Packet Pg. 129 NASPO ValuePoint mOOEN ' 1 4.B.e 1 '• . 1111 • of procurement. This will ensure the lines of communication are constantly open during the N transition process. During the contract, we will conduct account performance and contractual o reviews annually and have quarterly webinar business reviews. a En Pointe will also coordinate meetings with publishers to provide product demonstrations and product evaluations. We will consistently communicate the contractual pricing for all volume licensing contracts to all state users. We provide pro-active notifications of renewals and a, contract expirations as part of our Software Account Management program. We maintain a dedicated renewals team that tracks all expirations, renewals and provides notification to your Q account management team. ; c w 0 2.2. License Management. c N 01 C SoftwareC d V J Assessment Licenses Compliance Review 0 o a Contract Management 0 W Implementation L O .C2 Lifecycle Support VMw.re a % CO Software Subscription Management Olr.cmr (� ■E , r —� I - N (Adobe Creative Cloud, • I M L,1 cJ LO Reporting and Tracking 0 M tD 0 IL 0 Managing software licensing contracts is complex. Each publisher has different programs. Qi Tracking what you bought, what you own, and what you are using can be an overwhelming undertaking for an organization. En Pointe Software Licensing Services eliminates complexity by a helping partners manage their publisher relationships. Our Software Licensing Program Q Includes: L a� r • License Program Analysis and Comparisons • Publisher Contract Negotiations • Assistance with License Transfer and Consolidation during M&A's o • Compliance Reviews and Audit Consulting a c • Subscription-based and Ad-Hoc Reporting w • Software Asset Management E �a r w a 12/17/15 En Pointe Technologies Sales, LLC Page 15 Packet Pg. l In C NASPO ValuePoint mmEN POINT . . 4.B.e ' • AD '• — 16-00005829 Other Licensing Value-adds: In addition to what we believe to be the highest standards of N reseller offerings, En Pointe has many key services that may result in a collective cost savings as o well as a heightened customer experience: E A. Enterprise Agreement Tracking a B. Electronic Software Delivery (ESD), Microsoft Products C. AccessPointe, En Pointe's web portal for purchasing E D. Support for Electronic Software Downloads E. License Solutions Provider and other top designations. a as A �L Q. As an LSP En Pointe has the expertise to go beyond procurement of licenses to provide planning, deployment, full or partial management and retirement of your Microsoft and other w Publisher technologies. N N i� 2.3 Training 5 En Pointe has many certified service training professionals who are fully authorized to install, upgrade, repair and train on all major publisher partners like Microsoft, Novell, Adobe, J Symantec/Veritas, VMWare, EMC, Redhat, IBM, and many more. • On-Site Training- One to one training can be arranged as well as classroom environment o training. a • Off-Site Training- En Pointe is certified by all major software titles. We can offer off-site training in most software capacity. We have provided training in software to a large 0 number of customers. This training ranged from beginner level end users to high level IT professionals. M • Webinar Training: En Pointe has a full team of training personnel who run webinars hosted by top software publishers. We currently provide this training to all NASPO ValuePoint Customers. c M 2.4 Software Advisement En Pointe has a professional methodology for advidsing our clients on the best practices for o software aquisistion, license management and reporting avialble in the market. We also offer c world class Software Asset Management services which use the following protocal: al c m E e�;Ir SAM ASSESSMENT ENGAGEMENT STEPSYour SAM Partner will fallow the process below during a SAM Assessment engagement: i N r� to M ' ,. 01 r C O a c grow Arr Retults c m E a 1211111, En Pointe Technologies Sales, LLC Page 16 Packet Pg. 131 '• - '. ■ 1 INT 0400 636 4.B.e -47 --:-��A 6-10k Software Licensing and Consulting N While Volume License agreements lower software asset-management costs significantly and Lo ease compliance worries, some organizations are reluctant to implement them because they can be complex. It is easy to be intimidated by confusing terms and conditions, a plethora of a product and purchase options, and ongoing reporting requirements. En Pointe Technologies will work with NVP participants to make sense of their volume license agreements. We deliver E cost-effective guidance through contract interpretation, licensing deployment, and comprehensive reporting. Q as N L CL First, we review the purchases they have made within the last few years. We examine L upcoming projects they are planning, as well as acquisition and divestitures, to predict future w needs. Then we look at the licensing programs publishers provide, and decide how to set up N CD each program so that your future purchases will be the most economical as well as fit best into N their procurement processes. c c a� Our license consulting services include the following: J Publisher, Product, and Program Information— En Pointe will proactively deliver key 0 information to help participants make informed decisions. We do this via regularly scheduled a- executive reviews of their business, product training web casts, on-site visits and meetings with o N stakeholders and constant communication with vendor product representatives and other En o Pointe customer account teams. Program Awareness and Needs Analysis— En Pointe will help NVP participants understand N their options for acquiring software based on their business objectives and needs. We strive to M be proactive in understanding the customer's business and technology support plans for the o 0 coming quarter and into the following year. Upon analysis of past trends and future plans we r can leverage our industry knowledge, vendor relationships and other customer experiences to provide guidance for NVP participants. This consultative approach to our relationship with our a- clients can be quantified by our impact on customer's software spend, reducing cost of c acquisition and improving service levels. Qi c License Program Recommendation and Justification— En Pointe licensing managers and license contract specialists will advise NVP participants on license programs, contract structure, a L industry trends and strategy. Q L r Software Procurement Process Consulting— En Pointe currently provides advice, and will continue to provide advice, on the administrative advantages of licensing programs through customer oriented seminars and discussions. o a c w r c m E 0 NOW a 12/17�15 En Pointe Technologies Sales, LLC Page 17 = -- Packet Pg. 132 '• - '. ■ 10400 INTE Mason 4.B.e '• . 11; ' • Software Licensing Support N Client Relationship Management o r Enterprise Agreement Tracking: En Pointe can offer comprehensive management of contract a agreements. E a� m L Electronic Software Delivery (ESD), Publisher Products: By setting up a secure server at our ISO Q certified configuration center and delivering software electronically, your organization could be y eligible to save significant hard dollars by not having to pay sales tax. Although many of titles Q L are available for download on publishers website, not all are available and new release updates generally run slow (as much as 30 days after release), by utilizing En Pointe ESD, our clients w 0 have access to a complete library when needed. o N C Dedicated Account Team with over 25 years of experience: This would ensure the highest level of customer service accompanied with the knowledge to help ensure our clients negotiates a "Best of Class" agreement with Microsoft as well as many other publishers. This also provides redundancy; in the unlikely event we lose one of the members of our team, would experience zero drop-off in service level. ° a 0 N Electronic Software Delivery (ESD), other publishers: Today more and more publishers are 0 delivering their software via email with a link to download. Some of the concerns that customers like NVP participants face are the inability for the reseller partner to provide order tracking and delivery management processes to meet their required SLA's. This is due to the N process of customer to reseller ordering where the reseller places the order with the publisher. M However, the publisher then sends the download email directly to the customer. En Pointe, as o 0 part of our practice, establishes an email alias for customers so that emails from the publisher r arrive back to En Pointe. This allows us to manage to the SLA's agreed to with the customer for all orders and delivery. With En Pointe's unique offering, you would also receive products with a- all other pertinent information (PO #, cost center, end user information etc.) to allow proper c receipt of product while En Pointe manages the responsibility. This would allow a simpler and Qi more efficient receiving process on all ESD products. a� m L Technical Certifications: Although many publishers, Microsoft included, offer the same pricing Q to all of its LAR's/ESA's (currently), our technical certifications afford En Pointe additional r discounts and rebates from other publishers that the "software only" companies do not receive. c Contract Management - Licensing a A true-up analysis as well as volume license agreements are reviewed during client quarterly w and annual account reviews. For example, En Pointe has successfully renegotiated a Microsoft c Enterprise Agreement after only 1 year which resulted in a $9 million savings for a "major E 0 a 12/17/15 En Pointe Technologies Sales, LLC Page 18 = -- Packet Pg. 133 NASPO ValuePoint -BIEN POINT 4.B.e 1 '• . 1111 • computer manufacturer'. This is an important part of the En Pointe commitment that N demonstrates proactive client advocacy with proven success. o r License Compliance Services (LCS) a En Pointe's offers License Compliance Services (LCS) to help our clients gain control of their assets and ensure that adequate processes and best practices are implemented to maintain an E accurate asset repository and ensure license compliance. L a� Q a� According to Bill Kirwin, vice president and research director for Gartner, nonexistent asset L management processes add 7 to 10 percent per year to the total cost of ownership. This can be $560 to $800 per user annually. According to Gartner, the inefficiencies of poor software w asset management are even greater. N 0 When would License Compliance be of value to NVP participants? • When you negotiate software licenses N • When you need to know if users have installed rogue software • When you need to ensure that virus definitions are current • When you need to respond to a software vendor audit • When you plan any sort of deployment 0- When you acquire a company, or when you're acquired a- • When you project your IT budget for the next 12 months y • When the Helpdesk is resolving user problems • When you need to know if licenses can be harvested instead of purchasing new • When you return assets- recycling licenses from disposed systems reduces new M purchases N M Benefits of implementing En Pointe's License Compliance Solution o Avoid over-purchasing, avoid being out of compliance, or due to a lack of verifiable data, many organizations over-purchase software. Over purchasing wastes limited budget dollars, acts as flag to auditors and is avoidable with the right solution. a U) 0 Improve Compliance Capturing licensing information at the time of purchase and allocation Qi information at the time when the software is installed provides an accurate ownership and allocation database. Reconciling the licensing information with discovery data provides for a (D "checks and balances" process to ensure data validity for compliance purposes. Q L Generate Accurate Budgets and Forecasts Accurate purchase price information, along with accurate inventory and actual usage information allows IT managers to provide management with accurate cost analysis reports including budgets and forecasts. This information enables 0 the establishment of harvest and re-usage processes resulting in reduced spending (based on a c actual usage). w r c m Improve Help Desk Efficiency According to Gartner, standardizing a company-wide list of E software products can reduce the duration and frequency of Help Desk calls by 15%. This also r w a 12/17/15 En Pointe Technologies Sales, LLC Page ig Packet Pg. I1A NASPO ValuePoint ■ 1 4.B.e 1 '• . 1111 • serves to improve the efficiency of getting new software and upgrades to users' desktops, N making users more efficient. En Pointe's LCS is comprised of 5 steps, each having key o ingredients of people, tools, data and processes: 3 a 1. Procurement Control c a� Gaining control of what software is coming into the company is key in getting control of the E ever changing environment. Reducing non-standards purchases provides significant resource ;v savings and lowers TCO for assets. Establishing best practices for requests, approvals, Q fulfillment and retirement will proactively control what enters the environment and how it is y L supported. C- as c w Utilizing En Pointe's e-procurement system, Access Pointe, our customers will have N 0 standardized catalogs of"approved" equipment and software to purchase from. Approvals and N a� requests can be managed and clients have access to all purchasing data down to serial number. This data can be easily ported into contract management systems the customer may choose to implement. Those will be discussed in more detail under the Contract Management section. People Involvement of procurement resources along with company compliance o on centralized procurement vehicle O N O Tools En Pointe's Access Point procurement system U Data Standardized list of approved products M N Processes Documented processes around product acquisition as well as LO configuration and deployment of assets o M r 2. Discovery/ Inventory—What's installed? p A strong inventory solution is the epicenter and reliable source of truth for a top caliber asset c management initiative. Knowing what you have and where it's located empowers staff to Qi deploy, manage and secure the infrastructure. c a� E a� a� Many clients have tools implemented that will provide basic hardware and software inventory. Q Data from these tools is typically provided for all EXE and COM files located on a system. Some of the more sophisticated tools can sort through the thousands of EXE and COM files and determine which product suites are installed. For example, a discovery tool that provides data that Graph.EXE is loaded on a system is not as valuable as a tool that tells us that Visio Professional 2003 is installed on a system. a0 c w En Pointe highly recommends a tool that can produce data that closely matches the actual licensing documents. Leading Market tools such as SMS and Altiris are favored by En Pointe E a NOW M� 12/17 5 En Pointe Technologies Sales, LLC Page 20 = -- Packet Pg. 135 ■• - ■• ■ 4.B.e 1 •• — 16-00005829 because of their cost effective features and benefits. However, we do support and review all N the other major publishers and solutions. o Z People Involvement from procurement, asset management and IT are required to determine what data will be captured, how it will be distributed and the a .W specifics about tool deployment to the infrastructure. E as Tools Microsoft SMS and Altiris Inventory Solution are both excellent choices for providing a thorough inventory of both hardware and software in the Q as environment. The tool must have the ability to categorize specific EXE and CL COM files into known off-the-shelf packages as well as collecting L information about custom or specialized software. Additionally, the tool w should be well behaved on the network, have flexibility on reporting, N address disconnected users and support multiple platforms. N c Data Data should contain specifics about the system, key user, location, c as hardware configuration, off-the-shelf software installed and also J information about customized software installed. 0 Processes Processes must be documented to address asset retirement, capturing a- customized information and deployment and maintenance of the c inventory system. o 3. Application Metering—What's being used? Organizations increasingly rely on asset management to avoid penalties and comply with organizations such as the Business Software Alliance (BSA). Around the glove, different organizations issue varying guidelines. Compounding this compliance challenge is the variety LO co in licensing models that can be based on per organization size, per named user, per computer, M per concurrent user, or other basis. r O a- Organizations are gaining awareness about the need to better manage applications, c subscriptions and digital property that are paid for, versus installed, versus actually used Qi regularly or needed. Application metering is a valuable component of asset management practices for better managing procurement, compliance, usage, recycling and retiring of licensing and contracts. Q L r The motivation to assess "over" or "under" licensing continues to intensify. As IT spending diminished in recent years, software purveyors have stepped up auditing of their customers to generate the needed revenue. o a c People Procurement and Asset Management resources need to determine which r applications will be metered. E 0 a 12/1]�15 En Pointe Technologies Sales, LLC Page 21 = -- - Packet Pg. 136 NASP ValuePoint 00000EN ' 1 4.B.e 1 '• . 1111 • Tools Microsoft SMS and Altiris both have the ability to meter applications. N The tool must also have the ability to meter specific group so of users as o well as the entire environment. Altiris has the ability to deny application 3 usage as well. a c Data Data will show usage for a given period of time for each application E as L Processes Processes must be documented around setting up a metered application Q and also removing metering. Additionally, a process should be y L developed for analyzing metered data with inventory data to determineCL unused software assets. c w 0 4. Contract Management—What have I purchased and what does it entitle me to? o N C Tracking vendor software contracts entails gathering purchasing data, licensing requirements, service agreements, warranties and entitlements. Correlating contract data with actual system inventory provides necessary information to perform the following: J • Gap analysis between what is installed and what has been purchased • Re-allocate licenses a • Retire assets 0 • Develop vendor negotiation strategies o • Eliminate unnecessary maintenance costs associated with underutilized assets 2 • Consolidate contracts • Authorize users for specific licenses • Produce precise reports for software audits • Demonstrate license compliance ,`; co 0 M People Procurement and Asset Management resources r O Tools Altiris Asset Management Solution y 0 a Data Purchasing data, contract data, inventory data and metering data are all combined to provide in depth analysis of license compliance and E management. L Q Processes Processes must be documented for adding, changing and removing license r contracts. Additionally, processes for installing new systems, harvesting licensing, upgrading licenses and renewing contracts must also be documented. 0 a- 5. Process and Best Practices — How do I manage this in the future? w Getting back into compliance is an expensive challenge. Once all the tools and data are in place, keeping compliant is the objective. Gaining consensus around IT processes and policy E 0 a 12/17/15 En Pointe Technologies Sales, LLC Page zz Packet Pg. 137 NASPO ValuePoint . ' 1 4.B.e will ensure proper use, configuration and utilization of automated discovery and management N tools discussed in steps 1-4. o r People IT Staff, finance, procurement and asset management Q r c a� Tools Asset tool, procurement processes, Help Desk tool E m L Data Installs, moves, adds and changes Q a� Processes Document processes for procuring and receiving product completely as through lifecycle until disposal w 0 2.5 Other (specify) cm Marketing the NASPO ValuePoint contract will one of our most important mission as we explain to participants the various benefits they will enjoy under this Master Agreement. Our Marketing team was shaped and has experience garnered from working as the incumbent on the NASPO ValuePoint contracts. O L a O GraphicsMarketing Event Marcom o L Accounting Management Team Welbsite 2 Team Team Development Team to N List Webinar CDIVI's Proposal M LO PartnerTeam Team CO O Specialists M tD r 0 IL Diversity Email Team Team I cl a� E aD a� CampaignRecaps Team Call Team Team a� N R d C O d C W En Pointe has a world-class marketing team that excels in defining market value proposition, identifying target market and creating detailed channel approach along with our seasoned sales a) E experts. Our teams help in lead generation, SEO, trade show presentations, targeted web based �a r w a En Pointe Technologies Sales, LLC Page 23 Packet Pg. I IR NASPO ValuePoint . ' 1 EWER 00 TLUIHNQ�Q ES 4.B.e campaigns, email campaigns, traditional advertising, affiliate marketing, banners, blogs, landing N pages, and viral marketing, who can leverage our indirect partner program targeting customers o who can benefit from partner program with all our publishers. E Personal Sales Calls a Our marketing department has a dedicated inside sale force. Announcements q1 L En Pointe builds web pages announcing to the participants all the benefits of our NASPO a ValuePoint partnership with En Pointe. We currently create these types of webpages for many y states such as Alaska, Washington, Hawaii, and many more. En Pointe can design, publish and a distribute co-branded state specific landing pages filled with marketing materials within first 90 days. w O We use these websites to update clients of publisher changes to software, software licensing, N program changes, rate increases/decreases, and new offerings. I .N c as En Pointe has been creating WSCA newsletters under the current contract and we will continue to update and refine our pages to inform participating stakeholders of products and services 3 that may be useful to their institution. Examples of State websites and newsletters: c L a 0 m 0 L CV_ -All A newsletter for C M T r M En Pointe Tachnofog[es is a leading provider of Information Technology Products, Security Services and other Public Sector IT Support Services to O O SLED Agencies. Our unique business structure combined with our strong p6kQut Us M conned management and extensive technical background has enabled us to T s kticroso}t GIO Summit r provide IT equipment and value added services along with the[last qualified O sales and technical support at the most competitive prices in the business Aps¢greaDve Cloud T today a AddN—,Yyeb--in o a Information Security y En Pointe's dedicated Pubf[c Sector team is focused on providing infrasVuoture iw Sh FJ�IC and foundation solutions for the successful deployment of our Government $eve Swith Mrcro59� Q and Education customers initiatives in Security. Ylrtual[zation. Cloud 1 Office 365 � Computing,Green IT.Classroom Learning SolutWons and more. +' 1 Our SLED Contracts !_ This ne+e5lener is intended to provide you wth a brief overview of current s Contact Us promot[dns.product updates.marketing campaigns,programs.and upcoming events hosted by En Pointe ` s Sum m rtQ U 5 Public Sector CIO Summit is bring held from March 26th to 2f3fh in Redmond.WA L which will bring together leaders in government and educational organizations r(+ throughout United Slates. N CM MICrdSpff wall W sharing their vision for 2013. technology roadmap and vest a a G showcase their solutions for pubic sector. The purpose of the event is to discuss th critical challenges faced by pudic sector and how Micro soft along with their partners C can help government in overcdm[ng these challenges. •O En Po[n to Tech no to 93 es will be parteGpab ng in this event If you are attending kmdly d do visit booth n umber 20 where you can network with our public 5eeldr team Daft: r— Tuesday.March M 2013 W Far add[bonal info on the event please ns[t h !11 mm0. rn _r f: r .u r r• r c� G t V y+ Q 1211111, En Pointe Technologies Sales, LLC Page 24 Packet Pg. 139 NASPO ValuePoint El IIEN ' 1 4.B.e Awards N O r Microsoft a Partner of the Yearr micmsoff E Partner Network WR LAR Category L Q L Q L d En Pointe prides itself on its dedication to service and detail. For example, in addition to w winning numerous VAR of Year and Partner of Year awards, En Pointe has been bestowed the c honor by Microsoft of winning Award of Operational Excellence an unprecedented seven years in a row. The Operational Excellence award is given to the Microsoft LAR/LSP with exemplary N credentials and the demonstrated ability to provide clients value and superior customer service in the complex ecosystem of Microsoft licensing. O L a- O W O L .2 C M N M LO to O M tD 0 a 0 Q i r c a� E aD m L Q L N R d C O d C W r C d E t v r .r a En Pointe Technologies Sales, LLC Page 25 Packet Pg. 140 W- 1 POINTE'r . 1� 3. Clients 3.1 Provide information on Offeror's current government client list. Here are examples of some of the states and other government entities in which En Pointe is �0, currently doing software businesses: a En Pointe counts the following states as major clients. c as • State of Hawaii—Current Value Point customer for software, Cisco HP. E d • State of Missouri-Current Value Point customer for software. ;v • State of Kansas-Current Value Point customer for software. Q • State of Nevada-Current Value Point customer for software. a) N • State of Alaska -Current Value Point customer for software. Q • State of Nebraska-Current Value Point customer for software. a`) • State of Minnesota w • State of Utah-Current Value Point customer for software, HP, EMC,Cisco. o N • State of New Jersey c N • State of Massachusetts 0) c • State of Maine N c • State of North Carolina a) U • State of Vermont J • State of New Mexico-Current Value Point customer for software. • State of New York _0 0 • State of Illinois d • State of Rhode Island 0 • State of Florida w 0 • State of California-Current Value Point customer for software, HP, EMC,Cisco. U We also have many local governments and educational entities as contract holders. cfl M • County of Riverside, F4 • City and County of San Francisco CO) LO • County of Los Angeles to • Dade County, Florida-Current Value Point customer for software. r • Anne Arundel County, Maryland • Salt Lake City, Utah p a • Clark County, Nevada y • Stanford University al • University of Illinois +, • University of Kentucky E • University of Tennessee y L • Los Angeles World Airports � • Sonoma County Q L • Jefferson County School District 0 r This is just a short list of the many government contracts En Pointe services. cNv 3.1.1 Explain the services provided to each and how long Offeror has been working with each. En Pointe has worked with Commonwealth of Massachusetts for over 10 years and supplied a. Software Licensing and Related Services, Hardware, Project Management, Integration, and w Maintenance. m E 0 a 12/17/15 En Pointe Technologies Sales, LLC Page 26 -- Packet Pg. 141 Lij NASPO ValuePoint EN ■ 1 4.B.e 1 '• . 1111 • We've worked with the State of Vermont, Hawaii, Nevada, New Mexico, Maine, Rhode Island, N New Jersey and New York for the last five years supplying software and related services. o r a The State of Minnesota since 1997 helping them procures hardware, software and services. , c State of Utah since 1998, helping them procures hardware, software and services. E State of California since 1998, helping them procures hardware, software and services. L a� Q as One of our earliest clients who still uses our service is the County of Riverside since 1996, CL helping them procures hardware, software and services. L w The City and The County of Los Angeles since 1995 helping them procures hardware, software o and services. We have such a trusted relationship with the County of Los Angeles that last year N, we provided them $75 million dollars in Office 365 licensing service saving the county over$2 N million dollars. a U J V We have also listed the dates of the contacts we hold in the chart below. 0 L 3.1.2 List government contracts Offeror has gained over the past three (3) years. o Provide an explanation of why Offeror was chosen. o The latest government contract we have been added to is ITS-58 under our corporate banner of PCM Sales Inc. The Commonwealth of Massachusetts was seeking a software resellers to provide software (including Software as a Service ("SaaS")), training, pre-sales assistance, documentation, installation, configuration, maintenance, support, customization and volume license agreement administrations from qualified vendors. We explained to them the benefit o of working with our organization now that we had even more resources to devote to the M r contract and they accepted us onto their contract. co r 0 a- The State of Minnesota chose En Pointe Technologies Sales LLC, for the SITE (Seeking IT Q Expertise) contract# 100848 because we have enjoyed an excellent reputation, backed by -W� outstanding customer service, providing the State of Minnesota with professional, technical E expertise from our Primary Vendor contract#48193 for Enterprise Hardware Software and Services. The extension of our services was deemed a natural fit as it establishes En Pointe as Q "one-stop-shop," for the Minnesota SITE participants. r 0 m c 0 a c w r c m E 0 NOW a 12/17/15 En Pointe Technologies Sales, LLC Page 27 = -- Packet Pg. 142 '• - '• ■ OINTE 4.B.edd Below is a table of other relevant contracts we hold: as N L ContractContract Number of r State Contracts a State of California SLP-15-70-0171D Microsoft Select( State 3 Years Microsoft Select and Local ) d m Microsoft Select State of California Q Academic Select SLP-15-70-0171E Academic- Includes all 10 Years y libraries Q L d State of California SLP-15-70-0171G Symantec Licensing 3 years w Symantec o N State of California Microsoft Premier SLP-15-70-0171F 10 years N Microsoft Services Services 0) c State of California Trend Trend Micro Software SLP-15-70-0005F 5 Years Micro Products U J V State of California Adobe SLP-15-70-0171A Adobe Products 1 Year ' 0 L 0 State of California VMware SLP-15-70-0171 B VMWare 3 Years o L .2 C State of California Kronos SLP-15-70-0171C Kronos Products 3 Years N M Software Licensing and coo State of New Jersey 77562 5 Years Related Services M r Software Licensing and co State of New York PT66979 Related Services 5 years a- State of Minnesota Prime 48193 Enterprise, Hardware, 15 Years Cl) Vendor Software, and Services Qi Master Services c State of Minnesota MSA 902TS A reement 10 Years g Blind and Low Vision L State of Minnesota Aids Aids/Devices Including Q and Devices 26024 Computer-related 5 Years r hardware and Software 0 State of Minnesota Cisco Cisco Networking Networking 41728 &41910 Equipment 5 Years State of Illinois Symantec a- Control Compliance Suite CMS1504200 Symantec Products 5 Years w Value Point Contracts as EMC California, Utah EMC Products 5 years 0 MOM Wl� a 12/17�15 En Pointe Technologies Sales, LLC Page 28 Packet Pg. 143 4.B.e T '• . 1�. State of Minnesota Aids 97228/97227 HP 5 Years N and Devices c 0 Alaska, Hawaii, r HP California, Utah, HP 5 Years a Missouri c 1 Year for Hawaii, 0 Cisco Hawaii, California Cisco Products E 5 Years for Ca. Dell California Dell Products 3 Years Software Value Added Software VAR Contract ADSP011-00000358-1 5 Years Reseller i Q. States of Alaska, New c Mexico, Utah, Missouri, w Hawaii, Nebraska, Kansas, o N California, Philadelphia, ADSP011-00000358-1 So Reseller Software Value Added 5 Years N � Miami-Dade County, 0 Florida, Nevada, Louisiana, Colorado, Ada County Idaho, 0 L L.A. County Contracts 0 N PC, Peripherals and 0 L.A. County MA-1640025-1 5 years related services L.A. County Services MA-IS-1740011-1 Software 5 years L.A. County Cisco MA-IS-1140012-1 Cisco Products 5 years Consolidated Computer MA-IS-1640039-1 Dell PCs 2 years r� Purchase Program o L.A. County Dell MA-IS-1640040-1 Dell Laptops 2 years M r L.A. County Dell MA-IS-1640026-1 Dell Monitors 5 years co r L.A. County Microsoft MA-IS-1640028 Microsoft 0365 2 Years a Cn Other a City and County of San Hardware, Software Francisco PSC-4062-13/14 Licensing& related 10 Years E services L County of Riverside CCISDA Microsoft Enterprise Q RIVCO-20420-004-12/16 4 years Microsoft Agreement Microsoft Select Plus cNv County of Riverside CCISDA RIVCO-20800-004-12/16 4 years Agreement m County of Riverside Cisco RIVCO-20420-001 Cisco Products 4 years Computer Equipment a and related services ( w State of Utah PC Stores MA258 Desktops, laptops, 9 Years tablets, servers, E storage) a MOM Wl� 12/17/15 En Pointe Technologies Sales, LLC Page 29 -- Packet Pg. 144 NASPO ValuePoint • AD '• — 16-0000582• Computer Equipment m and related services ( o Salt Lake City Corp 65-1-03-6798 Desktops, laptops, 14 Years r tablets, servers, ' a storage) c WSCA Software Value Software Value Added MA095 5 years E added Reseller Reseller EMC MA965 Storage 1 Year Q HP WSCA Utah HP 14 Years M Cisco Utah Networking 1 Year Q D-link Utah Networking 3 Years ; c w 3.1.3 List government contracts Offeror has lost or resigned over the past three N (3) years. Provide an explanation of why they were lost or resigned. N En Pointe's award of ITS42 ended upon contract expiration. c .N c 3.2 If Offeror has no government clients, note this in your response and answer questions 3.1.1 through 3.1.3 based on non-government clients. J En Pointe services many government contracts including several NASPO ValuePoint contracts. Please refer to the chart above in section 3.1.2 for specific details. o a V_ 0 W 0 L .2 C M T N M O O M o a c a i c m E as as a L d C� L 0 a c w c m E 0 NOW a 12/17/15 En Pointe Technologies Sales, LLC Page 30 Mww = -- Packet Pg. 145 -ram F .• • 4.B.e 91111 3.3 References — Provide information for three (3) client references that replicate or are similar to the requirements of this solicitation. All references shall be for engagements o received and completed within the last five (5) years. The State may, at its sole r discretion, contact additional clients not presented as references. Reference information a is to be provided using the following table format: .W c Reference Client as One E as Information L Company Name State of Hawaii State of Utah State of California Q Type of Contract En Pointe has been a software En Pointe is a large En Pointe has been a N Product and Services and services provider to all supplier of license providing,software and Delivered p pp p g Q- departments of the State of management the State professional services to the a) Hawaii over the past 5 years. of Utah DOTS where we State of California— w Our contract with Hawaii was have worked closely Department of General N for 5 years. En Pointe manages with the State to help Services for over 15 years, N several Enterprise software optimize their software under multiple contracts. a) agreements for the state and IT spend with their: These contracts are 9 N local agencies,for publishers Microsoft EA available to the such as Microsoft,Adobe, IBM agreement department for any of J and Symantec. En Pointe has (Started in their IT needs. delivered, or is in the process 2010) of delivering,several IT . Microsoft En Pointe currently holds d services projects.This contract Select Plus multiple Software is also being utilized by many o agreement contracts with the State of w State and Local agencies in the o (Started in California including � state of Hawaii. Contract 2010) Software Value Point purchases have totaled over • Consolidated agreement. $10M per year. their Adobe M T" spend into a State wide CO) LO ETLA c • Helped them r consolidate co r their VMware p spend into a y statewide ELA a • Citrix NetScaler . l • Consolidated their Citrix Go y to Meetings L contracts in to Q L a more cost efficient single contract • Oracle c And all of the other o a. major publishers. w r Contact Name, Stanton D. Mato, Corona Ngatuva Steve Lower, DGS m Mailing Address, Phone#Email Purchasing Specialist Program Manager E IT Manager Address v .r a 12/17/15 En Pointe Technologies Sales, LLC Page 31 Packet Pg. 146 NASPO ValuePoint EN ,O ElIlWiDE TECHNOLOGIES 4.B.e '• — 16-oboO.5829 11K1 Punchbowl Street 1 State Office (916) 375-4539 m N Room 416 Building, FL6 Steve.Lower@dgs.ca.gov o t Honolulu HI, 96813 Salt Lake City Utah, 707 Third Street, 2nd (808) 586-0566 84114-1203 Floor a Stanton.d.mato@hawaii.gov cngatuva@utah.gov West Sacramento, (801) 538-9637 CA 95605-2811 E d m L Contract Start and 2010 - 2017 2005 - on going 2010 —on going End Date to -Contract Value $70M+ $100M+ 75M+ Q. L d W O N O N C C tU U J V 3 O L O to O L .2 C to CO) N CO) to to O M r t0 0 a 0 a E L Q L r C� G O r- W r E V a En Pointe Technologies Sales, LLC Page 32 Packet Pg. 147 Li NASPO ValuePoint •EN POINTE 4. Financial/Accounting Information and Disclosures 4.1 Offeror must provide evidence of financial stability and capability to fund all cost associated with providing the services through the term of the Contract. The r latest two (2) years audited annual financial statement(s), including Total a Revenue, Net Income, and Total Assets, must be submitted with the Offeror's Offer. If audited financial data is unavailable, explain in full the reason and provide latest non-audited financial information to include Balance Sheet, Income E Statement, as well as, Statement of Cash flows and Change in Financial position. Include information to attest to the accuracy of the information provided. a In 2014, En Pointe produced $900M+ in revenue. We have now joined forces with PCM with y the following revenue. a Previous Annual Sales: • $1.313 - 2014 0 • $1.413 - 2013 0 • $1.413 - 2012 • $1.413 - 2011 N • $1.313 - 2010 We are now a public company and our combined revenue and profit makes us even more financially sound to administer this contract. PCM has been in business for 28 years and En Pointe for 23 years which combined is over 50 years of experience. a Please see our attached financials. U) 0 Attachment A Qualifications Financials 2013 2 Attachment A Qualifications Financials 2014 4.2 Disclosures — Provide a statement for each item listed below: r 4.2.1 Information regarding any irregularities that were discovered in any account maintained by the Offeror on behalf of others. Describe the circumstances and disposition of the irregularities. M En Pointe has had no irregularities in accounts maintained by our company. o a 4.2.2 Full disclosure of any potential conflict of interest, i.e. serving as a member, y board member, officer, or having significant financial interest with any company, ai firm or joint venture with interests in the provision of software. En Pointe has no conflict of interest with this contract. E E as as 4.2.3 Whether or not, in the last ten (10) years, the Offeror has filed (or had filed a against it) any bankruptcy or insolvency proceeding, whether voluntary or involuntary, or undergone the appointment of a receiver, trustee, or assignee for N the benefit of creditors, and if so, an explanation providing relevant details: En Pointe has not been involved in any bankruptcy proceedings. c 4.2.4 Whether or not there are any pending Securities Exchange Commission a. investigations involving the Offeror, and if such are pending or in progress, an w explanation providing relevant details and an attached opinion of counsel as to whether the pending investigation(s) may impair the Offeror's performance in a Contract under E this RFP. En Pointe (PCM Sales Inc. our publically traded parent) is not under investigation from the SEC. a 12/1]�15 En Pointe Technologies Sales, LLC Page 33 Packet Pg. 148 NA EN O P 4.B.edd- 4.2.5 Documenting all open or pending litigation initiated by the Offeror or where the Offeror is a dependent or party in litigation that may have a material impact on Offeror's �°, ability to deliver the contracted services; a No open or pending litigation at this time. ' C a) E 4.2.6 Full disclosure of any public sector contracts terminated for cause or convenience in the past five (5) years. Q En Pointe has had no public sector contracts terminated in the last five years. N •L Q L d C W O N O N C C M V J V 3 O L O N O L .2 C M N M LO t0 O M r O 0 a Cn 0 a C E L Q L r C� G O a. C W r C d E V a 12/1]�15 En Pointe Technologies Sales, LLC Page 34 -- Packet Pg. 149 4.B.e 0 00 00000°oEN POINTE ACCessPointe d N �L O r Q E L Q N �L Q L d C W AccessPointe'" N O En Pcht�Te*m61oim e-Pnamemenl c c a� U J V 3 O L AccessPointe Quick Training Guide N O v O CO) N CO) O O O M r O 0 a 0 a E L Q L r C� G O a. C W r c� G V a Packet Pg. 150 AccessPointe' �� XnK�o����� INTE' `MENmmm/ c^"x". ,C..ro Contents � |ntrnductinn----------------------------------------------------------' '3 |nstructinnsnnhnwtousetheshe----------------------------------------------' 2 '3 HowtoobtoinaPassvvond---------------------------------------------------. ..4 CD 04 How to recover Forgotten Passwords........................................................................................................................................ ..4 Howto change your Password ................................................................................................................................................... ..S HowtnP|aceOrders------------------------------------------------------. U '6 Product Search-------------------------------------------------------- � '6 PinPointsearch-------------------------------------------------------. m ..6 Search ------------------------------------------------------------. m ..8 .. Standard and Bundles 9 ----------------------------------------------------. .. .. Contracts----------------------------------------------------------- LO '9 to OrderingProcess..................................................................................................................................................................... T 10 � Howto Track Orders:.................................................................................................................................................................. 12 How to obtain Reports-----------------------------------------------------. 13 Still HaveOuestons------------------------------------------------------' E 16 2 4.B.e °o° oo AccessPointe' ❑0000 EN POIIVTE® � ONEE■■■TECH NOLO GIES d N O t r Introduction a r Access Pointe is an e-procurement application that is designed to lower supply chain cost and add true value to the E aD technology purchasing process. Using this application you can leverage powerful features such as L � Q • Catalog ManagementCL 'L • Standards/Bundles • Order Tracking = w • Reports N 0 • Software Licensing N a� • Workflow • Real-Time Inventory • Electronic Integration and many more.... J Instructions on how to use the site a AccessPointe is available over the internet and can be accessed at any time using your favorite Browsers (such as o Internet Explorer and Firefox).The link to the site is c; http://www.accesspointe.com co M Enter your User ID/Password to log into AccessPointe. You can request an AccessPointe account by sending E-mail to support@enpointe.com LO 0 M tD 0 IL 0 Q i r c a� F X L5 www access pointe.com E i a ®� AccessPointe o❑ My AccessPointe as Browse Categories as fa�rky�wd,parc,e�. Q EnP.;-.T ,romgE.e-P:o�.ar,z�' ■DOMMENHP9ioNTE i O r to lEq R User In�Email Electronic - 0 ❑Remember my user]6 ❑Keep me logged in W ForgAyour password? Cli ck Here d E V t+ a 3 Packet Pg. 152 4.B.e ❑H AccessPointe.. o°o°o°oHEN POINTS After login,AccessPointe will present you the Dashboard screen. A quick overview of the Dashboard screen is given in the following screenshot. Hovering on "My AccessPointe"will show you all options available. N �L O r RtLpl//—accexspointe.c—PPllmain asp. j7—(Fi DI-hboard-AccessPoint,.Favorites Tools Help +a 0AeeessPointe MyAccessPoi 6ea rmmCaMpries°a E L Dashboard © —�h—d FA Q►1 - Doarmd ,di Took Rodud Txdas _ Q Oslo T-2ki Seadi Sbrda:ds/11u:dI- N ��nisrm�Fx ovno aio-sn }G Q V �L SIP Acmaik Numbs:aW 30052A6 8 M.hdde f M'm+tads ak—'-nd 82 � aa� Shows Account Executive and Sales �n:nb a _Ip support team information Ph:(111-111-Illl] W rd:.+e! en.nn:w s>b:oared ey la�niod4:ed 2�oaas �:(v1-ru-uv] O DWO em::ok�oo«,m N rOfbest $M3M est.t 1f17fm14 �Q Ph�1® ] O s,m Mn N PoI t� $21E.24 by+er.dame iojgm13 ,a q®Q AM4IM P J T t $4M6 b,—,dmo suz m12 236 M1 .N ®� 7�j List all document which needs to approvaler . wvam a-t 51,s .v 1122/m14 AV s:osrMJ12/16]m13 '4 ®C�auran D-K s43,s.n 12112tMU 'k& a P GaR $F.Wm 12{9/N %6 21'm e 0 Qw raa.ac Qw 4 A..md 9.ba Dabs Sent ey F Q 1.L can Give details about the last 5 orders placed }, Teo 25i4283G gID35 IN— Idialsi,5i j � 432AM G Test 25142e15 �2835 If4.. IdiaAd.5ira1 O 4,MM L Test 'Si4zfli3 $2935 2/4/m14 Id:alid.Sraj � C M How to obtain a Password CO) LO To get a new user ID/Password, please send an email to support@enpointe.com. 0 M r How to recover Forgotten Passwords 0 a rn a) Go to www.accesspointe.com and click on Forgot your password?Click Here link al E http:flwwwaccesspomte.com' j�—Lr Login-AccessPointe,En P... K d L File Edit View F—ntes Tools Help Q L AooessPointe" 4 MyAccessftrtW m Browse CaWgones ar H BEN POINTS` - N tk m/enail 0 Passwid 245,000 .O _I Ramnberflly userID 1-I re � a. Products ready to ship from over ® ® 22 warehouses nationwide 4& LLI Eaynlvw aa�.d2 ❑i&Here � As of 6/30/2010 08:30 AM PST y E t tv r .r a 4 Packet Pg. 153 4.B.e ❑0 o°o°o°o°EEN POINTS ` 1�1CCBs5Polrlfe, C OMMENE T F I H.t;rp i I b) On next screen, enter your email address that you had provided us at the time of registration and hit Get _ Password. N L 0 r Q Forgot your password? r If yoh(re forgotten the pe�d to your acaou nt,please enter your email address that you have provided us at the time of registration.We will send}+our passvord to you in a few minutes. N d L Q Email Ai3dress: N Q L w c) Password will be sent to your m o :)x. N 0 N C How to change your Password Follow these steps to change the Password. a) Click on "My AccessPointe" and select "My Profile" 0 L. 0 N http!/www.accesspolntecom'appllmain aspx< p- 6 Dashboard-Acc—Pointe,.. 0 File Edit View Favorites Tools Help CCV C ACC2SSP0 ntE YOUR[OAIPANYrt1G0 kFRF Y AccessPointe s Browse Categories s LiterEeyward,Papa s * t0 ,� En P 'TerAinolog=es eFmosen�r M I nri r N Dashboard © Dashboard r® Reports �Enterprise Agreements CO) Dir—ent Search Tools 10 Produil Finders L0 create Document %J Logout My Favorites o User.buyer,demo M Account:CUSTOMER DEMO#10-STD jM Order Traedng Q search V Standards I Bundles r SAP Aaount Number:0001005206 y Profile t My Contrails Ok Can-t Ffnd I@ r 0 a rn c a i c b) On My Profile page click icon 0 to "edit" E a� m L L _= p+ {t#] ate+ N R Password: xs:s:s** Last Change Cate;Tuesday, € ecember 17, �f 0 Password Never Expires a c w c m E c) It opens a new screen, please enter your old password and new password and hit icon to"save" ..1 a 5 Packet Pg. 154 4.B.e 00DE'EN POINTE"" � AccessPointe �r?�11�1111�T E C H N O L O G E S En Pcattz Te:hnalcg=:_-= ar-;ir d N �L O r Old Password. ..*;,.. I a New Password: ;...,.. Confirm Password:) 0006000 I * Required ;v Password Never Expires Q a� A L Q L w Q How to Place Orders N 0 Follow these steps to place the order •N c a� U Product Search To place any order the first thing customer looks for is the part which he/she want to order and we provide multiple o ways via which you can search the desired part and then place the Order. a O to O L CCV_ C n AccessPointe YODRCOMPANYLOGOHERE MyAccessPointev Browse Categories as CO) Dashboard M L0 t0 user:buyer,demo No Flessages Account:CUSTOMER DEMO#10-SYD M SAP Account Number:0001005206 Menages from En Pointe7 t I En Pointe Contacts r O Demo use p�.aam L:e.,.Hve1 d Part Nun6er Description Ph:(711-lllr-llll) U� mot:(tu-111-ttu) 1-1 469-1443 Dell L.Mde E5530 Notdook emnde@amnrnte.mm I—I TTL400-RicE Targus Rtwdub-Del—TiL400 Notebook Case I_I CE903A#9G1 HP laser3et Eraaprose 600 M6021( I_I CE461A#ABA HP Lmerld P2035 Pnnt' ® E Aogrem Name Ag—maRS` F PratmanDafe L Adobe CLP S.D 1-11'**D94O C.1LGEMO" 0112312015 ONLY"'roso 57anda.ds�Bundles N.— Oesviptiui Micft Sdect Pi.LvtA"DEMO "SELECrPLDS- 01f31r2016 L ONLY— DEMCr C—o 6300 Pm Dee., h"Care 6 3470(3.20GHz)4GB RAM 50DGB Hard a� MiOnmR Onen Lh "DEf46 CHRRI'rY-iESi D3 1 16 (/� C� C O a. Pin Point search = w Place your part number or brief description in the "Search Field". c m E t r ..r a 6 Packet Pg. 155 4.B.e AccessPoin#e DODO❑ ,@, En Po"st�Techrialogdes e-Procummen- 0■■°...EN HP�0 G I E S as N 0 �L 7Dashboard Pointe roue rarrAxrLosa NEAE MyAc ssPollte� Browse Catewries v Eatzr kewroA Partx. • O Entering comma at the end of part number il Q c aV E d m L a) Result with brief description. Select the appropriate product from the populated list and click ADD Q as to �L Q http:'=w i.accesspomte.com appl/cataloy—rchres P-Ci 'Search Results Keyword:W,,,X L d Fle Edit View Fawrites Tools Help W n 0 �l AccessPointe, YOUR COMPANYLOOHERE MyAccessPDintea, BrowseCategollescs GderLawdwdY,e� • O N Search Results c • You S— ied F.W06-OM2 Seardi witlrin ® •� Se1ed desired options belwr and arty � additional Iceywords above and dick Go _ Sort ey V Showing 2 Produdts] J I_I Nehvork&Cnnnedn�0y Iltibtia[1] (� I Software(1) Care Cal $45.38 "a CORE rAL Mc LSA ENT-arz W11 a(Ns)1 covr Q O 820 I L. _I Corpora6e(1) MEG*:W06-00 _ I_I G—iard Cl) :C' Puhlisher.PAcrasoJt I EPA:2169268 f�begory:9urires•.s f—M- fi—A—h— a O _I prao,os Microsoft Core CAL License&Software Assurance $52.v O I_I irsl Product, c-acAL LicSA Pk DroC:a_EA Subs Most Current NO Media All Languages(Non-SpedBc OS)I User Corpomta © L _I Has.Images MIFG*:WObU0022 I EP�C:EP1086314 CU C M b) Result with control search (With Comma M t0 O M T httpl j7-C product Detaits Core Ca1-...x r File Edit 17 Favorites Tools Help r a AccessPointe` My Accessloclnte z, Browse categories s g (1)YOUA[ONPANYLOGO NEAE I kmwrd padi.e Q =n Pcnu lerNdyes¢w����u a i Core Cal ��• c a� CORE CAL MC LSA ENT-DY2(1/1)LL(N5)1 GDVT • Yvry Price:fA538 N Rrard: Mill{tart#: VJ06i10020 UP 51L11: 2L69266 I Cate9orY: ou sirxss(urr[tion spedfic software 1 IIF6PSC: 43231500 L Quantil7:,L 143u1' ] Q a+ Ctn Irtemet Rua Price Audit © C soft--Attrlil O � a W r E V a Packet Pg. 156 p } Access 0000❑ EN POINTE"" as N �L Search a You can refine your search by using"search" feature available under"My AccessPointe".Just hover your mouse on "My AccessPointe" and click"Search". E d m L httpAwa.:..accesspointe.com appl.ima---px p-fi I,V pashb—d-Ac—Poi nte,...-- -ile Edit View Favorites Tools Help N �L AooessPainie Pry AccessPointe Browse Categories ��d y - O Dashboard ©era lam Ealei LV mormea Seardv rr>o� wa3,a Enders N. .. 13—me.r.ert T]tngoat tt ear r--'-- O Aanaoc¢ro�a mio xeo-sn �G aderrrada� smirch tj smndaehfandles N SAp Acmwrt Flambe:OW10a52f16 'rrre a MY holds �MY meads �CanT Fid]ts actr •� - - Demo User-rAaea�r e.aw�.�F � {vi-vi-uv} U NKr lb- Oes Pb- ['elr lllxaat-1111� LI 9f: IM3 Cell L bb de USM Notebook e�noca�f.mm J [I rn413u- M Tarpas Rw kS .Oel—TT wl:e cue ++ C1 -� LB93AarEG1 HP taserlet Errleprise FdlO llfi02K Printer L L£-061RCA9A HP laserYt P1ID5 Party y vron.am xarne Rvreemerdi/ E'ra4on Dale ++ O N O L a) It will open following search optio ige co M /appVcatalSearch-AccessPointe,En P.7ZZ MEnter key word Publisher Name,En Pointe Part number o c�0 0 M r 1 Enter model nomher,partial dgxriptior.part nunber,ems. ((,� r I_I Only show n— I_I Orly show N i:k [I OntY show hodods Vi th Images _I 0*sbow Greer Prodrrba o (L U) 0 01411 o Flardware Scrvins 0 sof- 0 So re Lore , Q Select Category,Hardware,software,Software licensing Ch— N M E o'"M I]1 Select Manufacturer Q [I Hv L I_I lcsmark a+ I_I�scn C(Q [I Adobe G LI Miowoit C I_I nm�e1 .O d C W r c m Fnm s m s er m«mom an�ar ma mm�p oe range. E t � v ..e ..r a s Packet Pg. 157 4.B.e o°o°o -. AccessPointe o°o°o°oHHEN POINTE"" 'a NEEME■T E C H N 0 L 0 G I E S Standard and Bundles N 1— Click on Standard/Bundles option present under"My AccessPointe" and it will open up the Standards containing r parts which are being bought frequently in your company and then you can select the bundle which you want to a buy. Each bundle contains parts which enables you to add multiple items in the cart by a single click of a button. a� E © ghttp://wwwaccesspointe co m:appl/—w asp. DasM—d-A--.P..1 =- icii! View Favorites Tcc1: Help Q fA AccessPointe t✓) AccessPointe BrOwSe es �;$ .L v r �tt�,�. O_ L I y a+ Dashboard ©Dashb—d rj B�P�AW� W 000rment Search Toils Produd lenders o �cea�Da„mrsrk i� xy kawr'-- N uoer:buyer,demo 0 Acmunh ClI mmFR DEMO CSO-STD Order T-darg 56rdardsl8 dles N SAP Aavunt Number:00010052W ably No(le `xy Cardrads 6A fi,d W rum = Dernc User-(Acuourrc Enewkne) Ph:(111-111-1111} Pack Nronber D�niPtion Gel:(ll1-111-1111} I_I 4641943 Del LabW&M3D Notebook a'amoi rr irRe.eom J I_I TIL4Do-RI(f Targua Pevok—Ddrrre TTL4W.—bmk ilea V O L. O N O L .2 C Contracts M Contracts summary is present under My Contracts panel on Dashboard and the parts present under the contract can be viewed by clicking on to the contract. ,M to 0 M r O a- 0 a E L Q L r C� G O W r E V a 9 Packet Pg. 158 4.B.e o°o°o°DEN POINTE` AccessPoin#e DODO❑ En Pcstte Technnloges e-Pror..mr n- EMEME■T E H NOLO G 1 E 8 d �http:gwww.accesspointe.com%a ppll a l n.aspx pad Dashboard-A,,—Pointe,...% N �L iEe Edit Vew Favorites Tools Help O t 3 AcoessPainte" � .o�B� ,r�Aa My Acc�ssPdnte o Browse CategcxiPs tF �Enrer wry pa.ta,er<. • Q �-r Dashboard a� E - - y llserr buyer.demo No Messages a) A[ A CtN..ERDEMD052-srD SAP Aomun[Numher:0D0]AOSZD6 Messages(rwn En Pointe Q EN Pointe cgntacis N = Demo v:er-(,t--t E::acuHve) L Ph:(Mall-1111) Q- PartNum6er OrviPLmn Cel:(ISI-111-Fitt) 469-1943 Del la°Lude MM Noteb..k wmPle�eiwoirtxmm }r I_I Tm4aDmcE Tan .R.,A fin Dalua Tn.4 Notebook Case r� I_I LE993AiaG] l{P laserlel EnlerPri;e 600 M602k Printer - I I CE461AAABA 4iP laserlel P2D35 PmEer O ® N O N Program Name AgreemeMR E:rpir —Date Adobe co 5.0 L-4 1--DEMO ••0.P-DEMD°z 01123f201S ONLY.. N Standards f Bundles Name Desoiplion Mk...ft Sleek Pk.s Lsbl'•DE O 'SELECI➢LLfS- aij31(2016 ONLY•• DEW* Lomoao 630D Pro Desktop Irdel core iS 34M(3.20(3Hz)4GB RAM 5MGE Hard M—ft Oven d:a:ily••DEMo OiMITY-TEST 03PI12016 U 0d WD Su MLdd(ipbd LAN Wad—8 Pro f Wmd—TProfeaionaE 648R dov .de HE Graphics ONLY'• DEMO J 250D Mivasdt 5.t6A Cum 'DEMO Sn=-TEST 03131;2016 HP Elite k2560a E1R.Ew11,2 pNotebook PC Wt are iS-2540M oNLY•r DEMO [2.6oGHz)4 RAM 320GB Hard Drlup WDI[dW Miv dt nm1('.mt- 39 WK7i)EMO C313112016 3 Ed 12.5 i-h HE D phy Made.I J Wirekg anera w'mdnws7 wotesaia,d 0 O O N O L Ordering Process �o M N 1. Add Product to your shopping cart by click on Add to Cart button. Once part is added to cart then View cart LO option shows the price and quantity.You can view your cart by clicking on "View Cart. o M r http:!/Www.accesspointe comrappl/catalog/productd roduct Getalls r o File Edlt Ylew F—ite, Tools Help a (n 1 a�(�IACCi?SSPOIntE� � YOUR CTIRePANY[O60 NE3tE My AaessPdnte Rc Browse Ca�gones sy En[a Ord pamr.�, � i 'Vr,J' C N Microsoft Core CAL License&Software Assurance ° aEi CoreCAL 11 M.LN fFL EA Sups Most Q.rteM No Media 11 OS)i IY L:pa yaw pl—$5227 L B.arrd: M—tt I Part 4: W06-0D022[EP SKV: EPLD863 A[Calegmy. 43232901 4.arHif 1— Q R You can change order quantity i �Or C O d C W 2. Make changes in your shopping cart and hit"checkout".You can skip this page for future order by checking c "click here to skip this page in future". E t ..r a 10 Packet Pg. 159 o00°oEN POINTE AccessPoin#e tiL. " r 0000❑ (7 EENEE■T E C H NOLO G I E S ;c n cettz o csgrs culemen: d http:f1w ccesspointe.co appWbLuyerlpvhart. Fj1-Ci Shopping Cart-AcceuPoi... N L File Edit View Favorites Tools Help G AccessPointe rowm.en�Nvcocorl�er MyAccess`Pointex BrowseCategories� e-,k, r6, nat.� • ' Q E �a c My Shopping Cart E I � L ra.c Teem::1 � Miauso t Core CAL License&Software ASstaanoe Fri sear, 1i52.22 T.Wl Qna UtVi r Q MFG 4`VlRGFfRR22 �f £P1RB6314 P A fi : rarmsolE Ranore SiLto h 552.27 y =_ Q- L d I_I dick here m s4p this page in fuh.re r� .0. N O N 3. Make Create document page gives you option to create My Quote, Requisition and Purchase order.To place order select"Purchase order" and click "Create Document" c a� U J httP1// w',accesspointecom.!app4lhuyerlpo7�reate[ 'Create 6ocument-Access.. >t File Edit Vi Favorites Tools Help 0 AOC n laoirte Browse orles 1 a �, AeeessPointe r uxcorrwvrlacu�xc My �� `rrre�d,parcx,e< • w v cart G fn Create Document O Select a duumentto create.]terra m your rat C4 am)W11 auto—b-ty had into the doanrent of di6-If—h.-a defau@ document selected in your profile,you on slip Lh.'fiesta oaa—e a.and mmA.ely add it®ns to cart M om.ment O Hr t2vte O F e,.i.mon O Eneam Agreements to N M LO 4. Purchase order: Following options are available on Purchase order page to r a) PO/ Number name field that can be used to enter company's own internal name/ numbers r 0 b) Billing: A default billing address always shows. However, you can have multiple billing address and can and can (L 0 select a desired one by clicking Find button. ai c c) Payment method: You can select your desired payment method i.e. Net Term or Credit card/P-card. E E a� d) Shipping: Like billing you can have multiple shipping address added and retrieve and select them by clicking Find button. Also you can add shipping addresses on the fly. Q L r e) Shipping instructions: Special instructions and notes field can be used to insert special instructions about shipping Notes: Notes can be used to insert any instruction about order. } c g) Custom Field: Multiple custom fields can be setup on request. Custom field data can help customer managing their a internal procurement process for every order they place. w c m E h) Item section on Purchase order screen again gives customer a leverage to update order quantity. ..r a 11 Packet Pg. 160 4.B.e ❑0 Cj °°°°0EN POINTEAccessPointe i) Save for later: Customer can use "Save for later" option if he/she don't want to place order. This option moves order m on user's dashboard for future use. L O r Q ._ ... uu�c�M�axrrn�.rrs.nr M AccessPointe erewse Cat ones 1 C AccessPointe v 5 Emakepw�d pa C.e. • vew oft E 7Purchase Order mL_ Address" DOCP@!G STATION D ®®® _ 2G3 FC0.i C-PIER EL SEOUNM CA (n Address:' 5s ®� Conbrt ybmcs sheikh 22Z N ®®®® •Q�222 Sepulveda BF+d sheikh�enpoinh=_.rum EL SEGI NDD.CA La 1-1 Li-1111 L Payment Method: QNet Ternsf PD2 QCeedR Card]PCd Shippi-r4elhod: hW,.,is oct ,irahle Tor Nie � Payment Info seleded part(s). Profile Name: Shipp Ins4rrctions: Notes: w PeeiH Name On O N O E: Da e: N Card Number: Ord Type: [a�Center: Code: OrderF CnmPaNr Cndc P"_-V g V_ End I Name 10010 D A.Pment J P jecE Desmiption:' Empb�eeIa V O L Micrawft Gore CAL LRDEnse&Software Assurance .x r $52.27 $5= G NFG i MGE D22 EPA EPID 014 NmnmrE (n Publisher. %xzuwk O L CV C to M N M I� Subtotal: S52,27 L0 cmmmTnet.»ma,s for co i�eer, � O —n,md rield, M r I send�rnmeros,mnr�sons.a:dvmsune��z.r� -_ Phone:+l1 - 1. O a CO 0 a i c m How to Track Orders: L Orders can be tracked via Order Tracking Module in AccessPointe. Q L r 1. Hover mouse on "My AccessPointe" and select "Order Tracking" 0 m c 0 a- c w c m E V ..r a 12 Packet Pg. 161 4.B.e AccessPoi te0000EN P�IVTE:'00000 � %IMMMMMMTECH NOLO G IES ( d http:/lwewv.accesspoi nte.corsdappl/mai n.aspx p pahtward-AccessPoi ntG..x N �L File Edlt View Fa ites Tools Help AmessPointe Y Browse C� ories rlr Q ,AccessPointe" kCaMPAM,IOG�HEMC My � � er View Cart r Caslrboard fYepor� • Ente.prse Agreements Dashboard © ® � E Co�umerrt Seardr ' Took A�ProdaR Fenders _ •• Create 0oarment Lagauk x M,Favorites user:hr 'demo L Accwnl.LT35rf)MHt DEMO# -r. Order irackino 4 5®di y Standard f&rrdles 54P Account Number:9W 1005206 'L my Profile My Ck Can't F d It? L = Demo laser-(Account Eaautive) Q Ph:{ell-111-1111) L Pw fam tlarne Agreermenit+ Exparebon 0— Cdo(111-I11-1111) Adobe W 5.0 L-A l xx:� xxCLP-0EMOxx lll/23/2015 eaamole�enoomte.can Y ONLHs. .--ft SA-Plus Lvl4 W ONLTaa NBloa Q N O N 0) 2. Enter the information you have about the order into the Search Term field and hit Enter. Search terms can E N be keywords such as Part Number, PO Number, Part Description, Brand Name,Zip Code and many more... J Please see more instructions on the below screenshot. 0 L a http://www cesapointe.com appl/track/arderstatus.jO-Ci O Order Tracking 5­m,ry- An 0 File Edit View Favorites Tools Help 0 L AccessPointe ,o , My AccessPointe�, Browse Categones s E.-Ord Yew Grt .. Enter search term here to ing Summary M Search Terms showi ('V Enter key}vords m s=arrh Select ear Sch by from the drop 02 3 a Nod 2? search r _ shows open order LO PO Number ONer Numher R]09692 �lr. to Mfg Part Number PW71195A 935347 2/4j2014 A.$203.99 N.OEMNG6L 0 Tra�ki Numher n9 BVdNE WA,98230 Gom feted ortlers M SepalNumher .. ........ ................................................ p r .Asset Tag Pam WhityrPW]113COM t R]09563 SM1i 'n ZI Gotle PW]113C01 935292 2f3f2N14 $442.85 AN.CERIIJGEIt.QIC. SAOli ALSANS Yr,f 75 IG12 r -� 13arwary 2014(18) R]tl6]59 Pam Wh1hPW]1291T O^ I_1 D.her z013] PW]L29TT 11-1 92T3I694 $29.66 A.N.NEmN(�R,PIL IL _ $r4) 1/2y2014 919414081]33?3^ ,^ I_I Noucn8a N113[14] SM6TAL8AN5.Vr.1Y54]&1012 - V/ odaber2813(32) -_.-. _.-_. -_.-. _._._ Q [+]More Crck to track order 1' Pam WhityrPW]12 19414fI8i]48925 �,i 2T06T5! 91941408ll4&116 I=1 PW]12'SCP 933683 92T3348] $1.655.Yt AN.OERING'ER.QIC 1/zyzltla sAorr uaANs vr,usa]e-tolz 46esoae1069a2]I � I_I Co-1 ten!(490) 01S136zJ6T]943] _OPT(5) P13fM—ol.4E W L Q L b.r How to obtain Reports 0 1. Select Reports under my options to leverage AccessPointe Reporting Engine. a c w r c m E M L) �a r w a 13 Packet Pg. 162 4.B.e o°o°o°DEN PQINTEr AccessPoin#e is�11�1111�T E C H NOLO G E S En Pdrte Technologies efror..frnrnen- d http://—.ac P.inte.c Vm ppVmain.asph: p (ri pashbuard-ArressP ointG...x N L File Edit View Favorites Tools Help 0 AcoeS5Polrte Y Browse 0 orles t Q ,(�AceessPoinle" MTtp�o�eFr ^m y Ferlcywwd,partk,s • - yhaw�art +, Dashboard ©oa hbnad R po �.E le pce Ag ee nt N Lq Dormnehd5eardh XToots Product Finders l_ _ •• � - �deate Dovhment �LogoW �MY Fvraiies I—hhryer,demo L AemurhE:CUSPOMEA DEMO*ID-Sm M Ode,Thackeg 4 Search y 54ndards f Fmdbs SAP Account Number.W Ill W5 ` Q Mil Ny Coati GA Fmd It? � fA �L Q L d 2. Click on Standard Reports to view all available reports. w 0 N nttpnww.r.arresspoimerom:appl/serwar report=i p_6 Repo s-Acce Pointe En... N File Edkt View Favorites Tools Help C' AccessPoinle' yg oGo�EAE Wr ,part«.� + ('� AccessPDinte a Browse(� Dries.a C v w cart V orts Schedule Reports 3 Chin a¢es to detaied FFonnation quiddy and easiy usng our standard report Sdiatide a rel Wtun'n ryd.pmvid'mg mgoing v biM1y to the inrom si yuu 'a templates. Il need. wwO I.L Customized Reports MY Saved f[eports ++ orspnhnire oe m suit rhdiv,t,a1 needs um muse rw `-'- save year osstom�d reports rob gaid:a—m detalkd inharmatim when you need C-` Vn�i gmreary repo 9 ! y O L CV C 3. Choose a Report Type from the list and hit next. M N CO) IO 7.. , M AccessPointe Browse es h' 7.AccessPointe yn,,HraMnAr,y�o�_,rrer v � � � Entry kavword part9`,tandard Reports O Agreement Anniversary Agreement Compliance I^ This n,, rt wil show all act'.+e Entehprex Agreements within a sl date range,indudirg the start This report provides an overview of the q.rfty of a pmduht pvrthascd compared to the Agreerhtart History v/ date,ehhd daffi and all aesodaled agreement anniversary dates.This report is intendedm as in puanlity nF the same prodnrl that have been el by the erns rere dephyed.Th. This Fep.t shows a-Iowa mhmber of licenses Q agreeehard rranaganartplahming,as the anniaeraay date of an Enterprise As--[ requYed report will illhWhate tie doFF.w belween Wahtty purdh.ed and in..([ delpu.h-.d for eadh modud prowred under and adiorsa well a darhges in the prirnofa Protct.d�h.hdirg on vdddh year of.ageertarhta to assstin a.etmanagan.d-irdudirg ideWYyirg e�eded True-llpquarrhli.,arhd Ede—Agre.nad f.aspedied dale range. i product"s phndrased in. products that have been paid for bW are yet b be dg k-& }r Deployment Activity Detail Report by Ship Ta Location As orswhnas report d�loyrharhk or vsa airhsl Enle fi—d D=i Report by Customer PO ge acbvdy a9 rpse prodhhrds,this report Ohder detail 6y acmunt and n tamer PD.Indhdes dhiP infmnation Totals d®1 prodhhd mrtal b,a iA numb. a'_'-oummers m renew the r 6,they hate-bniued for deployment am.Ry. and ship to bcation. L Estinmted Billing License Contra ct Sum Q Based m the Basic EM.prse C m bier d,U&report-1 dhow the bill assoc d with Eahb-me merry Agree-tat are es,r d eo touch from Mivnso1 m the erd-cusmmer haled on the agreement LrhNrice Sumrrrary summarydall mrhtrarhall'rmhseand L tens,.—live dotal,and orders tat hate been p6a d,iKh Mlvo di agairhst an Enlerpse r"`rd1@'`"mmay maMmanoe prodhrdsina given b.Same sortai A�remew by publisher name and mrhbad numb.. N R Ou6tandinq orders by Account F'aren[Aunt Fhtrchase Detail Product Total by Pubrisherlmianuraclurer wB detail,irhall immediate allacmrh4.Nd svm —do�-kLA.ted in airy war. Summmy by puA he,name wah totals br pradurf Orders that have not imnoiced shown blr ship m hraton DLi l MS betel!t. for each publisher. ^O I.L W I_ V a 14 Packet Pg. 163 4.B.e 0 00 o°o°o°o°HEN POINTE " AGcessPoin e ■■■■■■ 4. Set parameters for the report m a. From Report Product Type drop down you can include/exclude Software licensing or run report 'L for all kind of products. °, b. Enter or select Date Range using calendar button. Quick Date Selection option is also available. c. a Report can be filtered by a� i. Custom fields E d ii. Manufacturers/Publishers ;v a� iii. Software Licensing Product Type (Select Managed Software Licensing from Report Product Type to enable this option) Q L d 5. After setting up the criteria using a forementioned options, Click Run this Report to generate the report. w 0 N O N Reports-Standard Reports c a� U Detail Report by Customer PO J a+ V 3 L. L. Report Product Type d a+ Please select the type oiproduct for the repod All v � O N Date Range 0 .2 Start Date 4127i2011 J,.I(Format"Mr I;DDNYYY"} C End Date 571212011 .-J(Format'Idtd;DDYYY"} Quick Date Selection Custom Date v r N Custom Field Filter ...r CO) L0 Custom Field Select Custom Field v G Custom Field Value M r r Manufaclurers.?Puhlishers Software Licensing Product Types r 11 0 Idicrosoft Applications — d 7 Bundle CD Subcription oMmentation Q Hold down the Ctrl'button to select multiple items from the above Iis6_ C Product Categories L Back- I - Run This Report Q L W r Reports are available to download in Excel, HTML and PDF formats. m c 0 a c w r c m E V ..r a 15 Packet Pg. 164 4.B.e 00 ;. o1-100"EN POINTE 1-111110 " AGcessPointe ■■■■■■ as N �L O Still Have Questions a C Please contact our Support Team today to schedule a 30 min Walk-through of our state of the art e-Procurement E Solution. L a� Q as N C Q L d C W O N O N C C N V J V 3 O L O N O L .2 C M N M LO t0 O M r O 0 a Cn 0 a C E L Q L r C� G O a- C W r I_ V a 16 Packet Pg. 165 4.B.e i N N .L O a 014� AccessPointe B, d E N d L a �L Q. L u.i O N O N AccessPointe J t� 7 O 0 An e- Procurement Application0 aL M T N M O O M T T a c a i c m E a) as L a L d C� L O a a w c m E EN POINTE 000000 TECHNOLOGIES a 310-337-5200 www.enpointe.com Packet Pg. 166 4.B.e ■ En Pointe E-Procurement ■■■■HEN POINTEMENNEN TECHNOLOGIES m N L 0 r Overview Q AccessPointe is a hosted, web based application that provides En Pointe customers an easy to use m interface to find,order,and track products through our supply chain.The AccessPointe application was acquired by En Pointe in 2002. It reflects millions of dollars of investment and has been constantly Q as enhanced to provide seamless e - Procurement to our customers as an En Pointe value-add. w L Q L d This document highlights just a few of the features and capabilities that will simplify the lives of your c IT, procurement, and finance departments. We invite you to request a custom demonstration by o contacting your En Pointe Account Executive or our AccessPointe support team. o N Benefits U ❖ Increase efficiencies by streamlining business processes and avoiding double entry. ❖ Lower acquisition costs through more strategic sourcing and contract management. Complement internal procurement, sourcing, and asset management applications. a ❖ Reduce infrastructure support costs. 0 ❖ Gain access to information with detailed reporting tools and optimize productivity. 0 ❖ Customize to meet all of your different organization needs, from simple to powerful with the help of our roles and rights based approach. CO) N CO) r AccessPointe Solution LO to Customers SuppliersM r Standards ® O ft- Workflow y Secure Web Access AD (Browser) Order Tracking Q Manufacturers I _ r+ Reporting Real-time Inventory 0 eProcurement System L (Punch Out) Software Contracts Q Distributors L Integration options N 0 0 B Custom Catalogs ERP System C (EMI,XML,Integration) Over 300,000 products SKUs from Suppliers 0 1000+manufacturers. a c W _ r C d E t v EN POINTE' Q ■■■■■■ TEC H NOL nG oES 310-337-5200 1 www.enpointe.com Packet Pg. 167 4.B.e ■ En Pointe E-Procurement ■■■■■ , MENNEN TECHNOLOGIES m N .L O r Search a Our Search Engine is tailored for the products we sell and can intelligently assist in finding products amongst a catalog of hundreds of thousands of products. Q as ❖ Various Search Methods available—Search by Description, Manufacturer par#, i A CL price Range, Category, EP Part#and/or Manufacturer name. c ❖ Refine Search Options—Narrow down search and quickly find what you are o looking for by utilizing Refine Search. You can refine by Manufacturer/Publisher o name, Categories and/or Price range. You can also find promotional, in stock and green products using Search refinement. c a� View Savings-See your savings instantly! Compare the current market price with En Pointe's price and see how much you are going to save on your purchase. o L Internet Buzz-Want to know more about a product?See what other users are c saying on YouTube and Digg. Watch videos or read articles to get insight about o products without leaving AccessPointe. Information Icons—These icons make it easy for you to identify products that CO) are in your favorites,Standards and/or software contracts. It also informs when N you come across products that were purchased by either you or someone else in your company. Of course, order History will also be available with Price o History and Quantity for your past purchases on the product details page. r Syndicated Content—See Technical Specifications of products including a Warranty,Videos and articles from Manufacturers and our Partners. o a ❖ Related Data—Most products will show related accessories, warranties and c related products to enhance your online buying experience E a� m L ❖ Special pricing Indicators—Special bids and promotional pricing indicators help Q you identify Smart buys along with their expiration dates. r m c 0 a c w r c m E - EN POINTE a ■■■■■■ TEC H NOL OG oES 310-337-5200 1 www.enpointe.com _aiaft I Packet Pg. 168 4.B.e ■ ■■ En Pointe E-Procurement EEK] ■■■■■IDDD ,MENNEN TECHNOLOGIES m N L O r Q 1 Order Tracking N En Pointe's order tracking features provide our customers the needed visibility of the entire procurement a) process. You now have the more visibility into the entire procurement chain than ever before. Our solution Q as provides: L Q L ❖ Comprehensive Search and Refine options to easily find your orders ❖ Order Status at the Line Item level o ❖ Invoice Information in PDF format ORDER c 11LU:[ ING N ❖ Real-time shipping status via integration links to all the major courier services ❖ Proof of delivery with Signatures ❖ Links to View Serial and Asset Tag Numbers 4) ❖ Ability to email Tracking Information U ❖ Anonymous order Tracking through Fast Track U 0 L. Order Tracking on the Go 0 N O L .2 C CO) Type this URL into your phone's browser: m.access poi nte.com and enjoy our first .. ... .. .. . release of AP Mobile 1.0 Beta CO) Yal[ain♦a Ae[ atPolnn In x NwY xkixHy�u.x.w to; `• � Fast Track a specific submitted order without having to login 'Q'' r " `� ❖ See Recent Orders placed on AccessPointe with order status/tracking r detail O ❖ Search for orders through Order Search menu and see order status/ o tracking detail Qi ❖ View Order status and tracking details for each type of order, including c delivery status from shipping companies E i ❖ Email Order status to your colleagues so that they can see the current L order status and get status updates in the future as well Q ❖ Contact your Rep and inside Sales Team directly using Get Help. r m c 0 a c uJ r c m E EN POINTE Q ■■■NINE TEC H NOL OG oES 310-337-5200 1 www.enpointe.com Packet Pg. 169 4.B.e ■ En Pointe E-Procurement ■■■■■ , MENNEN TECHNOLOGIES m N •L 0 r Reporting Q Manage Purchases, save time and take control of your account with AccessPointe's robust and easy to use Reporting Engine. p g g . � Q a� ❖ Use standard reports for instant access to order and account history. CL i ❖ Summarized and Detailed reports available. Download reports in your favorite format on your computer or save them in your AccessPointe profile to retrieve them later, as per your convenience. w _ o Ability to apply filter options to pull out only the desired data. o Share reports with your colleagues using Send Email option. Get your reports in your mailbox using scheduling feature. N Print them instantly without leaving the page. Customize your report to exclude unwanted columns, if needed View Comparative Statistics 0 L 0 +ram.kxa� ka.d 0 so � ar t>o,c V � c«r,pastor M T 1J Apr l l ltag l l CJao T l �� Fob Y7 Jun YY O� YY M r ns_vmr ptaVmr co....r_T i,s L0 O M T Jan 71 Feb 11 Mar 17 Apr 11 May 11 Jun 71 Jul 11 Aug 11 Sep 11 Oct 71 NOV 11 Dee 11 T O SpendinglM—th $10,e95 Sti$1 1,520*$11.774*$10,535 1.�$21.195 u'$554,054 u$9,41 B $31,485 u$293,920`u` $6,547-*$915,359`L. $9,727-9 0- Number Of MFRIMonth 1316} 13,& 13 101,? 14 iJ 7'u Bid 12u 14�L- 7-W 7� 911 (1) Number Of Orde,_'M_th 18'6} 26'& 22 251,? 19 iJ 12'u 12 i� 22 u 27�L- 17 u 13= 1811 Q a i Report Product Type Manufacturers1Pubrsh— Software Licensing Product Types Please select the type of product for the report All ❑fir 3Com 0 Applications ❑1 Floating Date ange ate R 3M Corporation Bundle Q Quick Date Selection A-DATA Technology Co. CD Subcripti— O Acer America Corporation Custom Software L Last Full Vear ACP EP Memory Documentation r Custom Feld Flier Hold down the"Girl"button to select mutple terns from the above lists. 0 Custom Field Custom R.ld Value Product Categories C Select Custom Fleld ❑i O G e Hierarchies c Frequency: One Time O 1.V Output ©Save Output HTML Options: Format: W o Email Finall Address: r '(Please use a semicolon toadd addtional—il addresses) I� I_ V ��0�EN PQ aNTE M Q 310-337-5200 1 www.enpointe.com Packet Pg. 170 4.B.e ■ ■■ f En Pointe E-Procurement ■::: ' ■■■■■ , � N �L O M Q Standards/Bundline. E Allow us to establish a standards/Bundles solution that is contoured to the needs of your Company or Q department.This allows you and your staffs to choose, procure,and customize a package that is best suited for y each individual yet pre-defined by the Company or department. Ease of procurement is a step away when the a products that you need are organized and guaranteed compatible. Its key benefits are: w - --- ❖ Create bundles of pre-approved products with dynamic options. c ❖ Eliminate maverick buying N ❖ IM Drive down product prices ❖ Lower IT support costs ❖ Set your own Favorite standards J ❖ Highly Customizable o Categorize products into categories for easy search -Ma o Customize Standard Details and Images a o Make parts Mandatory or Optional for purchase o Force quantities of the products i°n o Accommodate Hardware, Software and Services parts in a single bundle o Restrict users to standardized products only so they can only access pre-approved products. N o Ability to maintain them on your own M In Standards Bundles Detail > Compaq 6300 Pro Desktop >� M T_ Intel Core 153470[3.20GHz] Quantity: 1 T_ 40 RAM Price as Configured: $611 0 � Hard Drive y DVD S DVD uperMuti Total Items Selected: Gigaht LAN Q Windows 8 Pro�Windows 7 Professional 64-ht downgrade i HD Graphics 2500 C d E N r / d L Mfg Part# Description Qty Avi —ME Q Smart Buy-HP Compaq 5300 Pro-Intel Core i53470(3.20GHz)-4G6 RAM-500GB i ® C6Z97DT#ABA Hard Drive-DVD SuperMulti-GigahR LAN-Windows 8 Pro/Windows 7 Professional 1 760 $680.47 q N 64-bit downgrade-HD Graphics 2500 Select one option in this group r C O 7NM274A91#ABA t S Description Qty Avi Price d C SmartBuy-Ln2205wg-22 inch Widescreen LCD-0.282 mm Porel Pitch-1680 x W 1850-Sm5 Re5eon5e Time-DVI-D 1 VGA 1 DisokYPOrt Correctors 1 860 $175.32 C E t V EN POINTE a ■■■■■■ TECH N C LOG I ES g- aafto 310-337-5200 1 www.enpointe.com asPacket Pg. 171 4.B.e ■ ■■ f En Pointe E-Procurement ■::: POINTE , -- m N .L O M Electronic Integration Options a En Pointe Technologies offers integration solutions that connect procurement process together across multiple d systems. These integrations allow for comprehensive business solutions that reduce manual data entry and increase process efficiencies and reduce margins of errors. Q m A �L We Support Our Expertise From complex procurement processes to catalog data and reporting integration En `c Pointe can provide customers integration on many levels,,,14� . We currently have proven G integration with a number of custom customer built applications. Our approach is N proven and our expertise is extensive and diverse. We support industry standard tM . A R I B A" protocols: cXML,xCBL, EDI and OCI. S N c a� Benefits to Buyers PRti i ❖ Buyers no longer need to manage catalog content and can view customized COMMERCE products and updated pricing and inventory information o ❖ Immediate real-time access to more products and inventory from more a suppliers. Our customers can PunchOut to AccessPointe to search for c * products from En Pointe's entire distribution channel) o ❖ Leverage En Pointe's domain expertise in the procurement of complex IT products by implementing standardized systems across your organization ❖ View updated product information that includes technical data and images KL# 1 that would be otherwise unavailable in an internal procurement system M How it works c Deople oft o o u pa Customers y �.nn wnwms vmee Q i Q RAC LE Of?ACI—E virlimaLla L And many more... o0g EN POINTE .MENU TECHNOLOGIES .O a LU c Vendors&Suppliers E t V 7 _7 Q EN POINTE ■■■■■■ T E C H N O L O G I E S 310-337-5200 1 www.enpointe.com Packet Pg. 172 4.B.e ■ En Pointe E-Procurement 4� ■■■■■EN POINTE , MENNEN TECHNOLOGIES N O t r 3 Software Contracts a We understand that Software Contract Management is critical to the success of your (D m organization - Everything needed for advanced contract management is included in a, AccessPointe,to help cut through the complexity of personalized contracts with numerous Q publishers. IP L a L View only your contracted agreements ❖ View contract details such as contract#, expiration dates and contract status c ❖ Automatic updates on year change c ❖ Ability to Search within your contracts a, ❖ Manage contracts from various publishers through a single interface N ❖ Robust Microsoft EA module provides you the ability to o View Microsoft EA transactions J o Report Software usage o View/Download signed contract and CPS o o View Billing Events a` o Run reports against your EA agreement o to O L V Workflow M Automate your approval process by leveraging our electronic approval routing process based on user defined business rules such as dollar limits. Our LO wwu workflow engine can support a wide array of corporate approval scenarios. to Here is a rundown of its features: co O ❖ N-tier design - Have as many levels as you want ❖ Control ordering by assigning buying limits to all users to set a Q threshold for triggering workflow ❖ Supports Workflow approval groups so that approvers can be chosen by individuals when certain approvers are out of the office. (D ❖ Ability to set Alternate Approver to temporarily forward orders to another approver in the account Q L ❖ Commodity base approvals y ❖ Automated Email Notifications to keep everyone posted ❖ Change log to track and view comments and change notes ar c 0 a c w r c m E L) �a � w EN POINTE Q ■■■■■■ T E C H N O L O G I E S 310-337-5200 1 www.enpointe.com MW Packet Pg. 173 4.B.e ■ ■■ f En Pointe E-Procurement ■::: ' ■■■■■ , -- m N L O M Real Time Inventory a With our real-time availability check,you can get inventory updates from all warehouses of the selected d source.The location of each warehouse is shown on the map for easy navigation.And yes,we always ship you the products from your nearest warehouse location to minimize your freight cost. a m In �L ❖ Get up to the second inventory updates a m ❖ Optimize freight costs ❖ Meet delivery expectations 4t c N .jML_ O N IM C N Real Time Availability C Availability v J - V Manufacturer: Hewlett-Packard Mfg-Pam#: DSC23UTVABA Supplier Part#: Source: Distributor 1 Q Description: HP Elite 8300 Ult2-slim PC(ENERGY STAR) L. IL Norm —� U) Frem ont,CA 13 �shington Montana Dakota Minnesota Norcro ,GA S "� Monotrea L '� South wiscansin i� � V Dakota Toron}to Richardson,TX 11 Oregon Idaho Michigan' C WYomin9 G 9a New C ROrne DVllle,IL V - Nebraska Iowa Illinoisns 3- Bench, 54 Nevada United States Indiana ar'te Vork (� MS o Vtah Gob-do West YYYT \ (M� Fran Kansas Missouri Vlrgrnra `\` t Monroe,N] 32 CaliTornia Kentucky Virginia \ N Chantilly,VA gg Los Oklee Arkansa. Ten ness� Ga mlrna Mgeles Arizona New. South Ma R—erton,4R 24 _ _ Phoeniz Mexico oa MrssrsslRelbema �mlina Dist ict of r San Diego'-_ Galumbia Grove City,OH 2 Tezas Georgia (� Louis iane 0 Total �,%Eton o o Houston (117 Available 243 Gulf of 11< Florida r Quantity: California Mond rr¢y� Gulf of (ID _ Mexico Last nfo lO/23�21)13 Mexroo - Hao na Updated- 10:24:5l AM Mpde<e­D10Gaa Ile EGI.MaP1i Tcmnsof Use —1. p r.ar O IL c a i c m Product Finders a Finding a compatible Memory,Cables,Printer,Printer Accessories and Printer supplies can be cumbersome. With our Product finders, you can easily find right products without requiring any Technical knowledge at all. m c ❖ Intuitive wizard based approach a ❖ Always find compatible products for your desktops, laptops, servers, printers, and c w accessories. ❖ Helps you reduce your cost by reducing the number of returns. E r, 1� EN POINTE a ■■■■■■ T E C H N O L O G I E S 310-337-5200 1 www.enpointe.com Packet Pg. 174 4.B.e ■ ■■ f ■■■■■En Pointe E-Procurement O'JEN POINTEMENNEN TECHNOLOGIES -- m N .L O M Q Quote from En Pointe E Quote from En Pointe feature lets you accept and convert quotes into purchase orders Q m just by a single click. Take advantage of this module and perform all quotes related •L operations from your AccessPointe account,such as: ❖ View your requested quotes on your AccessPointe Dashboard c ❖ Accept&Transfer quotes into orders c ❖ Request for more Changes and get updates IM ❖ Decline quotes and send reasons for rejections to En Pointe Sales team N c m J Quote Review Customer: CUSTOMER DEMO 410-STD En Pointe Technologies Q Qoutep: 25134252 18701 S.Figueroa Street a Quote Name: beet Gardena,CA 9024"506 ++ Status: Saved 310-337-5200 0 1 tMobbed: 13f24f201304:42 AM csrsu000rtcom�enoointe.[om Created by: Khalid,Sing O L. This quote would stay valid for just 3 days and after that you won't he eligible for this price.So please accept that In V 3 days else it won't be there anymore. lb— A-ibbility Quantity Unit pone Ext.pnxn� HP LTD Hltrium 3 Tape Cartridge 30 $49;; $26.01 M MFG#C7973A EP# EP1827644 $26.01 r Renwve You Save 47.40% Manufacturer: Hewlett-Paclard �i M subtotal: $26.01 M L-ut Prioe: $49.1 Total Si 47.40% Shipping: $8.00 Tax: $2.34 o Total: $28.35 d y Q i Custom Fields E Our application is a complete procurement solution, able to support custom a + fields such as cost centers,budget codes,and other order entry values that your ; financial process deem critical for efficient processing of an order. It is flexible 1XI to fit around your procurement process. m c ❖ Utilize as many Custom fields as you choose a° ❖ Make them mandatory or optional w ❖ Custom fields can be textboxes, drop downs and/or text fields. ❖ Ability to map them on invoices(limit applies) EN POINTE a ■■■■■■ TECH N C LOG I ES 310-337-5200 1 www.enpointe.com Packet Pg. 175 4.B.e ■ ■■ f En Pointe E-Procurement ■::: ' ■■■■■ , MENNEN TECHNOLOGIES m N .L 0 0 Q r Favorites E The favorites feature allows you to store any number of products in an easy to find format that allows a convenient way to add them to an order.This feature is ideal for s products that are often ordered by you on a regular basis. This feature can be made rn available to all employees and therefore support very personalized product lists. You can also identify your favorite products while searching products in AccessPointe by utilizing the information icon on Product Details page. My Favorites Dashboard panel c allows you to view and add your favorite products as soon as you login. c N tm C N My Favorites Sortby Ad Sort 6y Recent Added V J - r V 7 s..�.r. k O $10.00 $76.11 " �1,446.64 `� $195,44 d w MFG*:TR® MFG.:rn® MFG#:CE9® MFG#:CE46® (0/, Targus Revolution Deluxe TTL400 Notebook Targus TTL400 Revolution Deluxe Notebook HIP Lasel Enterprise 600 M602X Printer HIP LaserJet P2035 Printer V Case Case with Countrywide Logo CID T N M Price Alerts o Get notified right away when the price of a certain product drops to or below your desired price point. Enjoy y promotions and discounts on products as soon as they are available. a I c E If you are interested in lmov ing when this product's price drops below a cerain amount,please enter your target price and your email addres(es) G) below. Iv L Email Address:* I prioealerb@enpoird­ Ilse semronk—6ehxeerr addresse,. +0+ N Target price:* 10. M !an not notify me after(mmfddJyyyy}: (MMf aDP-YY) 0 a° c w c m E EN POINTE a ■■■■■■ T E C H N O L O G I E S 310-337-5200 1 www.enpointe.com Packet Pg. 176 4.B.e ■ ■■ f En Pointe E-Procurement ■::: ' ■■■■■ , MENNEN TECHNOLOGIES N .L O M Price Audit a While we always show you the lowest price on AccessPointe,you might still want to see prices and availability from other distributors. a� a Specifications Internet Bum IA �L Q. L Distributor 1 �20I §1!5:76 $73.91 Quantity: 1] rd'+ C LU Distrihut.2 sbn $115,78 $74.59 (2..ntiW. O N O ® N Distri6uLnr 3 3S9 sH3.78 $71.91 quantity: 1 C Special Di—rftType .N G Government Pricing E Educational Pricing 5 Special Bid Pricing P Promotional Pricing v J t� 7 O L. Can't Find It? O U) O En Pointe provides easy tools to help us help you find products, or answer questions. 0 Our"Can't find it?"wizard will alert our professional support staff when you need help. co M This"Can't find it?"prompts the customer to provide a text description of the item they are looking for and how En Pointe can contact them. Our customer support teams are then immediately notified and will provide the customer with the exact information c they need. M m O a c a i c m E as as L a L d a..r CM L O a c w c m E r, EN POINTE a ■■■■■■ T E C H N O L O G I E S 310-337-5200 1 www.enpointe.com MW Packet Pg. 177 4.B.e ■ ■■ f En Pointe E-Procurement ■::: ' ■■■■■ , � - m N L MENNEN TECHNOLOGIES M a d d d L a L For More Information w Send an email to apsupport@enpointe.com to schedule a demo today. N O N Visit www.accesspointe.com to get a sneak peak. .N See our blops at www.enpointe.com/blob-tap/accesspointe 0 L About En Pointe Technologies c 0 0 En Pointe Technologies is a leading provider of I.T. products and services to organizations nationwide. Our core offerings include hardware/I.T. fulfillment, software licensing management, as well as managed and professional services. This integrated set of solutions is supported by our E- M Commerce platform. N M O O M o a c a i c m E as as L a L d C� L 0 a c w c m E EN POINTE a ■■■■■■ T E C H N O L O G I E S 310-337-5200 1 www.enpointe.com Packet Pg. 178 4.B.e En Pointe SLED Resumes Name Aaron Rosenberg m N Title Vice President, Public Sector o t En Pointe Contact 1940 E. Mariposa info El Segundo, CA 90245 a (310) 337-6118 a� arosenberg@enpointe.com E Summary Mr. Rosenberg is responsible to leading En Pointe's public sector business across the Q United States. N He has years of demonstrated success for growing companies in all stages of Q. organizational life cycle and all phases of maturation with a strict focus on sustaining rt; strong revenue growth. _ w Companies have averaged a 5-year revenue CAGR in excess of 40% and EBITDA of N 45%. Track record of growing revenues from start-up to an excess of$250M in annual N recurring revenue, achieving an enterprise value in excess of$400M. Developed sales, business development, channel development, account management, marketing and legislative affairs teams responsible for delivering over$1 B in contracted J revenue in software, SaaS and professional services. 0 L Skills Inventory Working with Leadership team to build & provide strategic sales and marketing a- leadership. 0 • Uncover and develop new market opportunities for revenue growth. o • Identify strategies to help achieve SLED-centric client goals to build top-line 9 service models. • Demonstrate effectiveness in developing new business and maintaining existing M business through ongoing successful sales and marketing tactics, but also as a N result of personal relationships with clients. • Provide clear direction to sales and operations teams in staffing, training, and LO to performance accountability. M • Manages process issues, personnel issues, and strategic growth across r accounts with other groups. O a- Certifications • Completed courses and certifications by the California Legislative Ethics Q Committees in ethics and laws relating to lobbying. c Work Experience a� • 20 years servicing the public sector, including Federal, State & Local agencies • Managing a $250M P&L Q L • Supported over 1000 public sector procurements • Delivering over$113 in public sector contracts 0 • 20 years in Information Technology and IT procurement c • Maintained leaderships positions with organizations such as PricewaterhouseCoopers, Globanet, 0 Bravo Solutions &Apria Healthcare c Member of the Advisory Board w e r GovAxon m E January 2011—Present(4 years 11 months) 0 .r a 1. Packet Pg. 179 4.B.e En Pointe SLED Resumes SVP WW Sales &Marketin &Globanet _ Globanet N N •c December 2013—April 2015(1 year 5 months)Greater Los Angeles Area 0 r Advisor & VP of Sales Q Junar a� January 2012—December 2013 (2 years)Greater Silicon Valley Area E a� EVP WW Business Development& Customer Success a, RHL Q as N May 2008—January 2012(3 years 9 months) L �V_ VP, America's Theater 0\ Traffic Safety Systems Ltd w 0 March 2003—May 2008(5 years 3 months) N Director ofBusiness Development c BravoSolution c a� January 2001 —March 2003 (2 years 3 months)San Francisco Bay Area c Senior Consultant PV PwC 0 0 L May 1997—February 2001 (3 years 10 months) 0 Manager of Compliance and Corporate Development o Apria Healthcare 2 ArK3A H[ALTII{ARZ- C February 1994—March 1997(3 years 2 months)Orange County,California Area to M N CO) LO to Aaron Rosenberg is responsible to leading En Pointe's public sector team and driving growth across the M US marketplace r 0 Aaron has spent nearly two decades serving the public sector and has directly worked with 100s of y Federal, State and Local agencies. Prior to En Pointe, Aaron served as the Senior Vice President of a Worldwide Sales for Globanet, a global leader in information management and social media governance. Prior to Globanet, Aaron served as corporate advisor and executive with Junar, a pioneer E in cloud-based Open Data platforms. L Aaron has managed P&Ls of $250M and has run global sales, business development, marketing, Q government relations and customer acquisition teams. y r 0 He has held senior positions with leading IT consultancies and holding companies like PricewaterhouseCoopers and Internet Capital Group. Aaron has managed relationships with large c software publishers like SAP and Oracle, and has directly managed large-scale technology programs a with both public sector and commercial clients like Disney and the US Department of Homeland w Security. m Aaron holds an undergraduate degree from University of California, Santa Barbara and graduate degrees from Pepperdine University and CSPP. ..1 a 2. Packet Pg. 180 4.B.e En Pointe SLED Resumes m N •L ° r Name Kathy Perez a Title Vice President Business Development and SLED W E a� En Pointe 16478 Eugenia Way Contact Los Gatos, CA 95030 w •L kperez@enpointe.com C 0-800-819-7501 w 0 C-408-221-4099 0 N Summary Solution Selling, Business Development, Cloud Computing, SaaS, Sales, Enterprise N Software Channel Partners, Account Management, Direct Sales, Salesforce.com a J Education San Jose State University 3 Master of Business Administration (MBA) ° a 1985— 1986 0 N University of the Pacific U BME, Music M 1976— 1980 N CO) LO Work Experience 0 M r En Pointe Technologies r Executive Director IBM/VP Sales 01/1996 to Present a- • General contract ownership and client management support for Commercial and Qi Government accounts. c a� • Provide team management and direction for IBM Global Services including external clients and acquisition accounts. Q • Work closely with client teams and required En Pointe departments to define business ; requirements and establish seamless processes to meet mutual cost savings and efficiency objectives. c • Negotiate with vendors on price, terms and conditions to ensure competitive terms and a establish Special Bid prices with manufacturers. w • Provide regular review through Quarterly Business Reviews, (QBR), report data and report c card scores. Identify customer issues followed by resolution plan to increase customer satisfaction. E • Maintain close communication with Customer Executive Management. a 3. Packet Pg. 181 4.B.e En Pointe SLED Resumes m Senior Account Executive/ Enterprise Accounts 060/1993 to 0 12/1995 r • Responsible for the management, development and profitability of commercial accounts a .W throughout US. E • Responsible for all enterprise companies. L • Focus on Account penetration and establishing eProcurement solution with Top 10 Q as company accounts. w •L Q • Supervised and trained dedicated sales teams including Field Sales and Inside Sales. ' c • Implement Life Cycle Management solutions for all Hardware and Software sales to ensure o maximum benefit to customer. o N • Successfully grew account base to excess of$150 million in annual sales. c y c a� U ComputerLand J 50 Park Ave. o L San Jose, CA 95117 0 Field Sales Representative 10/1984 to 05/1993 0 • Direct sales to Fortune 1000 Companies in Silicon Valley. • Focused solution sales for infrastructure and end user hardware and software. M N • Major initiative to ensure Company IT standards within account base for cost and M LO maintenance. to 0 M • Timely resolution to customer problems and regular communication. r • Provided optimal levels of support to a diverse clientele. a Cn c a E L Q L r C� G 0 a. r- W r E V a 4. Packet Pg. 182 4.B.e En Pointe SLED Resumes m N Name Imran Yunus `o r Title Director—Government Sales a a En Pointe Contact 1940 E. Mariposa E a� El Segundo, CA 90245 Q Office Phone: 310-337-5908 Ext: 5908 y L CL Email: iyunus@enpointe.com c Summary Over 25 years of sales and sales management experience provides Imran c with comprehensive hands-on direct sales experience especially with N governmental customers. His customers have purchased at least $1.5M, c per month, of technology related products and services over the past 25 years. His customers include the City of Los Angeles, the County of Los U Angeles and the Los Angeles Department of Water and Power and Los J Angeles World Airport. 0 L Education California State University Fullerton 0 • MS Management Information systems o • BS, Business Administration Accomplishments • Managed the City of Los Angles Single Source Hardware and M Services contract, for all City departments including, LAWA and DWP, for 20 years. o • Nominated Supplier of the year by the City of LA and DWP M T • Qualified for Presidents club for customer satisfaction, for the past co r 20 years. a • Instrumental in winning contracts with County of LA, County of Cn c Riverside, City and County of San Francisco, GSA Schedule, several Qi CMAS and SLID contracts with the State of California, LAWA, Port of Los Angeles, LA DWP and many more. • Currently managing one of En Pointe's most successful team, both a, in customer satisfaction and sales revenue. Q • Extremely well respected in the manufacturer community, work n 0 very closely with HP, IBM, Lenovo, Cisco Dell, Microsoft and many more. m c 0 a Work Experience c w r En Pointe Technologies Sales, LLC—May 1997 to Current E Director of Sales 0 a 5. Packet Pg. 183 4.B.e En Pointe SLED Resumes As a team leader Mr. Yunus conceptualizes and guides his sales team to execute innovative and integrated channel marketing programs for all routes to market with identified partners including N L events, digital marketing, social media, field marketing, media buys, content syndication, etc. 0 r He provides strategic marketing direction by engaging with partners to understand business a objectives and the ability to use that insight to build and execute marketing plans and strategies focused on qualified pipeline creation. E as He engages customers and build awareness for En Pointe offerings while generating qualified leads, a, and driving new business. Q as N He monitors, analyzes and reports performance against forecasts and past performance. Leverage Q L results to increase success of future marketing programs. He is a master at improving channel partner sales teams' functionality by developing enablement o N tools and effective communication methods in multiple geographies. N a� He has led his team the SLED team to year to year growth over the last two decades. c a� U J NovaQuest Information Systems - March 1992 to May 1997 Sr. Account Executive _0 0 L Sold NovaQuest offerings while managing the sales and service pipeling. 0 Collaborated with company executives, setting product & solution offerings and sales & marketing o strategies. Developing and managing new accounts while maintaining and sustaining successful long-term M relationships with key decision makers up to and including the "C" level. N Developing, maintaining, and leveraging strong relationships with OEM Partners and distributors. 0 M r ComputerLand: - December 1982 to February 1992 a- Account Executive Cn G Growth leader in information technology sales. Qi c a� E a� a� L Q L r C� G 0 a. W r E V a 6. Packet Pg. 184 4.B.e En Pointe SLED Resumes m N Name Randy Everett o r Title Senior Account Executive- Government Sales a a0i En Pointe Salt Lake City E d Contact 801-617-0553 Q reverett@enpointe.com N L Q Summary Over 32 years of sales and sales management experience provides Randy with ; comprehensive hands-on direct sales experience especially with governmental w customers in the State of Utah. N 0 N Accomplishments • Managed the Salt Lake City Single Source Hardware, Software and c Services contract, for all City Departments Public Safety, Mayors Office for 19 years. • Instrumental in winning contracts with State of Utah, Salt Lake County, Salt Lake City. • Worked closely with HP, IBM, Panasonic, Lenovo, Cisco Dell, Microsoft o and many more for over 30 years. a 0 Work Experience o En Pointe Technologies Sales, LLC - Oct 2001 to Current Senior Account Executive N En Pointe provides computer hardware and software licensing products as well as a full range of M I.T. services. We are the trusted advisor to thousands of I.T. organizations nationwide, including o commercial enterprises, government agencies, and educational institutions. r c� En Pointe is an experienced value-added reseller that provides its customers with complete a technology solutions, including: c a Direct online access to an inventory of over$2 billion of mainstream PC hardware, office supplies, peripherals, accessories, and software Real-time links to more than 40 supplier warehouses nationwide L a� Optimized shipping via dozens of distribution points Q a� r Dedicated account management and support teams m c The Electroregeneration Society-Jan 2009 Jan 2012 a0 Chief Operation Officer w r The Electroregeneration Society enriches lives through affordable access to technology by repurposing electronics, supporting technology education and developing community partnerships. 0 a 7. Packet Pg. 185 4.B.e En Pointe SLED Resumes m This is a Non-profit that I sat on the board of directors as the COO and the treasurer. o Our three main goals are: a 1. To keep as much electronic waste out of the landfills as possible, by refurbishing it if .� c possible and responsibly recycling if not. 2. To place the refurbished equipment with non-profits in the state of Utah so that they will L be able to enrich others lives with affordable access to technology. Q 3. Develop community partnerships with the IT community, to support the IT needs of non- y profits. Q L d W Uintah Business Systems -January 1996 to July 2001 N O N C Connecting Point/Softshop - December 1983 to January 1996 a� Manager J O L Q. O N O L .2 C M N M LO t0 O M r O 0 a Cn 0 a E L Q L r C� G O a- W r I_ V a 8. Packet Pg. 186 4.B.e En Pointe SLED Resumes Name Michelle Day-Wirth as Title Account Executive Public Sector o En Pointe Mday-wirth@enpointe.com a Contact info Office 310-337-5299/ Mobile 702-875-5511 , c a� E Summary Passionate sales professional with long-term experience selling technology solutions (software, hardware, professional services) and building customer Q loyalty. Excited to help customers drive results through innovation and change. y L Q L d Skills Inventory Sold leading technology solutions to Education (K-12 and Higher Ed), State and o Local Government, and Healthcare customers for 20+years. N a� c Managed ValuePoint software agreements for State of Nevada and New Mexico for past 2 %years. J V Championed and managed complex sales strategies and projects (server and o desktop virtualization, server consolidation, data management, Microsoft a- infrastructure, and IT security initiatives) while engaging internal teams, c customer teams and manufacturer resources throughout the process. o U Sold at senior/executive C levels and assisted customers with ROI and TCO benefits to help solve their business problems and support their vision. N M Managed hardware and software contracts for 5' largest school district for 20 0 years. M r Excited to learn and represent new technologies that can help customers and a- drive results through innovation and change. Q i c a� E Certifications a L CA Technologies Mobile Device Management Q L HDS (Storage) Sales Qualified Professional Microsoft Sales Competency Assessment for Systems Management c Microsoft Sales Competency Assessment for Server Platforms a c w Symantec Sales Expert Data Loss Prevention c m E VMWare Sales Professional VSP5.5 VMware Sales Solutiontrack— Disaster Recovery Q 9. Packet Pg. 187 4.B.e En Pointe SLED Resumes VMWare Desktop Virtualization Sales VMWare Infrastructure VirtualizationSales N L O Work Experience Q r c a� E a� ■ En Pointe Technologies, El Segundo, CA, December 2011 — current ;v a� Account Executive Public Sector Q a� a Emphasis on selling core solutions and professional services around Modern Data Center/Cloud Infrastructure, Messaging and Collaboration, IT Security, Systems and Storage, w Systems and Service Management Networking and Communications N 0 N 01 ■ Zunesis, Las Vegas, NV, December 2008—April 2011 Senior Account Manager J Sold IT infrastructure solutions and professional services to Public Sector, Education and Commercial Accounts. o L a Helped define business strategy (sales strategy, marketing strategy, solutions focus) for sales o district. Coordinated resources and personnel to support this strategy while leveraging team c; members' strengths and talents. M Specializations HP Selling Strategies for Storage and Server Solutions Workshop and Training Hewlett Packard ERATE training n to HP/Barry Rhein Associates—Selling through Curiosity M Microsoft/SPI Solution Selling r Xerox Peak Advanced Solutions— Docushare Sales Training 0 IL U) 0 Q i r c a� E aD m L Q L N R d C O d C W r C d E t v r .r a 10. Packet Pg. 188 4.B.e En Pointe SLED Resumes m N Name John D. Gonzales o r Title Account Executive a c En Pointe 1613 Rusty Nail Loop E Contact Round Rock, Texas 78681 Q (512) 992-9952 y L CL JohnGonzales@Enpointe.com c Summary Highly motivated, ambitious, and results-oriented professional with a o broad background in senior level sales positions. N • Outstanding communication, presentation, and negotiation skills. • Excellent analytical, decision-making, and problem-solving abilities. c • Successful in building long-term business relationships, and establishing an exceptional rapport with individuals on all levels. • Enthusiastic leader with the ability to supervise, train, and coach others in fast paced team environments. a- L • Strong organizational and time management skills with attention to c detail. o L V Education TEXAS TECH UNIVERSITY, Lubbock, Texas Coursework in Civil Engineering and Political Science, Dean's List N Work Experience o 0 M En Pointe Technologies r Account Executive - 2015 to Present 0 a- Cn • Manages SLED opportunities in Texas. a ENTEGRA TECHNOLOGIES, INC.,Austin,Texas General Manager—U.S. Defense & Government Programs m L • Managed Federal Civilian, State & Local Government, & DoD accounts Q • Supervised 6 direct reports & a vertical specific marketing team r • Developed market specific product with lead engineer • Worked closely with the Board of Directors & Investment group to educate the team on a) government business & sales strategies o • Met with C-Level management teams across all government verticals a. c XPLORE TECHNOLOGIES INC. Austin Texas w c Director of Sales—U.S. Department of Defense E • Managed all Federal Civilian & DoD accounts, globally c a 11. Packet Pg. 189 4.B.e En Pointe SLED Resumes • Closed the single largest project in the history of the company, Army PM UAS • (Unmanned Aerial Systems) totaling more than $18m. N L • Worked closely with the VP of Engineering & lead mechanical engineer to develop 0 custom solutions for the advanced warfighter. a • Planned & implemented annual budgets for the entire Fed team. , • Accurately set quotas & expectations along with the executive team. E • 2010- 2011 DELL, INC., Round Rock, Texas L Rugged Solutions Account Executive, Federal—U.S. Department of Defense Q as • Managed U.S. Navy, USMC, & U.S. Air Force accounts A • Served as technical subject matter rugged solutions expert for all direct DoD C' as account teams. w • Grew Dell's rugged computing by 27%year over year. o • On-boarded new partners to complete Dell's rugged solutions portfolio, including N Crystal Rugged Servers, Xplore Rugged Technologies, Two Technologies, & Jericho Defense Systems. c • Closed large rugged program contracts for USMC MCHS, U.S. Navy SPAWAR, J Scott AFB - AMC, ROVER HQ— Pentagon, U.S Air Force AETC, & U.S. Air Force eTools program. 0 L MPC-G, LLC,Austin,Texas a Regional Sales Manager, Federal - U.S. Navy (2007-2010) 0 • Managed a $60 million Department of Defense U.S. Navy account, and generated weekly and 2 quarterly forecasts. • Traveled nationwide to attend upper Brass meetings with senior level Naval personnel including Executive Commanding Officers. • Consulted with Civil Service CIO's, I.T. Directors, Network Managers, Network LO Engineers, and Network Administrators to determine technology needs. o • Collaborated with internal cross functional teams to sell all lines of business with an emphasis on r storage servers (MPC-G, Hewlett Packard, and Hitachi). • Managed the U.S. Navy's "Fast Attack" submarine rugged computing re-outfit ($27 million contract). a- Cn Account Executive, Healthcare - promoted within nine months (2007) Q i • Consistently exceeded sales goals in the South Central U.S. region. • Developed healthcare accounts including Christus Healthcare System, Children's E Medical Hospital of Dallas, Doctors Hospital, Lubbock Heart Hospital, and Seton Medical Center. ;v • Managed the "Touch Screen All in One PC Offering", and developed storage solutions to meet Q customers' needs. a, r DELL, INC., Round Rock,Texas Account Manager, Federal 0 • Served as a member of Dell's sales team managing the largest civilian federal account. a- • Provided technical concept design to one of the nation's most secure networks. w • Involved in winning a blanket purchasing agreement totaling$294 million. • Successfully grew market share by 23%. E • Co-developed Dell's ongoing Vista Imaging Platform in 2006. 0 a 12. Packet Pg. 190 4.B.e En Pointe SLED Resumes m N Name Pat Accimus o r Title Account Executive a En Pointe paccimus@enpointe.com E a� Contact Tel: 310-337-4578 Q as Summary 25 years of IT Sales experience, specializing in SLED & Government sales. A Q. 14 years working for Microsoft. ; c 4 plus years working with the WSCA- Naspo ValuePoint software contract. Wo N Covering The State of Alaska and Hawaii. N a) c Certs • Microsoft c a� • VMware J • IBM • HP 5 0 L Q. Work Experience c N O En Pointe Technologies October 2011 —Present (4 years 3 months) M SLED/Federal Account Executive for NW region. En Pointe Technologies is a leading provider of Information Technology Products, Security Services and LO other Public Sector IT Support Services to SLED Government Agencies. Our unique business structure o combined with our strong contract management and extensive technical background has enabled us to r co provide IT equipment and value added services along with the best qualified sales and technical support at the most competitive prices in the business today. a- En Pointe's dedicated Public Sector team is focused on providing infrastructure and foundation solutions for Qi the successful deployment of our Government and Education customer's initiatives in Security, Virtualization, Cloud Computing, Green IT, Classrooms/Learning and more. E E a� Purchase products and IT solutions, and take advantage of our easy to use online ordering application, specialized staff, and our competitive government pricing. Our online ordering application makes it easy to Q L purchase products either from our Contract schedules or alternative COTS products. Microsoft Corporations - Redmond m September 1997 —September 2011 (14 years 1 month) Redmond c 0 Overarching responsibility for account development and management within the logistically complex and a- c contractually-challenging government/public sector. Charged with building sustainable relationships, w interfacing with C-level management, IT Directors and state CIOs to forge new contractual licensing agreements or upgrade existing contracts. Position involved extensive account maintenance, requiring E frequent in-person visits with clients. a 13. Packet Pg. 191 4.B.e En Pointe SLED Resumes Coordination of sales strategizing and tactics with field representative and technical specialists.Teamed-up on quarterly in-person sales and upgrade visits to key clients. N 'L Recruiting clients' IT Directors to become MS product evangelists within their own organizations, equipping r them with the tools and talking points necessary to make the internal sale--a strategy that effectively ' a facilitates completion of transactional and contractual agreements. +, c Continually practices diligent account follow-up. Successful in presenting complex information in relatable E terms, particularly as it relates to contractual and compliance adherence issues. Deep understanding of L issues unique to government and public sector environments, and frequently negotiates with clients to amend contractual terms to allow the necessary flexibility (including the addition of non-appropriation clauses and good faith opt out clauses, etc.). Q L Inherited lowest revenue territory in FY03, turned around to highest revenue in SLG vertical in only two years,from 68%to 120%attainment and revenue growth of 300%. W 0 N Other key successes have included exceeding quota six years running with average YOY revenue growth of o N 15%; FY 07, 08, 09 & 11 winner of top industry vertical unit at Microsoft and member of 15-person team winning ATU district of the year; increasing EA seat coverage by 50,000 desktops in territory with annual v, revenue stream of$11M. SAS January 1997—January 2002 (5 years 1 month) o L In Enterprise and Channel Sales, charged with driving adoption of Microsoft solutions within the a- "Breadth" account space. Worked closely with a virtual team of resources, partnering with outside o sales representative and technical specialist in a consultative, solution-based sales approach. 0 Instrumental in selling clients on a philosophical shift in contractual licensing agreements, from the traditional one-by-one method to the "site license" approach. This allowed far greater simplicity, the blanketing of multiple deals under one contractual umbrella, and ultimately saved clients considerable revenue over five and six-year time frames. o 0 Led a 552%growth rate during five-year tenure, from $4.2M to $23.2M revenue. r co Established self and team as a trusted advisor across the client base, successfully closing 32 p Enterprise Agreements and ensuring minimum of 80% accounts covered by Volume Licensing y Agreements. Qi SAS INSTITUTE E Account Executive m L SAS Q L January 1995 —January 1997 (2 years 1 month) In a highly competitive market and largest revenue target in Western region (Northwest), responsible for m customization and sales of software solutions and consulting packages to prospective and existing accounts. c 0 Established impactful, collaborative relationships with clients' key decision makers. Designed, prepared and delivered customer presentations and RFPs. Consistently attained 110%of sales quotas. Led launch and W rollout of a new Financial Solutions product line. c m E a 14. Packet Pg. 192 4.B.e En Pointe SLED Resumes m Name Oscar Munoz o Title Account Executive Q En Pointe E-Mail:omunoz@enpointe.com Contact info Phone:310-337-5907 E Fax: 310-337-6175 L a� Summary University of California Los Angeles B.S. Physics a m Skills Inventory w Strategy, Professional Services, CRM, Channel Partners, Partner Management, N New Business Development, Solution Selling, System Integrators, Cloud N a� Services. _ c a� Certifications VMWare, Dell, HP, Symantec, EMC Work Experience O L 1996— 2015 — En Pointe - Account Executive a- O Led the Los Angeles County team with an emphasis on customer service. Led LA County setting up o their employees and family purchasing program. 2 Lead generation across the Southern California. ILO M 1991 — 1996— CompUSA—Account Manager Sold computer systems. LO to 0 1989— 1991 — UCLA—Teaching Assistant co 1984— 1989— Undergraduate studies CSULB p a 0 Specializations Qi Client Solutions, Networking, Data Center, Virtualization, Security and Training a, E aD a� L Q L N R d C O d C W r C d E t v r .r a Packet Pg. 193 4.B.e En Pointe SLED Resumes Name Lance Pine Z N Title Account Executive r a En Pointe 2175 Willow Lane Contact Lakewood Colorado 80215 E aD (720) 940-6233 a, Q (pine@enpointe.com y 'L a L Summary Results oriented sales executive with a proven 20+ year track record selling ? c technology solutions to IT, infrastructure and datacenter decision makers. w Experienced in the development and implementation of high impact sales c strategies to commercial and public sector clients. Accomplished in developing new regions and jumpstarting static territories. A sales professional who holds N himself personally accountable for results. J Certs HP-CISS • HP-3Par ° a • NetApp o W • VMware-VSP 5.5 Work Experience to M N En Pointe Technologies LO Senior Account Executive/Regional Manager- Public Sector 2003--PRESENT to M Responsible for acquiring and managing corporate and public sector accounts in the Rocky co Mountain Region. Oversee sales, sales process and sales execution, including customer facing o presentations. 0 Negotiated contract with CenturyLink, a fortune 500 company, for IT Products and Services. Qi r c • Resulting in over $15 million of revenue to date. E aD Negotiated Software Contract with WSCA/NASPO State of Colorado • Awarded $2.1 million project with Jefferson County School District Q r • Coordinated team on $1 million project award from Cherry Creek School District Developed strategies that secured contracts over time with: c 0 • BP, First Data Corporation, Ball Corporation, National Institute of Health and General a Dynamics. w r Vendor relationship manager: • HP, HDS, NetApp, Cisco, Dell, Microsoft, VMware and Symantec. r w a 16. Packet Pg. 194 4.B.e En Pointe SLED Resumes m N Name Doug Orman o t r Title Account Executive a c En Pointe dorman@enpointe.com E Contact Office: 866-457-1375 Ext.3551 ;v a� Cell: 763-234-1941 Q a� N L CL Summary 32 years in sale in IT environment, working all level of management. Account manager in both commercial, public sector and healthcare. w 0 Effective communication skills to translate customer needs into service and products o solutions. N c Excellent problem solving and communication skills. 0 a� Excellent software licensing knowledge with all major publishers. J V Education Minnesota State University, Mankato 0 L BS, Computer Science and Marketing a- 0 Certs • HP PSG and Enterprise product o • VMware Sales Certification 2 • Symantec Sales Certification • Microsoft Sales Certification M N Work Experience CO) to 0 En Pointe Technologies r co Account Executive— 1997 to Present p a- Over 20 years of experience in developing and managing long term customer relationships in the c information technology market place.Assist customer in managing their IT needs in Software Licensing, Qi Enterprise Networking/Storage, Security, Cellular data solutions and Services. Specialties: m L • Comprehensive experience and training in the software licensing and security areas. Q • Software publishers include: , o Microsoft 0 o Symantec m o Trend c o McAfee ° a o Citrix and many others. _ w Consult with customer on the most cost effective way to purchase and manage software licensing in their organization. Assist in negotiating the most favorable pricing and terms with the software publisher. E Entex Information Services: Sales of IT products and services. a 17. Packet Pg. 195 4.B.e En Pointe SLED Resumes m N Name Donald Born o r Title Account Executive a c En Pointe 1940 E. Mariposa Ave, El Segundo, CA 90245 E a� Contact Ph: 310-337-6154 Ext. 5154 Q DBorn@Enpointe.com y L Q Summary Experienced sales professional. Strong knowledge of State and Local Government ; Information Technology with a successful sales background in computer w hardware, software and services. Successful track record of generating revenue o in highly competitive marketplaces and in retaining existing customers through a) exceptional customer service. 9 c as Skills Inventory Go-to market strategies, Presales, Saas, Software, Hardware, Business J Intelligence, Cloud Technologies. 0 Work Experience a 0 En Pointe Technologies o 0 Account Executive - State and Local Government Responsible for selling hardware, software and services in public sector. Daily activities include M responding to bids, RFP's, RFI's and creating unsolicited proposals. Work with En Pointe Professional Services, partners, manufacturers to deliver solutions in the public sector space. Work LO directly with customers to influence purchasing decisions and agreement terms. o M r December 2000 - September 2014 a Microsoft Corporation a Account Executive - State and Local Government c W Responsible for providing strategic business leadership, driving customer satisfaction, growing revenue and day-to-day account management activities. These activities included building and Q managing key relationships, monitoring deployment projects, engaging resources and leading a diverse virtual team as well as engaging with Microsoft's senior leadership team for Executive Sponsorship. I was responsible for teaming with Southern California local government customer's IT organizations, Microsoft Consulting Services and Premier Support to articulate a clear vision for implementing and supporting Microsoft technologies and solutions. I was also responsible for 0 a mobilizing all appropriate Microsoft partners and resellers to support customer interests while w keeping Microsoft's long term interests in focus. Working with an Account Technology Strategist, I was responsible for developing and executing an overall account plan to retire and exceed quota. Additionally, I drove deployment of Microsoft's infrastructure products across all divisions of the 0 a 18. Packet Pg. 196 4.B.e En Pointe SLED Resumes account and ensured that line of business applications was developed on Microsoft's platform. I also developed formal case studies and press releases highlighting Microsoft-based solutions. N L O r 1995 - 2000 a En Pointe Technologies Account Executive - State and Local Government L a� Hired to plan and execute sales and marketing strategies for En Pointe Technologies for local Q as government accounts. Responsible for selling hardware, software and services in public sector. CL Daily activities included managing an inside sales team, responding to bids, RFP's, RFI's and creating unsolicited proposals. Worked closely with En Pointe Professional Services to deliver w services in the public sector space. Worked directly with customers to influence purchasing N decisions and agreement terms. N a� 1991 - 1995 c a� U J CompUSA Account Manager- Direct Sales o L Managed local government and commercial accounts in Southern California. Began managing the Los Angeles County sales team in 1993. Secured the Los Angeles County approved vendor o agreement for hardware, software and training and grew revenue each year. 2 Secured and managed reseller agreements with Dell, Cisco and others. Maintained licensing agreements with Microsoft, Lotus, WordPerfect, Novell and other industry standard software N companies. M LO t0 O M r O 0 a- Cn 0 a E L Q L r C� G O a- W r I_ V a 19. Packet Pg. 197 4.B.e En Pointe SLED Resumes m Name Bob O'Connor o Title Account Executive a En Pointe Telephone: (310) 337-5202 Contact e-mail: boconnor@enpointe.com E as L Summary Account Executive with consistent track record of success in sales and business Q development. Proven expertise in domestic and global marketing, strategic y L planning, and key account management. Q' `m • 27 years experience providing information technology solutions to key customer w accounts. N 0 N ■ Account Executive with En Pointe since February2004. ■ Manage over $60M in contracts for high profile En Pointe government and r_ commercial accounts including LADWP, Los Angeles World Airports (LAWA), Port J of Los Angeles, County of Riverside, City National Bank and MUFG Union Bank. ■ Extensive experience working with LADWP personnel and systems over the last o 7 years managing 3-year Hardware Procurement contract #'s 47727, 47029-1 a- and current contract#47273E-5. ° N O L ■ Multiple contracts won from Los Angeles World Airports (LAWA) for providing IT 2 Training and Multiple IT industry related strategic and consultative sales trainings; HP Certifications Accredited Sales Professional (ASP) N Education Merrimack College— BS degree in Accounting LO Work Experience o M T ■ Multiple technology start-ups involved in web-based solutions including content managementand security- 2001-2003 a- ■ Axent Technologies - 1998—2000; sold enterprise security solutions; company was Q eventually sold to Symantec. ■ Attachmate Corp— 1996— 1998; marketed & sold web-to-enterprise and desktop-to-host business solutions E a� a� L Q L C� G O a. r_ W d E V a 20. Packet Pg. 198 4.B.e En Pointe SLED Resumes m N L 0 r Name Bill Abrams a .W c Title Account Executive a� En Pointe Ph: 201-655-0251 Contact info Q babrams@enpointe.com N L Summary Q' as Skills Inventory Highly skilled Information Technology professional with a 20 plus years W 0 experience in infrastructure, sales, management and data communications. o Completion of health IT training from Columbia University, HIT Certificate a, program —Security specialty, AHIMA CCHIIM certified for Implementation N c Manager. J Excellent verbal and written communication skills. Outstanding time management, organizational, and problem solving skills. o Strong motivational and interpersonal skills. a- Training from Columbia University. 0 0 L .2 C Certifications CHTS-IM M Work Experience LO Government Accounts Manager Enpointe Technologies r 2010— Present (5 years) New Jersey O Negotiate software and services contracts with vendors including pricing and SOW's c Execute process management for delivery of software and services Qi Recommend software packages and provide evaluations of perpetual licenses vs cloud, SaaS, IaaS, and hosting services E Monitor and control multi-state software supply contracts, assuring adherence to corporate guidelines, government compliance and budgetary restraints Q L Manage vendor and customer relationships to expand depth of business sectors N Oversee inside team of 10 people Training of new personnel c Achievements: o Improved processes efficiency resulting in contract value increases from $3,000,000 to $24,000,000 within 18 months W r Expert contract negotiator achieving win-win solutions for all parties Clearly communicate contract content to vendors and government agencies for mutual benefit a 21. Packet Pg. 199 4.B.e En Pointe SLED Resumes resulting in trusted adviser status Started with 1 contract and 2 states and now supervise 2 contracts and 9 states N L 0 r Q Director ofNYPublic Sector . a� Westwood(now Emtec) d m August 1999— November 2009 (10 years 4 months) Q Sold infrastructure, system integration, and computer maintenance packages y Managed and expanded contracts with government, health and education entities Q. Implemented business development and marketing initiatives, including trade show management Practiced consultative selling of IT Solutions for business problems w 0 Trained and managed sales staff o Negotiated competitive contracts and implemented policies and procedures for successful a, execution Expanded vendor relationships, leveraged vendor programs to win business and increase profits J Achievements: Won and managed an $800,000 software migration and hardware upgrade project for New York o State Veterans Home a- Secured $900,000 tablet project for the New York City Department of Health w 0 Closed and managed $1,400,000 rollout for the New York District Attorney's office U Managed a $1,300,000 project for the New York City Department of Transportation Won and held servicing agreements with the New York City Human Resources Administration M Won a ten-year hardware and services agreement with the New York State Office of General Services M LO co 0 Senior Account Manama r Manchester Technoloijes r 0 1986— 1999 (13 years) a- 0 Wide area marketing of computer solutions to Fortune 1000 and medium size firms. Developed Qi accounts for maximum dollar volume across a broad range of products. Manage all aspects of account development including cold calling, contact management, product recommendation, E as delivery schedule, and payment schedule. Specialties include design and implementation of ;v networks and wide area communication systems Q L r Specializations HIT security basics and Training ITIL basics c Proficient in all aspects of Microsoft Office 0 Consultative selling w Vendor certifications r c VMware VSPS and desktop virtualization 6 Symantec BackupExec 2012 SSE and SSE+ a 22. Packet Pg. 200 4.B.e En Pointe SLED Resumes m Name Barb Grossman O Title Account Executive a En Pointe Email: bgrossman@enpointe.com c Contact info Phone: 866-457-1377 as m L Local Address: PO Box 16123 Minneapolis, MN 55416-0123 Q as Summary Joined En Pointe Minnesota as an AE in August 1997. We won our first State C. Prime vendor Enterprise Hardware Software and Services Contract in 2000 and have since won 3 additional State Contracts. w 0 N Currently Manage three ValuePoint/NASPO contracts: Cisco Systems, HP N Enterprise and HP Inc. for State of Minnesota Skills Inventory Collaboration with our internal resources and vendor partners has made En a Pointe a trusted partner for the State of Minnesota, Cities, Counties and Schools in solving their business critical issues and requirements. ; Certifications VMWare, HP Enterprise and HP Inc., Microsoft, Intel, Apple, Cisco 0 a Work Experience c N O L En Pointe Technologies 1997-Present: Account Executive As an En Pointe Senior Sales Executive who concentrates on (State, Local Gov't & Higher Ed) M Enterprise Market Sales function, Barbara sells IT Products and Professional Services to new and N existing En Pointe SLED customers, as well as maintaining positive on-going relationships to meet r, evolving customer needs. She's an expert in developing business, responding to RFP's, developing c proposals for presentation to customers, and selling Products and Services. She is supported a r cross-functional teams from En Pointe's Marketing, Systems Engineering and Product Development team. She has excellent relationship building, negotiating, and technical skills to assist her clients. a- Businessland Sales Executive 1985-1991 Q i Led Businessland by articulating product benefits and advantages of Businessland's core sales message. L Opened new accounts. Q L Opened new sales territory which included pipeline development, territory planning, account N planning, forecasting, quota attainment, sales presentations, and short term, midterm, long term opportunity management. c Pickwick International Record Distributor: Account Executive a c French Teacher w r c Specializations and Training Converged Infrastructure, Cloud Computing, Assistive Technology, Virtualization E a 23. Packet Pg. 201 . . 4.B.e m � N •L 0 Q k. E d d L •L Q. Request for Proposal ADSPo 16-00005829 N N C Solution for: CD Missy Mudry State of Arizona, --- �— AUTODESi FAI too N. 15th Avenue, Suite 201 = ° a Phoenix, Arizona 85007 Adobe o Phone: 602.542.9125 Afi� 0 I.Ul L1 Mi„I,1' =^ WNC"SO F/191K I MISSY.MUDRY@a AZDOA.GOV .T„�. �� symantm ITRI N Presented By: -� M En Pointe Technologies Sales, LLC o 194o E. Mariposa Ave El Segundo, CA 90245 o Tel: (310) 337-5200 c Website: www.enpointe.com a, E L Contact: a L d M Imran Yunus Director of Government Sales o 7-1 - Office Phone: 310-337-59o8 Email: iyunus@enpointe.com F-1 E Date: December 17, 2015MENNEN " a En Pointe -Fechnolo ies a Y ' Packet Pg. 202 Lij State of • ■ EN POINTIE 4.B.e . #ADSPO ■ -..0 m N �L O r Q E L a N �L ATTACHMENT 6 RESPONSE TO SCOPE OF WORK W 0 N O N METHODOLOGY 9 J V 3 O L. O N O L .2 C CO) r N CO) LO t0 O M r O 0 IL rn 0 a I E L a L r C� G O a. W r c� G V NASPO ValuePoint Master Agreement for Software Value-Added Reseller(SVAR)Services Q Corporate Office:(310)337-5200 1 www.enpointe.com 194o E.Mariposa Ave,El Segundo,CA 90245 Packet Pg. 203 State -00 of • 1 4.B.eAd OIL- TABLE OF CONTENTS N �L O r ATTACHMENT B..................................................................................................................... 1 ' a c a� E a� m L a N �L Q L d W O N O N C C N V J V 3 O L O N O L .2 C CO) r N CO) to t0 O M r O 0 a rn 0 a I E L a L r C� G O W r E V NASPO ValuePoint Master Agreement for Software Value-Added Reseller(SVAR)Services a Corporate Office:(310)337-5200 1 www.enpointe.com 194o E.Mariposa Ave,El Segundo,CA 90245 Packet Pg. 204 State of Arizon-a . . 4.B.e �_ RFP #AD '1 16,00005829 m ATTACHMENT B L O 1.Offeror shall describe its overall approach to providing solicited services. Include how Offeror plans Q to meet or exceed requirements of the Scope of Work and Terms and Conditions. As the incumbent in the Value Point contract, En Pointe plans to continue to add value to all E NASPO/Value Point Participants (NVPP) using the knowledge and experience that we've gained L over the years servicing the current contract. We hold current NASPO Value Point contracts with Q HP, Cisco, and EMC. Recently we have upgraded our online system with SciQuest successfully. y At the same time,we are actively expanding our offerings and streamlining our software services. Q L En Pointe has grown as a company and are now part of PCM family of companies that includes, PCM and PCMG. This means we offer deeper relationships with OEMs and Software Publishers. w We have advanced certifications with Tier 1 publishers and all three companies have 20+ years o of experience as Value Added Resellers. We are constantly being awarded new state wide 0 contracts and have a proven methodology for supporting city, county states, school districts and •N higher education institutions. With a world-class and experienced sales team, superior technology for procurement and an operations team well versed in government procurement, we will be able to not only answer all NVPP's questions but we'll be able to guide participants toward to right technology. o L O Our Value-Add under this contract includes but is not limited to: o L • Experience managing On-boarding and transitioning of NASPO Value Point Participants • eProcurement Online Ordering and Reporting Tool/Customer Website—AccessPointe • Software Asset Management (SAM) Offerings N • License Tracking and ConsultingLO M • Software Integrator LAR (SLAR)— Microsoft LSP. 0 • Trained and Dedicated Account Managers r The benefits of e-Connect: y En Pointe's experienced Software licensing team can either advise you or do the heavy lifting on Q ongoing management and administration of your SW licensing procurements. cl as • Strategy sessions help develop an understanding of NVPP's technology roadmaps E • Assist in negotiations with manufacturers and publishers. • Planning, deployment, full or partial management and retirement of software Q L publishers' technologies. N Communication Plan to Create Outreach to NASPO ValuePoint Participants En Pointe will develop an operations set of guidelines and metrics specific to the needs of eacha. o NVPP. Our account managers measure deliverables and personnel using detailed reporting systems and scheduled conference calls (weekly) and when necessary monthly visits with w r designated NVPPs. We respond and deliver according to your expectations and adjust our operations accordingly. En Pointe will dedicate a Transition Manager to assist in defining key success criteria for both implementation and steady NVPP support. Upon contract award, these a 12/10/15 En Pointe Technologies Sales, LLC Page 1 _ Packet Pg. 205 1-1 State of Arizona . . POINT 4.B.e ' #AD '1 . 1111 • resources will be assigned and will work with the NVP to finalize the Statement of Work, define N participant's vision and continue to provide superior service. o Z OBJECTIVES: The well-trained and dedicated support Account Team will be primarily responsible for providing advice and knowledge of the software license products. a .W • Conduct account performance and service reviews on a periodic basis in accordance with E the contractual requirements outlined in this RFP • Coordinating OEM and contract related meetings, product demonstrations and product Q evaluations with the various NVP Departments/Agencies. y • Review work flow structure to ensure quality and efficiency for the NVPP's order Q L processing. • Communicating the NVP's goals, strategies, and policies to all members of the En Pointe w 0 account team N 0 • Program impact/cost analysis N, • Organization specific training for participants N • Proof of license reports • Cost analysis reports and recommendations. • Contract Compliance • IT Best Practices Recommendations. a • Communicating the contractual pricing for all license contracts and other products to all users involved. o • Training for NVPP Purchasing on En Pointe's Web Tools GOALS &TASKS: • Develop regular/ongoing communications schedule. • Develop communication review/approval process. • Create a special email address & mailbox to send all approved communications and o receive all community responses/questions. M r • Develop inquiry response guidelines. co r • Coordinate with OEM meetings, webinars, training and seminars a AUDIENCE: y 0 a� • NVP Purchasing Staff • Agency End Users (NVPP) • IT Directors m L • Others as Defined Q TOOLS AND TIMETABLES: r Tools that will be utilized to communicate information to the NVP will include: • Company Intranet c • Email o a • PowerPoint presentations c w • Conference Calls The tools will be used in combination with each other for maximum communication affect and NVPP exposure. a 12/10/15 En Pointe Technologies Sales, LLC Page 2 ~ Packet Pg. 206 Lij State • • ■ 1 _ 4.B.e INTE Each State will have a designated experienced representative that will expertly guide N participants through the complexities of software licensing, negotiation and tracking. Each o participant will have access to knowledge experts at En Pointe whose sole mission is to 3 circumnavigate licensing pitfalls and make procurement easier and more cost effective. They a are led by a management team that constantly wants to 'wow' our customers with superior c [I) service and guidance. From on boarding, to implementation, to ordering, tracking, problem E resolution, cost saving and technology road mapping our continued goal is to simplify the ;v process for participants and expand our offerings to that the maximum amount of people can Q benefit from the NASPO Value Point Master Agreement. y L 2. Develop and Maintain Website.Describe the website to be established for a state. m 2.1 Home page appearance and information; En Pointe builds web pages announcing to the participants all the benefits or the En Pointe o software procurement processes and tools. We currently create these types of webpages for o states such as Alaska, Washington, Hawaii, and many more. En Pointe can design, publish and distribute co-branded marketing materials within first 90 days. We currently create Value Point newsletters that we send out to inform participating stakeholders of products and services that may be useful to their institution. En Pointe can customize the content of the web site,so it meets the requirements with information relative to the specifics of the contract. A well-designed link directory will be maintained that will be relevant and useful to the NVP and NVPP. The home a page can be a welcome page for new users with links to how to contact the En Pointe Account team, contract details, news and information, and links to our eProcurement online ordering and o catalog. We are currently integrated with SciQuest. U ��n►cr�r to EtiPhf\fE r � M The one slop rnr pi nr unriy V.T.in ridn[is Ad d ur es v CO) Customxed LO _ 'Nehcame Page of _ o O M _ Welcome to the En echnologies.State of m Home Page!We r hope Ihal you is sh a informatrve and practical Our goal is to p you the best GO m Gusto seance and will update this site cordin Jaus!y to ensure that i ation r and u es are always at your fingertips Thank you for calling on En Pointe f I of yo ocurement and Technology Support 0 State has established standard specrcatons for computer desldops.notebooks, Q 1 tablets.and monilors Each Slate standard specification has a list of upgrade options that allows agencies to customize cvnfigLfatipns for their needs The Office of r Enterpnse Technology[OET)and the Department of Adrrunisbaton have approved the C YQyr Team Implementation of these standards as a mandatory requirement for slate agencies d he current standard specifications,upgrade options,and pncing can be found by E PLGAQ c king on the above banner c Hf �`W3GA Pleas ote that non-standard PC configurations,such as handheld PCs and L n n penphera uipment must go through the OET exception process Q Online lalon L About U R " N POINTE y Softwa er Links to Accaunt y n team contacts, online ardenng } PrQl� ana catelag aid other O ~ r�',',.�• wfnt mate on;pPc rfic .. the calm wnthin the storm _ W C Contact the webnidster for changes regarding thus site E V lC a+ a 12/10/15 En Pointe Technologies Sales, LLC Page 3 C State of Arizona m"OEN 1WE TIFUHNOLOGIIES4.B.e MOL 2.2 On-line tutorials: m N �L Online tutorials will be provided that allows access to a wide range of detailed, useful and r accessible information. As an example, on the Commonwealth of Massachusetts website, in the a eProcurement link, we provide a link for a demo, with a demo user ID and password. Once on c a� the site, there is an included user guide that takes the user through the features and use of the E web site. We have included the user guide as an attachment to this section. Q as Web site, link to eProcurement tool/instructions: y L CL http://www.enpointe.com/massachusetts/eprocurement.asp c w .-A'V' o N E..: POINTS" G N State aM howls AccessPointe,En Pointe's robust C H«ne e-Procurement portal C wry en pqn� Fn adore w,as:n or.ne P�cool ra.ee•,�eaanle•oo saum ror xraaae swn�, � Your Team qb antl pv Mase ftfonra.m.Ir a suRware tltle Ca[an a¢v�cy nmR Is nd KRO,tl�e _ .................... ag.y nn 1 n—an EnPdnle r p�v Pine or-1.EnPaln@ WIN—t Fe J e-Pruprenet p—antl tt agmm epm,—riay aoa tt m rt calagg antl prune a qudauan m the Roy V �F 6u,tllw-FV�from rnTguretlWMlee orP�de tl¢Imrtonn to your � organtrallmktanrnggy sdrdarCe O 6ullwa•Llcenee Gorihau'la-VolErram hud�.4ing ana pmwiaraR VAl be L 1e55 c.'arcl caF3c'nM oar onlY1e cart-s'f no0r,z a •�oer-=ncurapu•craee3cm�orarccmrgsparungu�nmugn an 3d—r-aappr-. syslHn 0 C ar$WuB&:.aeatiucMV-Loc"reeFFlle rrllartlarlre antl prm s W 31 N names O contrecb3a prttlnp-e>arG,antl bg prmama,res3tl mntr m]Frltlng L RaporSa-r' rare oewlatl report naz,e,eror.naeanonown ya (,� V gopemineeays n •MelrRemance laau,e-Tlack rsnanry agreenetG nrou�an aua.naretl syslHn. .. •PuncnClul[In[egralgn-IMe e:Een9 WralaWn9 sye�rls p.e.Ar[,S^P, (� IX3G=_,e}:;x o:rr lq. POFI@xtllle canectln9q onarapgle CVO we[Ett[5 as•Fnl-'nllfqu[eer IE3u1ng Ve A�PNn[e qd! � -YWrIrltem3l ACxes—ve 3annsv3--n Watl1S.3eaL9ua w11lI N yxr or5a•Itrallon. eax�elgo rrry an o 3Hetc ee:.r a--a-- LO nelbe glen a.ogl�l❑3rtl pasar._r]:. _�. .l:.a::_.r�'.� =:��arL Q alA vmntrcl U a�e�la atltlNa'a Rv_<=:-_e3LLr�.CFaryu[a'r}'b+�an Le na1e M many one tlycarlaung me sp>•.a3lsr r: =_ .wage. r , Vlouq you�kemge[a Sneak PaakT Ho algal you lDgW r LRL.w.aspoYrle.am To 9e[your o,lle qXl.sFrlply uW O �y�r gnxmann� (LI^ uexr,vne:,.unerruu Itrd2�'nPoglearn v/ Paeenrortl:erpaq@ Q rnce xe�e oonarmm wm wur a org3nbatlaYe Gle atlnlnleGaLLr,Ywr logFi «eoentlaze xl 11 Ce serR[o S'ru Na x�u'rl 1._"_ � naz loge m see yar edere cc•ma^1s a[ slale.�•••-•••p-ngan­ 4) awaraege or Deer eyrocurarrrrt reaWme. E L Q L r Once on the AccessPointe URL, users can sign in with a demo ID. Below is a screenshot of the demo that was set up for the Commonwealth of Massachusetts. We have provided the User Guide as an attachment. The evaluation team is able to sign on as a Demo User to this site. En a Pointe is also able to create a flash demo of the site, should States desire that feature. w r c as E a 12/10/15 En Pointe Technologies Sales, LLC Page 4 State of Arizona DmOOEN ' 1 4.B.e m MT Prong paA�4aa.d N } AocessPoints- l �' CART r Hi.c[[fix ptl.Pa%.[c. - 1 ltii.U—.Oww.. N.IU IPOE '3fah. Last AlPd11WPST Aethl K oonm�aa SIW Am.VI Nlr.I 0001065206 PO!Atbba Oral 5'iG 010 5A7 PM Crer.[Donrnsr. CrtlttTr—U L er Technology Moving Forward Q„�,,, ,! By L.'t,,.E,,,aPn� „db. Q - bIaRIN Elpbrer65noW 10j�15Obard Uri.pP]Patl bl' R M rI]25I ITkmCi sles?'h@are90n9 BO bIVYll sul...It11651nW111 Wh]]A5Pw7A!651276 T.'1a'd010 Ad" - nstructonsfU-:-Je knwllh E6 put as We adi yew�Wres wewllln0lager 9o8AF1 N T self-paced dernd" 0ratlhgaoUA E65peC CJIA6 i _.. .'d5 152d le:d J£2 b prmlue srcWaer mOtlemcabn Q. -J organ73kn are s[Illushg E6 WE strong§•encourage jnub p g—N 1 ap'�'� 1E6or=k�ox36 mul Capable nocininbi—M 3)d Will Mkr—lSe"60 COM-DEMOONLY— Oa'31.'m13 +w a peWer 3stzr erxrklce m aII c�rreTt Ffznet sly W �� A'4:rCFo'aaEA:al;oV.aZle�-7=A'O Oa31.'ia13 Q pyyr� mawgmi. IMe A'l:rDeo':.29aJ63.JaeT.=aJr:-7=_A'O 0&31.'m12 N samd:re�.n� O k>D En Falnb Techno"IM Ad—C-D$5� 12�r7-7=A'OO1.1'— OL'16'ia11 0 N 4'aT.FFPI[' T M- in aeelsaea AkaYl daskj'Iztlbrt'le�]e o' 3r'IId TP: ar�s xae3-7=_A'OO1_r— 07.'16'ia11 :�bE-']]tle'Igl6"rd12 T1E iJ'Idb'Idn'.@arJreS a'd f0AG1 Lls��s����Tsr^is_» } saaaalF.kso'oJr Mnxssaoae eProcdreneM so.Aha. 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Ruch 11— Quohe S.kW W.PST1 UntE4 N ATer vLNl Igtreer—ddem.j\]J mat aro Wallbdrm%p a lk Wak- (� �rGx}noTR0.xss�Jl}x� O]'IpldaT�OTEn PoI'r1e551ale OT Mlea-Ml Ouolz O325470 i 6M.010 Mllhr,Mark Mabac—lhieam nemaers.151ed a 1.•bra I letle�nooriosel a 32T PN J Jra�aJ'r1 WIPI Ei Pol— V Ifr Atoualll toff:To V1eW jGJrorga'Ih o9b ubnl aricrgn 3 Ab I'lle.alBa6e call jnJr l'51tle5JaooA 7ea'n al tle nJTaer gAe 7e OWU Y]JraCO}J'Aeet- F pOft Nary Dfh C..W O L Ea Dubbind�T—L�d•iFy A:a-TaB f D-11 6MQ.M105A6AAPlA 4eaor.>r vJsnmer ♦Z FM 1 kft-11—L'+e,a0l— y Pftt N—bilr B—Aptlbn 0 L IYr1[M11hr-�kc Pnln%LW-139 w; r -Q✓72152 'XrMw Pm 70..9g Pao9_4—SalelL lOSh V Pa�1.7iarc�^Y}9r.:97i: C Adtl CfR'*mtlAelr .. ❑ownloadable User Guise = 1 x di::; ibKLKdS 0113fl1111If l/hln DwralPtlon Of) _ _ _ 'gym Ha�paesa�sle N CO) L0 h:w,vx'nass-w � .4scassPolrta 11»r GL Itl3 � clkk me aboe tan�ulew me c�exnmed u;er guide M r I Fap�ana5eJx7-31Daa7�3a�SbaW+- o FaTetlfid9Wti-31D33T9111 aamalb�plh ^ Oa0Exl1 Bi Wr.eT[tlN�gNr�rl�R�a S� ,L,^i^ V/ a I Please refer to ATTACHMENT A_Qualifications_EnPointe_AccessPointe User Guide_2_2 CD 2.3 Product catalog(include searchable fields,products to be included, how license aa) L information is provided); Q L En Pointe provides a catalog management system with a variety of flexible, modular and scalable features. En Pointe's e-procurement system, AccessPointe helps create, communicate and enforce corporate standards with customized catalogs containing contracted pricing. Electronic Product Catalogs are transmitted and hosted behind your firewall using a variety of methods �° including: XML, cXML, EDI, TXT, DB, XLS, etc. w r c m Catalog Support is a service En Pointe has provided to a large segment of our customers. E Managing content and catalogs is a daily task at En Pointe. We have built comprehensive tools 0 a 12/10/15 En Pointe Technologies Sales, LLC Page 5 State of Arizona . OOEN POINTE is OWN 00 TLCHNOLOGIES4.B.e EML utilizing complex processes that can filter, format, cleanse, and enhance data from any source N and publish this data to any system capable of receiving it. En Pointe can provide an on-line o catalog of available software with the following features: 3 The ability to search VLA and Non-VLA products by various search options. a • Each State can have its own pricing in the Catalog if variation based on Publisher pricing • Pricing rules can be updated at anytime based on the NVPP policies. • Catalog for each State includes only software which the reseller has not been restricted Q from selling by that State. y • The catalog will enforce the state's policy by restricting products from the catalog Q L • AccessPointe allows flexible management of each catalog • AccessPointe allows ability to further restrict users to certain SW within a State w 0 Searchable Fields: o N Our Search Engines intelligently assist in finding products amongst a catalog of hundreds of thousands of products. NVPP can search for products using one of two methods, a basic keyword search where any keyword or phrase can be conveniently entered into the search box, and an U Advanced Search option which allows for more complex requests.Advanced Search will allow for J combinations of different criteria to be used for the result, as well as powerful filters that will help delineate non-desired results. a More details on searchable fields can be found in the Demo Guide. c N O AccessPointe" `j A Iter(.) W 2 Ehwrkeyword,part#,etc. Search M Dashboard ® r cumenl search Enter model number,partial description,part number,etc. v Create Document r-Only Share Promo r Only Show ln5tock r Only Show Products With Images r-Only Show Green Products CO) L0 Droll Tracking My Profile 6 All r Hardware l Services r SoTlware r Software Licensing T Reports Tools Category: «house One-> r Logout p E s All f More: «hoeseone-> f Name Like: Enter lull or partial manufacturer na y Srted Hy <-ChoeseOne-lea C From S � to$ F enter minimum ani maximum Price range_ E Lcensln9 hill noon + N : eprocurement Features} Categones end Menu(ecturers cen be cust—i-d_Please emeil the Help Desk vie the link below_ `Search keyword or one of the Category!Manufaotumr filters is required_Please use a keyword of at suet 3 characters in length_ L. G,seavck L r N R Please refer to ATTACHMENT A Qualifications EnPointe AP Features Benefits 2 3 2.4 Links: 0 a En Pointe Technologies Sales, LLC www.enpointe.com w Accesspointe eProcurement Tool www.accesspointe.com E V a 12/10/15 En Pointe Technologies Sales, LLC Page 6 r� 4.B.e EN POINTE aFIER- 2.5 Downloadable standard reports.Include: m N 'L Standard Reports are available online, free of charge, as a subscription or on an ad-hoc basis°, that will be integrated to your custom website: a • Report of Outstanding Orders • Detail Report by Manufacturer E d • Detail Report by Customer PO# ;v a� • Detail Report by Ship To Location Q • Raw Data File (all fields captured) • Summary Totals by Product Name C' as • Sales and Backorder Report w • Summary Totals by Manufacturer o N • Customer-Specific Price List N • Snapshot Report—graphical summary of purchase activity data c • License Consumption Report a� • Purchase Activity Detail Report J En Pointe can create parent/child administrative rights. A State Contract Manager can pull 3 standard and custom reports for the entire state and be provided admin rights for eligible o entities. See the Demo guide for more details on how to create reports and report features in a- AccessPointe. O N O L Sample Manual Report: Invoice# Inv Cr.Dt. Doc# Doc Date Cust.Po# Contract# Req.Del.Dt. Customer# Customer Name Item# t0 XXXXXX16 2/20/2015 XXX93247 2/18/2015 XXX51288 75018419 2/18/2015 100xxxx Demo 10 CO) V_ XXXXXX17 2/20/2015 XXX93251 2/18/2015 XXX51290 75018419 2/18/2015 100xxxx Demo 10 XXX94028 2/24/2015 XXX93065 2/17/2015 XXX51199 75028520 2/17/2015 100xxxx Demo 10 CO) t0 XXX94029 2/24/2015 XXX93108 2/18/2015 XXX51226 75028520 2/18/2015 100xxxx Demo 10 M XXX94033 2/24/2015 XXX93230 2/18/2015 XXX51282 2/18/2015 100xxxx Demo 10 XXX94030 2/24/2015 XXX93249 2/18/2015 XXX51289 75028520 2/18/2015 100xxxx Demo 10 r O XXX94034 2/24/2015 XXX93432 2/19/2015 XXX51412 75028520 2/19/2015 100xxxx Demo 10 I1 U) XXX94032 2/24/2015 XXX93433 2/19/2015 XXX51411 2/19/2015 100xxxx Demo 10 a XXX94035 2/24/2015 XXX93497 2/19/2015 XXX51440 2/19/2015 100xxxx Demo 10 +,1 C XXX94036 2/24/2015 XXX93516 2/20/2015 XXX51488 2/20/2015 100xxxx Demo 10 W XXX94726 2/25/2015 XXX93638 2/20/2015 XXX51535 2/20/2015 100xxxx Demo 10 N d XXX96046 2/27/2015 XXX93033 2/17/2015 XXX51187 75018419 2/17/2015 100xxxx Demo 40 XXX96046 2/27/2015 XXX93033 2/17/2015 XXX51187 75018419 2/17/2015 100xxxx Demo 30 Q L XXX96047 2/27/2015 XXX93392 2/19/2015 XXX51398 75018419 2/19/2015 100xxxx Demo 20 N N XXX96047 2/27/2015 XXX93392 2/19/2015 XXX51398 75018419 2/19/2015 100xxxx Demo 10 XXX98484 3/5/2015 XXX93276 2/18/2015 XXX51293 2/18/2015 100xxxx Demo 20 C 2.5.1 How information is controlled and sorted(e.g.what information LSCA can access): Below is a sample of the type of information that can be controlled and sorted. Moreover we a c can customize the data to match what you require. The standard notifications are sorted by; W r 1. Customer Name a 2. Manufacturer Name 3. En Pointe Purchase order number a 12/10�15 En Pointe Technologies Sales, LLC Page 7 -- Packet Pg. 211 State of Arizona EHOEN POINT 4.B.e ' #AD '1 . 1111 • 4. En Pointe Sales order number as N 5. Expiring SKU (Part number of the expiring License. Can be one or many) o 6. Expiring Part Description (explanation of expiring licenses) 7. Expiration Date (the date when part gets expired) a 8. Renewal SKU (Part number of the new service) c as 9. Opportunity amount (The list price customer will pay to renew) E 10. AE name (who has been assigned to the customer) ;v a� Q as Key Services of Renewal Team: Q. 1. Renewal Process Management ; 2. Random Renewal Opportunities w 3. Upgrade Promotions coy, 0 4. Renewal Outsourcing N a) 5. Renewal Repository 9 N Reporting is one of the most critical parts of the renewal process that shows the results of a complete renewal activities performed in a particular quarter. These reports help us guarantee on time renewals and help avoid late renewal fess which customers could possibly be charged. 3 2.5.2 How state Procurement Officer can obtain purchasing profile for Users and o L volume in State: d 0 Since En Pointe is a Value Point contract holder, we maintain these purchasing profiles and we o already are capable of giving profiles to NVPP officers who request them. 2.5.3 How an individual User can obtain only their information. M Reports can be tailored to have individual access. Our system is designed to give,and limit,access to information depending on the security level issued by administrators. CO) 0 M 2.6 How website is monitored, kept current and accurate. r En Pointe and PCM's websites are updated continually on a daily basis. We have a 99.9% uptime a- and the only time we've been down in the past few years is once a year on a Sunday between c a midnight and 6am it has been down for maintenance but this scheduled in advance. En Pointe systems are electronically integrated with key suppliers via EDI and are updated continuously on a daily basis. L 3. Describe your Company's method for tracking software licenses and ensuring that Participating Q States receive timely notifications of renewals or are advised of volume agreement opportunities or vulnerabilities,etc. Our license tracking software works by actively maintaining all licensing agreements customers have with software publishers (both contractual agreements as well as transactional software volume discount agreements). This enables us to ensure customers are purchasing products in 0 a compliance with any agreements they have, and prevents accidental quotes and/or orders for w products at prices outside of any agreement terms. Because every license is individually recorded r c against a customer-specific agreement, we can easily track license purchases for customers and record them against contractual milestones to assist customers in recognizing how to take best 0 a 12/10/15 En Pointe Technologies Sales, LLC Page 8 ~ Packet Pg. 212 C State of Arizona m"OENN PP011INNTWE . O 4.B.e ' #AD '1 16-00005829 advantage of any agreements they have entered into. The below screenshot shows a summary N of the various Publisher contracts and standard reports. o r AccessPoinfi Home About, a, ® Search: Enter keyword,part Q En Pointe Technologies e-Procurement N d L Dashboard User:Adams,paul Program dame Expiration Date Order Tracking Account:COUNTRYWIDE HOME LOANS[SFNVR] Q SAP Account Number:0001009991 Microsoft Select 6.0 Level D 0121 f2008 D My Profile Microsoft Select 6.0 Level A 01 f31 f2008 Document Search 'L Microsoft Open 11 f30f2007 Messages from En Pointe >? R Tools Adobe CLP 4.0 Multiple Contracts 11 f30f2007 d rt+ Logogt En Pointe Contacts zrfp test 1213112006 W Sheila Johns-(National Account Executive) More... D Search Ph:(310-725-1188) N Cell:(310-365-6744) Advance Search O Fax:(310-725-1105) N My Contracts siohnsPenpointe.com Report flame Dale Created 0) Standards!Bundles Norma Munox-Pi att-(Customer Support License Contract Summary 2115f2006 3.41.59 PM 9 My Favorites Representative-Manages Order Processing-Corporate) .N _ Ph:(310-725-5509) Summary by Publisher Name 2M 512006 3:41:57 PM Fax:(310-725-1105) Summary by Puhlisher Name 2A 5f2006 3:41:56 PM 0 ltems(s) nprattapnpointe com V ® License Contract Summary 2M 5t2006 3:41:56 PM J Mai a Villalha-Customer Support Representative- Manages Order Processing-Backup) License Contract Summary 2ft Sf2006 3:41:54 PM - Ph:(310-725-5215) Fax(310-725-1105) More... -a mvillalbaCcDenpointe.com EM User:Adams,Paul Corporate Headquarters:100 North Sepulveda Blvd.,19�h Standards 1 ++ Account(0001009991) Floor,El Segundo,CA 90245 Bundles Dame Description 0 COUNTRYWIDE HOME LOANS Configuration&Distribution Center.1040 Vintage Ave., W SF7WR] Ontario,CA 91761 Access Licensing Access 2003 NIL SEL-D ILL Configure O (32)1 CORP MICROSOFT... L Antivirus Antivirus softwares Configure CV Microsift Micros:license Configure C Adobe Acrobat All kinds of Softwares 11 Configure GK Testing CO) r Adope license-Contract Configure v CO) LO t0 O M r 3.1 The standard sort-able data fields established for these records. co The standard notifications are sorted by; 1. Customer Name 2. Manufacturer Name 3. EnPointe a Purchase order number 4. EnPointe Sales order number 5. Expiring SKU (Part number of the c expiring License. Can be one or many) 6. Expiring Part Description (explanation of expiring Qi licenses) 7. Expiration Date (the date when part gets expired) 8. Renewal SKU (Part number of the new service) 9. Opportunity amount (The list price customer will pay to renew) 10. AE name E (who has been assigned to the customer) 3.2 The information tracked on behalf of Participating States. Q L En Pointe's order tracking features will provide you visibility through the entire procurement N process. Our solution provides our internal order status, invoice information, as well as real-time shipping status via integration links to all the major carriers, allowing us to show the exact c location of every order and status of each license. Furthermore, we provide best in class data a availability to include individual license numbers. Our solution even provides proof of delivery by pulling up the signature of the individual who signed for any products which need physical w r delivery. a 12/10/15 En Pointe Technologies Sales, LLC Page 9 ~ Packet Pg. 213 State of Arizona 00000EN . 1 �RF4.B.e ' #AD '1 . 1111 • Our license tracking works by actively maintaining all licensing agreements the states have with N software publishers (both contractual agreements as well as transactional software volume o discount agreements). This enables us to ensure that you are purchasing products in compliance 3 with any agreements you have, and prevents accidental quotes and/or orders for products at a prices outside of any agreement terms. Because every license is individually recorded against a customer-specific agreement, we can easily track license purchases and record them against E contractual milestones to assist you in recognizing how to best take advantage of any agreements ;v you have entered into. Q as 3.3 How reminders of significant dates or volume plateaus are triggered. Include how your rn L Company,as a partner with the Participating State,communicates with the State to ensure no CL deadlines are missed or opportunities unexplored. c En Pointe has a redundant systems that works both electronically with our e-procurement tool w 0 that is set to notify clients and our software tracking teams who work behind the scenes to makes o sure that our Account Executives have current information to better support the states in their N, licensing options. Account Executives are notified via system generated notifications early N enough so they can inform participants of up-coming renewal and pending volume plateaus. This will ensure that no deadlines are missed or opportunities unexplored. Reminders can be sent in a variety of formats, such as HTML, PDF, Excel, etc. 4. Describe your method Participating State receives documentation of Proof of License o d L Frequency: Qne Time V Output Options: F- Save Output Format: HTTML �+ cfl M F Email EmaiIJAddress: N *(Please use asemicalo-n to add additional email addresses) CO) L0 Back 0 M a 4.1 Describe process for providing Proof of License to a buyer. p When we receive the customer's Purchase Order our Customer Support Representative (CSR) al places the order in our system through SAP to our vendors. The order is then confirmed by the vendor electronically and the product is shipped directly to the customer. Shipment confirmation is sent to purchasing who then closes the order and adds shipping information in case of POD a, requests. Customer is then electronically invoiced and all licensing proof of purchase data is Q as recorded in AccessPointe our e-Procurement tool. Proof of purchase documentation requests can then be satisfied quickly through inquiry into the AccessPointe account database. En Pointe will provide(or facilitate through the publisher) a proof of license certificate that will substantiate Proof of Purchase for each type of license purchased under this contract. En Pointe receives a automatic copies of most vendors' licenses. We maintain a database and send a copy to the w customer. These License Certificates contain all the necessary information to show proof of r c ownership. Please see our sample Proof o License notification below: V a 12/10/15 En Pointe Technologies Sales, LLC Page to ~ Packet Pg. 214 State of Arizona EHOEN POINT 4.B.e m N Thu 11/19/2015 6:46 PM •i O Adobe Buying Programs <adobelicensing@adobe.com> Z Your Adobe licensing order has been processed Q To -@nehraska.gov r+ C N E N ADOBE VOLUME LICENSING Q fn Q Your Adobe licensing order has been processed Dear TAl`,1[,Y- C W Thank you for doing business with Adobe.We are pleased to confirm that your volume licensing order has been processed. N O Or N 14 C End User Purchase Order: j/f =70 05 N End User Organization: V NEBRASKA GAME J a+ Deploy To Contact&Location: 3 WSCA-NE 0 lllllllllllN 33RD STREET i LINCCLN.Nebraska,60503 d us O Agreement Number: to 44004_ Q L CV C M 4.2 Method of retaining back-up copies of Proof of License.How quick duplicate provided. 04 En Pointe maintains all customer agreements with proof of delivery/proof of purchase against M each order in our ERP SAP system. This system allows us to provide you a real-time depository of o software license information such as key-codes, software assurance benefits, etc. Because every r license is individually recorded against a NVPP specific agreement, we can easily track license purchases for customers and record them against contractual milestones to assist customers in a Cn recognizing how to best take advantage of any agreements they have entered into. Every a publisher has a different process in providing certificates of license. Some vendors (i.e. cI Publishers) will send us a copy of the certificate that we store, others send the certificate directly E to the customer and do not copy us, but will resend upon our request with proof of invoice, and L still others store the certificates on a website that the customer only has direct access too. The Q process is done quickly and we have a 24 hour turnaround time. , 4.3 Describe how your Company partners with a State to demonstrate accuracy of licensing information to a publisher(aka a "True Up"). Our proactive AEs have extensive enterprise experience with publisher reps. They are well 0 a versed in true up policies, anniversary date adjustments and not to exceed pricing rules. En w Pointe has a professional methodology for advidsing our clients on the best practices for software aquisistion, license management true up and reporting avialble in the market. We also offer world class Software Asset Management services which use the following protocal: a 12/10/15 En Pointe Technologies Sales, LLC Page 11 State of Arizona . .EN POINTE 4.B.e ' #AD '1 . 1111 • m N O Othm'WSAM ASSESSMENT ENGAGEMENT STEPS Your SAM Partner will follow the process below during a SAM Assessment engagement:kk Reach a C $ $ flw( N int4H­vi.�andL_Ag a Presentalion Report and •L Q. L lJJ They also provide: N 0 • Publisher management including scheduling and presentation management • License Program Analysis and Comparisons N • Pro-active notifications of renewals and contract expirations • Budget Planning and Forecasting • Compliance Reviews and Audit Consulting • Subscription-based and Ad-Hoc Reporting o 0. • Self-Service P&A (Procurement & Administration), Ordering and Reporting • Software Asset Management c We can clearly differentiate En Pointe from its competitors in the areas of Account Executive 0 knowledge, software pricing and rebates, the use of technology and commitment to service and long term vendor relationships. Our experienced staff, robust infrastructure and our customer- M specific processes are the key factors that differentiate En Pointe in the marketplace. 5. Reports 5.1 Describe standard reports which can be generated for a State(other than downloadable c reports addressed earlier). Provide sample reports. En Pointe has a variety of purchase activity reports available to participants via the web, electronically(through email), and/or directly from your En Pointe account team. Our reports can y track buying at every level and break down spend by division, parent, ship-to location, etc., to a give you a clear view of your purchasing patterns. �l c Costum Sample Report d E 2015 Customer Order Invoice Invoice Manufacturer Customer Name Address City Zip code PO Date Number Date Vendor P/N Product Description Unit Prite Quantity Total MI fL WSCA-Hl Ofice of Council SeMces 3High St RK.M3 Weiluku • 1_9 KE111h,111ee lnc. ,YR 10k5 BASIC SUP EM OR RNWL FOR LM-22 $e4fi.e1 $1.293.28 VI W—HIDEPT OF_ �9 D 1ga2-32I ,emsDee B�n6 ro Me6ia $�,5 $�,5 a 00 �I HST— nou Berea WIM.suer e a R2 Meals $20.15 $20.1s L aWE—DEPTOF EDucATlor N - 711/2016 i ss acIC .1 za CA-H4 $z06.4o WSDEPTOF EDUCATON 60,�M OKI TE 40 A BLVD S9 KAPOIEI• 96707 Y4592]-W 6130I2015 92942405 711/2015 Mi—s.. 021-1 0 28 2 OM eWC .1 Ca 2 $82.56 � WSCA-H4DeptBuaines.Econo.0ev I, PO Box 2359 Honolulu 96804235 `-141. 6I30I2015 92M2426 1112.11 Microsofi P)3-06309 WiM.B—ALIC $1.. 13 $7.410.00 W 636SSt Honolulu • 96813 } DF 15028 6I30I2015 92942416 V112015 Mlcrosofl 19P-12 OFFICE PROFESSIONAL PLUS\LIC MI- 43 $14,112W WSCA-HIFire Department Honolulu ' 1/112/11 Mlcrosofl D8806323 Viela S-d—LIC $1 i. g4,348.08 WSCA-H4CEPSOF EDUCATION P112015 icma ce ac $41.28 1 .1.28 cros $51.00 $510- W �r SCA415 CITY AND COUNTY OPTOF I i F HONOLULU 6%S0 H .11 K F H LOOK 96 - � cros 328.20 711/201s i $ $u',mao WE— EI Fire Oe-.a. 'Ga R El ,Ve 6,3 96813 61,12015 9291241 1 71112015 mms 19PO1112 I PLUS\LIC $328.20 5 $11.11. •wO CTTY AND COUNTY OF HONOLULU 650$0 KING ST FLOOR HONOLULU• 96813 }ESD1301a 3I25I2014 92913033 M2015 Kmnos lgorporateb IORKFORCESeeSSU —Sae-HostlgSubsc Ow, $2..E. 1 $91,0 ,K li WSCA-Hl Caunly d Heweii uuM Street Hila • 96120 ro4336IR023'6124I2014 92M3031 P02015 Mlcrosofl 269-05623 Office Pmieseiog6LSA $521.52 11 5318,1 SU WSCA-HI Ofice M Council SeMces 200 S Hgh St Room M3 Waluku ' 8193 15-101 612112014 92943026 1.2.11 Mlcrosofl NSO0008 OFFICEMB PG3 SHRDEVR PERUSER\LSA U... 28 $11,99520 W }r Generated Reports For reporting requirements not covered by our standard or premium reports, En Pointe can generate customized reports to capture any customer-specific data management field in any a 12/10/15 En Pointe Technologies Sales, LLC Page 12 ~ Packet Pg. 216 State of • MOL format that meets your needs. Our reporting module makes your life easy; 3 -Way PO N Matching Report, Detail Report by Customer PO, Detail Report by Ship to location, Invoice o Summary, License Contract Summary, Order Confirmation Report, Outstanding Orders by E Account, Previous Purchase History Report, Product Totals by Publisher/Manufacturer, Product a Totals by Quantity. Please refer to ATTACHMENT B_Methodology_EnPointe_Reports E a� a� a 2 �L Q. L yr w O N O N C .N C O t1 J V 7 O L a 0 U) 0 L .2 C M T N M O O M o a c a i c m E as as a L d C� L O a c w c m E 0 a 12/10/15 En Pointe Technologies Sales, LLC Page 13 10� C State of Arizona .:..: POINTEN TFUHNOLOGIES4.B.e # • 1 '1 16-00005829 5.2 Describe on-line,real time,reporting capabilities using established reports: N 'L Premium Reports Our reports can be generated with 100 points of data. The following Premium reports are a available: License Consumption Report, Maintenance Accumulation Report, Global Report,Total Sales by Month, Purchase Activity Detail Report,Summary Mfg.Total by Dollars, By Manufacture, E Product, Product Totals by Description, Units Shipped/Units Returned, Sales Orders Report, Customer Contract Listing,Cost Savings, Return Activity, Publisher Account Guide. a 5.2.1 Standard Reports. Provide sample reports. y L Q. Standard Reports Standard Reports are available online via a secure login utilizing En Pointe's AccessPointe. w 0 Report of Outstanding Orders, Purchase History, Detail Report by Publisher, Detail Report by o Customer PO#, Raw Data File (all fields captured), Summary Totals by Product Name ,Summary a, Totals by Publishers, Customer-Specific Price List, Snapshot Report—graphical summary of N c purchase activity data, Purchase Activity Detail Report can be provided as Standard reports. 5.2.2 Reports that can be generated by the LSCA. J Our reporting tool is robust and customizable. Reports - Standard Reports a V_ 0 Detail Report by Customer P4 G 0 .C2 - - C Report Product Type O M Please select the type of product for the report All v r N Date Range M r[1 Start Date &2df2D0,9 O [Format"M MlDolYY1fY") O M End Date 9tSf2469 CFormat"MMfDDfYYYY-] V_ to Guick Date Selection I Custom Date v o a Custom Field Filter (n Custom Field Select Custom Field v QI Custom Field Value C d E ManufacturerslPudi s hers Software Licensing Product Types N n � 7AcbvePDF, are,Inc. _ Applications a Bundle on CD Subcripbon L N America Corporation Documentation nc. J FPP N M Hold down the"Ctrr button to select multiple items from the above lists. Product Categories C El o ❑+...❑Hardware d ❑+...❑Software W 0-❑Services c m E s r, 0 Q 12/10/15 En Pointe Technologies Sales, LLC Page 14 Packet Pg. 218 C State of Arizona m110EN POINT ElilWiDE TFUHNOLOGIES4.B.e 5.2.3 Reports that can be generated by the Participating State. Provide sample m reports. U All states can use our reporting tool. °, Q 1 ..r AccessPointe' Data View ......5 E�Puiu-oainelogws•Fraammnt E Reports-Standard Reports L Q Report PFG&L1 TYPO All Report type: °..WINA R.om peen} (n pate RAnge� 6romv1aelt wfaatrlPt� 'i Gbetam Feld: M MenurecWrerelPWllahere: All L SorPmw Ll—iV Pro&wt`[Vpe✓!: Al WdWCW.W1Bs: ml 174 Tatat Spntlinu Sul. A—Fllt O Total Mnu rt Item V.1—]57 - N Tol31 Rel— x P&oBe[RBtWr9 50 menage tlrtlY wTnum se,sel .N TOM ilnpue@an0e 316 V Jen 11 F[411 N1Pr 11 Apr 11 May 11 Jlm 91 Jul 11 Aug 11 Sep 11 pet11 N-11 oee 11 J Spelpig0." S10m5* S11,sm* S11,774* S16.51!5i� 521,195tr2 SSE-0,OSAi� Sadld* 931,465ir MOM]* 36,547* 5915.85§* M7276 y,l HrunteroMPIWMh 1347 131 1Ptir 1a11) 7v atir 1lL'} A* r4 s$ to NIIRberrnOrll&2Flonlh lai} 2S�? ui 254 190 12t? 12W Mi? 27* 1Pk 1s= is* O Jan 1G Fe610 Mar 10 Apr 10 May 10 Jun 10 Jul 10 Auu i0 UP 10 Oct 11) N-10 Otac 10 L SpeaYngp4rh f0 SO $0 90 57AG1 51p9G7 $9l439 %.GE5 M.079 9109ue 121-0G9 Si�SX1 a W.4:Of WRIM nth 0 0 0 ] 10 5 a 7 7 1G e 6 W'"010M..N.Mm 0 0 0 0 is 7 6 11 11 t6 13 t3 O N pAa Finaunwarl PrIrA mm srhea rtev.rt O 5k.—A.:HTML • Reportgarriw :s.w]nMyRape.4 f s-.•1 L t, F CO) N 5.2.4 Reports that can be generated by the User agency. Provide sample reports. LO All user agencies can use our reporting tool. o M r t� Reports - Standard Reports a Report Type a Select Report Type : 3--Way PO Matching Report N 3--lfday PO Matching Report E Detail Report by Customer PO N Detail Report by Ship To Location 4 Invoice Summary Q License Contract Summary L • • 4) Previous Purchase History fn Product Totals by Pu blish erAl a n u fa ctu rer fC Product Totals by Quantity �2 Purchase Activity Detail Report Purchase Summary by Billing Location Purchases by Contract '0 [luote Summary Report d Raw Data File O Requisition Summary Report LIJ Snapshot a+ Summary by Publisherltlanufacturer Name � Top Publisherltlanufacturer Summary d Total Sales by Year and Month E L � 1J f� a+ a 12/10/15 En Pointe Technologies Sales, LLC Page 15 - • 4.B.e9111 5.3 Custom Reports" as an optional service to Participating States, should State determine to m utilize this service?(See Section 3:Scope of Work,3.7.3 Custom Reports) •- Yes, En Pointe has a system of reporting that is available online 24/7. Each participant will bey°, capable of defining their reports that they need. Reports are a value add service provided by En a Pointe. .� c 6. Describe Company works with State and publisher to maximize the State's value: 6.1 Working with a State and a publisher to assist the State in managing their volume or enterprise license agreements. a� En Pointe provides simplified license management with a single agreement, predictable software costs, and spread payments. Software Assurance is included.Volume licensing of software makes Q it easier and more affordable to run software on multiple computers and devices within your a, organization. By acquiring software licenses through En Pointe and publisher's volume licensing w programs, you receive customized purchasing options and improved software management. A N 0 comprehensive maintenance offering ensures the most protection for your software investment N a) through the benefits of Software Assurance. This offering combines the latest software plus phone support, partner services, training, and IT tools. a� U En Pointe will work with publishers to tailor its programs to meet the needs of NVPP Areas for consideration: • The size and type of your organization (government entity or educational institution) o • The products you want to use and license now and within next 3 years • The way in which you want to use those products and the various user types o L .2 C Other considerations for example include: states, public schools and cities that have specific annual funding that is tied to a budget cycle. Enterprise Agreements should begin and renew within the budget cycle to prevent issues with on time renewals and anniversary true ups. 6.2 Working with a State and publisher to maximize...total sales volume from a State and its LO to cooperative partners to ensure best value to all States. M En Pointe can manage your pricing using a variety of methods such as; Competitive Bid Orchestration: With line of site on over 3000 customers, En Pointe can assist participants with p the orchestration of competitive bids to ensure better than fair market values. Special Bid y Management: Through the utilization of manufacturer special bid and registration processes. Qi Deal Registration, Competitive Price Audits and Asset Tracking per Volume Commitments which c enables participants to run accurate purchase history reports utilizing AccessPointe. We also E have Price Drop Notifications, by utilizing AccessPointe, En Pointe can setup price drop L notifications on all of participant's standards. Q L 6.3 Working with a publisher to maximize the leverage created by the total sales volume N overall resulting from this contract. cc En Pointe merger with PCM makes our buying power even stronger to negotiate with publishers to maximize sales discounts for volume purchases. We are actively working toward this goal to 0 bring more value to NASPO Value Point at the moment. En Pointe always negotiates better r- pricing for their customer on an ongoing basis through our understanding of all offers and pricing w r programs. 6.4 Working with State and publisher to obtain the best quote on a high volume purchase. E t .r a 12/10/15 En Pointe Technologies Sales, LLC Page 16 ~ Packet Pg. 220 4.B.e State of Arizona Lj-'_1 I? ' #AD '1 16-00005829 En Pointe as a PCM company enjoys the deepest discounts offered by publishers. It is our N standard practice for our exemplary customer service to ask for even additional discount on large o purchases and pass those discounts to our customers. It's imperative that participants don't buy 3 too few licenses and miss volume discounts or too many and end up with shelfware — software a that sits unused. We recommend you negotiate as an enterprise rather than by department. We c as look for reallocation possibilities. E 6.5 Company uses historical purchase information to provide targeted assistance to State. ;v En Pointe is an incumbent NASPO Value Point VAR and already has historical procurement data Q from States. En Pointe can benefit you in many ways, maintaining the historical purchases and n carefully managing this data, this includes; better forecast your annual software budget and Q. manage costs, gain greater control over your product upgrade cycle, effectively plan for new software deployments, and ensure good corporate governance. Wo 6.6. How maintenance support is to be made available. N Most publishers offer maintenance and support for their products in a sku-based format. En Pointe is as an authorized resellers for these skus. If a current publisher offers maintenance we will include this information during the quote so that participants can decided whether they U wish to procure the maintenance during the quoting process. J 6.7 Describe how training regarding the installation of products and use of products will be made available and how to obtain best value from it. O L As we mentioned En Pointe has many certified service professionals who are fully authorized to a- install, upgrade, repair and train on all major publisher and we have many free options from our U) AE's and Webinar group.rou o U • On-Site Training- One to one training can be arranged as well as classroom environment training. M • Off-Site Training- En Pointe is certified by all major software titles. We can offer off-site training in any software capacity. LO • Webinar Training: En Pointe has a full team of training personnel who run webinars �o hosted by top software publishers. We currently provide this training to all NASPO r co Value Point Customers. Depending on the scope of the training, En Pointe provides most basic training to get our y customer up and running with our partners and for more in-depth need we have a variety of Q options from professional sku's from publishers to outside training vendors. a� 7.A significant aspect of this service is to be Value-Added Services. E 7.1 Describe complexities related to enterprise license agreements (e.g. Microsoft EA, Adobe L CLP, etc.). How you assist customers (first time customers) through this process and a) knowledgeable about the agreements once they are complete? At En Pointe the process begins with an initial planning session or "On Boarding" meeting, where participants and otther IT stakeholders will be introduced to the dedicated En Pointe team and receives an overview of our product and services. With your En Pointe Account Executive and the entire virtual team involved, we'll discuss how En Pointe can best assist you a in managing and administering your project. We'll also explore your objectives, goals and w timelines for deploying the technologies in which you've invested. By establishing this long term, proactive relationship, we'll be better able to assist you throughout the term of the E contract and the lifecycle of the products included in it. a 12/10/15 En Pointe Technologies Sales, LLC Page 17 Lij State of • POINTE 4.B.e m N More specifically, we know that managing software licensing contracts is complex.Tracking what 0 you have purchased, what you own, and what you are using can be an overwhelming task. Our software specialists help you understand what your stakeholders are licensed for and what you a are entitled to. We explain Licensing in the simple terms. We proactively work with you to deploy your purchases and make you aware of the ever changing licensing agreements that may E provide you hard dollars savings. Q Pre-Contract y L CL • Review of existing software platform, buying trends and comprehensive cost analysis • Technology planning, roadmap sessions, long-term budget planning and forecasting w • Contract interpretation and simplification o N • Proposal of quantifiable software and satisfaction assurance N • SAM assist to lay the foundation for best practices In-Contract (Training/Management) • Facilitate Software Assurance Benefit activation J • Site training and benefit administration • Provide customized departmental trainings a • Manage subscriptions: Add all new users and subscription benefits 0 • Manage subscriptions: Add all new users, assign appropriate subscriptions/benefits, o transfer/modify current subscriptions, send monthly user report U In-Contract (Processes) M • Set-up AccessPointe and implement EA tracking system • Plan for deployments/migrations LO • Provide License harvesting and audit consulting o • Track to SAM processes for yearly True-up r • Schedule subscription based/ad-hoc reporting o • Monthly Newsletter CO c Post-contract a� We provide highest level of customer satisfaction and account coverage. En Pointe achieves this E by assigning a single point of contact, (SPOC) that acts as a Relationship Manager for the overall contract, including internal team management and escalation. An experienced team of Software Q Account Specialists will be leveraged for this contract. En Pointe will also provide a full support team that will be knowledgeable around all areas of the engagement between our two organizations. as • Education Account Managers o • An Inside Sales Team to support each region a c • A Dedicated Educational Support line W • Customer Support Team for order status and pre/post sales • Software License Specialist assigned to support the account team 0 a 12/10/15 En Pointe Technologies Sales, LLC Page 18 State of Arizona EHOEN POINT 4.B.e ' #AD '1 . 1111 • There will always be a live person to take the calls from 8:00 am to 8:00 pm EST available on N this 1-800 number ready to support any caller. Email and telephone queries and request for o quotes will be responded within four hours in addition to real-time quote-formulation, order- 3 placing and order tracking capabilities available around the clock through En Pointe's e- a Procurement solution. c as • Enterprise Agreement/software assurance ROI summary E • SLA scorecard breakdown and vendor performance overview • Technology initiatives and roadmap analysis Q as • Asset management support and assistance with license transfersCL L • Proactive contract re-negotiations with software vendor c w We also initiate planning session or "On Boarding" meeting, where participants and otther IT N 0 stakeholders will be introduced to the dedicated En Pointe team and receives an overview of our N a) product and services. With your En Pointe Account Executive and the entire virtual team 9 N involved, we'll discuss how En Pointe can best assist you in managing and administering your project. We'll also explore your objectives, goals and timelines for deploying the technologies in which you've invested. By establishing this long term, proactive relationship,we'll be better able 3 to assist you throughout the term of the contract and the lifecycle of the products included in it. o Strategy discussion sessions help develop an understanding of your technology roadmap and a- allow En Pointe to keep you informed of offerings and promotions targeted to your specific o needs. In many cases, we can assist in negotiations with manufacturers and publishers for o project-related purchases. 7.2 Describe how you handles transitioning customers from an account manager with whom to they have built a relationship to an account manager who is new to them? En Pointe Vice President of Government Sales, Aaron Rosenberg and our Director of Government Sales Imran Yunus have decades of experience in Public Sector Sales and between o the two of them they have created a team of highly effective Account Executives. Imran has M r been working for En Pointe for over 20 years and the team he has built mostly have decades of co r experience as Account Managers. All of our AEs have an incredible amount of experience in a SLED contracting. These AEs are backed up by just as qualified Inside Sales Teams who cover c individual territories. Account Executives manage contracts, and are directly supported by Qi these ISRs. This team helps train new hires while supporting those fellow employees who are out on vacation, or are taking sick leave, or are promoted. In those rare times when an AE E retires or resigns this support team is fully capable of stepping in and making sure participants feel little to no impact of the change while a new experience Account Manager is brought in to Q L build on the existing relationship with participants. N 7.2.1 How do you ensure that all of the customers' needs are met? We ensure that customers' needs are met by being proactive in our outreach to NVPPs, engaging with them, learning their needs and providing agnostic advice that helps them make a the correct choices. Your account executive will work hand in hand with participants to be sure w that their business has had a full assessments of their licensing portfolio. We make sure they are in complete compliance with our Compliance Reviews. We teach them the importance of Contract Management and then we oversea each and every implementation to make sure it's a 12/10/15 En Pointe Technologies Sales, LLC Page 19 ~ Packet Pg. 223 4.B.e State of Arizona EN POINTE' �RIFP #AD '1 16-00005829 going smoothly. We then make sure that participants have complete Lifecycle Support and N show them the importance of Software Subscription Management particularly when it comes o to the new models of licensing such as SaaS, (Adobe Creative Cloud, Office 365) and of course 3 we make sure that they are reporting and tracking those licenses so that they are getting the a utmost value from their investments. c as 7.2.2 ensure new account manager is given the resources necessary to be successful d En Pointe Account Executives have a wealth of resources at their disposal to help support ;v participants. They have: Q as • Upper Management CL o Direct reports for each region. L o A director of government sales w o Vice President of Government Sales N o VPs of Marketing, Sales, Operations, CFOs, CIOs and many more. N o President of En Pointe—Michael Rapp who guides our Account Executives. c • Fellow Account Executives o State leaders who service similar accounts J o Professional Services Representatives who are subject matter experts in technologies we offer. o • Inside Sales Teams a o Inside Sales Representatives who support their efforts. w o Licensing teams o • Brand Managers o All major brands including Microsoft, Cisco, Citrix, Adobe, etc. M • Operations Teams N • Financing M LO • Marketing Teams co 0 o Events Teams r o Web Teams o Email Marketing a- o Social Networking Q o Digital Signage +,i o CRM o Diversity Team o Campaign Teams Q o Webinar Teams L a� We hold classes and training weekly and each year we have a National Sale Meeting where our sales force spends an entire week learning all the latest technology and offerings from OEMs as and publishers. It is then expected that this knowledge will be used to give our customers up to c moment updates on all our partners' offerings. a- 7.3 Describe training available for contract and best value from it,other than on-line tutorials. i j When En Pointe was awarded the current Value Point software VAR contract, many of the c participant state IT departments had several questions regarding the use of the contract. En E Pointe held onsite trainings, as well as conference calls to describe the contract in detail and how a 12/10/15 En Pointe Technologies Sales, LLC Page 20 State of Arizona EHOEN POINT 4.B.e ' #AD '1 . 1111 • it can be used. These trainings included the value that this contract brings to participants and N how procurements are made easier under this contract. We will continue this practice with new o participants as needed. 7.4 Explain Value-Added services your Company will make available whether they are to be Q provided at no cost.If there are costs,identify these costs on the Pricing Sheet. En Pointe's Infrastructure Optimization Assessments, can help you develop an actionable E roadmap for optimizing your IT infrastructure and platform, or help you identify projects that L can lead to immediate cost savings. This assessment will provide: Q as • A customized IT roadmap delivering more pages of personalized technical analysis y L CL for your organizations unique needs, structure and future. • A cost savings analysis providing a personalized overview of your IT infrastructure w and platform to identify opportunities for your organization. This will also stack rankcm o your IT maturity against your competitors and organizations of like-size. N • Once the Assessment is completed you may qualify for free services to conduct a proof of concept on Virtualization, Windows/Office migrations, System Management, LYNC and Exchange implementations to name a few. • Installation Consulting 0 As an En Pointe customer, NVP participants will have access to additional benefits, events and a- resources. Additionally, we send out newsletters, tip sheets, and hold IT Expos on featured c products to complement the free events we host. Recently we gave a presentation on Microsoft o Azure to a packed house of IT professionals. 8. Explain how your Company will: to 8.1 Retain publisher certification levels and improve on them. En Pointe is constantly working on certification levels from a company perspective, account executive level and engineering levels. We have reached the top of many certification levels o which is shown by our gold, platinum, and LSP levels with major publishers. These did not come M easy we had to work hard and build business units to achieve many of our levels and now that r we've partnered with PCM both teams have seen their levels increase and we will be vigilant in a attaining even higher levels in the future so we can give NVPPs even better coverage. c 8.2 Work to reduce costs to obtain publisher products? Q� One of the benefits of our merger with PCM was to achieve additional certifications and to grow to a size that would be mean our voice was heard by large manufacturers. This has worked so E far. We also see sizable cost savings in the future as companies migrate to a cloud based procurement cycle. Q L r 8.3 How does your Company respond to customer complaints and service issues? The En Pointe Account Executive along with your Project Manager are the main point of contact for all aspects of this relationship. The AE's role as the lead sales executive is maintenance of the o a. relationship throughout this engagement. There will also be day-to-day project management and service management personnel who are responsible for specific service deliverables. En w r Pointe also involves our senior management to ensure that you have direct contact with the decision makers of our company. 0 a 12/10/15 En Pointe Technologies Sales, LLC Page 21 ~ Packet Pg. 225 1-1 State of Arizona . . POINT EN _ 4.B.e ' #AD '1 16-00005829 En Pointe keeps our top management close to our clients. We believe in allowing our resources N in the field to make as many decisions as possible for the well-being of our customer base. We o also believe that it is important that when customers need issues escalated, the escalation path provides a timely resolution to their issue by involving executive management as quickly as Q possible. 8.4 What is your Company's escalation process? E m L Issue Resolution Escalation Palh Q a L y.r Servile as Project FrnarpdAA pccrxrn RAfUro FSr�xiu AS:SArieAA lLl Engagamant issues Nrgecr raanager hlangar(AM] Arm wwAapar er Fsmr[Ma Rpnrarr C4 O N Customer commun ications s Prea7derrt&CEO V J V 3 O L Sales u Account FYlerpdeeAuard Vpnrsaea a Managemen#1554125 AeoounEweadhm E•, Z6Z 4AF—) aedeso►echor ¢ Eceeulhe gp r O to O L .2 C to C) Rhea and luau" Eacele4unla W. Eacululbn requrea Tli"aecalellon Eacaru4o as dek have 4a be e"ec y emwial4aol to manuggniWand pruc3s •req.i procaee. mang9AA no rrinlMIM aruum WAumd A do uffl k)n.I�Ar�aa. rharlAAu"Ara Crxrrnunl"Ilm ar CV)[hA In.fkra nn aarmr pa rrmabad wLw ha mnnhnrarl Aral &FZ:QkW I In a llr l: ullnhA 60A And Ln uaurmr AallAiaralnn. by 21"M marnhAr prWAAA In%kinJs rnAm}rm A%aA iAAUAA IAA ragr;rwA C rare oLw�ud h5lhc raeoluMn mp rhadio n cluuonqulcldy. protectrmnayun-c M rew kmi ai manogamcrk and the proctice. nvnagamerx. euslwr or. �p r 0 a 9.Problem Resolution 9.1 Scenario 1:Describe at least one recent situation where your Company made a major error that resulted al in dire consequences for a customer. Detail the error and what changes your Company has made to avoid repeating the error in the future. In this situation,the problem is not solved in time to take care of the customer,and the customer is likely lost. E When we first began to service WSCA we had difficulty with the New Mexico COCP situation.The ai state of NM signed the PA with En Pointe not fully understanding the impacts of the Microsoft Q L COCP process and how it would impact their educational institutions. In order to change y reseller's an entity must sign called a Change of Chanel Partner Form. Microsoft mandates a specific waiting period for Change of Channel Partner form requests. This allows the current ? c reseller to close out all existing invoices. The COCP and the PA was signed by the State of NM at o the same time. The contract with their current LAR had already expired and En Pointe legally was unable to transact Microsoft Education orders due to the mandated waiting period. Microsoft, ``� nor the past reseller were willing to amend the COCP contract terms for the State of NM. Therefore, all state educational institutions were unable to procure software for their upcoming school year. They were required to come up with additional methods of procuring during the w a 12/10/15 En Pointe Technologies Sales, LLC Page 22 Packet Pg. 226 State of Arizona EmI00EN POINT 4.B.e ' #AD '1 . 1111 • mandatory waiting period from Microsoft. On all PA's both education and SLG it is a requirement N to disclose in writing, the mandatory waiting period to all parties to ensure there is always a o contract in place for procurement up until the time the COCP becomes active with the new 3 reseller. The New Mexico school systems got caught up in the middle of a "dark" ordering period a which prevented them from ordering MSFT products on time for the start of school. This was a small disaster for them. The Account Executive was replaced by one of our more experienced E representatives, Michelle Day-Wirth. We realized we need and education specialist who would have realized this problem with initiating the CoCP. Ms Day-Wirth proactively solved the issue Q but we lost licensing business. This rule by Microsoft has subsequently been changed to the relief y L of many LSPs as we were not the only LAR that was affected by this situation. a 9.2 Scenario 2:Describe at least one recent situation where your Company made a major error that had potential dire consequences for a customer.Detail the error and what was done to correct the situation.To what lengths did your LLI Company go to take care of the customer?What changes(if any)did your Company make to avoid repeating the error o in the future?In this situation,the problem is solved in time to take care of the customer,and the customer is likely not p lost. N En Pointe has had challenge getting accurate and timely quotes NM State Records and Center Archives for their Records Management System which was provided by a large software publisher. Our customer was very frustrated we risked that they might have a lapse in support. J En Pointe understood that this is an important solution for this customer. They had invested a lot of time and money into this solution and they have thousands of valuable documents stored o in the software. Our Account Executive proactively led multiple conference calls with OEMs, a- Software Publishers, and our distributor to find a solution. We reached out to the customer's c CIO to give us a chance to improve our customer service and provided him a plan as to how we o would accomplish this. Since then we proactively work with the manufacturer, publisher and the U customer for their renewals anticipating the challenges. We communicate often and we saved our relationship with the CIO. We have had very positive reports from the CIO this year and last N since after this situation. Here's the CIO's comment, "...Dear, Michelle, Thanks for checking in on M me things are going much smoother since you got involved. It is now a pleasant experience o dealing with En Pointe as you know 1 was not happy in previous dealings. 1 appreciate you M following up on my requests. Please feel free to share this e-mail with your supervisor as you have really turned things around for the New Mexico FRINIMMINSIR -• a 10. Product Return Process: Describe the proposed product return process: p 10.1 Scenario 1: Product was ordered.The order was filled and shipped correctly. al After the order was accepted,AP ordered wrong product and wants returns. If a customer orders the wrong product for any reason, the return of such product may be E possible if: • The customer follows the RMA procedure and time lines outlined below; and Q L • The vendor or manufacturer approves the return under their applicable return policies. N 1. Customer must contact En Pointe within seven (7) calendar days of receipt of product. En Pointe's Customer Service Center will provide the customer with a case number. Contact information: 0 'o a- • PHONE CONTACT: call your local salesperson. w • WRITTEN CONTACT: c o En Pointe Customer Service Center o Mon. through Fri., 8 AM to 5 PM Pacific Std. Time a 12/10/15 En Pointe Technologies Sales, LLC Page 23 ~ Packet Pg. 227 4.B.e State of Arizona Lj-'_1 ' #AD '1 16-00005829 o RMARequests@enpointe.com N 2. When contacting En Pointe, the customer should be prepared to provide: o a. Customer name, contact name, voice and fax number, e-mail address. 3 b. Customer Purchase Order (PO) number a c. Reason for return using categories which En Pointe Customer Service will provide to you. E d. Part number, description, quantity ;v e. Condition of original packaging Q 3. En Pointe seeks approval of return from vendor and/or manufacturer and notifies y L customer. If the return is approved, En Pointe will provide the customer a Return Material Q- a� Authorization (RMA) number,along with instructions by fax or e-mail for proper shipment c of return product. RMA numbers are valid for seven (7) calendar days from date of o issuance. If the return is not approved, then En Pointe cannot accept the return and the N customer keeps the product. 4. Customer must ship return product per provided instructions within 24 hours of receiving an RMA number from En Pointe. Unless customer is otherwise authorized in writing by U En Pointe, purchase must be returned in its original box and packaging, and with all V warranty cards, software, manuals and accessories. Any variance from these conditions could result in delay or forfeiture of a credit or exchange. En Pointe generally pays for a shipping of eligible returns other than returns due to customer error. For customer error c returns, customer pays for shipping and insurance in "as new" condition. o 5. Vendor and/or manufacturer determine partial, full or no credit for return. En Pointe 2 refunds customer as appropriate upon receipt of vendor credit. M Example: Following our internal procedures as follows: LO The State of Utah ordered Microsoft Office Standard Edition when the end user needed Microsoft Office Professional Edition. En Pointe facilitated the return of the standard edition and processed M the correct order so that the end user was able to get the preferred software. 10.2 Scenario 2:Product was ordered.After the order was accepted,AP discovered the product delivered a did not match the product that was ordered.AP would like to return the product. G When it was determined that a vendor had shipped the wrong product to our very good customer Qi En Pointe stepped in and made sure that our customer obtained credit for the product and then the correct product was reissued. E a� 11.SVAR Performance-Describe the process to be used to track and document the SVAR's performance, to include"Cost Savings"achieved,under this Contract.See Section 3:SOW, Items 3.5.3 and 3.5.4. Q L How En Pointe negotiates and reports on cost saving for our clients. N • Understanding customers' IT infrastructure requirements today and six years from now • Track all licenses through our license management software system. • Ability to transfer that information into cost-saving licensing scenarios a • Quarterly Business Reviews helps us better understand customer requirements as w projects change based on market needs • Having historical information enables us to provide cost-effective ways to acquire the E newest products when projects come to fruition a 12�10/15 En Pointe Technologies Sales, LLC Page 24 Packet Pg. 228 C State of Arizona m"OEN1PPO"INTE III TiLCHNOLOGIES4.B.e • Offering negotiation tips on "how to" based on our experience with similar and larger N size customers o 9 Below is an example of an analysis summary sheet where we have gathered data on a customer's spend, types of spend, and any nuances of their spend: and saved a a customer almost $3,000,000 for a Microsoft Renewal. MICROSOFT RENEWAL - SAVINGS SUMMARY - $2.7MM E Date ` Opening year-Closing Year-ORIGINAL BASELINE-E (Microsoft LAR:XYZ) Comments: (Normal EA Contract) Year 1 3 Year Purchase Period (Data Source:ePro Financials&Pipeline Data) Q Original CPS Baseline $ 4,014,963.73 $ 12,044,891.19 YEAR *YEAR XPO's O Additional Products $ 75,308.76 YEAR *YEAR YPa's (A �L Supplemental CPS $ 256,388.82 YEAR *YEARYPO's-SharePointeEnterpriseCALs Q. L Supplemental CPS $ 895,389.60 YEAR Y YEAR Y Pa's-System Center DPM&Mgt.Suite ram+ True-up-YEARY $ 126,382.00 YEAR *YEAR -Pipeline True-up-Add'I Product Licenses Additional Products $ 2,177.88 YEAR YEARYPO's-Add'IProductLicenses w True-up-YEARZ $ 887,924.58 YEAR YEAR Z Pa's-True-up,incl$663K for Windows Srver Entr N Total Cost $ 4,014,963.73 $14,288,462.83 p N YEAR Z-NORMAL BASELINE RENEWAL&TU: (Microsoft LAR:XYZ) Comments: I (True Baseline-Assuming Normal EA Renewal): Year 1 3 Year *Re-aligned the Pipeline qty's&costs to reflect gty's owned prior to true-up 'N EA SA Renewal-Prior to True-up&True-down $ 4,632,613.68 $ 13,897,841.04 and true-down adjustments.Showed the true-up adjustment separately. C Australia Renewal&Add'I License&SA $ 108,512.24 $ 325,536.72 — C1 Additional License&SA For MACS-Select $ 37,460.00 $ 112,380.00 * Increased the quantities back to the original quantities owned for the J Total EA Renewal $ 4,778,585.92 $14,335,757.76 items that were reduced for Pipeline as a result of the ECI enrollment. EA True-up $ 388,615.50 $ 388,615.50 Re-sizedthe coststo reflectthe true 2011 baseline-assuminga normal SArenewal. V Total Renewal+True-up Cost $ 5,167,201.42 $14,724,373.26 O L YEAR Z-ADJUSTED BASELINE RENEWAL&TU: (New Microsoft LAR: EnPointe) Negotiated New Contract Rights: IL (After Negotiations&EA Reconfiguration): Year 1 3 Year True-Down Rights: EA-SA Renewal $ 2,727,601.03 $ 8,182,803.09 *Right to true-down Enterprise Products if desktops/users decrease by more than 10%. y Australia Renewal&Add'I License&SA-EA Included Included *True-down adjustment upto a max.of 25%oftotal qualified desktops and/or users. O Additional Licenses&SA For MACS-Select** $ 37,460.00 $ 112,380.00 L C� ECI New Enrollment-EA $ 326,808.72 $ 980,426.16 *True-down prior to first anniversary date(i.e.,allowed within first year only). C EAP New Enrollment-EA $ 794,964.00 $ 2,384,892.00 Premier Support: Total EA Renewal $ 3,886,833.75 $11,660,501.25 *Right to utilize Premier Support at no addl charge if support is needed for (� EA True-up $ 388,615.50 $ 388,615.50 non-enterprise products where SAwas not renewed. M T Total Renewal+True-up Cost $ 4,275,449.25 $12,049,116.75 N Cost Savings Basis- (19%Total Savings): Total Savings I$)-Normal vs.Adjusted: $ 891,752.17 $ 2,675,256.51 ECI Enrollment-(Integrates Windows Server Our Ctr.Sys Ctr Swr Mgt&Forefront Security): M tJ� *Also stepped up Windows Enterprise to Data Center Suite. Provides unlimited virtualized instances,lowers EA costs vs.individual purchases,need only M count processors in datacenter,provides 100%SA coverage,&TLI costs are lower. Key Highlights: Additional Discount off Level D Pricing: tD *Excess licenses in place as a result of server consolidation&previous method * Negotiated X%discount off CPS pricing from YEAR X. Negotiated away Microsoft of counting licenses(4:1)to ensure compliance for backup. price increase that was due to bill for the EA for the YEAR Z renewal. d *Negotiated to hold TU pricing for new products flat.Negotiated away increase. (n *Previous LAR missed an opportunity during YEAR Ztrue-up to enroll us in EAP Enrollment-(Migrated SA forSQL Server.SharePoint Sewer,&Visual Studio: the ECI licensing program to help reduce the cost of the EA,and take advantage *Lowers costs to true-up each yearvs.normal renewal.40%Savings on new licenses. of per processor licensing and unlimited virtualized instances. *$250K per year unlimited problem resolution support. +' d *We could have avoided$200K during YEAR Z true-up had ECI been executed. E d d *Previous LAR,delivered little value-add.We awarded L new LAR to EnPointe. EnPointe is a Microsoft software solutions providers,advisor,and licensing experts,who has demonstrated their ability to deliver cost-effective L ideals and solutions,while providing oversight to prevent over-licensing by MS. Free Consulting Dollars: (D EnPointe also provider of across software technologies.Can leverage to reduce costs. *Negotiated$X in free consulting dollars with Microsoft. (n CM G y.r O a c w c Iv E M a 12/10/15 En Pointe Technologies Sales, LLC Page 25 Packet Pg. 229 4.B.e *For some Publishers we are including PCM LOAs.As Being a wholly owned subsidiary of PCM,Inc these LOAs are valid for En Pointe Technologies Sales LLC. **For a few smaller publishers we are in process of obtaining Letter of Authorization and will share with States as soon as we obtain them. N L O r Q 1 F L Adobe Systems,Incorporated Q 345 Park Avenue San Jose,CA 95110-2704 N Phone 408 536.6000 i Fax 408 537.6000 Q' d C April 20,2015 LV O N O To Whom It May Concern: N t) En Pointe Technologies Sales LLC is an Adobe Systems Inc.Gold level partner,which allows En Pointe Technologies C Sales,LLC to procure Adobe Systems Inc.volume licensing programs to Corporate,Education and Government f/l customers through our authorized distribution partners. Such authorization is effective until March 2,2016 unless earlier terminated or mutually extended bythe parties. N V J Sincerely, 0 3 _/V 11 O to Alex Duffus 0 Sr Channel Account Manager V Adobe Systems Incorporated O CO) N CO) O O O M r O 0 a rn 0 a E L Q L r C� G O tL W r c� G V a Packet Pg. 230 4.B.e m N L O CITRIX® Q Citrix Partner Authorization Letter c W E d Americas L a� Q a� N L Q L April 17,2015 W 0 En Pointe Technologies Sales,LLC p 18701 S Figueroa St N Gardena,CA 90248-4506 C USA N C N To Whom It May Concern, v J This letter is to confirm that En Pointe Technologies Sales,LLC,Org ID 23613100,of Gardena,CA j is a Platinum Citrix Solution Advisor and is authorized by Citrix to resell all Citrix Products as well 0 O as associated maintenance from March 1,2015 through February 29,2016. d O Regards, O U CO) N Donna Buffett CO) Director,Americas Inside Channel and Operations coo Citrix Systems,Inc. �o r o a rn 0 a I E L Q L r C� G O W r E V a Packet Pg. 231 4.B.e m N L 0 Microsoft a Microsoft Corporation }, 3 Park Plaza, Suite 1800 a� Irvine,CA 92614 d m Dealer ID#: Q April 6,2015 N L CL Re:En Pointe Technologies Sales, LLC,a Microsoft Licensing Solution Provider(LSP),with headquarter at 18701 S.Figueroa Street,Gardena,CA 90248(Tax ID 47-3335712) W To Whom It May Concern: o N 0 This letter is to confirm that prior to December 1,2009 all the way up to the present, N EN POINTE TECHNOLOGIES SALES,LLC has held the following MS authorizations: C C • LAR(Large Account Reseller)-allowing EN POINTE to offer the Microsoft Select volume licensing N program to end customers in the Commercial and state and local government(SLG)sectors V J • ESA(Enterprise Software Advisor)-allowing EN POINTE to service and support Microsoft +. Enterprise Agreements • ADR(Authorized Direct Reseller)—allowing EN POINTE to offer Microsoft Open Value 0 Agreements d • AER(Authorized Education Reseller)-allowing EN POINTE to offer Microsoft academic products to education customers 0 N • Gold Competencies including but not limited to Volume Licensing,Cloud Productivity,Software 0- Asset Management,Messaging,Communications and Collaboration and Content v Sincerely, CO) T- N Michael CO) L0 tO Michael Nash o Partner Sales Executive r Microsoft Corporation 3 Park Plaza,Suite 1800,Irvine,CA 92614 tO `A49.608.4014 949.433.6366 ( Lj minash@microsoft.com 0 IL rn 0 a I E L Q L r C� G 0 r- W r c� G V a Packet Pg. 232 4.B.e m N L O r a Novell � L a fA L IZ December 7, 2015 C W To Whom It May Conce rn, N 0 N This letter is to verify that the fallowing company is currently a member of the a) ParberNet Program and authored to sell Novell products. 9 c En Pointe Technologies LLC U 1940 East Mariposa Ave El Segundo CA 90245 You may also confirm this information on the Partner Locator at the following URL o httpslfiwww_partnemetprogram_con 1. a If you have questions or need additional verification please contact the ParinerNet o Help Desk at PartnerNet-Amermicas novell.oam or 800-B28-3352. 0 M Ards, M N Lana Bullard CO) PartnerfJet Program Specialist o lbultard@noveR.com M 841.M.2279 r co r 0 a U) 0 a L a L r C� G O HamAL 1n . IBM Shy. U Ptu . Prom.Ur 84fAd.W:1_SOi.&I-7=. m rwn U.n a. C W r C fU t v .r a Packet Pg. 233 4.B.e m N L O r Q E VSymantec. L a En Pointe Technologies Sales,LLC y L 18701 South Figueroa Street CL d Gardena,California 90248 W O N O Subject:Confirmation of Symantec Partner Program Membership Enrollment N I) C C To Whom It May Concern, V This serves to confirm that En Pointe Technologies Sales,LLC is a current member of the Symantec Partner J Program(SPP),and has been since 1/29/2002. V 3 En Pointe Technologies Sales,LLC has met the membership requirements of a Symantec Platinum Partner tier O partner,is in good standing,and holds the following Symantec Competency memberships,recognizing their L P 9 9, 9 Y P Y P 9 9 d demonstrated proficiency in the below solution and delivery areas,and as published on the Partner Locator: O to Archiving-Expert Data Security-Principal p L Endpoint Security-Expert Dynamic Storage and Continuity-Principal V Mid-Market Backup and Recovery-Expert eDiscovery-Principal Mobility-Expert Endpoint Management-Principal Security Monitoring and Management-Expert Enterprise Backup and Recovery-Principal CO) Gateway Security-Principal v CO) En Pointe Technologies Sales,LLC has rights to advertise its status as a partner under the SPP,provided that any such rights and obligations are carried out in accordance with,including but not limited to,the SPP Agreement �y entered into between Symantec Corporation and En Pointe Technologies Sales,LLC,and any additional,applicable r policies or guidelines contained on the Symantec PartnerNet Portal. r O Confirmation is as of today's date,4117/2015. 11 G a Thank you, C N 4) C--�C 4) L John Emard Q L Sr.Director,NAM Channel Operations&Programs to O NAM Sales and Marketing Organization �L O Symantec Corporation O d C W r C d E t v O .r a Packet Pg. 234 4.B.e m N O t r 3 a r vmwarel, L a May 1, 2015 a L d To Whom It May Concern: W 0 N Please be advised that En Pointe Technologies Sales,LLC is an active and compliant N partner in VMare's Reseller Partner Program. En Pointe has been a m ember in good standing since December 2007. N c a� Please contact me directly if any additional information is required to support En Pointe's 2 J response to your RFP. V O L. Regards, a O w O L Daniel Brodeur V Senior Director, Corporate Reseller &Distribution Partners M V Mwar e N (630) 215-8529 .. dbrodeur@vmware.com LO 0 M tD 0 a 0 a i r c a� E aD m L a L N R d C O d C W r C d E t v r .r a Packet Pg. 235 4.B.e m N aisquared making accessibility simple a r E L Q L Q L d November 3, 2010 W 0 N O 04 To whom it may concern: c This is to certify that PC Mall is an authorized Ai Squared Dealer in the United States. rn As such, they may sell, service and warranty our software products, ZoomText, ZoomText Express and ZoomText Large-Print Keyboard. Our products are made and J distributed at our location in Manchester Center, Vermont, USA. Regards, o C a o W Catherine T. Gettel 0 Ai Squared V Dealer Network Manager cc ettel@aisouared.com to (802) 362-3612 x114 M N M in to O M tD 0 IL 0 Q r I c a� E aD m L Q L fn R d C O d C PO Box 669 (802)362-3612 sales@aisquared.com W Manchester Center,VT 05255 (800)859-0270 www.aisquared.com Fax:(802)362-1670 m E t L) IC r w a Packet Pg. 236 4.B.e m N L O DocuSign Envelope ID:877F9303-2712-48A9-95CC-7B75C2F5E504 a+ 3 Q lipAll ianceEnterprises -W E Via Email a� Q a� A �L November 24,2015 Q- m .r c Im ran Yunus W Director SLED Sales N 0 En Pointe Technologies Sales LLC. N Email:ivunusna enpointe.com c c a� v J This letter confirms that En Pointe Technologies is an authorized reseller of Alliance products and v services. O L O to Sincerely, 0 .C2 EDacuBlgned by:J C $A Gl�er� to 8FC012A7A24B484. r Lisa Gifford Director,Corporate Strategy CO) co 0 M r O a rn 0 a i E L Q L r C� G O Alliance Enterprises 2625 Willamette Drive NE T:360-456-7000 r— W www.getaware.com Lacey,WA 98516 F'.360-456-7100 r C d E L V t4 a Packet Pg. 237 4.B.e m N L O � a d d APPLE CONFIDENTIAL a 07/09/15 fn PCM LOGISTICS LLC,PCM SALES INC,PC MALL GOV INC,CLUBMAC INC AND EN POINTE Q. TECHNOLOGIES SALES LLC 16- 1940 E MARIPOSA AVE EL SEGUNDO,CA 90245 W Contract ID# 2302 O fV O fV Dear Apple Government Reseller, t Please find attached a"Letter of Authorization",as proof of your acceptance and participa- tion in the Apple Government Reseller Program. This letter confirms your association with c� Apple through the life of your contract and can be used when responding to government J bids and other inquiries as needed and for business reasons only. You are welcome to +. make copies of this form,but please do not alter the form in any way or utilize for mass marketing,such as press releases,a-mails or website postings, C L Thank you again for partnering with Apple to provide excellent products and services to d our government customers. Should you have questions or comments related to this new C marketing enhancement,or the program in general,please contact the Apple Government rn Reseller Team at gov_resellerC apple.com. 0 t� Sincerely, US Contracts Operations co Apple Inc. M T fV M In O O M o a c a I c m E a L d (n CM L Apple Inc r US Contracts Operations i Infinite Loop,MS it B-60P5 ' Cupertino,CA 95014 O 0 contra ts@apple.com W c� G V M a Packet Pg. 238 4.B.e m N L 0 OAttachmate 70551h Avenue South 800.872.2829(Toll-Free) w .attachmalexcrn Qi Suite 1100 206217.7100(Phone) ++ Seattle,WA 98104 d N d a April 8, 2015 y L Q. En Pointe Technologies C/O Tahreem Rasool c 18701 S. Figueroa Street c Gardena, CA 90248-4506 N O N tM C RE: 2015 Authorization Letter for Indirect Reseller c m J To Whom It May Concern: U 0 L Please be advised that for the calendar year 2015, En Pointe is authorized as an indirect reseller to sell the following in the United States through Attachmate's 0 to authorized Distributor(s): licenses,maintenance,and"Consultant on Demand" 0 services forAttachmate emulation products. 2 co M Best regards, N M O O Marilyn Mikulka Attachmate Corporation North America Channel Manager o C Q I C ry N d a L fy CM L 0 IL c w c m E t, 0 Q Packet Pg. 239 4.B.e m N L O Q Autodesk,Inc. United States d E 111 McInnis Parkway d San Rafael CA 94903 L www.autode3k.com lnfo@autodesk.com Q PHONE 415 507 5000 FAX 415 520 2131 L Q. L LU December 7,2015 0 N O N tM En Pointe Technologies Sales, LLC Attn: Mr. Herbert Goss N C 1940 East Mariposa Avenue c� El Segundo,CA 90245 J t� 7 Dear Mr. Goss: 0 a Thank you for your inquiry in regard to the request for issuance of a standard authorization letter.We y are glad to take this opportunity to provide you with this letter outlining the following information: p En Pointe Technologies Sales, LLC has current Volume Channel Partner Agreements with Autodesk, Inc. 0 as a Level 2 DMR and is a bronze partner for the United States,effective Feb 1,2015. Additional information can be found in your Program Guide for FY16. M T The products that En Pointe Technologies Sales,LLC is authorized to sell are on the VCP price list located in Autodesk's Partner Center which En Pointe's Autodesk specialist has access to. Any changes to the �� price list will be communicated and made available in Partner Center and Autodesk Channel News. In 0 M Should you have any questions about this letter,please do not hesitate to contact Susan Altenbach, Partner Manager at Autodesk,at Susan.Altenbach(a7Autodesk.com. O a Thank you for your support in selling Autodesk products and services. N C Q Sincerely, +,I C d E N d Kirk Givens Senior Manager,Channel Sales Q L Autodesk,Inc. as N M c 0 a c w c m E M W Q Packet Pg. 240 4.B.e m N 'L 0 Hewlett-Packard Company 3000 Hanover St �+ Palo Al CA 94304 3 USA I C hp.com d May 11,2C5 y i� En Pointe Technologies Sales LLC Q 18701 S Figueroa St Gardena,CA,902484506 fA 'L To whom it may concern: Q' r+ En Pointe Technologies Sales LLC is an HP Aufhorized Partner in the US,which includes access to all commercial products—not requiring additional authorization and induces all Open products from an authorized HP US Commercial Distributor,for resoleto end w user customers in the USA. 0 N 0 En Pointe Technologies Sales LLC holds the following additional authorizations: N IM HP Enterprise Storage[PLS`.3Z,4F,U,LK,and LM] C HP Business Critical Servers[BLs;1X,23,TQ,andTR] .N HP Enterprise Networking[I6] 4) HP Enterprise StorageXP PL:LN V_ Superdome[PL 1X/12] J HP Qualified Software[FLs 1 W 33 4Y 6F 87 9N 9Q CM D9 FC FM TF TF U3 VE] HP Autonomy Data Protector[FL LIT] HP Autonomy eDiscovery&Info Archiving[PL B5] O HP Autonomy Enterprise Content Mgmt[PL DO] i Fortify d Tipping Point Qualified Supplies Partner Program N 0 En Pointe Technologies Sales LLC.has.been an HP ServiceOne EnterpriseGroup.(EG)and Printing&Personal Systems(PPS)Delivery Partner since 7/15/2003 HP ServiceOne EG and PPS Delivery Partners are authorized to deliver warranty and HP Care Pack Services on HP Personal Systems (such as HP Business PCs or HP Commercial Notebooks),HP Imaging&Printing products(such as HP LaserJet shared printers or HP M DesignJd large format printing), Industry Standard Servers, HP Storage and Networking producs, provided that the technicians r performing the Services hold the pppropriatese-vice and/or solution qualifications. N M HP Point of Contacts for Partner Authorization verification are listed beow: 0 Adriana Melds:HPConiradsCompiance5upport@hp.com /1-888-629-6914 0 Jason-Holgreen: HPContradsComplianceSupporl@hp.com /1-888-629-6914 M r Customers can also locate or confirm partners through the HP Partner Locator at htfp://wwws.hp.com/us/en/sorefin de/index.do 0 o Sincerdy, d Q C d N d Adriana Melics. Hewlett-Packard Company Americas Partner Contracts and Compliance Q N N M r C O IL c w c m E M a Packet Pg. 241 4.B.e m N L 0 r Q I. L Q to April 6, 2015 Q L d En Pointe Technologies Sales, LLC o 18701 S. Figueroa Street c Gardena, CA 90248-4506 N Dealer ID#595711897 c c a� U Re: En Pointe Technologies Sales, LLC: Dell Authorized Reseller and Certified Premier Partner 0 L This letter is to confirm that En Pointe Technologies Sales, LLC is a Dell a- Authorized Reseller and Premier Certified Partner and is authorized to resell c Dell products and services to Dell public sector and end user customers rn 0 throughout the U.S. En Pointe Technologies Sales, LLC is in "good standing" L- within the Dell PartnerDirect program. M Warm regards, N LO r M Jeffrey Flowers p Channel Account Director a Dell I Global Commercial Channels y G Mobile: + 614.330.0680 Q� Email: Jeffrey_Flowers@Dell.com a� �I 0 L Q L r C� G Dell Inc. 300 Innovative Way Suite 301 Nashua,NH 03062 0 www.dell.com 1 1-800-BUY DELL d C W r C d I= t v 0 .-1 a Packet Pg. 242 4.B.e m N •L O r A(Ba rracuda 12/10/2015 d L Q En Point Technologies Sales LLC CL L 18701 S. Pigueroa Street a� C Gardena,CA 90246 W 0 N O N Subject: NASP4 ValuePoint Bid#ADSPO 16-00005829 C To whom it may concern, y v This letter is to certify that En Point Technologies Sales LLC is an authorized reseller of- J Barracuda Networks hardware and related services to companies,entities, and education and state/local agencies. This letter is valid for the duration of the contract. O L My contact information is as follows: d 3175 Winchester Blvd O fn O L Campbell, CA 95008 v acannongbarracuda.com CO) 703-743-9068 V- 21 CO) LO tO Should you have any questions, please do not hesitate to contact me. o M r r Sincerely, d I Andrea Cannon a� Director,Public Sector Channel Sales O m L Q L r 3175 Winchester Blvd � Campbell,California 95oo8 United States Phone:+1408342. d 5400 O C W r C d t v O .r a Packet Pg. 243 4.B.e m N i BOMGARM ° ENTERPRISE REMOTE SUPPORT Q d L December 7, 2015 Q d to Re: Letter of Authorization Q L To Whom It May Concern: W This is to confirm that as of the date of this letter, PCM Inc. & it o subsidiaries is an Authorized Distributor of Bomgar Corporation ("Bomgar") p software and services in the United States. PCM Inc. and it subsidiaries cV have the rights to sell, support, and offer training and professional services on Bomgar products. to C d rJ If you have any questions, please do not hesitate to contact me for further information. v 3 O L Yours respectfully, a O y O L V Mike Sell Director of Strategic Alliances Bomgar Corporation 4LO M msell@bomgar.com N 770-407-1820 M LO O M tD 0 a 0 578 Highland Colony Parkway Paragon Centre Suite Q i r c a� E a� m L Q L N R d 00 C O d C W r C d E t v r .r a Packet Pg. 244 4.B.e m N 520 Madison Avenue LO 22nd Floor r ca. New York,NY 10022 � T +1800 225-5224 Q technologies +1 212 310 6222 ca.com y E d m L November 20,2015 Q a� N L Q L d To whom It May Concern: C W 0 This letter confirms that as of the date hereof,EnPointe Government,Inc.("Reseller")is N 0 N authorized by CA,Inc.("CA")to resell certain of CA's products and services to government 0) c customers in the United States. This letter of acknowledgement does not include any authorization by CA for Reseller to make claims,representations or commitments on behalf of U J CA other than CA's standard product specifications and associated warranties available from CA. Any other claims,representations,or warranties by Reseller are solely the responsibility of 0 L Reseller. d O N O L V Sincerely, CO) Tina Ratcliff Sr.Director,Financial Contracts CO) LO CA,Inc. 0 M r 0 IL 0 a I L Q L r in C� G 0 W r c� G V a Packet Pg. 245 4.B.e m N O t r 3 a r CISCO L LETTER FOR CHANNEL PURCHASING Q Date: May 8,2015CL N 'L To: Whom It May Concern Bid Number NA or Project LU Name: C N O N Cisco Systems, Inc. ("Cisco") hereby confirms that, as of the date of this letter, EN POINTE TECHNOLOGIES SALES, LLC is a Gold certified Cisco channel partner and that Cisco and EN POINTE TECHNOLOGIES SALES, O LLC have entered into an agreementfor the purchase and resale of Cisco Products andlor Services("Agreement"). d This means that EN POINTE TECHNOLOGIES SALES,LLC has complied with the Cisco certification procedure and V is duly authorized to purchase and resell Cisco products in US as well as negotiate the terms and conditions of J support and maintenance services on Cisco products, including warranties, in accordance with the terms and V conditions of such Agreement. O Furthermore,EN POINTE TECHNOLOGIES SALES,LLC is specialized in the following Cisco technologies: L a • Advanced Borderless Network Architecture Specialization; p to • Advanced Collaboration Architecture Specialization;and • Advanced Data Center Architecture Specialization Please note that the present confirmation is not permanent, and that the status of Cisco's authorized channel is 4LO Cl) reviewed on a regular basis. This information is accurate as ofthe date appearing atthe top of this certificate. N_ If you need any additional information,please do not hesitate to contact Gerald Hines at gehines@cisco.com. M LO r.0 O Brian Fukuhara,V.P.,Finance r 0 Cisco Systems,Inc. IL fn Q r I C O E O d L Q L N to d C O d C LU r C d E t v r .r a Packet Pg. 246 4.B.e m N L O r Q bmc L December 8,2015 Q N fn L CL L d Delia A.Walters,State Procurement Supervisor O W State of Ari zona,State Procurement Office p 1DD N.15th Avenue,Suite 2D1 N O Ph oe nix,An ion a 85007 N C Subject:CONFIRMATION OF BMC SOFTWARE INC.RESELL STATUS N C Dear Ms.Walters: V J V This letter servesto confirm that: 3 En Pointe Technologies Sales,LLC,18701 S Figueroa St, Gardena,CA 90248 USA 0 d En Pointe Technologies Sales,LLC has the rightto resell certain BMC Products to The State of Arizona,State Procurement Office for the NASPO ValuePoint Cooperation Purchasing Program(NASPO ValuePoint). O N This letter is issued only to confirm the above mentioned and cannot be disclosed tothird parties and/or 0- interpreted or used by addressee or anythird party for any other purpose. V Ifyou require further information,please do not hesitate to contact Pam Johansen at CO) Partner Network(@bmc.com C4 N CO) Yours sincerely, � M r O a Pam Johansen,MSDD Q Senior Director,World Wide Channel Operations QI BMC Software Inc. C N E N d L Q L r C� G O a. I_ W BMC Softvtare DisHbution B.V.,Boeingavenue 245,1119 PD,P.0 Box75795,1118?x,Schiphol-Rijk,The Netheriands, a+ Tel..+31(0)20 354 8600,Fax+31 (0)20 354 8601 C Visit vwm..bmc.com for more information. d E L V t4 a Packet Pg. 247 4.B.e m N O t r 3 a r COMPUTRONIX L Q 'L Q L d S_ LLI Computronix(U.S.A.},Inc. 0 N 390D S.Wadsworth Blvd.,Suite 510 c N Lakewood,CO 80235 C 720-962-6300 a� v www.cornputroniii.corn J V dean.sargent@computronix.com O L (L O W RE:PCM Inc.&it's subsidiaries O L .2 C To Whom It May Concern: 4L0 C) N As of December 8,2015,PCM Inc.&it's subsidiaries including such as En Pointe Technologies Sales LLC.) <� LO is authorized by Computronix(U.S.A.),Inc.,allowing PCM and its subsidiaries,to offer Computronix o Software and Services to end customers. Such authorization is effective as of February 8,2013 and ce) continues through January 31,2017,unless earlier tnrminated or mutually extended by the parties. r Sincerely, d U) Q DMO Spa �I a� Dean Sargent y d Business Development Manager Q Computronix(U.S.A.),Inc. L O r N R d C O d C W r C d E t v r .r a Packet Pg. 248 4.B.e m N O t r 3 a r COREL L a 'L Q L November 18, 2015 +; c PCM Inc. w 0 1940 E.Mariposa Ave N 0 El Segundo,CA CV 90245 c c a� v Letter of Vendor authorization This is to certify that PCM Inc. and its subsidiaries are an authorized Corel o Partner. This authorization was effective as of January 1st, 2011 and is `a automatically renewed on an annual basis. a- O PCM is authorized to resell all Corel Products and is authorized to resell Corel W O products to Government. Academic and Charitable organizations. PCM is also authorized to sell to customers utilizing the Government and Academic Licensing Program SKUs and pricing. 0 M This authorization covers all of North America. 04 M LO to Sincerely, io co O Rick Cochrane a National Account Manager Corel,WinZip,Roxio and Pinnacle a 1600 Carling Avenue,Ottawa,ON K1Z 8R7 Canada t,l t 888-267-3548b I f(613)759-8748 a� E O d L a L N R d C O d C W r C d E t v r .r a Packet Pg. 249 4.B.e m N 'L O r Q Double-Take® by Vision Solutions Q N 'L Q L d C W 0 N 0 15300 Barranca Parkway N C 949 253-6500 N C www.visionsoIutions.com N v J V 3 O RE: En Pointe Technologies Sales,LLC d O N To Whom It May Concern: 0 As of December 9,2015 En Pointe Technologies Sales,LLC[En Pointe]is authorized by Vision Solutions, CO) allowing En Pointe,to offer Double-Take HA/DR and Migration Solutions to end customers. Such N authorization is effective as of March 13,2013 and continues through December 31,2018,unless earlier terminated or mutually extended by the parties. CO) t0 0 M r Sincerely, d G a �r� I ��a �Ccmarui _ E L Eva Ullmann Q L Regional Channel Manager N N Vision Solutions O O r C O d C W r C d E t v O .r a Packet Pg. 250 4.B.e m N �L O Q d E d d L April 8,2015 rn �L Q. L W O N O To Whom It May Concern: N IM C This letter is to confirm that pursuant to the Authorized Reseller Marketing Support Agreement between EMC Corporation("EMC") and"En Pointe Technologies Sales", En Pointe Technologies Sales O is currently authorized to resell EMC equipment, software licenses, and associated maintenance v J services, as purchased from an EMC authorized distributor. i O L a Sincerely, o o aragh n M anager- Americas artner Support Center EMC Corporation M 55 Constitution Blvd. Franklin, MA 02039 M m o a c Q i c m E a) as L a L d C� L EMC Corporation• 176 South Street,Hopkinton,Massachusetts 01748-9103•508.435.1000•emc.com d C W r-� C O E t V r� Q Packet Pg. 251 4.B.e m N O ® r es " r Internet Security -- ---- -------- - ---� -- _- -- _ w � E aD m L Q February 26,2015 y rn 'L CL L ESET,LLC +; 610 West Ash Street,Suite 1700 San Diego,CA 92101 Wc N O N PCMG C 1940 E Mariposa Avenue in EI Segundo,CA 90245 y v J To Whom It May Concern: j O ESET,LLC d/b/a ESET North America is a security software limited liability company with offices in San a Diego,California. This letter is to confirm that ESET,LLC d/b/a ESET North America and PCMG have been business y partners since June 22,2007 and PCMG is authorized by ESET,LLC d/b/a ESET North America to resell O ESET products. Sincerely, Cl) N M LO O M tD ESET,LLC d/b/a ESET North America d Gerald Choung U) VP of Sales Qi r C O E O d L Q L N R ESET North America PHONE 619.876.5400 +� 610 W.Ash street,Suite170o FAX 619.876.5845 San Diego,CA92101 WEB www.eset-com 0 d C W i-i C d E t V fC r a Packet Pg. 252 4.B.e m N L O i� Tsoftware a December 9,2015 d d d RE:En Pointe Technologies Sales,LLC Q O rn L Q. To Whom It May Concern: c ul O N As of December 9 2015,En Pointe Technologies Sales,LLC(En Pointe)is authorized by N HEAT Software USA Inc.,allowing En Pointe,to offer HEAT's software to end customers. Im Such authorization is effective as of April 29,2010 and continues through April 29,2016, .N unless earlier terminated or mutually extended by the parties. ry v J t� 7 O L Sincerely, d O N o v Catherine Cherubino Vice President of Alliances&Channets HEAT Software USA Inc, M Catherine.Cherubino�a)hheatsoftware.com M r1� O O M f� o a c a i c m E as as a L fy M HEAT Software USA Inc. sales 800.776.7889 www.heafsoitwa re.cow 490 McCarthy Blvd#100 tax 719.536.0620 Milpitas,CA 95035 O a c w c m E a Packet Pg. 253 4.B.e m N L O r Q 1 L Q N December 10, 2015 Q. L d W Imran Yunus N Director SLED Sales N En Pointe Technologies Sales, LLC. a) c Dear Mr. Yunus: a� U This correspondence confirms that En Pointe Technologies Sales, LLC. is J authorized to resell Infor software to public sector entities, pursuant to the Public Sector Reselling Agreement between the parties, having an Effective Date of o October 18,2013. a If you have any further questions regarding Infor's partner programs, please feel o free to contact Bill Rao, Channel Account Manager, at either(586)219-0717 or o via email William.Rao(a_)infor.com. U Sincerely, M M Lindsay Pritchar to Associate General Counsel M r O a rn 0 a i E L Q L r C� G O W r c� G V a Packet Pg. 254 IL e7 Information4.B.e Builders ■ N N L December 9,2015 0 z Hamza Ellahi Q Vendor Manager PCM Inc. 1940 E.Mariposa Avenue,El Segundo,CA 90245 L Subject: Reseller Letter of Authorization for NASPO(National Association of State Procurement Officials)RFP Q m Dear Mr Ellahi.: L This Letter of Authorization("LOA")is a one-time authorization between Information Builders,Inc.("IBI")with its principal place of business at Two Penn Plaza,New York,New York 10121-2898 and PCM Inc.{"PCM")with a place of business at c 1940 E.Mariposa Avenue,El Segundo,CA 90245 to allow PCM to resell certain IBI software and related InfoResponse w Services("Products")to the NASPO(National Association of State Procurement Officials)in accordance with the terms, N conditions and provisions set forth in this LOA. As of the date of issuance of this letter,PCM is in good financial standing with N ai IBI.. .N This letter does not authorize PCM to sublicense any IBI Products but allows PCM to take orders for and resell the IBI licenses. 0 PCM understands the terms conditions and provisions of any licensing arrangement shall be governed solely by the IBI 2 licensing documents between IBI and end user customer and that any warranties or representations for the Products will be n between IBI and end user customer. IBI does not assume any liability for PCM's actions under this LOA. 13 0 PCM agrees that it shall: ILL. 1. provide as part of its RFP response that in the event of a potential award any resale arrangements shall be governed solely 0 by the applicable IBI Iicensing agreements,such as Master Software License Agreements,Riders,IBI EUI A,etc. o 2, ensure that any resale of the Products will conform to the applicable IBI licensing documents provided by IBI to PCM and that any negotiations of licensing terms will be handled by IBI directly with the end user; co 3. promptly remit to IBI all amounts due and owing in accordance with the licensing agreements between end user and IBI; N 4. not require IBI to execute any PCM Direct Supplier Agreement or any other agreement in order to conduct business M pursuant to or relating to this letter of authorization; co 0 M Please confirm your agreement and acknowledgement by signing and returning a copy of this LOA.Immediately upon receipt, we will issue an appropriate letter for your inclusion with your RFP response. a cerely, co c � a D d Bcyle 0 ai Vice Preside ,Sales Operations E ai ai L Agreed and accepted: Q L PCM Inc. By ; Authorized signature r- 0 a Type name/title Date w r Cc: J.Whelehan-IBI m T.Grilli-IBI E z informationbul[ders.tom ram+ Information Builders Q Two Penn Plaza New York, NY 10121-2898 T: 212.736.4433 F:212.967.6406 Packet Pg. 255 4.B.e m N •L 0 Shafique, Madiha Q From: Klietz, Sam <Sam.Klietz@intermedix.com> Sent: Tuesday, December 15, 2015 12:55 PM C d To: Shafique, Madiha E Cc: Yunus, Imran; Jacobs, Erin N Subject: RE: INTERMEDIX EMSYSTEMS Reseller LOA a 1 authorize En Pointe to resell Intermedix Solutions.The authorization should take into account the possible exclusion of v0J some products and services depending on the specific quote request. L Q. L 1.Manufacturer POC name and alternate for verification:Sam Klietz(Alternate:Erin Jacobs erin.0acobsgintermedix.com) w 2.Manufacturer POC mailing address:111 W Pleasant Street,suite 202 N 3.Manufacturer POC telephone number:414-721-9731 N 4.Manufacturer POC email address— sam.klietz@intermedix.com IM 5.Manufacturer POC fax number:414-721-9631 S 6.If available,a Re-seller Identifier C 4) t� Regards, J t� Sam Klietz Senior Vice President—Business Development 0 intermedix a 0 Office:414.721.9731 1 Mobile:414.688.7192 G sam.klietzO.intermedix.com I wvvw.intermedix.com 0 The information contained in this message is confidential and may be privileged and/or protected under law.If you received this message in error,please notify us immediately by forwarding a copy to compliance6ilinteimedix.com and delete the original message and any attachments. O M T N M 11141) O M o a c a I c 0 E a) as a L d CM L 0 IL c w c m E 0 a Packet Pg. 256 4.B.e m N L O r Q 1 • O Q N fn I- IZ Partner Address:IBM Corporation, 1 New Orchard Road,Armonk,New York 10504-1722 L d Phone#: 800-426-4968 Website: http://www.ibm.com/us/en/ W Email: http://www.ibm.com/contact/us/en/ o N O N Dealer ID#:Agreement#1061711 C N v RE:En Pointe Technologies Sales,LLC J To Whom It May Concern: O L As of 5/8/2015,En Pointe Technologies Sales,LLC(En Pointe)is authorized by IBM,allowing En d Pointe,to offer Partner's Programs,Software,Hardware etc.to end customers. Such G authorization is effective as of 5/8/2015 and continues through 1213 1/2 0 15,unless earlier NM terminated or mutually extended by the parties. v Sincerely, to CO) Dcur��yS�c� v CO) Representative's Name: David Hall Title:Field Solution Sales M Company name: Tech Data Corporation r co r 0 a rn 0 a I L Q L r C� G O W r c� G V a Packet Pg. 257 4.B.e m N i� O kPicm 3 a DOCUMEN75OLU71ONS ' Making Paperless Happen C December 9,2015 d E N d L To Whom It May Concern: Q O rn �L This letter is to confirm that PCM Inc.&its subsidiaries including En Pointe is currently an Authorized Reseller Q- L of ICM Conversions and can purchase direct from ICM. W ICM does not have multiple certification levels — simply the Authorized Reseller status. There are no O limitations regarding what ICM products PCM Inc.&its subsidiaries including En Pointe is authorized to resell. N Manufacturer POC: .N John Harrington—harringtonl@icmconv.com 480-269-9304 O O tt Kristin Macedo—I<ristinm@icmconv.com(alternate) 480-269-9301 J t� Manufacturer POC mailing address: M O 4320 E Cotton Center Blvd,Ste 106 d Phoenix,AZ 85040 w O Fax: 602-678-1985 to O Phone: 602-678-1978 c0 Sincerely r N O O M Jo n Ha rington to President O a c a I c m E as as L a L d (n CM L O IL c w c m E M a Packet Pg. 258 4.B.e m N 6- 0 r Kr- 1,■'1 /� 297 Incorporated Q f IO�OI 297 Billerica Road �K`K J Chelmsford,Massachusetts 01624 s (9761 250-9600 Fax E976)367-5900 E --k ronc s.r orn Q� d L Q N December 9,2015 6- Q L d W Delia A.Walters,State Procurement Supervisor O N State of Arizona,State Procurement Office O N 100 N.15th Avenue,Suite 201 Phoenix,AZ 85D07 C Re: Resale Authorization Letter N U J Dear Ms.Walters, v 3 This letter is to confirm that En Pointe Technologies Sales LLC in El Segundo,CA is an authorized Kronos O Reseller and is able to resell Kronos Incorporated products as well as the resale of associated d maintenance and professional services. G N ^ O L .2 C J hn O'Brien Sr.Vice President,Global Sales CO) Kronos Incorporated CO) V7 t0 O M r O 0 a rn 0 a I L Q L r C� G O a. W r c� G V a Packet Pg. 259 4.B.e m N O t r 3 a ® LANDESK y E L Wednesday,November 18,2015 Q a� 'L CL L To whom it may concern, d c LU 0 This letter is to confirm that En Pointe Technologies,with a principal place of business at c 18701 S. Figueroa Street,Gardena,CA 90248 is currently a Expert Solution Reseller in N the LANDesk channel programs and in good standing. As such,En Pointe is an authorized partner of LANDesk Software. a� If you have any questions regarding this letter or the LANDesk reseller programs,please v J contact me directly at+1 (801)208-1628. O L a Best regards, O O 2 Reza Parsia Director,Americas Channel M M Reza.parsia@landesk.com N (801)208-1628 phone .� (801)361-4048 mobile LO to 0 M tD 0 (L U) 0 a i r c a� E a� m L Q L N R d C 698 West 10000 South I South Jordan UT 84095 1 801.208.1500 dO c LU r C d E t v r .r a Packet Pg. 260 4.B.e m N L O formin Liquidware Labs TranheDesktop'" a 360o Mansell Road,Suite zoo,Alpharetta,GA30022 www.11quidwarelabscom 678.397.0450 N E N d L Q December 8,2015 1- C. L To Whom It May Concern, c LIJ This letter is to confirm that En Pointe Technologies Sales LLC, is an authorized O N Liquidware Labs, Inc. reseller and is able to resell Liquidware Labs, Inc. products N as well as associated maintenance. a) c Sincerely, a� U 7 J O Chris Akerberg d President and COO w O N O L .2 C CO) N CO) LO t0 O M r O 0 a rn 0 a L Q L r C� G O W r c� G V a Packet Pg. 261 4.B.e m MOM MICROU F 13 C:.0 B :E L a December 4,2015 m E d PCM Inc.(a/k/a"En Pointe Technologies"),and its authorized subsidiaries 1940 E Mariposa Ave Q El Segundo,CA 90245 In Attn: Sean Mollet,Vice President of Product Management,Purchasing Q L LV Telephone:310-354-5600 x54081 w Fax:310-258-2309 0 N 0 Re:Resale of Micro Focus Products N c To Whom it May Concern, m PCM Inc.and its authorized subsidiaries are authorized to purchase,receive standard v warranty support and to resell products from Micro Focus If you have further questions, please contact Rachel Frost, your Micro Focus product sales representative at rachel.frost@microfocus.com. a Re s; y 0 L ourtney .Wood ._ V N.A.Senior Corporate Counsel M Micro Focus(US),Inc. N 301-838-5180 Phone 301-838-5034 Fax M Courtney.Wood@micmfocus.com c M o a W c Qi c m E as L a L a+ O Micro Focus(US),Inc. 700 King Farm Boulevard,Suite 400•Rockville,PAD 20850-5738•us d C Tel.(301(838-5000•Fax(301)838.5025•wuuw rnicroiocus.com W C LV E t V y+ Q Packet Pg. 262 4.B.e m N O t r Shafique, Madiha a From: Steven Love <steven.1ove@mindjet.com> r Sent: Tuesday, December 8, 2015 4A 1 PM O To: Shafique, Madiha E Cc: Jason Han O Subject: MINDJET LOA Information i Q Hi Madiha, to 'L Q Please see the information you requested below: d C 1.Manufacturer POC name and alternate for verification: LU Main POC:Steven Love C N Alternate:Jason Han C N 2.Manufacturer POC mailing address: 01 Mindjet LLC O 1160 Battery Street East,4th Floor C San Francisco,CA 94111 V 3.Manufacturer POC telephone number: J 925-452-6511 j 4.Manufacturer POC email address: Steven.love@mindoet.com O 5.Manufacturer POC fax number: a 415.229.4201 6.If available,a Re-seller Identifier: to O L V Steven O.Love Account Executive, Mind Manager at Mindjet t0 Office 925-452-6511 or 415-229-4231 4750 Willow Rd,2nd Floor,Pleasanton,CA 94588 See what's new: Mind Manager 2016 and Mind Manager Enterprise 2016 M L0 O M t0 0 (L U) 0 Q r I c a� E (D m L Q L N R d C O d C W r C d E t v r .r a Packet Pg. 263 4.B.e m N 'L O r NETOP Q Remote Control L November 19,2015 Q Madiha Shafique N En Pointe Technologies L- CL 1940 E. Mariposa Avenue El Segundo,CA 90245 W O To Whom It May Concern: o N As of November 2008, En Pointe Technologies Sales, LLC(En Pointe) is authorized by Netop Tech Inc.(Netop),allowing En Pointe to offer Netop's software products to end customers. Such y authorization is effective as of November 2008 and continues on an annually recurring basis unless a� terminated by the parties. V J V Sincerely, d O N Sam Heiney O Product Solutions Director U sahe@netop.com M N CO) LO t0 O M r O 0 a 0 a I E • L • • Q L © r SECURE r C O d C W Netop Tech Inc. 220 NW Second Ave,Suite 940,Portland,Oregon 97209 USA Tel 866.725.7833 www.netop.com/remotesupport r C d E L V a+ a Packet Pg. 264 4.B.e m N L O r Q Shafigue, Madiha W From: Ayub, Akbar N Sent: Thursday, November 19, 2015 8:08 AM L To: Ellahi, Hamza Cc: Khan, Vasir Q Subject: FW: Nuance-Dragon LOA N L Q LOA of Dragon(Nuance). d .r C Regards, W 0 N O Akbar Ayub I Partner specialist En PointeTechnologies N Office:310-337-5 20 0 C Office Ext:2756 y C N V J V From:Tucker,Paul Imailto:Paul.Tucker(7nuance.com Sent:Thursday,November 19,2015 4:57 AM 0 To:Ayub,Akbar<akbarayub(@enpointe.com> d Cc:Kreth,Aimee<Almee.Kreth(@nuance.co m> Subject:Nuance-Dragon LOA O N O L To whom it may concern, v_ M This email into confirm PCM Inc.and its subsidiaries are Authorized Reseller of Nuanceg Dragons Speech Recognition products and services. PCM Inc.and its subsidiaries have successfully completed technical certification training courses CO and sales certification training courses offered by Nuance Communications,Inc.and they are authorized to purchase, V_ N sell, train and support the following: CO) V7 • Nuanceg Dragons Professional Group tO + Nuance® Dragon for Mac M * Nuance® User Management Center r co * Nuance® Maintenance&Support Services r • Nuanceg Training Services d Please feel free to contact me with any questions. Q I Paul Tucker Eastern Regional Manager Dragon Naturally5peaking N Nuance Communications,Inc. y Mobile:(978)727-6703 paul.tuckerfLDnuance.com Q L W The experience speaks for itself*" � NUANCE a, c 0 a c t w r c m E a Packet Pg. 265 4.B.e m N L 0 r Of?/aCLE' Q PARTNEI RNETWORN Speciahzed.Recognized by Oracle. Preferred by Customers. N d L Q This certifies that N A L Q L d En Pointe Technologies Sales LLC W O N O N has achieved the level C Gold Partner J 0 L. This annual partnership is currently valid until 0 a-1 6m.ifi. N G. p i,errealda . 13-Sep-2016 0 Pama E..�4..ent 0 .2 C CO) N CO) LO t0 O M r O 0 IL rn 0 a I f= E L Q L r C� G 0 CL C w r C c0 G V a Packet Pg. 266 4.B.e m N •L O proof point a r 892 Ross Drive,Sunnyvale,CA 94089 USA ++ Tel: -1.408.517.4710 N Fax +1 408.517.4711 _.Proofpoint corn N d L Q November 20,2015 A •L Q L PCM Inc. rt; 1940 E. Mariposa Ave. El Segundo,CA 90245 W United States N CD N Re: Reseller Authorization 0) C To Whom It May Concern: y rJ By this letter, Proofpoint Inc.,confirms that PCM Inc.and its subsidiaries are an authorized distributor of J Proofpoint productslor services within the United States and is in good standing as of November 20, v 2015. PCM Inc,and its subsidiaries are authorized to sell Proofpoint products and services,as well as market and support those same products and services in the United States_ O L Proofpoint products and services are made available to end user solely pursuant to a Proofpoint d Customer Agreement. O O Regards, v N Bri ro man Direct of Channel Progra s&Operations CO) LO co 0 M r O a rn 0 a I E L Q L r C� G O IL threat protection compliance j archiving&governance i secure communication O W r C d t v .r a Packet Pg. 267 4.B.e m N L O RSA Security LLC. a 174 Mi ddles ex Turnpike . B edford,MA 01730 d Tel 781 515 5000 http://W VAV=.CDrdrsa y Date:Apr.302015 Greetings a O to En Pointe Technologies Sales,LLC is a Authorized Partner in the RSA SecurWorldT^"Program. Q L RSA SecurlD is available for open distribution. Even if En Pointe Technologies Sales, LLC has a relationship with an RSA Authorized Distributor, En Pointe Technologies Sales, LLC will still be able to purchase and resell SecurlD-related products from anyRSAAuthorized Distributor. w O N Additionally, En Pointe Technologies Sales,LLC is authorized to purchase and resell the following RSA product O N lines:Authentication Manager/SecurlD,Access Manager,Adaptive Directory,Federated Identity Manager, 0) Cer ificate Manager,Data Protection Manager, Identity Management and Governance, IPV(Adaptive C Authentication,Cybercnme Intelligence,Fraud Action),Web Threat Detection, Security Analytics, Registration W Manager, Key Recovery Manager, Validation Manager,Archer,DLP and ECAT. C O tt All related RSA products and services are governed by the RSA Shrink Wrap License Agreement. J t� Please accept this as a fully executable authorization letter O O Best Regards, d RSA SecurWorld Team w O N O L CV C M T N M In O O M o a c a i C d E a) W a L d CM L O IL c w c m E M a Packet Pg. 268 4.B.e m N L O AW refereitia 155 Kapalu€u Place,Suite 200 I Honolulu,Hawaii 96819 p 808.840.8500 I f80B.423.196D www.re#erentia.com Q c a� E d November 23,2015 d L Email Transmittal: akbarayub@ennointe.com Mr.Akbar Ayub Q a� Vendor Manager N �L PCM,Inc.&its Subsidiaries Q. 1940 E.Mariposa Avenue 4 El Segundo,CA 90245 I I Letter of Authorization o N 0 N Dear Mr Ayub: C This letter serves as authorization to include Referentia Systems Incorporated and the information below in your proposal response to NASPO for the Software Value-Add Reseller program,and with any State v Participating Addendums. J The following information is offered in this regard: O • Manufacturer POC Name and Alternate for Verification: d o POC:Jill Takaezu Harper;Alternate: Nelson Kanemoto O • Manufacturer POC Mailing Address: N o Referentia Systems Incorporated 0- U 0 155 Kapalulu Place,Suite 200 o Honolulu,HI 96819 • Manufacturer POC Email Address: CO) • contracts@ referentia.com;itakaezu@referentia.com;nkanemoto 0 referentia.com N • Manufacturer POC Fax Number: CO) 0 808-423-1960 LO co 0 M We thank you for this opportunity to continue our association and look forward to being of support in another r proposal effort and,hopefully,a follow-on resultant Contract to provide software reseller support to PCM. O a Please contact me anytime I may be of further assistance. G a Sincerely, +�I U N N *thKa'upu i Contracts Manager Q L E-cc: Nelson Kanemoto N cv Jill Takaezu Harper � O r O tL C W r C d E t v O �-r .r a Packet Pg. 269 4.B.e m N L SAP America,Inc. t r 3999 West Chester Pike Q Newtown Square,PA 19073 , T 610.661.1000 Dec 11,2015 En Pointe Technologies Sales,LLC y 18701 S Figueroa St Q LOS ANGELES,CA 90248 a� A RE:En Pointe Authorization Letter CL L d To Whom It May Concern: w 0 N SAP Inc., as the manufactureripublsher of SAP,Sybase,BusinessObjects and Crystal branded products and solutions o N verities En Pointe Technologies Sales,LLC rReseller")is a Reseller Partner in North America under the Authorized Reseller a) Program,and as such will supply resellerwith sufficient quantities of the Authorized Products listed below,subjectto the ongoing resellerlmanufacturer relationship between the reseller and SAP Inc. v Authorized Products: J SAP Crystal Reports SAP Crystal Server o SAP Crystal Dashboard Design d SAP BusinessObjects BI Suite o SAP BusinessObjects Platform o SAP BusinessObjects Edge L- SAP Lumira SAP Predictive Analytics SAP Sybase Adaptive Server Enterprise CO) SAP Sybase IQ N SAP SQL Anywhere SAP PowerDesigner LO SAP Data Services o SAP Afaria r SAP Mobile Platform r O List of En Pointe Technologies Sales Authorizations and applicable regions: y United States al Sincerely, a� E W Lee Smith L SAP Q Director—Distribution North America Global Partner Organization m c 0 a c w r c m E a Packet Pg. 270 4.B.e m N 'L 0 r Q Sophoslnc 3 Van de Graaff Drive,2"d Floor m Burlington,MA 01803 USA Q N N Tel 781494 5800 C Toll Free 888-767-4679 Q' Fax 781 494 5802 C W 0 N O November 18, 2015 N 0 c Greetings: c a� U This letter confirms that En Pointe Technologies Sales, LLC is currently J authorized by Sophos, Inc. as a partner to purchase Sophos products and services through Sophos authorized distributors,for resale to the agencies, o including institutions of higher education. a 0 N All related Sophos products and services are governed Sophos End User 0 License agreement License Agreement. Please accept this as a fully executable Letter of Agency for your purposes. M N Respectfully submitted, ,M Sara Cloutier tO 0 NA Channel Sales Coordinator r co r O a Cn 0 a I E L Q L r C� G 0 W r 1= V a Packet Pg. 271 4.B.e m N L splunk 3 reet 2nd Floor,San Francisco,CA 94117 Q C N December, 9t"2015 E m L Q N L To Whom It May Concern, Q- m y., c w This letter confirms that PCM Inc. & it's subsidiaries is authorized to sell coy, Splunk products and services. This letter of authorization is subject to the N terms of the Splunk Reseller agreement. Splunk has a right to terminate c the agreement at any time. a� U Regards, 0 0 N Dave Henley 0 SLED Partner Account Manager E: dhenley(a)splunk.corn C: 832-444-4371 M N Alternate Contact: LO M Chris Bradford 0 E: cbradford@splunk.com C: 703-969-8766 r O a rn 0 a I E L Q L r C� G 0 w r I_ V a Packet Pg. 272 4.B.e m N O t Shafique, Madiha Q From: Scott Howard <scott.howard@statseeker.com> r-+ Sent: Monday, November 23, 2015 4:17 PM O To: Shahid, Asma E Subject: Letter of Authorization: PCM Inc. & its subsidiaries d L To whom this may concern: Q d to Please be advised that PCM Inc.&ifs subsidiaries{hereafter"PCM'}are an authorized"Active Reseller"for Statseeker Inc.This •L authorization commenced on November 23,2015 and is in effect until close of business on February 22,2016 unless earlier terminated Q or extended by the parties. d C "Active Reseller"status authorizes PCM to resell all Statseeker products and services to end user organizations throughout the United LV States and Canada. C N Best regards C N Statseeker C PVWqPM l@WYftftKR C V OWq%ft'qP Scott Howard I Regional Sales M anager J m+1 (250)361-7517 1 www.statseeker.com j f+1 (866)81 2-9944 3 3492 Rancho Diego Circle L- EI Cajon,CA 92019 a t +1 (619)858-4999 x1827 toll free(844)STATSKR(844-782-8757)x1827 N Instant Visibility I Powerful Monitoring I Fast Reporting Smart Data V • • •• Cl) This email is intended only for the entity or indkidual to whom d is addressed and may contain information that is privileged or confidential.If you are not the intended recipient,you are hereby notified that distribution,copying or any form of dissemination ofthe content of this email is strictly prohibited.Ifyou have .�... receivedthis email in error,please advise us immediately by return email and destroy the original message.Thank you. M rf) O M tD 0 IL 0 Q j r c a� E aD m L Q L N R d C O 1 11 C W r C d E t v r .r a Packet Pg. 273 4.B.e m N O t r 3 a r E O TechSmitK a 'L CL L d November 2311,2015 w 0 N O N 01 En Pointe Technologies Sales,LLC 18701 S.Figueroa Street Gardena,CA 90248 USA J V O L IL O To Whom It May Concern: o 2 En Pointe Technologies Sales,LLC is an authorized reseller of TechSmith products for co corporate,government,and educational programs.En Pointe Technologies Sales,LLC.is authorized to sell all TechSmith products,not limited to,but including Snagit,Camtasia Studio,Camtasia for Mac,Camtasia Relay,and Morae.En Pointe Technologies Sales, M LLC has acted as a reseller of TechSmith's software sales for electronic download, c`Oo boxed,and volume license programs to serve their customers needs.For any further «� questions,please feel free to contact us. r O IL Sincerely, U) al O Lars G rosspietsch y Channel ACCOL111t Manager�"I cch5mith Cirrhur�ti�>rf i OfEce+1 5.17.',S 1.2300 x 110 Cell i 1 517.80S.6714 Q L N R d C O d 2405Woodlake Drive.Okemos,MI48864-5910 Phone 1517.3812300 Fax+15V.913.6121 www.tBctrmith.com r— W r C d E t v r .r a Packet Pg. 274 4.B.e m N O DocuSign Envelope ID:47BCE93C-FF60-4D5B-AE34-11FC7BE1EOAC r 3 a 503.276,7500 MAIN 503.223.0182 FAx y d Tripwire,Inc 1 101 SW Main Street.Suite 1500 1 Portland,Oregon 97204 1 USA tripwire.com L 01 a d N 'L Q L December 10,2015 W 0 N O N To Whom It May Concern: C d Tripwire,Inc.distributes its products through a two-tier distribution system: v - Tripwire distributes to authorized distributors - The distributors may resell the products to resellers of their choice. v 3 Westcon Group is an authorized distributor of Tripwire products. a As of December 8,2015,Westcon Group confirmed to Tripwire that En Pointe p Technolog es Sales LLC was an authorized reseller in good standing. p L .2 C Sincerely, to ooeuslgned by: Cl) JenAi{¢r Allison cV B0B5122921BF4F4... Jennifer Allison Director of Legal Services C M tD 0 a 0 a E L a L N R d C O d C W r C O E t t, r .r a Packet Pg. 275 4.B.e m N L 0 a d d d L a To Whom It May Concern: to L Please be advised that PCM,En Pointe and PCMG are active and compliant Premier Co rpo rate Reseller partners in Trend ? Micro's Reseller Partner Program. PCM and PCMG have been members and in good standing since 2007. PCMG,En ; Pointe and it's parent company PCM areal lowed to resell all Trend Micro pro ducts in all 50 states. W O Thankyou! p Maranda McElvany N C TRENDMaYb rldb M{E lva My (Channel Manager � MI I C R 0 225 E.John Carpenter Freew ay,suite 1500. V Irving,TX 75062 J rr Office: 817-569-8913 1 Mobile:817-449-4677 C� 7 We are http:lhw .arti�irus.com. 0 , °oaf fits. L. a http:A'�.trendmicro.com y� 0 (n 0 L CV C More small businessess trust Trend Micro r with their data than any other provider. � M See Why >> o M 0 a c a I c m E as as L a L d CM L 0 a c w c m E M a Packet Pg. 276 4.B.e m N O t r 3 a r E L Q Tr u stave Q Smart security an demand y 'L a L d S_ LU O N O N 01 C 70 West Madison Street N C 112-995-5748 v J www.tru stwave.co m +, V smorganegg@trustwave.com O L Il RE:En Pointe Technologies Sales,LLC O W O L V To Whom It May Concern: C) As of December 9,2015.2015,En Pointe Technologies Sales,LLC(En Pointe}is authorized by Trustwave, allowing En Pointe,to offer Partner's Programs,Software,Hardware etc.to end customers. SuchLO M authorization is effective as of April S,2014 and is current,unless earlier terminated or mutually to extended by the parties. cM to r Sincerely, d Q � I Scott M organegg d L Sales Executive Q L Trustwave O r N R d C O d C W r C d E t v r .r a Packet Pg. 277 4.B.e m N L Tenable Network Security,Inc. t �1 tenable 7021 Columbia Gateway Drive,Suite 500 j ' network security Columbia,MD 21046 Q C N E 4) d L Q December 7,2015 N L Q En Pointe Technologies Sales,Inc. y 18701 S Figueroa Street Gardena,CA 90246 W O N O RE:Authorization Letter N I) C To Whom It May Concern: a� As of the date of this letter,Tenable Network Security,Inc.("Tenable"),as the manufacturer/publisher of Tenable-branded ra products and solutions,verifies that En Pointe Technologies Sales,Inc.,a wholly-owned subsidiary of PCM Corporate, J ("Reseller')is authorized to resell Tenable's products.As such,Tenable will supply Reseller with sufficient quantities of its products,subject to the ongoing reseller/manufacturer relationship between Reseller and Tenable. O L IL Sincerely, '~ O N O L V iside4nt C. d,Jr. CO) N CO) V7 t0 O M r O 0 IL rn 0 a I E L t31 Q L r C� G O d W r c� G V a Packet Pg. 278 4.B.e December 15, 2015 m N •L UltraBac Letter of Authorization a RE: En Pointe Technologies Sales, LLC E m L Q To Whom It May Concern: Q. L As of December 15, 2015, En Pointe Technologies Sales, LLC(En Pointe) is authorized by UltraBac Software to offer UltraBac's backup and disaster recovery software products through the WSCA NASPRO o Software VAR RFP vehicle. En Pointe agrees that before submitting any offer, quote or bid, that N UltraBac will be consulted in advance and provided all necessary end-user details about the intended c use of software to verify that the UltraBac products fully comply with end-user expectations and requirements. Upon positive verification, UltraBac will provide written authorization for each new 4) opportunity based solely on the information provided by En Pointe that approves or disapproves the J intended use of UltraBac Software Products. O During the term of this Letter of Authorization, En Pointe may purchase approved software products at a a- price to be determined by the opportunity and the time of order. c N O En Pointe will be solely responsible for the fitness of products sold unless UltraBac is provided the U opportunity to consult directly with the end-user before purchase to verify that the proposed products will meet or exceed customer expectations. En Pointe is expressly prohibited from making any claims or M warranties to software operation or function other than what is published on UltraBac's website or is provided in writing by request from a Corporate Officer. Such authorization is effective as of December M 8, 2015 and continues through May 8, 2016, unless earlier terminated or mutually extended by the to M parties. r co r O a 0 Sincerely yours, Qi c a� E Morgan Edwards L Q L r President&CEO U LTRABAC 15015 Main Street a c w Bellevue, WA 98007 m 425-644-6000 t .r a Packet Pg. 279 4.B.e m N •L O r Q E ormetric Connect artner- a) N L Q L d December 11, 2015 W O To: NA5PO ValuePointe Contract p N 1 am writing this letter of authorization to confirm that En Pointe is authorized to sell Vormetric products via a C one off agreement. N c If you have any questions or concerns please feel free to contact me. v J 3 O L ♦Z Mike Coffield p VP,VWV Channel Operations N Vormetric, Inc. v Phone: 224-622-0072 Email: mcoffield@vormetric.com CO) N CO) LO t0 O M r O 0 a 0 a I L Q L r C� G O W i• 111 cd G V a Packet Pg. 280 4.B.e m N �L O websensep a Websense,Inc. 10900-A Stonelake Blvd.,3`tl Floor Austin,Texas 78759 ` tel+1 858-320-8000 fax+858-458-2950 a www.websense.com A L 23 April 2015 ? O ..r En Pointe Technologies Sales,LLC U j 18701 S. Figueroa St. N Gardena,CA 90248 0 N Re: En Pointe Technologies Sales,LLC("En Pointe") C Status as a Websense Authorized Reseller C O To Whom It May Concern: J t� This letter certifies that,as of the date of this letter,En Pointe is an authorized reseller of Websense, O Inc. ("Websense"). As such,En Pointe is approved to sell Websense products and solutions to end p users under the terms and conditions ofthe Websense Subscription Agreement. d O w Sincerely, 0 c2 co M T N M James Hagan 'n ra CFO c M Websense,Inc. V- m O a c a i c m E as as a L d C� L O a c w c m E M a Packet Pg. 281 4.B.e m N .L O JAGA/ffE Q s o f t w a r e a� E as as L 2214 University Park Drive, Okemos MI w 517-336-2530 L- C. www.agatesoftware.com tpearl@agatesoftware.com w Dealer ID# 112732 N O N C RE: En Pointe Technologies Sales, LLC a� U To Whom It May Concern: As of 2011, En Pointe Technologies Sales, LLC (En Pointe) is authorized by Agate Software Inc., o allowing En Pointe,to offer the IntelliGrants Program along with Hosting and Professional a Services to end customers. Such authorization is effective as of 2011 and continues through c 2020, unless earlier terminated or mutually extended by the parties. o M Sincerely, LO M � / M M r Tim Pearl r President O a Agate Software y 0 a E L Q L r C� C O a- W r E V a Packet Pg. 282 4.B.e A,AvePoint N November 24,2015 0 a To Whom It May Concern: L a� a Please allow this letter to serve as notice that,as of date of this letter, En Pointe Technologies N Sales,-LLC ("En Pointe") is an authorized Value Added Reseller of AvePoint,Inc. ("AvePoint"). Q- As a Value Added Reseller,AvePoint has authorized En Pointe to resell AvePoint's software licenses, support and professional services to end-user customers. Such authorization has been w O effective as of April 24,2013 and there is currently no end date to the partnership. N 0 Sincerely, S y C d _V J C1 Fat 0 L SVP of Sales a AvePoint,Inc. o L .2 C M N M LO O O M t0 O a 0 a i C a) E aD m L a L C� G d C O a C w r C 0 E to a Avc?o:nt 3 Secor..d StYee',, 9t" Foor, e-sey L°t;,, 073_-I ?hone i.800.66i.6368 I =Gx 20,.2:°.7.8709 Packet Pg. 283 4.B.e Shafique, Madiha From: Peter Concannon <Peter.Concannon@acronis.com> N Sent: Thursday, November 19, 2015 1 :38 PM To: Fuller, Toyama°, Subject: En Pointe Technologies LLC - Authorized Partner Q c To whom it may concern, E E d m The purpose of this letter is to confirm that En Pointe Technologies,LLC is a bona fide partner of Acronis Q International, GmbH and as such is directly authorized to bid on government contracts. En Pointe Technologies LLC is authorized to resell, or otherwise provide Acronis'products. A L Q L Should you have any questions regarding this matter,please do not hesitate to contact John Downey at john.downeyLa)acronis.com. w 0 N 0 N Sincerely, Acronis International GmbH a� U J Peter Concannon I Partner Account Manager ; Acronis, Inc 11 Van de Graaf Drive, Suite 301, Burlington, MA 01803 0 Desk— (781) 782-9070 a Mobile - (978) 394-6282 0 0 L .2 Get The Acronis Partner Appl DOWN' LO N to Prlcin& C011laterall, Deal Registration on your Mobile De%ice, Q CL M ■ M M T U) a E L Q L r C� G 0 CL C W r c� G V a t Packet Pg. 284 4.B.e commvault N sO1vhrg furrij(rd `o z r a c April 27, 2015 as as EnPointe Technologies Sales LLC a 18701 S Figueroa St y Gardena, CA 90248 a Attn: Taheem Rasool w 0 RE: 2015 Authorization Letter o N 0) C Dear Sir or Madam: a� CommVault Systems, Inc. ("CommVault") as the manufacturer of CommVault- branded products and solutions, hereby confirms that EnPointe Technologies Sales LLC is a Channel Partner authorized to act as a reseller of the full line of CommVault ° a products within the United States. c U) 0 Reseller is not authorized to agree to any terms or conditions on behalf of 2 CommVault, and all products are sold subject to the terms of CommVault's end user license and limited warranty agreement. M N M Best regards, M a y c al c m Scott A. Little as Vice President, Sales a L d C� L 0 a. c w c m E 0 a 500 Park Blvd.,Suite 1350•Itasca,IL 60143•p:630-787-6686 •www.commvault.com Packet Pg. 285 4.B.e redhat. N L O r Q E L 100 East Davie Street Q Raleigh, North Carolina 27601 N Phone#919-754-3700 Q Website: http://www.redhat.com rt; c w 0 N Dealer ID# N c c RE: En Pointe Technologies Sales, LLC J To Whom It May Concern: O L As of 4/1/15, En Pointe Technologies Sales, LLC (En Pointe) is authorized by Red Hat Inc., as an a- Advanced Business Partner in the United States and Canada. O N O L V En Pointe is authorized to sell Red Hat and JBoss products or services that are available through distributors in the US and Canada. Such authorization is effective as of 4/1/15 and continues through 4/1/18, unless earlier terminated or mutually extended by the parties. N M LO Sincerely, 0 M � r 0 G a- Cn Mark Enzweiler SVP, Global Partners &Alliancesl Qi c 919-754-4370 a� m L Q L r C� G O a- w r E V a Packet Pg. 286 4.B.e Google Inc. Main 650 253.0000 1600 Amphitheatre Parkway Fax 650 253.0001 Mountain View,CA 94043 Ste www.googie.com d N O t r 3 a E VD Q May 15, 2015 L a L d W To whom it may concern: c N t31 This letter confirms that En Pointe Technology Sales, LLC , headquartered at 18701 S. N Figueroa Street in Gardena, CA, is an official Google Chromebooks Reseller. J If you have any questions, you can contact me at alisonsuzuki(aD-aoogle.com. O L Regards, a Alison ° to O L .2 C Alison Suzuki M Strategic Partner Manager, Google for Education N M LO O O M tD 0 a U) 0 Q I c a� E aD m L Q L to to d C O d C W r C d E t v r .r a Packet Pg. 287 4.B.e m N 'L 0 r Q NetApp will provide Standard Pricing for Products made available for inclusion on the Contract. NetApp's E Standard Pricing provides a small incremental discount to the pricing offered through NetApp's WSCA pricing (inclusive of applicable fees). Please contact your distributor for more details on Standard Pricing. Q Note that Registered Pricing may be available for selected sales opportunities completed under the a) Contract following award provided that all the Registration criteria are met for the opportunity. NetApp Q reserves the right to cancel this letter of authority, either in whole or in part, upon thirty (30) days written notice. w Manufacturers Name: NetApp, Inc. N Point of Contact: Harry Franks, SLED Sales Operations Manager N Alternate Point of Contact: Mark Wroniewicz, US Public Sector Sales Operations Manager Address: 495 E. Java Drive, Sunnyvale, CA 94089, USA Telephone: 408-822-6000 Fax: 703-918-7301 NetApp Dun and Bradstreet No: 80-205-4742 0 L Sincerely, a 0 Mark Wroniewicz M Sales Operations Manager M LO t0 O M r O 0 a Cn 0 a E L Q L r C� G 0 a. w r I_ V a Page 2 Packet Pg. 288 next wave a o Alto Networks Partner Program m N L 0 r Q April 10, 2015 c a� E as a� L To Whom It May Concern: N L Q L d On behalf of the Global NextWave Part