10THE CITY OF PLEASANT LIVING
To:
FROM:
DATE:
SUBJECT:
BACKGROUND:
ACCOUNT:
ATTACHMENTS:
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER-OFFICE MEMORANDUM
The Honorable Mayor & Members of the City Commission
November 15, 2016 Agenda Item No.:iD
Steven Alexander, City Manager
A Resolution authorizing the City Manager to purchase encryption software
from SHI International Corp, through a piggyback with the State of Florida
Contract No. 43230000-15-02, for installation on all Police Department mobile
laptops.
The South Miami Police Department was authorized, in accordance with
Resolution 166-16-14721, to purchase new mobile laptops in its police vehicles.
In the course of regular police work, officers routinely access the CJIS (Criminal
Justice Information Services) website for criminal background checks,
fingerprints and other biometrics, national crime information, and other related
services. CJIS, as a part of their safety and security policy, requires agencies that
utilize mobile devices to encrypt data stored on the hard drives.
CJIS Security Policy, Version 5.5, 06/01/2016, as referenced in section 5.13.3
Policy Area 13: Mobile Devices and 5.10.1.2 Policy Area 10: System and
Communication Protection and Information Integrity: Encryption.
This development was discovered by IT in preparation for the FDLE Police CJIS
audit was scheduled for the week of October 24, 2016. The software is the
latest Microsoft OS Enterprise version that includes Window Bit Locker
application that will perform hard drive encryption that meets CJIS security
policy. The purchase will be from SHI International, a Licensing Solutions
Provider of Microsoft software and services, through a piggyback from the
Microsoft State of Florida Contract No. 43230000-15-02.
The expenditure of $11,730 shall be charged to the Police Supplies Account No.
001-1340-521-5210 which has a balance of $139,132 before this request was
made.
Resolution
CJIS Safety and Security Policy
Proposal #12396182, SHllnternational
Piggyback Agreement
Resolution 166-16-14721
1 RESOLUTION NO: _____ _
2 A Resolution authorizing the City Manager to purchase encryption
3 software from SHI International Corp, through a piggyback with the
4 State of Florida Contract No. 43230000-15-02 for installation on all
5 Police Department mobile laptops.
6 WHEREAS, the South Miami Police Department purchased new laptops for its
7 police vehicles; and
8 WHEREAS, in the course of regular police work, officers routinely access the CJIS
9 (Criminal Justice Information Services) website for criminal background checks,
10 fingerprints and other biometrics, national crime information, and other related
11 services; and
12
13 WHEREAS, CJIS, a part oftheir safety and security policy, requires agencies that
14 utilize mobile devices to encrypt data stored on the hard drives; and
15
16 WHEREAS, the software required to be in compliance with CJIS safety and
17 security policy is the latest Microsoft as Enterprise version that includes Window Bit
18 Locker application that performs hard drive encryption; and
19
20 WHEREAS, the purchase will be from SHI International, a Licensing Solutions
21 Provider of Microsoft software and services, through a piggyback from the Microsoft
22 State of Florida Contract No. 43230000-15-02 for an amount not to exceed $11,730.
23 NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF
24 THE CITY OF SOUTH MIAMI, FLORIDA;
25 Section 1. The City Manager is authorized to purchase encryption software for
26 installation on all Police Department mobile laptops to be in compliance with CJIS
27 (Criminal Justice Information Services) Security policy from SHI International, a Licensing
28 Solutions Provider of Microsoft software and services, through a piggyback from the
29 Microsoft State of Florida Contract No. 43230000-15-02 for an amount not to exceed
30 $11,730.
31 Section 2. Severability. If any section, clause, sentence, or phrase of this
32 resolution is for any reason held invalid or unconstitutional by a court of competent
33 jurisdiction, this holding shall not affect the validity of the remaining portions of this
34 resolution.
35 Section 3. Effective Date: This resolution shall take effect immediately upon
36 enactment.
37
38
PASSED AND ADOPTED this _ day of ____ " 2016
Page 1 of2
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
ATTEST:
CITY CLERK
READ AND APPROVED AS TO FORM,
LANGUAGE, LEGALITY AND EXECUTION
EXECUTION THEREOF
CITY ATTORNEY
Page 2 of2
APPROVED:
MAYOR
COMMISSION VOTE:
Mayor Stoddard:
Vice Mayor Welsh:
Commissioner Harris:
Commissioner Liebman:
Commissioner Edmond:
U. S. Department of Justice
Federal Bureau of Investigation
Criminal Justice Information Services Division
Criminal Justice Information Services (CnS)
Security Policy
Version 5.5
06/0112016
cnSD-ITS-DOC-08140-5.5
Prepared by:
cns Information Security Officer
Approved by:
cns Advisory Policy Board
Law enforcement needs timely and secure access to services that provide data wherever and
whenever for stopping and reducing crime. In response to these needs, the Advisory Policy Board
(APB) recommended to the Federal Bureau of Investigation (FBI) that the Criminal Justice
Information Services (CnS) Division authorize the expansion of the existing security management
structure in 1998. Administered through a shared management philosophy, the cns Security
Policy contains information security requirements, guidelines, and agreements reflecting the will
of law enforcement and criminal justice agencies for protecting the sources, transmission, storage,
and generation of Criminal Justice Information (CJI). The Federal Information Security
Management Act of 2002 provides further legal basis for the APB approved management,
operational, and technical security requirements mandated to protect CJI and by extension the
hardware, software and infrastructure required to enable the services provided by the criminal
justice community.
The essential premise of the cns Security Policy is to provide appropriate controls to protect the
full lifecycle of cn, whether at rest or in transit. The cns Security Policy provides guidance for
the creation, viewing, modification, transmission, dissemination, storage, and destruction of cn.
This Policy applies to every individual--contractor, private entity, noncriminal justice agency
representative, or member of a criminal justice entity-with access to, or who operate in support
of, criminal justice services and information.
The cns Security Policy integrates presidential directives, federal laws, FBI directives and the
criminal justice community's APB decisions along with nationally recognized guidance from the
National Institute of Standards and Technology. The Policy is presented at both strategic and
tactical levels and is periodically updated to reflect the security requirements of evolving business
models. The Policy features modular sections enabling more frequent updates to address emerging
threats and new security measures. The provided security criteria assists agencies with designing
and implementing systems to meet a uniform level of risk and security protection while enabling
agencies the latitude to institute more stringent security requirements and controls b~ed on their
business model and local needs.
The cns Security Policy strengthens the partnership between the FBI and CJIS Systems Agencies
(CSA), including. in those states with separate authorities, the State Identification Bureaus (SIB).
Further, as use of criminal history record information for noncriminal justice purposes continues
to expand, the cns Security Policy becomes increasingly important in guiding the National Crime
Prevention and Privacy Compact Council and State Compact Officers in the secure exchange of
criminal justice records.
The Policy describes the vision and captures the security concepts that set the policies, protections,
roles, and responsibilities with minimal impact(rom changes in technology. The Policy empowers
CSAs with the insight and ability to tune their security programs according to their risks, needs,
budgets, and resource constraints while remaining compliant with the baseline level of security set
forth in this Policy. The CJIS Security Policy provides a secure framework oflaws, standards, and
elements of published and vetted policies for accomplishing the mission across the broad spectrum
of the criminal justice and noncriminal justice communities.
06/0112016
CnSD-ITS-DOC-08140-S.S
5 POLICY AND IMPLEMENTATION
The policy areas focus upon the data and services that the FBI cns Division exchanges and
provides to the criminal justice community and its partners. Each policy area provides both
strategic reasoning and tactical implementation requirements and standards.
While the major theme of the policy areas is concerned with electronic exchange directly with the
FBI, it is understood that further dissemination of CJI to Authorized Recipients by various means
(hard copy, e-mail, web posting, etc.) constitutes a significant portion of CJI exchanges.
Regardless of its form, use, or method of dissemination, cn requires protection throughout its life.
Not every consumer of FBI CJIS services will encounter all of the policy areas therefore the
circumstances of applicability are based on individual agency/entity configurations and usage. Use
cases within each of the policy areas will help users relate the Policy to their own agency
circumstances. The policy areas are:
• Policy Area I-Information Exchange Agreements
• Policy Area 2--8ecurity Awareness Training
• Policy Area 3-Incident Response
• Policy Area 4-Auditing and Accountability
• Policy Area 5-Access Control
• Policy Area 6-Identification and Authentication
• Policy Area 7-Configuration Management
• Policy Area 8-Media Protection
• Policy Area 9-Physical Protection
• Policy Area lO-Systems and Communications Protection and Information Integrity
• Policy Area.ll-Formal Audits
• Policy Area 12-Personnel Security
• Policy Area 13-Mobile Devices
06/0112016
CnSD-ITS-DOC-OSI40-S.S
14
5.10 Policy Area 10: System and Communications Protection' and
Information Integrity
Examples of systems and communications safeguards range from boundary and transmission
protection to securing an agency's virtualized environment. In addition, applications, services, or
information systems must have the capability to ensure system integrity through the detection and
protection against unauthorized changes to software and information. This section details the
policy for protecting systems and communications infrastructures.
Refer to Section 5.13.4 for additional system integrity requirements related to mobile devices used
to access en.
5.10.1 Information Flow Enforcement
The network infrastructure shall control the flow of information between interconnected systems.
Information flow control regulates where information is allowed to travel within an information
system and between information systems (as opposed to who is allowed to access the information)
and without explicit regard to subsequent accesses to that infonnation. In other words, controlling
how data moves from one place to the next in a secure manner. Examples of controls that are
better expressed as flow control than access control (see Section 5.5) are:
1. Prevent CJI from being transmitted unencrypted across the public network.
2. Block outside traffic that claims to be from within the agency.
3. Do not pass any web requests to the public network that are not from the internal web
proxy.
Specific examples offlow control enforcement can be found in boundary protection devices (e.g.
proxies, gateways, guards, encrypted tunnels, firewalls, and routers) that employ rule sets or
establish configuration settings that restrict information system services or provide a packet
filtering capability.
5.10.1.1 Boundary Protection
The agency shall:
1. Control access to networks processing CJI.
2. Monitor and control communications at the external boundary of the information system
and at key internal boundaries within the system.
3. Ensure any connections to the Internet, other external networks, or information systems
occur through controlled interfaces (e.g. proxies, gateways, routers, firewalls, encrypted
tunnels). See Section 5.13.4.3 for guidance on personal firewalls.
4. Employ tools and techniques to monitor network events, detect attacks, and provide
identification of unauthorized use.
5. Ensure the operational failure of the boundary protection mechanisms do not result in any
unauthorized release of information outside of the information system boundary (Le. the
device shall "fail closed" vs. "fail open").
06/0112016
cnSD-ITS-DOC-08140-S.S
52
6, Allocate publicly accessible information system components (e.g. public W eb servers) to
separate sub networks with separate, network interfaces', Publicly accessible information
systems residing on a virtual host shall follow the guidance in Section 5.10.3.2 to achieve
separation.
5.10.1.2 Encryption
Commonly available encryption tools often use a key to unlock the cipher to allow data access;
this key is called a passphrase. While similar to a password, a passphrase is not used for user
authentication. Additionally, the passphrase contains stringent character requirements making it
more secure and thus providing a higher level of confidence that the passphrase will not be
compromised.
1. Encryption shall be a minimum of 128 bit.
2. When CJI is transmitted outside the boundary of the physically secure location, the data
shall be immediately protected via cryptographic mechanisms (encryption).
EXCEPTIONS:
a) See Sections 5.13.1.2.2 and 5.10.2.
b) Encryption shall not be required if the transmission medium meets all of the
following requirements:
i. The agency owns, operates, manages, or protects the medium.
ii. Medium terminates within physically secure locations at both ends with no
interconnections between.
iii. Physical access to the medium is controlled by the agency using the
requirements in Sections 5.9.1 and 5.12.
iv. Protection includes safeguards (e.g., acoustic, electric, electromagnetic, and
physical) and if feasible countermeasures (e.g., alarms, notifications) to
permit its use for the transmission of unencrypted information through an
area of lesser classification or control.
v. With prior approval of the CSO.
Examples:
• A campus is completely owned and controlled by a criminal justice agency (CJA)
-If line-of-sight between buildings exists where a cable is buried, encryption is not
required.
• A multi-story building is completely owned and controlled by a CJA -Iffloors are
physically secure or cable runs through non-secure areas are protected, encryption
is not required.
• A multi-story building is occupied by a mix of CJAs and non-CJAs -If floors are
physically secure or cable runs through the non-secure areas are protected,
encryption is not required.
3, When CJI is at rest (Le. stored digitally) outside the boundary of the physically secure
location, the data shall be protected via cryptographic mechanisms (encryption).
06/0112016
CJISD-ITS-DOC-OSI40-5,5
53
a) When agencies implement encryption on cn at rest, the passphrase used to
unlock the cipher shall meet the following requirements:
i. Be at least 10 characters
ii. Not be a dictionary word.
iii. Include at least one (1) upper case letter, one (1) lower case letter, one
(1) number, and one (1) special character.
iv. Be changed when previously authorized personnel no longer require
access.
b) Multiple files maintained in the same unencrypted folder shall have separate
and distinct passphrases. A single passphrase may be used to encrypt an entire
folder or disk containing multiple files. All audit requirements found, in Section
5.4.1 Auditable Events and Content (Information Systems) shall be applied.
4. When encryption is employed, the cryptographic module used shall be certified to meet
FIPS 140-2 standards.
Note 1: Subsequent versions of approved cryptographic modules that are under current
review for FIPS 140-2 compliancy can be used in the interim until certification is complete.
Note 2: While FIPS 197 (Advanced Encryption Standard) certification is desirable, a FIPS
197 certification alone is insufficient as the certification is for the algorithm only vs. the
FIPS 140-2 standard which certifies the packaging of an implementation.
EXCEPTION: When encryption is used for CJI at rest, agencies may use encryption
methods that are FIPS 197 certified, 256 bit as described on the National Security Agency
(NSA) Suite B Cryptography list of approved algorithms.
5. For agencies using public key infrastructure technology, the agency shall develop and
implement a certificate policy and certification practice statement for the issuance of public
key certificates used in the information system. Registration to receive a public key
certificate shall:
a) Include authorization by a supervisor or a responsible official.
b) Be accomplished by a secure process that verifies the identity of the certificate
holder.
c) Ensure the certificate is issued to the intended party.
5.10.1.3 Intrusion Detection Tools and Techniques
The agency shall implement network-based and/or host-based intrusion detection tools.
The CSA/Sm shall, in addition:
1. Monitor inbound and outbound communications for unusual or unauthorized activities. ,
2. Send individual intrusion detection logs to a central logging facility where correlation and
analysis will be accomplished as a system wide intrusion detection effort.
3. Employ automated tools to support near-real-time analysis of events in support of detecting
system-level attacks.
06/0112016
CJISD-ITS-DOC-08140-5.5
54
5.10.1.4 Voice over Internet Protocol
Voice over Internet Protocol (VolP) has been embraced by organizations globally as an addition
to, or replacement for, public switched telephone network (PSTN) and private branch exchange
(PBX) telephone systems. The immediate benefits are lower costs than traditional telephone
services and VolP can be installed in-line with an organization's existing Internet Protocol (IP)
services. Among VolP's risks that have to be considered carefully are: myriad security concerns,
cost issues associated with new networking hardware requirements, and overarching quality of
service (QoS) factors.
In addition to the security controls described in this document, the following additional controls
shall be implemented when an agency deploys VolP within a network that contains unencrypted
CJI:
1. Establish usage restrictions and implementation guidance for VolP technologies.
2. Change the default administrative password on the IP phones and VolP switches.
3. Utilize Virtual Local Area Network (VLAN) technology to segment VolP traffic from data
traffic.
Appendix 0.2 outlines threats, vulnerabilities, mitigations, and NIST best practices for VolP.
5.10.1.5 Cloud Computing
Organizations transitioning to a cloud environment are' presented unique opportunities and
challenges (e.g., purported cost savings and increased efficiencies versus a loss of control over the
data). Reviewing the cloud computing white paper (Appendix 0.3), the cloud assessment located
within the security policy resource center on FBl.gov, NIST Special Publications (800-144,800-
145, and 800-146), as well as the cloud provider's policies and capabilities will enable
organizations to make informed decisions on whether or not the cloud provider can offer service
that maintains compliance with the requirements of the CJIS Security Policy.
The metadata derived from cn shall not be used by any cloud service provider for any purposes.
The cloud service provider shall be prohibited from scanning any email or data files for the pUIpose
of building analytics, data mining, advertising, or improving the services provided.
5.10.2 Facsimile Transmission of CJI
cn transmitted via a single or multi-function device over a standard telephone line is exempt from
encryption requirements. CJI transmitted external to a physically, secure location using a facsimile
server, application or service which implements email-like technology, shall meet the encryption
requirements for CJI in transit as defined in Section 5.10.
5.10.3 Partitioning and Virtualization
As resources grow scarce, agencies are increasing the centralization of applications, services, and
system administration. Advanced software now provides the ability to create virtual machines that
allows agencies to reduce the amount of hardware needed. Although the concepts of partitioning
and virtualization have existed for a while, the need for securing the partitions and virtualized
machines has evolved due to the increasing amount of distributed processing and federated
information sources now available across the Internet.
06/0112016
CnSD·ITS·DOC·08140·5.5
55
5.10.3.1 Partitioning
. The application, service, or information system shall separate user functionality (including user
interface services) from information system management functionality.
The application, service, or information system shall physically or logically separate user interface
services (e.g. public web pages) from information storage and management services (e.g. database
management). Separation may be accomplished through the use of one or more of the following:
I. Different computers.
2. Different central processing units.
3. Different instances of the operating system.
4. Different network addresses.
5. Other methods approved bY,the FBI cns ISO.
5.10.3.2 Virtualization
Virtualization refers to a methodology of dividing the resources of a computer (hardware and
software) into multiple execution environments. Virtualized environments are authorized for
criminal justice and noncriminal justice activities. In addition to the security controls described in
this Policy, the following additional controls shall be implemented in a virtual environment:
1. Isolate the host from the virtual machine. In other words, virtual machine users cannot
access host files, firmware, etc.
2. Maintain audit logs for all virtual machines and hosts and store the logs outside the hosts'
virtual environment.
. 3. Virtual Machines that are Internet facing (web servers, portal servers, etc.) shall be
physically separate from Virtual Machines (VMs) that process CJI internally or be
separated by a virtual firewall.
4. Drivers that serve critical functions shall be stored within the specific VM they service. In
other words, do not store these drivers within the hypervisor, or host operating system, for
sharing. Each VM is to be treated as an independent system -secured as independently as
possible.
The following additional technical security controls shall be applied in virtual environments where
cn is comingled with non-CJI:
1. Encrypt CJI when stored in a virtualized environment where cn is comingled with non-
cn or segregate and store unencrypted eJI within its own secure VM.
2. Encrypt network traffic within the virtual environment.
The following are additional technical security control best practices and should be implemented
wherever feasible:
1. Implement IDS and/or IPS monitoring within the virtual environment.
2. Virtually or physically firewall each VM within the virtual environment to ensure that only
allowed protocols will transact.
3. Segregate the administrative duties for the host.
06/0112016
CnSD-ITS-DOC-OSI40-S ,S
56
Appendix 0-1 provides some reference and additional background information on virtualization.
5.10.4 System and Information Integrity Policy and Procedures
5.10.4.1 Patch Management
The agency shall identify applications, services, and information" systems containing software or
components affected by recently announced software flaws and potential vulnembilities resulting
from those flaws.
The agency (or the software developer/vendor in the case of software developed and maintained
by a vendor/contractor) shall develop and implement a local policy that ensures prompt installation
of newly released security relevant patches, service packs and hot fixes. Local policies should
include such items as:
I. Testing of appropriate patches before installation.
2. Rollback capabilities when installing patches, updates, etc.
3. Automatic updates without individual user intervention.
4. CentmIized patch management.
Patch requirements discovered during security assessments, continuous monitoring or incident
response activities shall also be addressed expeditiously.
5.10.4.2 Malicious Code Protection
The agency shall implement malicious code protection that includes automatic updates for all
systems with Internet access. Agencies with systems not connected to the Internet shall implement
local procedures to ensure malicious code protection is kept current (i.e. most recent update
available).
The agency shall employ virus protection mechanisms to detect and eradicate malicious code (e.g.,
viruses, worms, Trojan horses) at critical points throughout the network and on all workstations,
servers and mobile computing devices on the network. The agency shall ensure malicious code
protection is enabled on all of the aforementioned critical points and information systems and
resident scanning is employed.
5.10.4.3 Spam and Spyware Protection
The agency shall implement spam and spyware protection.
The agency shall:
1. Employ spam protection mechanisms at critical information system entry points (e.g.
firewalls, electronic mail servers, remote-access servers).
2. Employ spyware protection at workstations, servers and mobile computing devices on the
network.
3. Use the spam and spyware protection mechanisms to detect and take appropriate action on
unsolicited messages and spyware/adware, respectively, transported by electronic mail,
electronic mail attachments, Internet accesses, removable media (e.g. diskettes or compact
disks) or other removable media as defined in this Policy.
06/0112016
CJISD-ITS-DOC-OSI40-5.5
57
5.10.4.4 Security Alerts and Advisories
The agency shall:
1. Receive information system security alerts/advisories on a regular basis.
2. Issue alerts/advisories to appropriate personnel.
3. Document the types of actions to be taken in response to security alerts/advisories.
4. Take appropriate actions in response.
5. Employ automated mechanisms to make security alert and advisory information available
throughout the agency as appropriate.
5.10.4.5 Information Input Restrictions
The agency shall restrict the information input to any connection to FBI cns services to authorized
personnel only.
Restrictions on personnel authorized to input information to the information system may extend
beyond the typical access controls employed by the system and include limitations based on
specific operational/project responsibilities.
5.10.5 References/Citations/Directives
Appendix I contains all of the references used in this Policy and may contain additional sources
that apply to this section.
Figure 14 -System and Communications Protection and Information Integrity Use Cases
A Local Police Department's Information Systems & Communications Protections
A local police department implemented a replacement CAD system within a phy~ical1y secure
location that was authorized to process CJI using a FIPS 140-2 encrypted VPN tunnel over the
Internet to the state's CSA. In addition to the policies, physical and personnel controls already
in place, the police department employed firewalls both at their border and at key points within
their network, intrusion detection systems, a patch-management strategy that included automatic
patch updates where possible, virus scanners, spam and spyware detection mechanisms that
update signatures automatically, and subscribed to various security alert mailing lists and
addressed vulnerabilities raised through the alerts as needed.
06/01/2016
cnSD·ITS·DOC·08140·5.5
58
Faxing from a SinglelMulti-function Device over a Traditional Telephone Line
A dispatcher from county A runs a NCIC query on an individual. The results are printed and then
sent to an adjoining county using a single/multi-function device with facsimile capability. For
faxing, the device is only connected to a traditional telephone line as is the device at the receiving
county. Encryption of a document containing cn is not required because the document travels
over a traditional telephone line.
Faxing from a Multi-function Device over a Network
A dispatcher from city A runs a NCIC query on an individual. The results are printed and the
dispatcher uses a multi-function copier to fax the file to a city in another state. The dispatcher
enters the fax number of the receiver and sends the document. The document containing cn is
automatically converted to a digital file and routed to the receiver over the agency network and
the Internet. Because the device uses a network and the Internet for transmitting documents
containing cn, encryption in transit using FIPS 140-2 certified 128 bit symmetric encryption is
required.
06/0112016
cnSD-ITS-DOC-08140-S.5
59
MIAMI DADE COUNTY
John Concepcion
5680 SW 87th Ave
Miami
FL
33173
Phone: (305) 596-8368
Fax: (305) 596-1996
Email: jnC@miamidade.gov
AII Prices are in US Dollar (USD)
Product
Windows Enterprise -Upgrade & software assurance -1 license -Select Plus -
Single Language
Microsoft -Part#: KV3-00367
Product ID: 30753968
Note: Will require a new Select Plus enrollment before you order.
Additional Comments
Microsoft State Contract 43230000-15-02
Pricing Proposal
Quotation #: 12396182
Reference #: City of South Miami Police
Created On: Oct-19-2016
Valid Until: Nov-18-2016
Account Representative
Jarrett Taranto
290 Davidson Avenue
Somerset, NJ 08873
Phone: 800-543-0432
Fax: 732-868-6055
Email: Jarrett_ Taranto@shLcom
Qty Your Price
50 $234.60
Total
$11,730.00
Total $11,730.00
To process your order, you can e-mail your request to floridateam@shLcom. You can also fax it to 732-868-6055. Please include a
contact e-mail address on all orders, as this is required by most vendors. Thanks!
*Are you interested in increasing employee productivity, conserving network bandwidth and protecting against today's complex
web-based security threats, such as malicious code and keyloggers? If so, please call us to discuss how the Websense web and
email filtering product offerings can help. Or, download a free trial version today at www.websense.com/shi.
SHI Fed 10# 22-3009648
SHI is a Certified Minority (Asian-Pacific) Large Account Reseller, specializing in the sale and distribution of academically priced
software, services, and hardware from a myriad of manufacturers ... including Microsoft, SymantecNeritas, Adobe,Trend Micro,
Corel, McAfee, Novell, HP, CA, Inspiration, Riverdeep, Kingston and more.
The Products offered under this proposal are subject to the SHI Return Policy posted at www.shi.comlreturnpolicv. unless there is
an existing agreement between SHI and the Customer.
CONTRACT FOR LICENSING SOLUTIONS OF MICROSOFT SOFTWARE AND
SERVICES
THIS AGREEMENT made and entered into this _ day of , 20_ by
and between the City of South Miami, a Florida municipal Corporation by and through its City
Manager (hereinafter referred to as "City") and sm International Corp., a licensing solutions
provider of Microsoft software and services through the Microsoft State of Florida Licensing
Solutions Providers of Microsoft Software and Services Contract No. 43200000-15-02
(hereinafter referred to as "Contractor").
WITNESSETH:
WHEREAS, the contract was competitively solicited by the State of Florida pursuant
to ITN No. 07-43230000-L, and Contract No. 43230000-15-02 for Licensing Solutions
Providers of Microsoft Software and Services Computer Equipment. and after
completing a competitive bidding process, awarded a contract to Contractor; and
WHEREAS, the City of South Miami desires to utilize the State of Florida
Contract No. 43230000-15-02 for Licensing Solutions Providers of Microsoft Software
and Services Computer Equipment Computer Equipment Contract and pursuant to
authority of the City of South Miami's Charter.
NOW, THEREFORE, the City and the Contractor, each through their authorized
representative/official, agree as follows:
1. The City desires to enter into a Contract, under the same terms and
conditions as set forth in the solicitation and the agreement between the Contractor and the
contract, for Licensing Solutions Providers of Microsoft Software and Services; and
the State of Florida Contract No. 4320000-15-02.
2. The City has reviewed the contract and agrees to the terms and conditions to
be applicable to a purchase order to be issued by the City and further agrees to the fair and
reasonableness of the pricing. Contractor hereby agrees to provide such goods and/or
services, pursuant to the City's purchase order made during the term of this agreement, under
the same price(s), terms and conditions as found in the solicitation documents and the
response to the solicitation, pertinent copies of which are attached hereto as Attachment A
and made a part hereof by reference, and the agreement and/or the award between the, a copy
of which, including any amendments and addendums thereto, is attached hereto and made a
part hereof by reference.
3. All references in the contract between the Contractor and the State pf Florida
competitively solicited by the State of Florida pursuant to ITN No. 07-43230000-L, and
Contract No. 43230000-15-02, for Licensing Solutions Providers of Microsoft Software
and Services; and the State. of Florida through to ITN No. 07-43230000-L, and Contract
No. 43230000-15-02 and Contractor, shall be assumed to pertain to, and are binding upon
Contractor and the City of South Miami. All decisions that are to be made on behalf of the
between the Contractor and the State of Florida competitively solicited by the State of
Florida pursuant to for Licensing Solutions Providers of Microsoft Software and
Thomas F. Pepe -01-11-16
Page 1 of6
Services; and the State of Florida through ITN No. 07-43230000-L, and Contract No.
43230000-15-02 and its agreement with Contractor, shall be made by the City Manager for
the City of South Miami. The term ofthe contract, including all extensions authorized by
the contract shall not exceed five years. Notwithstanding anything contained in the ITN and
Contract or the Licensing Solutions Providers of Microsoft Software and Services
contract and the State of Florida through Contract No. 4320000-15-02 to the contrary, this
agreement shall be governed by the laws of the State of Florida and venue for all dispute
resolutions or litigation shall be in Miami-Dade County, Florida.
4. Scope of Goods and Services. The scope of goods and services are set forth
in the attached Attachment A.
5. Contract Price. The contract price for the good and services is set forth in
the attached Attachment B. If not otherwise set forth in the Licensing Solutions Providers
of Microsoft Software and Services contract and the State of Florida through Contract
No. 4320000-15-02 Agreement/Contract, the Contractor shall be paid upon delivery of all
the goods, the completion of all the services and after final inspection by the City that
approves of the goods delivered and the work performed.
6. Grant Funding: This project is being funded N/A and Contractor agrees to
comply with all the requirements ofthat Grant, applicable to the delivery of the goods and
services that are the subject of this Agreement, and that are within its power to provide and
to provide all the documentation within its control that is required for the City to be able to
recover the contract price pursuant to the terms of the grant. A copy of the grant is attached
hereto and made a part hereof by reference.
7) Public Records: CONTRACTOR and all of its subcontractors are required to
comply with the public records law (s.119.0701) while providing goods and/or services on behalf
of the CITY and the CONTRACTOR, under such conditions, shall incorporate this paragraph in
all of its subcontracts for this Project and shall: (a) Keep and maintain public records required by
the public agency to perform the service; (b) Upon request from the public agency's custodian of
public records, provide the public agency with a copy of the requested records or allow the
records to be inspected or copied within a reasonable time at a cost that does not exceed the cost
provided in this chapter or as otherwise provided by law; ( c) Ensure that public records that are
exempt or confidential and exempt from public records disclosure requirements are not disclosed
except as authorized by law for the duration of the Contract term and following completion of the
Contract if CONTRACTOR does not transfer the records to the public agency; and (d) Upon
completion of the Contract, transfer, at no cost, to the public agency all public records in
possession of CONTRACTOR or keep and maintain public records required by the public agency
to perform the service. If CONTRACTOR transfers all public records to the public agency upon
completion of the Contract, CONTRACTOR shall destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure requirements. If
CONTRACTOR keeps and maintains public records upon completion of the Contract,
CONTRACTOR shall meet all applicable requirements for retaining public records. All records
stored electronically must be provided to the public agency, upon request from the public
agency's custodian of public records, in a format that is compatible with the information
technology systems of the public agency.
Thomas F. Pepe -01-11-16
Page 2 of6
IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S
DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS
CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT
305-663-6340; E-mail: mmenendez@southmiamifl.gov; 6130 Sunset Drive,
South Miami, FL .33143.
8. Waiver Jury Trial: City and Contractor knowingly, irrevocably voluntarily
and intentionally waive any right either may have to a trial by jury in State or Federal
Court proceedings in respect to any action, proceeding, lawsuit or counterclaim arising
out of the Contract Documents or the performance of the Work thereunder.
9. Validity of Executed Copies: This agreement may be executed in several
counterparts, each of which may be construed as an original.
10. Attorneys' Fees and Costs: In the event of any litigation between the parties
arising out of or relating in any way to this Agreement or a breach thereof, each party shall
bear its own costs and legal fees. Nothing contained herein shall prevent or prohibit the right
to be indemnified for any attorney fees incurred in the defense of an action by a person or
entity who is not a party to this Agreement.
11. Severability: If any term or provision of this Agreement or the application
thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the
remainder of this Agreement, or the application of such term or provision to persons or
circumstances other than those to which it is held invalid or unenforceable, shall not be
affected thereby and each term and provision of this Agreement shall be valid and
enforceable to the fullest extent permitted by law.
IN WITNESS WHEREOF, and as the duly authorized act of the parties, the undersigned
representatives of the parties hereto have caused this instrument to be signed in their respective
names by their proper officials on or before the day and year first above written.
SHI International Corp. (An Authorized Licensing Solutions Provider of
Microsoft Software and Services)
By: _________________ _
(Type name and title of signatory above)
ATTEST: CITY OF SOUTH MIAMI
By: __ ~~------~-------
Maria M. Menendez, CMC
City Clerk
Thomas F. Pepe -01-11-16
Page 3 of6
By: ______ ~------------
Steven Alexander
City Manager
Read and Approved as to Form,
Language, Legality and Execution
Thereof.
By: ______________________ __
Thomas F. Pepe
City Attorney
Thomas F. Pepe -01-11-16
Page 4 of6
ATTACHMENT A
CONTRACT FOR LICENSING SOLUTIONS PROVIDERS (LSP) OF MICROSOFT
SOFTWARE AND SERVICES
STATE OF FLORIDA and SHI INTERNATIONAL:
• Contract No. 4320000-15-02 & SCOPE OF SERVICES
MICROSOFT VOLUME LICENSING AGREEMENT
MICROSOFT ENROLLMENT & PRODUCT SELECTION
FORM
Thomas F. Pepe -01-11-16
Page 5 of6
DEPARTMENT OF MANAGEMENT SERVICES
. state purchasing
We scrve those who scrve Florida
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
This State Term Contract (Contract) is between the State of Florida, Department of
Management Services (Department), Division of State Purchasing, an agency of the State of
Florida with offices at 4050 Esplanade Way, Tallahassee, FL 32399-0950, and SHllnternational
Corp. (Contractor) with offices at 290 Davidson Ave. Somerset, NJ 08873.
The Department entered into overarching agreements with Microsoft Corporation (Microsoft), to
standardize the use of Microsoft products and services in the State of Florida (State). Based on
those agreements the Department issued Invitation to Negotiate (ITN), No. 07-43230000-L,
Licensing Solutions Providers of Microsoft Software and Services, to identify a Microsoft
Licensing Solutions Provider (LSP) to provide Microsoft licenses and services to the State.
The Contractor submitted a Responsive reply to the ITN. After negotiations the Department
determined that the Contractor's reply is the most advantageous to the State and has decided to
enter into this Contract.
Accordingly, and in consideration of the mutual assurances contained in the Contract, the
Department and Contractor agree as follows:
I. Scope of Work
The Contractor shall provide Microsoft software licenses and maintenance with optional
support offerings in accordance with the ITN. The Contractor will coordinate with
Customers regarding Microsoft required enrollment agreements which may be a condition
of purchasing licenses off of this contract. Those enrollment agreements may further
define the scope of services.
II. Contract Term
The initial term of this Contract will be three years. The initial contract shall begin on
February 1, 2016 or on the last date in which it is signed by all parties, whichever is later.
III. Renewal Terms
Upon satisfactory performance by the Contractor and written mutual agreement of the
parties, the Contract may be renewed for a renewal term not to exceed three years under
the same terms and conditions in place at the time of renewal and with the approved
renewal pricing specified in the Contractor's response to the ITN.
IV. Florida Price
The Contractor shall provide the Florida Price on the Contractor Florida Price
Spreadsheets (Attachments A-D) that are posted on the Department's website.
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
Contingent upon approval by the Department Contract Manager, updates to the Contractor
Florida Price Spreadsheets shall be posted on the Department's website. The Department
reserves the right to remove products or services from the Contractor Florida Price
Spreadsheets as needed in the best interest of the State.
Microsoft determines pricing levels and ERP pricing for its products. If Microsoft lowers
prices, or pricing levels at any time, the Contractor shall immediately adjust the Florida
pricing to reflect the lower prices. The Contractor will monitor Microsoft pricing and if at
any time additional discounts become available to the state, Contractor will incorporate the
discounts into this contract without delay. Contractor will continually provide the best
available pricing to the state.
V. Contract
This document, together with the following exhibits set forth the entire understanding of the
parties and supersedes all prior agreements, whether written or oral.
All exhibits listed below are incorporated in their entirety, and form part of this Contract.
The Contract has the following exhibits:
Exhibit A: Special Contract Conditions
Exhibit B: General Contract Conditions, Form PUR 1000 (10106)
Exhibit C: Contract Forms
Exhibit D: ITN No. 07-43230000-L
Exhibit E: Contractor's Response to ITN No. 07-43230000-L
In case of conflict, the documents shall have priority in the following order as listed:
a) This document
b) Exhibit D: ITN No. 07-43230000-L
c) Exhibit A: Special Contract Conditions
d) Exhibit B: General Contract Conditions
e) Exhibit C: Contract Forms
f) Exhibit E: Contractor's Response to ITN No. 07-43230000-L
VI. Amendments
No oral modifications to this Contract are permitted. All modifications to this Contract must
be in writing and signed by both parties.
Notwithstanding the order listed in section V, amendments executed after the Contract is
executed may expressly change the provisions of the Contract. If they do so expressly,
then the most recent amendment will take precedence over anything else that is part of
the Contract.
Page 2 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
VI. Contract Notices
In addition to the provisions in section 38 of Form PUR 1000 (10/06), contract notices may
be delivered by email to the Contractor's designated contact person as prescribed in
section VII.
VII. Contract Management
The Department employee who is primarily responsible for maintaining the Contract
administration file, serves as the contract manager, and is the Department's designated
contact person shall be listed on the Department's website.
The Contractor's employee who is primarily responsible for overseeing the Contractor's
contract responsibilities and is the Contractor's designated contact person, shall be named
by the Contractor and will be listed on the Department's website.
Either Party may appoint a different Contract Manager, which shall not constitute an
amendment to the Contract, by sending written notice to the other party. Any
communications regarding the Contract shall be addressed to the Contract Manager.
All questions and customer service issues concerning this Contract shall be directed to the
designated contact person.
This Contract is executed upon signature of authorized officer& as of the dates signed below:
State of Florida Contractor:
Department of Management Services: SHllnternational Corp.
By: ~.~ By:
Name: Name: Natalie Slowik ------------------------
Title: Title: Senior Manager -Contracts & RFPs
Date: 1-21-/{# Date: 1/28/16
Page 30f30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
EXHIBIT A: SPECIAL CONTRACT CONDITIONS
1. ELECTRONIC INVOICE
The Contractor may supply electronic invoices in lieu of paper-based invoices for those
transactions processed through the MyFloridaMarketPlace (MFMP). Electronic invoices
may be submitted to the Customer through the.Ariba Network (AN), whose usage is not
mandatory. Contractor may incur a fee for use of the AN. If Contractor chooses to
participate in the AN, electronic invoices shall be submitted to the Customer in one of
three mechanisms as listed below.
a) COMMERCE EXTENSIBLE MARKUP LANGUAGE (CXML)
This standard establishes the data contents required for invoicing via cXML within
the context of an electronic environment. This transaction set can be used for
invoicing via the AN for catalog and non-catalog goods and services. The cXML
format is the Ariba preferred method for electronic invoicing.
b) ELECTRONIC DATA INTERCHANGE (EDI)
This standard establishes the data contents of the I nvoice Transaction Set (810) for
use within the context of an EDI environment. This transaction set can be used for
invoicing via the AN for catalog and non-catalog goods and services.
c) PURCHASE ORDER (P.O.) FLIP VIA ARIBA NETWORK (AN)
The online process allows suppliers to submit invoices via the AN for catalog and
non-catalog goods and services. Contractors have the ability to create an invoice
directly from their Inbox in their AN account by simply "flipping" the P.O. into an
invoice. This option does not require any special software or technical capabilities.
For the purposes of this section, the Contractor warrants and represents that it is
authorized and empowered to and hereby grants the State and the third party provider of
MFMP, a State Contractor, the right and license to use, reproduce, transmit, distribute,
and publicly display within the system the information outlined above. In addition, the
Contractor warrants and represents that it is authorized and empowered to and hereby
grants the State and the third party provider the right and license to reproduce and
display within the system the Contractor's trademarks, system marks, logos, trade dress,
or other branding designation that identifies the products made available by the
Contractor under the Contract.
The Contractor may work with the MFMP management team to obtain specific
requirements for the Electronic Invoicing upon contract award.
Page 4 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
2. PRODUCT AND CATALOG SPECIFICATIONS (SERVICES INCLUDED, IF
APPLICABLE)
The Contractor shall submit all Catalog changes to the Department for review. Once
approved in writing by the Department, the product Catalog submitted will be
incorporated into the Contract. Any additional terms and conditions contained in the
product ~atalog language will not be included in the Contract.
3. PURCHASING CARD PROGRAM
Contractor must accept the Universal card format Purchasing Cards (e.g., American
Express, MasterCard, and Visa). However, the Purchasing Card is not the exclusive
method of payment (e.g., Purchase Order). The method of ordering and payment (e.g.,
Purchase Order, Purchasing Card) shall be selected by the Eligible User.
4. COMPLIANCE WITH LAWS
The Contractor shall comply with all laws, rules, codes, ordinances, and licensing
requirem~nts that are applicable to the conduct of its business, including those of
Federal, State, and local agencies having jurisdiction and authority. For example,
Chapter 287, of the Florida Statutes and Rule 60A of the Florida Administrative Code
govern the Contract. The Contractor shall comply with section 274A of the Immigration
and Nationalization Act, the Americans with Disabilities Act, and all prohibitions against
discrimination on the basis of race, religion, sex, creed, national origin, handicap, marital
status, or veteran's status. Violation of any such applicable laws, roles, codes,
ordinances and licensing requirements, shall be grounds for Contract termination.
5. LIABILITY AND WORKER'S COMPENSATION INSURANCE
During the Contract term, the Contractor at its sole expense shall provide commercial
insurance of such a type and with such terms and limits as may be reasonably
associated with the Contract, which, at a minimum, shall be: workers' compensation and
employer's liability insurance per Florida statutory limits (currently $100,000 per
accident, $100,000 per person, and $500,000 policy aggregate) covering all employees
engaged in any Contract work; commercial general liability coverage on an occurrence
basis in the minimum amount of $500,000 (defense cost shall be in excess of the limit of
liability), naming the State as an additional insured; and automobile liability insurance
covering all vehicles, owned or otherwise, used in the Contract work, with minimum
combined limits of $500,000, including hired and non-owned liability, and $5,000 medical
payment. Providing and maintaining adequate insurance coverage is a material
obligation of the Contractor and is of the essence of the Contract. The Contract shall not
limit the types of insurance Contractor may desire to obtain or be required to obtain by
law. The limits of coverage under each policy maintained by the Contractor shall not be
interpreted as limiting the Contractor's liability and obligations under the Contract. All
insurance policies shall be through insurers authorized to write policies in Florida.
Page 5 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
6. DETAIL OF BILLS
Contractor shall submit bills for fees or other compensation for services or expenses in
detail sufficient enough for a proper pre-audit and post-audit. The Department reserves
the right to request additional documentation.
7. PAYMENT TIMEFRAME
Section 215.422, Florida Statutes (F.S.), provides that agencies have five (5) working
days to inspect and approve commodities or contractual services. Items may be tested
for compliance with specifications. Items delivered not conforming to specifications may
be rejected and returned at the Contractor's expense. Interest penalties for late payment
are also provided for in section 215.422, F.S. A Vendor Ombudsman, whose duties
include acting as an advocate for Vendors who may be experiencing problems obtaining
timely payment(s) from an Agency, may be contacted at 850-413-5516, or Vendors may
call the State Comptroller's Hotline at 1-800-848-3792.
8. MYFLORIDAMARKETPLACE FEES
The State of Florida, through the Department of Management Services, has instituted
MyFloridaMarketPlace, a statewide eProcurement system pursuant to section
287.057(22), Florida Statutes. Payments issued by Agencies or Eligible Users to
Vendors for purchases of commodities or contractual services are subject to Transaction
Fees, as prescribed by rule 60A-1.031, Florida Administrative Code, or as may
otherwise be established by law.
Effective November 1st, 2015, through July 1st, 2016, in accordance with Senate Bill
2502-A, the Transaction Fees imposed for use of the State of Florida's eProcurement
systems will change from one percent (1%) to seven-tenths of one percent (.70%) of the
payment issued. The Transaction Fees imposed shall be based upon the date of '
issuance of the payment.
Any questions regarding the Transaction Fees should be directed to the MFMP
Customer Service Desk, at 866-352-3776, BuyerHelp@myfloridamarketplace.com or
VendorHelp@myfloridamarketplace.com.
Vendors shall submit monthly reports required by the rule. All reports shall be subject to
audit. Failure to pay Transaction Fees or submit reports shall constitute grounds for
default and exclusion from business with the State of Florida.
9. PAYMENT AUDIT
Records of costs incurred under terms of the Contract shall be maintained and made
available to the Agency upon request at all times during the period of the Contract, and
for a period of three years thereafter. Records of costs incurred shall include the
Contractor's general accounting records, together with supporting documents and
Page 6 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
records of the Contractor and all subcontractors performing work, and all other records
of the Contractor and subcontractors considered necessary by the Agency for audit.
10. BILLS FOR TRAVEL
Travel expenses are not reimbursable unless specifically authorized in writing and shall
be reimbursed only in accordan~e with section 112.061, Florida Statutes.
11. PUBLIC RECORDS
Access to Public Records
To the extent required by the Florida Public Records Act, Chapter 119, F.S., the
Contractor shall maintain and allow access to public records made or received in
conjunction with the Contract.
(a)The Department may unilaterally cancel the Contract for refusal by the Contractor to
allow access to all public records, including documents, papers, letters, or other material
made or received by the Contractor in conjunction with the Contract, unless the records
~re exempt from s. 24(a) of Art. I of the State Constitution and section 119.07(1), Florida
Statutes.
(b) If, under this Contract, the Contractor is providing services and is acting on behalf of
a public agency as provided by section 119.0701(1)(b), Florida Statutes, the Contractor
shall:
(1) Keep and maintain public records that ordinarily and necessarily would be
required by the public agency in order to perform the service.
(2) Provide the public with access to public records on the same terms and
conditions that the public agency would provide the records and at a cost that does
not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise
provided by law.
(3) Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law.
(4) Meet all requirements for retaining public records and transfer, at no cost, to the
public agency all public records in possession of the Contractor upon termination of
the Contract and destroy any duplicate public records that are exempt or confidential
and exempt from public records disclosure requirements. All records stored
electronically must be provided to the public agency in a format that is compatible
with the information technology systems of the public agency.
Page 7 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
Protection of Trade Secrets or Other Confidential Information
(a) If the Contractor considers any portion of materials made or received in the course of
performing the Contract ("contract-related materials") to be trade secret under section
812.081, Florida Statutes, or otherwise confidential under Florida or federal law, the
Contractor must clearly designate that portion of the materials as "confidential" when
submitted to the Department.
(b) If the Department receives a public records request for contract-related materials
designated by the Contractor as "confidential," the Department will provide only the
portions of the contract-related materials not designated as "confidential." If the
requester asserts a right to examine contract-related materials designated as
"confidential," the Department will notify the Contractor. The Contractor will be
responsible for responding to and resolving all claims for access to contract-related
materials it has designated "confidential."
(c) If the Department is served with a request for discovery of contract-related materials
designated "confidential," the Department will promptly notify the Contractor about the
request. The Contractor will be responsible for filing the appropriate motion or objection
in response to the request for discovery. The Department will provide materials
designated "confidential" only if the Contractor fails to take appropriate action, within
timeframes established by statute and court rule, to protect the materials designated as
"confidential" from disclosure.
(d) The Contractor shall protect, defend, and indemnify the Department for claims, costs,
fines, and attorney's fees arising from or relating to its designation of contract-related
materials as "confidential."
12. RETENTION OF RECORDS
Contractor shall retain sufficient documentation to substantiate claims for payment under
the Contract, and all other records made in relation to the Contract, for five (5) years
after expiration or termination of the Contract.
13. COMMUNICATIONS AND CONFIDENTIALITY
The Contractor agrees that it shall make no statements, press releases, or publicity
releases concerning the Contract or its subject matter or otherwise disclose or permit to
be disclosed any of the data or other information obtained or furnished in compliance
with the Contract, or any particulars thereof, during the period of the Contract, without
first notifying the Department's Contract Manager or the Department's designated
contact person and securing prior written consent. The Contractor shall maintain
confidentiality of all confidential data, files, and records related to the services and/or
commodities provided pursuant to the Contract and shall comply with all state and
federal laws, including, but not limited to sections 381.004, 384.29,392.65, and 456.057,
Page 8 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
F.S. The Contractor's confidentiality procedures shall be consistent with the most recent
version of the Customer's security policies, protocols, and procedures. The Contractor
shall also comply with any applicable professional standards with respect to
confidentiality of information.
14. INTELLECTUAL PROPERTY
The parties do not anticipate that any Intellectual Property will be developed or created
as a result of the Contract. However, in such case as it is developed or created, any
Intellectual Property developed or created as a result of the Contract will belong to and
be the sole property of the State of Florida. This provision will survive the termination or
expiration of the Contract.
15. PREFERRED PRICE AFFIDAVIT REQUIREMENT
The Department will provide the Preferred Pricing Affidavit, incorporated by reference,
for completion by an authorized representative of the Contractor attesting that the
Contractor is in compliance with the preferred pricing provision in section 4(b) of the
PUR 1000 form. The Contractor agrees to submitto the Department, at least annually,
the completed Preferred Pricing Affidavit.
16. EMPLOYMENT VERIFICATION (E-VERIFY)
In accordance with Executive Order Number 11-116, the Contractor agrees to utilize the
U.S. Department of Homeland Security's E-Verify system, https:/Ie-veritv.uscis.gov/emp,
to verify the employment of all new employees hired by the Contractor during the
Contract term for the services specified in the Contract. Also, Contractor shall include in
related subcontracts a requirement that subcontractors performing work or providing
services pursuant to the Contract utilize the E-Verify system to verify employment of all
new employees hired by the subcontractor during the Contract term.
17. SCRUTINIZED COMPANY LIST
I n accordance with subsection 287.135(5), Florida Statutes, the Contractor certifies that
it is not listed on either the Scrutinized Companies with Activities in Sudan List or the
Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, created
",pursuant to section 215.473, Florida Statutes.
In accordance with 287.135, the Department may unilaterally terminate this contract if it
determines that the Contractor has submitted a false certification as provided under
subsection 287.135 (5), or that it is placed on the Scrutinized Companies with Activities
in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy
Sector List.
18. CONVICTED AND DISCRIMINATORY VENDOR LISTS
In accordance with sections 287.133 and 287.134, F.S.,' an entity or affiliate who is on
the Convicted Vendor List or the Discriminatory Vendor List may not perform work as a
contractor, supplier, subcontractor, or consultant under the Contract.
Page 9 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
19. TERMINATION FOR CONVENIENCE
The Contract may be terminated by the Department in whole or in part at any time in the
best interest of the State. If the Contract is terminated before performance is completed,
the Contractor shall be paid only for that work satisfactorily performed for which costs
can be substantiated. Such payment, however, may not exceed an amount which is the
same percentage of the Contract price as the amount of work satisfactorily performed.
20. TERMINATION FOR CAUSE
If the Department determines that the performance of the Contractor is not satisfactory,
the Department shall have the option of (a) immediately terminating the Contract, or (b)
notifying the Contractor of the deficiency with a requirement that the deficiency be
corrected within a specified time, otherwise the Contract will be terminated at the end of
such time, or (c) take other action deemed appropriate by the Department.
21. COMMITMENT TO DIVERSITY IN GOVERNMENT CONTRACTING
The State of Florida is committed to supporting its diverse business industry and
population through ensuring participation by minority-, women-, wartime-, and service-
disabled veteran business enterprises in the economic life of the State. The State of
Florida Mentor Protege Program connects minority-, women-, wartime-, and service-
disabled veteran business enterprises with private corporations for business
development mentoring. We strongly encourage firms doing business with the State of
Florida to consider this initiative. For more information on the Mentor Protege Program,
please contact the Office of Supplier Diversity at (850) 487-0915 or
osdhelp@dms.myflorida.com.
Upon request, the Contractor shall report to the Department spend with certified and
other minority business enterprises. These reports will include the period covered, the
name, minority code and Federal Employer Identification Number of each minority
vendor utilized during the period, commodities and services provided by the minority
business enterprise, and the amount paid to each minority vendor on behalf of each
purchasing agency ordering under the terms of this Contract.
22. BUSINESS REVIEW MEETINGS
The Department reserves the right to schedule business review meetings as frequently
as necessary. The Department will provide the format for the Contractor's agenda. Prior
to the meeting, the Contractor shall submit the completed agenda to the Department for
review and acceptance. The Contractor shall address the agenda items and any of the
Department's additional concerns at the meeting. Failure to comply with this section
may result in the Contractor being found in default and contract termination.
23. ETHICAL BUSINESS PRACTICES
Contractors shall work in partnership with the State to ensure a successful and valuable
Contract. Ethical practices are required of State employees, Contractors, and all parties .
Page 10 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
representing the Contractor. All work performed under this Contract will be subject to
review by the Inspector General of the State of Florida, and any findings suggesting
unethical business practices may be cause for termination or cancellation.
24. GRATUITIES
The Contractor shall not, in connection with this or any other agreement with the State,
directly or indirectly (1) offer, give, or agree to give anything of value to anyone as
consideration for any State officer or employee's decision, opinion, recommendation,
vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or
agree to give to anyone anything of value for the benefit of, or at the direction or request
of, any State officer or employee.
25. LOBBYING
In accordance with sections 11.062 and 216.347, F.S., the Contract funds are not for the
purpose of lobbying the Legislature, the judicial branch, or an Agency. Pursuant to
subsection 287.058(6), F.S., the Contract does not prohibit the Contractor from lobbying
the executive or legislative branch concerning the scope of services, performance, term,
or compensation regarding the Contract, after the Contract's execution and during the
Contract's term.
26. COOPERATION WITH INSPECTOR GENERAL
Pursuant to subsection 20.055(5), F.S., Contractor, and any subcontractor to the
Contractor, understand and will comply with their duty to cooperate with the Inspector
General in any investigation, audit, inspection, review, or hearing. Upon request of the
Inspector General or any other authorized State official, the Contractor shall provide any
type of information the Inspector General deems relevant to the Contractor's integrity or
responsibility. Such information may include, but shall not be limited to, the Contractor's
business or financial records, documents, or files of any type or form that refer to or
relate to the Contract. The Contractor shall retain such records for three (3) years after
the expiration of the Contract, or the period required by the General Records Schedules
maintained by the Florida Department of State (available at:
http://dos.mvflorida.com/library-archives/records-managementlgeneral-records-
schedules/), whichever is longer. The Contractor agrees to reimburse the State for the
reasonable costs of investigation incurred by the Inspector General or other authorized
State official for investigations of the Contractor's compliance with the terms of this or
any other agreement between the Contractor and the State which results in the
suspension or debarment of the Contractor. Such costs shall include, but shall not be
limited to: salaries of investigators, including overtime; travel and lodging expenses; and
expert witness and documentary fees.
27. PRODUCT VARIATIONS/CUSTOM ORDERS
New variations, substitutions, including custom orders of existing software licenses,
maintenance and services awarded under the Contract will be considered by the
Page 11 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
Department if it is in the best interest of the State. All modifications and special requests
must receive prior written approval from the Department or Customer before execution
of the purchase. Proposed changes are not to compromise the integrity of the software
licenses, maintenance or services performance.
28. DELAYS AND COMPLAINTS
Delivery delays and service complaints will be monitored on a continual basis.
Documented inability to perform under the conditions of the Contract (via the established
Complaint to Vendor process (PUR 7017 form) may result in default proceedings and
cancellation.
29. SALES AND USE TAX
It is the responsibility of the Contractor to determine how work accomplished under this
Contract would be subject to a Use Tax as written in the "Sales and Use Tax" Rule 12A-
1, Florida Administrative Code. Any questions concerning the Use Tax as it relates to
this contract shall be directed to the Taxpayer Assistance section at the Department of
Revenue (DOR) (800) 352-3671, Monday through Friday, 8 a.m. to 7 p.m. (ET). For
more information visit the DOR website at http://dor.myflorida.com/dor/businesses.
30. INSURANCE, LOSS DEDUCTIBLE
The Department and Customer shall be exempt from, and in no way liable for, any sums
of money which may represent a deductible in any insurance policy. The payment of
such deductible shall be the sole responsibility of the contractor providing such
insurance. Upon request, the Contractor shall furnish the Department or Customer an
insurance certificate proving appropriate coverage is in full force and effect.
31. INSURANCE, SUBCONTRACTOR'S PUBLIC LIABILITY AND PROPERTY DAMAGE
The Contractor shall require each of its subcontractors to secure and maintain during the
life of the subcontract, insurance of the type specified in section 5, Liability and Workers
Compensation Insurance, or the Contractor may insure the activities of its
subcontractors in the Contractor's policy, as specified in the Liability and Workers
Compensation Insurance Section of this contract.
32. INDEMNITY
The Contractor agrees to indemnify, defend, and hold the State of Florida, its officers,
employees and agents harmless from all fines, claims, assessments, suits, judgments,
or damages, consequential or otherwise, including court costs and attorney's fees,
arising out of any acts, actions, breaches, neglect or omissions of the Contractor, its
employees, agents, subcontractors, assignees or delegates related to the Contract, as
well as for any determination arising out of or related to the Contract, that the Contractor
or Contractor's employees, agents, subcontractors, assignees or delegates are not
independent contractors in relation to the Agency. The Contract does not constitute a
waiver of sovereign immunity or consent by the Agency or the State of Florida or its
subdivisions to suit by third parties.
Page 12 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
33. PAYMENT FOR CLAIMS
The Contractor guarantees the payment of all just claims for materials, supplies, tools, or
labor and other just claims against the Contractor or any employee, agent,
subcontractor, assignee or delegate in connection with the Contract.
34. PERFORMANCE AND PAYMENT BONDS
The authority and responsibility for requesting performance and payment bonds shall
rest with the Customer. Under this contract, the Customer issuing the purchase order
may request a performance and payment bond as deemed necessary by the size of the
job. Inability to provide a bond shall result in the Contractor being found in default of the
contract.
35. WA~RANTY
The Microsoft standard warranty shall cover all software and the Contractor's warranty
shall cover Value-added services provided under this the Contract. The Microsoft
standard warranty is required to provide coverage against defective software,
workmanship, and failure to perform in accordance with the specifications and required
performance criteria. The Microsoft and Contractor warranty coverage must be identical
to or exceed the most inclusive of those normally provided for the commodities and
contractual services specified herein that are sold to any State or local governments.
Should the Microsoft or Contractor warranty conflict with any requirements,
specifications, terms, or conditions of the Contract, the Contract terms and conditions
shall prevail.
36. CONTRACT REVISIONS
Notwithstanding General Contract Conditions, section 42 of the PUR 1000 Form, the
following types of revisions can be made to the Contract upon written authorization by
the Department:
a) Contractor's Company Information and Contacts
b) Contract Administrator
c) Contract Forms
d) Catalog Revisions
The Contractor shall use the appropriate form to request changes to the items listed
above and shall submit the form to the Department for review and approval. Only the
above listed provisions can be made without a formal Contract amendment. General
Contract Conditions, section 42 of the PUR 1000, apply to all other modifications to the
Contract.
37. FINANCIAL CONSEQUENCES
The Contract Administrator shall periodically review the Contractor's Compliance with
the responsibilities and deliverables in the Contract. If the Contractor fails to meet and
Page 13 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
comply with the responsibilities and deliverables established in the Contract, Contractor
will be subject to damages. See Exhibit C, section 18 for additional information.
38. THIRD PARTY AUDITS AND REPORTING REQUIREMENTS
At no additional cost to the State, the Contractor is to contract with an independent third
party firm (to be approved by the Department) to conduct, at a minimum, at least one
random sampling of the Contractor's price list per quarter in accordance with Section
6.23 of the ITN.
The Contractor's failure to comply with this requirement may result in financial
consequences and may also result in the Contractor's immediate removal from the
Contract.
Page 14 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
EXHIBIT B: GENERAL CONTRACT CONDITIONS
State of Florida
PUR 1000
General Contract Conditions
Contents
1. Definitions.
2. Purchase Orders.
3. Product Version.
4. Price Changes Applicable only to Term Contracts.
5. Additional Quantities.
6. Packaging.
7. Inspection at Contractor's Site.
8. Safety Standards.
9. Americans with Disabilities Act.
10. Literature.
11. Transportation and Delivery.
12. Installation.
13. Risk of Loss.
14. Transaction Fee.
15. Invoicing and Payment.
16. Taxes.
17. Governmental Restrictions.
18. Lobbying and Integrity.
19. Indemnification.
20. Limitation of Liability.
21. Suspension of Work.
22. Termination for Convenience.
23. Termination for Cause.
24. Force Majeure, Notice of Delay, and No Damages for Delay.
25. Changes.
26. Renewal.
27. Purchase Order Duration.
28. Advertising.
29. Assignment.
30. Antitrust Assignment
31. Dispute Resolution.
32. Employees, Subcontractors, and Agents.
33. Security and Confidentiality.
34. Contractor Employees, Subcontractors, and Other Agents.
Page 15 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
35. Insurance Requirements.
36. Warranty of Authority.
37. Warranty of Ability to Perform.
38. Notices.
39. Leases and Installment Purchases.
40. Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE).
41. Products Available from the Blind or Other Handicapped.
42. Modification of Terms.
43. Cooperative Purchasing.
44. Waiver.
45. Annual Appropriations.
46. Execution in Counterparts.
47. Severability.
1. Definitions. The definitions contained in s. 60A-1.001, F.A.C. shall apply to this agreement.
The following additional terms are also defined:
(a). "Contract" means the I~gally enforceable agreement that results from a successful
solicitation. The parties to the Contract will be the Customer and Contractor.
(b) "Customer" means the State agency or other entity identified in a contract as the party to
receive commodities or contractual services pursuant to a contract or that orders commodities
or contractual services via purchase order or other contractual instrument from the Contractor
under the Contract. The "Customer" may also be the "Buyer" as defined in the PUR 1001 if it
meets the definition of both terms.
(c) "Product" means any deliverable under the Contract, which may include commodities,
services, technology or software.
(d) "Purchase order" means the form or format a Customer uses to make a purchase under the
Contract (e.g., a formal written purchase order, electronic purchase order, procurement card,
contract or other authorized means).
2. Purchase Orders. In contracts where commodities or services are ordered by the Customer
via purchase order, Contractor shall not deliver or furnish products until a Customer transmits a
purchase order. All purchase orders shall bear the Contract number, shall be placed by the
Customer directly with the Contractor, and shall be deemed to incorporate by reference the
Contract terms and conditions. Any discrepancy between the Contract terms and the terms
stated on the Contractor's order form, confirmation, or acknowledgement shall be resolved in
favor of terms most favorable to the Customer. A purchase order for services within the ambit
of section 287.058(1) of the Florida Statutes shall be deemed to incorporate by reference the
requirements of subparagraphs (a) through (f) thereof. Customers shall designate a contract
Page 16 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
manager and a contract administrator as required by subsections 287.057(15) and (16) of the
Florida Statutes.
3. Product Version. Purchase orders shall be deemed to reference a manufacturer's most
recently release model or version of the product at the time of the order, unless the Customer
specifically requests in writing an earlier model or version and the contractor is willing to provide
such model or version.
4. Price Changes Applicable only to Term Contracts. If this is a term contract for
commodities or services, the following provisions apply.
(a) Quantity Discounts. Contractors are urged to offer additional discounts for one time delivery
of large single orders. Customers should seek to negotiate additional price concessions on
quantity purchases of any products offered under the Contract. State Customers shall
document their files accordingly.
(b) Best Pricing Offer. During the Contract term, if the Customer becomes aware of better
pricing offered by the Contractor for substantially the same or a smaller quantity of a product
outside the Contract, but upon the same or similar terms of the Contract, then at the discretion
of the Customer the price under the Contract shall be immediately reduced to the lower price.
(c) Sales Promotions. In addition to decreasing prices for the balance of the Contract term due
toa change in market conditions, a Contractor may conduct sales promotions involving price
reductions for a specified lesser period. A Contractor shall submit to the Contract Specialist
documentation identifying the proposed (1) starting and ending dates of the promotion, (2)
products involved, and (3) promotional prices compared to then-authorized prices. Promotional
prices shall be available to all Customers. Upon approval, the Contractor shall provide
conspicuous notice of the promotion.
(d) Trade-In. Customers may trade-in equipment when making purchases from the Contract. A
trade-in shall be negotiated between the Customer and the Contractor. Customers are
obligated to actively seek current fair market value when trading equipment, and to keep
accurate records of the process. For State agencies, it may be necessary to provide
documentation to the Department of Financial Services and to the agency property custodian
pursuant to Chapter 273, F.S.
(e) Equitable Adjustment. The Customer may, in its sole discretion, make an equitable
adjustment in the Contract terms or pricing if pricing or availability of supply is affected by
extreme and unforeseen volatility in the marketplace, that is, by circumstances that satisfy all
the following criteria: (1) the volatility is due to causes wholly beyond the Contractor's control,
(2) the volatility affects the marketplace or industry, not just the particular Contract source of
supply, (3) the effect on pricing or availability of supply is substantial, and (4) the volatility so
Page 17 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
affects the Contractor that continued performance of the Contract would result in a substantial
loss.
5. Additional Quantities. For a period not exceeding ninety (90) days from the date of Contract
award, the Customer reserves the right to acquire additional quantities up to the amount shown
on the Contract but not to exceed the threshold for Category Two at the prices submitted in the
response to the solicitation.
6. Packaging. Tangible product shall be securely and properly packed for shipment, storage,
and stocking in appropriate, clearly labeled, shipping containers and according to accepted
commercial practice, without extra charge for packing materials, cases, or other types of
containers. All containers and packaging shall become and remain Customer's property.
7. Inspection at Contractor's Site. The Customer reserves the right to inspect, at any
reasonable time with prior notice, the equipment or product or plant or other facilities of a
Contractor to assess conformity with Contract requirements and to determine whether they are
adequate and suitable for proper and effective Contract performance.
8. Safety Standards. All manufactured items and fabricated assemblies subject to operation
under pressure, operation by connection to an electric source, or operation involving connection
to a manufactured, natural, or LP gas source shall be constructed and approved in a manner
acceptable to the appropriate State inspector. Acceptability customarily requires, at a minimum,
identification marking of the appropriate safety standard organization, where such approvals of
listings have been established for the type of device offered and furnished, for example: the
American Society of Mechanical Engineers for pressure vessels; the Underwriters Laboratories
and/or National Electrical Manufacturers' Association for electrically operated assemblies; and
the American Gas Association for gas-operated assemblies. In addition, all items furnished
shall meet all applicable requirements of the Occupational Safety and Health Act and state and
federal requirements relating to clean air and water pollution.
9. Americans with Disabilities Act. Contractors should identify any products that may be
used or adapted for use by visually, hearing, or other physically impaired individuals.
10. Literature. Upon request, the Contractor shall furnish literature reasonably related to the
product offered, for example, user manuals, price schedules, catalogs, descriptive brochures,
etc.
11. Transportation and Delivery. Prices shall include all charges for packing, handling,
freight, distribution, and inside delivery. Transportation of goods shall be FOB Destination to
any point within thirty (30) days after the Customer places an Order. A, Contractor, within five
(5) days after receiving a purchase order, shall notify the Customer of any potential delivery
Page 18 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
delays. Evidence of inability or intentional delays shall be cause for Contract cancellation and
Contractor suspension.
12. Installation. Where installation is required, Contractor shall be responsible for placing and
installing the product in the required locations at no additional charge, unless otherwise
designated on the Contract or purchase order. Contractor's authorized product and price list
shall clearly and separately identify any additional installation charges. All materials used in the
installation shall be of good quality and shall be free of defects that would diminish the
appearance of the product or render it structurally or operationally unsound. Installation
includes the furnishing of any equipment, rigging, and materials required to install or replace the
product in the proper location. Contractor shall protect the site from damage and shall repair
damages or injury caused during installation by Contractor or its employees or agents. If any
alteration, dismantling, excavation, etc., is required to achieve installation, the Contractor shall
promptly restore the structure or site to its original condition. Contractor shall perform
installation work so as to cause the least inconvenience and interference with Customers and
with proper consideration of others on site. Upon completion of the installation, the location and
surrounding area of work shall be left clean and in a neat and unobstructed condition, with
everything in satisfactory repair and order.
13. Risk of Loss. Matters of inspection and acceptance are addressed in s. 215.422, F.S.
Until acceptance, risk of loss or damage shall remain with the Contractor. The Contractor shall
be responsible for filing, processing, and collecting all damage claims. To assist the Contractor
with damage claims, the Customer shall: record any evidence of visible damage on all copies of
the delivering carrier's Bill of Lading; report damages to the carrier and the Contractor; and
provide the Contractor with a copy of the carrier's Bill of Lading and damage inspection report.
When a Customer rejects a product, Contractor shall remove it from the premises within ten
days after notification or rejection. Upon rejection notification, the risk of loss of rejected or non-
conforming product shall remain with the Contractor. Rejected product not removed by the
Contractor within ten days shall be deemed abandoned by the Contractor, and the Customer
shall have the right to dispose of it as its own property. Contractor shall reimburse the
Customer for costs and expenses incurred in storing or effecting removal or disposition of
rejected product.
14. Transaction Fee. The State of Florida has instituted MyFloridaMarketPlace, a statewide
eProcurement System ("System"). Pursuant to section 287.057(23), Florida Statutes (2002), all
payments shall be assessed a Transaction Fee of one percent (1.0%), which the Contractor
shall pay to the State, unless exempt pursuant to 60A-1.032, F.A.C.
For payments within the State accounting system (FLAIR or its successor), the Transaction Fee
shall, when possible, be automatically deducted from payments to the Contractor. If automatic
deduction is not possible, the Contractor shall pay the Transaction Fee pursuant to Rule 60A-
1.031 (2), F.A.C. By submission of these reports and corresponding payments, Contractor
Page 19 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
certifies their correctness. All such reports and payments shall be subject to audit by the State
or its designee.
Contractor shall receive a credit for any Transaction Fee paid by the Contractor for the purchase
of any item(s) if such item(s) are returned to the Contractor through no fault, act, or omission of
the Contractor. Notwithstanding the foregoing, a Transaction Fee is non-refundable when an
item is rejected or returned, or declined, due to the Contractor's failure to perform or comply with
specifications or requirements of the agreement.
Failure to comply with these requirements shall constitute grounds for declaring the Contractor
in default and recovering reprocurement costs from the Contractor in addition to all outstanding
fees. CONTRACTORS DELINQUENT IN PAYING TRANSACTION FEES MAY BE SUBJECT
TO BEING REMOVED FROM THE DEPARTMENT OF MANAGEMENT SERVICES' VENDOR
LIST AS PROVIDED IN RULE 60A-1.006, F.A.C.
15. Invoicing and Payment. Invoices shall contain the Contract number, purchase order
number if applicable, and the appropriate vendor identification number. The State may require
any other information from the Contractor that the State deems necessary to verify any
purchase order placed under the Contract.
At the State's option, Contractors may be required to invoice electronically pursuant to
guidelines of the Department of Management Services. Current guidelines require that
Contractor supply electronic invoices in lieu of paper-based invoices for those transactions
processed through the system. Electronic invoices shall be submitted to the Customer through
the Ariba Supplier Network (ASN) in one of the following mechanisms -EDI 810, cXML, or web-
based invoice entry within the ASN.
Payment shall be made in accordance with sections 215.422 and 287.0585 of the Florida
Statutes, which govern time limits for payment of invoices. Invoices that must be returned to a
Contractor due to preparation errors will result in a delay in payment. Contractors may call
(850) 413-7269 Monday through Friday to inquire about the status of payments by State
Agencies. The Customer is responsible for all payments under the Contract. A Customer's
failure to pay, or delay in payment, shall not constitute a breach of the Contract and shall not
relieve the Contractor of its obligations to the Department or to other Customers.
16. Taxes. The State does not pay Federal excise or sales taxes on direct purchases of tangible
personal property. The State will not pay for any personal property taxes levied on the
Contractor or for any taxes levied on employees' wages. Any exceptions to this paragraph shall
be explicitly noted by the Customer in the special contract conditions section of the solicitation
or in the Contract or purchase order.
17. Governmental Restrictions. If the Contractor believes that any governmental restrictions
have been imposed that require alteration of the material, quality, workmanship or performance
of the products offered under the Contract, the Contractor shall immediately notify the Customer
Page 20 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
in writing, indicating the specific restriction. The Customer reserves the right and the complete
discretion to accept any such alteration or to cancel the Contract at no further expense to the
Customer.
18. Lobbying and Integrity. Customers shall ensure compliance with Section 11.062, FS and
section 216.347, F.S. The Contractor shall not, in connection with this or any other agreement
with the State, directly or indirectly (1) offer, confer, or agree to confer any pecuniary benefit on
anyone as consideration for any State officer oremployee's decision, opinion, recommendation,
vote, other exercise of discretion, or violation of a known legal duty, or (2) offer, give, or agree to
give to anyone any gratuity for the benefit of, or at the direction or request of, any State officer
or employee. For purposes of clause (2), "gratuity" means any payment of more than nominal
monetary value in the form of cash, travel, entertainment, gifts, meals, lodging, loans,
SUbscriptions, advances, deposits of money, services, employment, or contracts of any kind.
Upon request of the Customer's Inspector General, or other authorized State official, the
Contractor shall provide any type of information the Inspector General deems relevant to the
Contractor's integrity or responsibility. Such information may include, but shall not be limited to,
the Contractor's business or financial records, documents, or files of any type or form that refer
to or relate to the Contract. The Contractor shall retain such records for the longer of (1) three
years after the expiration of the Contract or (2) the period required by the General .Records
Schedules maintained by the Florida Department of State (available at:
http://dlis.dos.stateJl.us/barm/genschedules/gensched.htm). The Contractor agrees to
reimburse the State for the reasonable costs of investigation incurred by the Inspector General
or other authorized State official for investigations of the Contractor's compliance with the terms
of this or any other agreement between the Contractor and the State which results in the
suspension or debarment of the Contractor. Such costs shall include, but shall not be limited to:
salaries of investigators, including overtime; travel and lodging expenses; and expert witness
and documentary fees. The Contractor shall not be responsible for any costs of investigations
that do not result in the Contractor's suspension or debarment.
19. Indemnification. The Contractor shall be fully liable for the actions of its agents,
employees, partners, or subcontractors and shall fully indemnify, defend, and hold harmless the
State and Customers, and their officers, agents, and employees, from suits, actions, damages,
and costs of every name and description, including attorneys' fees, arising from or relating to
personal injury and damage to real or personal tangible property alleged to be caused in whole
or in part by Contractor, its agents, employees, partners, or subcontractors, provided, however,
that the Contractor shall not indemnify for that portion of any loss or damages proximately
caused by the negligent act or omission of the State or a Customer.
Further, the Contractor shall fully indemnify, defend, and hold harmless the State and
Customers from any suits, actions, damages, and costs of every name and description,
including attorneys' fees, arising from or relating to violation or infringement of a trademark,
copyright, patent, trade secret or intellectual property right, provided, however, that the
Page 21 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
foregoing obligation shall not apply to a Customer's misuse or modification of Contractor's
products or a Customer's operation or use of Contractor's products in a manner not
contemplated by the Contract or the purchase order. If any product is the subject of an
infringement suit or in the Contractor's opinion is likely to become the subject of such a suit, the
Contractor may at its sole expense procure for the Customer the right to continue using the
product or to modify it to become non-infringing. If the Contractor is not reasonably able to
modify or otherwise secure the Customer the right to continue using the product, the Contractor
shall remove the product and refund the Customer the amounts paid in excess of a reasonable
rental for past use. The customer shall not be liable for any royalties.
The Contractor's obligations under the preceding two paragraphs with respect to any legal
action are contingent upon the State or Customer giving the Contractor (1) written notice of any
action or threatened action, (2) the opportunity to take over and settle or defend any such action
at Contractor's sole expense, and (3) assistance in defending the action at Contractor's sole
expense. The Contractor shall not be liable for any cost, expense, or compromise incurred or
made by the State or Customer in any legal action without the Contractor's prior written consent,
which shall not be unreasonably withheld.
20. Limitation of Liability. For all claims against the Contractor under any contract or purchase
order, and regardless of the basis on which the claim is made, the Contractor's liability under a
contract or purchase order for direct damages shall be limited to the greater of $100,000, the
dollar amount of the contract or purchase order, or two times the charges rendered by the
Contractor under the purchase order. This limitation shall not apply to claims arising under the
Indemnity paragraph contain in this agreement.
Unless otherwise specifically enumerated in the Contract or in the purchase order, no party shall
be liable to another for special, indirect, punitive, or consequential damages, including lost data
or records (unless the contract or purchase order requires the Contractor to back-up data or
records), even if the party has been advised that such damages are possible. No party shall be
liable for lost profits, lost revenue, or lost institutional operating savings. The State and
Customer may, in addition to other remedies available to them at law or equity and upon notice
to the Contractor, retain such monies from amounts due Contractor as may be necessary to
satisfy any claim for damages, penalties, costs and the like asserted by or against them. The
State may set off any liability or other obligation of the Contractor or its affiliates to the State
against any payments due the Contractor under any contract with the State.
21. SuspenSion of Work. The Customer may in its sole discretion suspend any or all activities
under the Contract or purchase order, at any time, when in the best interests of the State to do
so. The Customer shall provide the Contractor written notice outlining the particulars of
suspension. Examples of the reason for suspension include, but are not limited to, budgetary
constraints, declaration of emergency, or other such circumstances. After receiving a
suspension notice, the Contractor shall comply with the notice and shall not accept any
Page 22 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
purchase orders. Within ninety days, or any longer period agreed to by the Contractor, the
Customer shall either (1) issue a notice authorizing resumption of work, at which time activity
shall resume, or (2) terminate the Contract or purchase order. Suspension of work shall not
entitle the Contractor to any additional compensation.
22. Termination for Convenience. The Customer, by written notice to the Contractor, may
terminate the Contract in whole or in part when the Customer determines in its sole discretion
that it is in the State's interest to do so. The Contractor shall not furnish any product after it
receives the notice of termination, except as necessary to complete the continued portion of the
Contract, if any. The Contractor shall not be entitled to recover any cancellation charges or lost
profits.
23. Termination for Cause. The Customer may terminate the Contract if the Contractor fails to
(1) deliver the product within the time specified in the Contract or any extension, (2) maintain
adequate progress, thus endangering performance of the Contract, (3) honor any term of the
Contract, or (4) abide by any statutory, regulatory, or licensing requirement.
Rule 60A-1.006(3), F.A.C., governs the procedure and consequences of default. The
Contractor shall continue work on any work not terminated. Except for defaults of
subcontractors at any tier, the Contractor shall not be liable for any excess costs if the failure to
perform the Contract arises from events completely beyond the control, and without the fault or
negligence, of the Contractor. If the failure to perform is caused by the default of a
subcontractor at any tier, and if the cause of the default is completely beyond the control of both
the Contractor and the subcontractor, and without the fault or negligence of either, the
Contractor shall not be liable for any excess costs for failure to perform, unless the
subcontracted products were obtainable from other sources in sufficient time for the Contractor
to meet the required delivery schedule. If, after termination, it is determined that the Contractor
was not in default,or that the default was excusable, the rights and obligations of the parties
shall be the same as if the termination had been issued for the convenience of the Customer.
The rights and remedies of the Customer in this clause are in addition to any other rights and
remedies provided by law or under the Contract.
24. Force Majeure, Notice of Delay, and No Damages for Delay. The Contractor shall not be
responsible for delay resulting from its failure to perform if neither the fault nor the negligence of
the Contractor or its employees or agents contributed to the delay and the delay is due directly
to acts of God, wars, acts of public enemies, strikes, fires, floods, or other similar cause wholly
beyond the Contractor's control, or for any of the foregoing that affect subcontractors or
suppliers if no alternate source of supply is available to the Contractor. In case of any delay the
Contractor believes is excusable, the Contractor shall notify the Customer in writing of the delay
or potential delay and describe the cause of the delay either (1) within ten (10) days after the
cause that creates or will create the delay first arose, if the Contractor could reasonably foresee .
that a delay could occur as a result, or (2) if delay is not reasonably foreseeable, within five (5)
days after the date the Contractor first had reason to believe that a delay could result. THE
Page 23 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
FOREGOING SHALL CONSTITUTE THE CONTRACTOR'S SOLE REMEDY OR EXCUSE
WITH RESPECT TO DELAY. Providing notice in strict accordance with this paragraph is a
condition precedent to such remedy. No claim for damages, other than for an extension of time,
shall be asserted against the Customer. The Contractor shall not be entitled to an increase in
the Contract price or payment of any kind from the Customer for direct, indirect, consequential,
impact or other costs, expenses or damages, including but not limited to costs of acceleration or
inefficiency, arising because of delay, disruption, interference, or hindrance from any cause
whatsoever. If performance is suspended or delayed, in whole or in part, due to any of the
causes described in this paragraph, after the causes have ceased to exist the Contractor shall
perform at no increased cost, unless the Customer determines, in its sole discretion, that the
delay will significantly impair the value of the Contract to the State or to Customers, in which
case the Customer may (1) accept allocated performance or deliveries from the Contractor,
provided that the Contractor grants preferential treatment to Customers with respect to products
subjected to allocation, or (2) purchase from other sources (without recourse to and by the
Contractor for the related costs and expenses) to replace all or part of the products that are the
subject of the delay, which purchases may be deducted from the Contract quantity, or (3)
terminate the Contract in whole or in part.
25. Changes. The Customer may unilaterally require, by written order, changes altering,
adding to, or deducting from the Contract specifications, provided that such changes are within
the general scope of the Contract. The Customer may make an equitable adjustment' in the
Contract price or delivery date if the change affects the cost or time of performance. Such
equitable adjustments require the written consent of the Contractor, which shall not be
unreasonably withheld. If unusual quantity requirements arise, the Customer may solicit
separate bids to satisfy them.
26. Renewal. Upon mutual agreement, the Customer and the Contractor may renew the
Contract, in whole or in part, for a period that may not exceed 3 years or the term of the
contract, whichever period is longer. Any renewal shall specify the renewal price, as set forth in
the solicitation response. The renewal must be in writing and signed by both parties, and is
contingent upon satisfactory performance evaluations and subject to availability of funds.
27. Purchase Order Duration. Purchase orders issued pursuant to a state term or agency
contract must be received by the Contractor no later than close of business on the last day of
the contract's term to be considered timely. The Contractor is obliged to fill those orders in
accordance with the contract's terms and conditions. Purchase orders received by the
contractor after close of business on the last day of the state term or agency contract's term
shall be considered void.
Purchase orders for a one-time delivery of commodities or performance of contractual services
shall be valid through the performance by the Contractor, and all terms and conditions of the
Page 24 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
state term or agency contract shall apply to the single delivery/performance, and shall survive
the termination of the Contract.
Contractors are required to accept purchase orders specifying delivery schedules exceeding the
contracted schedule even when such extended delivery will occur after expiration of the state
term or agency contract. For example, if a state term contract calls for delivery 30 days after
receipt of order (ARO), and an order specifies delivery will occur both in excess of 30 days ARO
and after expiration of the state term contract, the Contractor will accept the order. However, if
the Contractor expressly and in writing notifies the ordering office within ten (10) calendar days
of receipt of the purchase order that Contractor will not accept the extended delivery terms
beyond the expiration of the state term contract, then the purchase order will either be amended
in writing by the ordering entity within ten (10) calendar days of receipt of the contractor's notice
to reflect the state term contract delivery schedule, or it shall be considered withdrawn.
The duration of purchase orders for recurring deliveries of commodities or performance of
services shall not exceed the expiration of the state term or agency contract by more than
twelve months. However, if an extended pricing plan offered in the state term or agency
contract is selected by the ordering entity, the contract terms on pricing plans and renewals
shall govern the maximum duration of purchase orders reflecting such pricing plans and
renewals.
Timely purchase orders shall be valid through their specified term and performance by the
Contractor, and all terms and conditions of the state term or agency contract shall apply to the
recurring delivery/performance as provided herein, and shall survive the termination of the
Contract.
Ordering offices shall not renew a purchase order issued pursuant to a state term or agency
contract if the underlying contract expires prior to the effective date of the renewal.
28. Advertising. Subject to Chapter 119, Florida Statutes, the Contractor shall not publicly
disseminate any information concerning the Contract without prior written approval from the
Customer, including, but not limited to mentioning the Contract in a press release or other
promotional material, identifying the Customer or the State as a reference, or otherwise linking
the Contractor's name and either a description of the Contract or the name of the State or the
Customer in any material published, either in print or electronically, to any entity that is not a
party to Contract, except potential or actual authorized distributors, dealers, resellers, or service
representative.
29. Assignment. The Contractor shall not sell, assign or transfer any of its rights, duties or
obligations under the Contract, or under any purchase order issued pursuant to the Contract,
without the prior written consent of the Customer. In the event of any assignment, the
Contractor remains secondarily liable for performance of the contract, unless the Customer
Page 25 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
expressly waives such secondary liability. The Customer may assign the Contract with prior
written notice to Contractor of its intent to do so.
30. Antitrust Assignment. The Contractor and the State of Florida recognize that in actual
economic practice, overcharges resulting from antitrust violations are in fact usually borne by
the State of Florida. Therefore, the contractor hereby assigns to the State of Florida any and all
claims for such overcharges as to goods, materials or services purchased in connection with the
Contract.
31. Dispute Resolution. Any dispute concerning performance of the Contract shall be decided
by the Customer's designated contract manager, who shall reduce the decision to writing and
serve a copy on the Contractor. The decision shall be final and conclusive unless within twenty
one (21) days from the date of receipt, the Contractor files with the Customer a petition for.
administrative hearing. The Customer's decision on the petition shall be final, subject to the
Contractor's right to review pursuant to Chapter 120 of the Florida Statutes. Exhaustion of
administrative remedies is an absolute condition precedent to the Contractor's ability to pursue
any other form of dispute resolution; provided, however, that the parties may employ the
alternative dispute resolution procedures outlined in Chapter 120.
Without limiting the foregoing, the exclusive venue of any legal or equitable action that arises
out of or relates to the Contract shall be the appropriate state court in Leon County, Florida; in
any such action, Florida law shall apply and the parties waive any right to jury trial.
32. Employees, Subcontractors, and Agents. All Contractor employees, subcontractors, or
agents performing work under the Contract shall be properly trained technicians who meet or
exceed any specified training qualifications. Upon request, Contractor shall furnish a copy of
technical certification or other proof of qualification. All employees, subcontractors, or agents
performing work under the Contract must comply with all security and administrative
requirements of the Customer and shall comply with all controlling laws and regulations relevant
to the services they are providing under the Contract. The State may conduct, and the
Contractor shall cooperate in, a security background check or otherwise assess any employee,
subcontractor, or agent furnished by the Contractor. The State may refuse access to, or require
replacement of, any personnel for cause, including, but not limited to, technical or training
qualifications, quality of work, change in security status, or non-compliance with a Customer's
security or other requirements. Such approval shall not relieve the Contractor of its obligation to
perform all work in compliance with the Contract. The State may reject and bar from any facility
for cause any of the Contractor's employees, subcontractors, or agents.
33. Security and Confidentiality. The Contractor shall comply fully with all security
procedures of the United States, State of Florida and Customer in performance of the Contract.
The Contractor shall not divulge to third parties any confidential information obtained by the
Contractor or its agents, distributors, resellers, subcontractors, officers or employees in the
Page 26 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
course of performing Contract work, including, but not limited to, security procedures, business
operations information, or commercial proprietary information in the possession of the State or
Customer. The Contractor shall not be required to keep confidential information or material that
is publicly available through no fault of the Contractor, material that the Contractor developed
independently without relying on the State's or Customer's confidential information, or material
that is otherwise obtainable under State law as a public record. To insure confidentiality, the
Contractor shall take appropriate steps as to its personnel, agents, and subcontractors. The
warranties of this paragraph shall survive the Contract.
34. Contractor Employees, Subcontractors, and Other Agents. The Customer and the
State. shall take all actions necessary to ensure that Contractor's employees, subcontractors
and other agents are not employees of the State of Florida. Such actions include, but are not
limited to, ensuring that Contractor's employees, subcontractors, and other agents receive
benefits and necessary insurance (health, workers' compensations, and unemployment) from
an employer other than the State of Florida.
35. Insurance Requirements. During the Contract term, the Contractor at its sole expense shall
provide commercial insurance of such a type and with such terms and limits as may be reasonably
associated with the Contract. Providing and maintaining adequate insurance coverage is a
material obligation of the Contractor. Upon request, the Contractor shall provide certificate of
insurance. The limits of coverage under each policy maintained by the Contractor shall not be
interpreted as limiting the Contractor's liability and obligations under the Contract. All insurance
policies shall be through insurers authorized or eligible to write policies in Florida.
36. Warranty of Authority. Each person signing the Contract warrants that he or she is duly
authorized to do so and to bind the respective party to the Contract.
37. Warranty of Ability to Perform. The Contractor warrants that, to the best of its knowledge,
there is no pending or threatened action, proceeding, or investigation, or any other legal or
financial condition, that would in any way prohibit, restrain, or diminish the Contractor's ability to
satisfy its Contract obligations. The Contractor warrants that neither it nor any affiliate is
currently on the convicted vendor list maintained pursuant to section 287.133 of the Florida
Statutes, or on any similar list maintained by any other state or the federal government. The
Contractor shall immediately notify the Customer in writing if its ability to perform is
compromised in any manner during the term of the Contract.
38. Notices. All notices required under the Contract shall be delivered by certified mail, return
receipt requested, by reputable air courier service, or by personal delivery to the agency
designee identified in the original solicitation, or as otherwise identified by the Customer.
Notices to the Contractor shall be delivered to the person who signs the Contract. Either
designated recipient may notify the other, in writing, if someone else is designated to receive
notice.
Page 27 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
39. Leases and Installment Purchases. Prior approval of the Chief Financial Officer (as
defined in Section 17.001, F.S.) is required for State agencies to enter into or to extend any
lease or installment-purchase agreement in excess of the Category Two amount established by
section 287.017 of the Florida Statutes.
40. Prison Rehabilitative Industries and Diversified Enterprises, Inc. (PRIDE). Section
946.515(2), F.S. requires the following statement to be included in the solicitation: "It is
expressly understood and agreed that any articles which are the subject of, or required to carry
out, the Contract shall be purchased from the corporation identified under Chapter 946 of the
Florida Statutes (PRIDE) in the same manner and under the same procedures set forth in
section 946.515(2) and (4) of the Florida Statutes; and for purposes of the Contract the person,
firm, or other business entity carrying out the provisions of the Contract shall be deemed to be
substituted for the agency insofar as dealings with such corporation are concerned." Additional
information about PRIDE and the products it offers is available at http://www.pridefl.com.
41. Products Available from the Blind or Other Handicapped. Section 413.036(3), F.S.
requires the following statement to be included in the solicitation: "It is expressly understood and
agreed that any articles that are the subject of, or required to carry out, this contract shall be
purchased from a nonprofit agency for the Blind or for the Severely Handicapped that is
qualified pursuant to Chapter 413, Florida Statutes, in the same manner and under the same
procedures set forth in section 413.036(1) and (2), Florida Statutes; and for purposes of this
contract the person, firm, or other business entity carrying out the provisions of this contract
shall be deemed to be substituted for the State agency insofar as dealings with such qualified
nonprofit agency are concerned." Additional information about the designated nonprofit agency
and the products it offers is available at http://www.respectofflorida.org.
42. Modification of Terms. The Contract contains all the terms and conditions agreed upon by
the parties, which terms and conditions shall govern all transactions between the Customer and
the Contractor. The Contract may only be modified or amended upon mutual written agreement
of the Customer and the Contractor. No oral agreements or representations shall be valid or
binding upon the Customer or the Contractor. No alteration or modification of the Contract
terms, including substitution of product, shall be valid or binding against the Customer. The
Contractor may not unilaterally modify the terms of the Contract by affixing additional terms to
product upon delivery (e.g., attachment or inclusion of standard preprinted forms, product
literature, "shrink wrap" terms accompanying or affixed to a product, whether written or
electronic) or by incorporating such terms onto the Contractor's order or fiscal forms or other
documents forwarded by the Contractor for payment. The Customer's acceptance of product or
processing of documentation on forms furnished by the Contractor for approval or payment shall
not constitute acceptance of the proposed modification to terms and conditions.
Page 28 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
43. Cooperative Purchasing. Pursuant to their own governing laws, and subject to the
agreement of the Contractor, other entities may be permitted to make purchases at the terms
and conditions contained herein. Non-Customer purchases are independent of the agreement
between Customer and Contractor, and Customer shall not be a party to any transaction
between the Contractor and any other purchaser.
State agencies wishing to make purchases from this agreement are required to follow the
provisions of s. 287.042(16)(a), F.S. This statute requires the Department of Management
Services to determine that the requestor's use of the contract is cost-effective and in the best
interest of the State.
44. Waiver. The delay or failure by the Customer to exercise or enforce any of its rights under
this Contract shall not constitute or be deemed a waiver of the Customer's right thereafter to
enforce those rights, nor shall any single or partial exercise of any such right preclude any other
or further exercise thereof or the exercise of any other right.
45. Annual Appropriations. The State's performance and obligation to pay under this contract
are contingent upon an annual appropriation by the Legislature.
46. Execution in Counterparts. The Contract may be executed in counterparts, each of which
shall be an original and all of which shall constitute but one and the same instrument.
47. Severability. If a court deems any provision of the Contract void or unenforceable, that
provision shall be enforced only to the extent that it is not in violation of law or is not otherwise
unenforceable and all other provisions shall remain in full force and effect.
Page 29 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
EXHIBIT C: CONTRACT FORMS
Forms included in this Contract:
• Quarterly Reporting (Excel File)
• Contact Information Worksheet
• Ordering Instructions
• Savings I Price Reductions
• Preferred Pricing Affidavit
• Product Update (Excel File)
Quarterly Report (Excel file)
fj]
Quarterly Report
Formxlsx
Contractor Information Worksheet
Contractor _Inforrrati
on_Worksheet. doc
Ordering Instructions
~
Ordering
Instructions. doc
Savings I Price Reductions
~
Savings-Reduction
Verification. doc
Preferred Pricing Affidavit
Preferred Pricing
Affidavit. docx
Product Update
Product Update
Form. xis
Page 30 of 30
State Term Contract
No. 43230000-15-02
Licensing Solutions Providers of Microsoft Software and Services
ITN No. 07 -43230000-L
m
Microsoft LSP
ITN-FINAL-FINAL--RE
EXHIBIT C: ITN NO. 07-43230000-L
Page 31 of 31
Enterprise Enrollment Product Selection Form
ProposallD
0519809.003
Enterprise
+ Office 365 (Plans
and E5) + Enterprise
Suite USL
Microsoft I Volume Licensing
Enrollment Number
Yes User Licenses
D
D
Product Pool: Unless otherwise indicated in associated contract documents, Price level set using
quantity from Group 2 or 3.
Product Systems Pool: Unless otherwise indicated in associated contract
from Group 4.
FA ·EASProrlS(-)1 F orm(\/If\/lf)( E [\1 (j)
Price level set using
D
D
CTM
Page 1 of 2
Enterprise Enrollment Product Selection Form Microsoft I Volume Licensing
otherwise indicated in the associated contract documents, the price level for each Product offering I pool is set as described above, based
the quantity to price level mapping below:
Quantity of Licenses and Software Assurance Price Level
2,399 and below A
2,400 to 5,999 B
6,000 to 14,999 c
15,000 and above D
Note 1: Enterprise Online Services may not be available in all locations. Please see the Product List for a list of locations where these may be
2: If Enrolled Affiliate does not order an Enterprise Product or Enterprise Online Service associated with an applicable Product pool, the price
Additional Products in the same pool will be price level "A" throughout the term of the Enrollment. Refer to the Qualifying Government Entity
II\CIOelnOUlm pricing provision for more details on price leveling.
Ons, Cloud Suite Add On
Inlll>lnln""", are not included for Price Leveling, as License quantities are determined by the corresponding Enterprise Online Service(s).
EA[/'\SProciSeIFoflll(WW)(ENC)
CTM
Page 2of2
II Microsoft Volume Licensing
Program Signature Form
MBA/MBSA number
Agreement number 01E73902
Note: Enter the applicable active numbers associated with the documents below. Microsoft
requires the associated active number be indicated here, or listed below as new.
For .the purposes of this form; "Customer" can mean the signirig entity; Enrolled Affiliate,
. Government Partner, Institution, or other party entering into a voh.iin9.licensirig program
.. agreement. .. . . "
This signature form and all contract documents identified in the table below are entered into between
the and as of the effective identified below.
By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read
and understand the above contract documents, including any websites or documents incorporated by
reference and any amendments and (2) agree to be bound by the terms of all such documents.
Customer
Name of Entity (must be legal entity name)" City of South Miami
(§191f:n~f~l!)
TaxlD
" indicates required field
Microsoft Affiliate
Microsoft Corporation
Signature ------------------------------------------------------------
Printed First and Last Name
Printed Title
Signature Date
(date Microsoft Affiliate countersigns)
Agreement Effective Date
(may be different than Microsoft's signature date)
ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Aug2014) Page 1 of2
Optional 2nd Customer signature or Outsourcer signature (if applicable)
Customer
Name of Entity (must be legal entity name)·
Signature· ------------------------------------------------------------
Printed First and Last Name·
Printed Title
Signature Date·
• indicates required field
Outsourcer
Name of Entity (must be legal entity name)·
Signature· ------------------------------------------------------------
Printed First and Last Name·
Printed Title
Signature Date·
• indicates required field
If Customer requires physical media, additional contacts, or is reporting multiple previous Enrollments,
include the appropriate form(s) with this signature form.
After this signature form is signed by the Customer, send it and the Contract Documents to
Customer's channel partner or Microsoft account manager, who must submit them to the following
address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation
copy.
Microsoft Corporation
Dept. 551, Volume Licensing
6100 Neil Road, Suite 210
Reno, Nevada 89511-1137
USA
ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(Aug2014) Page 2 of2
Microsoft
Enterprise Enrollment
Enterprise Enrollment number
(Microsoft to complete)
Previous Enrollment number
(Reseller to complete)
78948402
Volume Licensing
State and Local
Framework ID I I
(if applicable) &.. ________ --1.
"" "" """ """
This Enrollment mustbe attached to a ~ignature form to be valid.
This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form
as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of
the Customer, that entered into the Enterprise Agreement identified on the program signature form.
This Enrollment consists of: (1) these terms and conditions, (2) the terii1sof the Enterprise Agreement
identified on the signature form, (3) the Product Selection Form, (4) ally'supplemental contact information
form or Previous Agreement/Enrollment form that may be required; (5) any order submitted under this
Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. By
entering into this Enrollment, Enrolled Affiliate agrees to be b6undby the terms and conditions of the
Enterprise Agreement.
All terms used but not defined are located at http://www.lnicrosoft.com/licensing/contracts. In the event of
any conflict the terms of this Agreement control.
Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or
more previous Enrollments or agreements, then the effective date will be the day after the first prior
Enrollment or agreement expires or terminates. Otherwise, the effective date will be the date this Enrollment
is accepted by Microsoft. Any reference to 'ianniversary date" refers to the anniversary of the effective date
each year this Enrollment is in effect.
Term. The initial term of this Enrollmentwill expire on the last day of the month, 36 full calendar months
from the effective date of the initial terln. If the Enrollment is renewed, the renewal term will expire 36 full
calendar months after the effective date of the renewal term. Any reference in this Enrollment to "day" will
be a calendar day.
Terms and Conditions
1. Definitions~
Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The
following definitions are used in this Enrollment:
"Additional Product" means any Product identified as such in the Product Terms and chosen by Enrolled
Affiliate under this Enrollment.
"Community" means the community consisting of one or more of the following: (1) a Government, (2) an
Enrolled Affiliate using eligible Government Community Cloud Services to provide solutions to a
Government or a qualified member of the Community, or (3) a Customer with Customer Data that is subject
to Government regulations for which Customer determines and Microsoft agrees that the use of
Government Community Cloud Services is appropriate to meet Customer's regulatory requirements.
Membership in the Community is ultimately at Microsoft's discretion, which may vary by Government
Community Cloud Service.
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 1 of 10
Document X20·12057
"Enterprise Online Service" means any Online Service designated as an Enterprise Online Service in the
Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are
treated as Online Services, except as noted.
"Enterprise Product" means any Desktop Platform Product that Microsoft designates as an Enterprise
Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products
must be licensed for all Qualified Devices and Qualified Users on an Enterprise-wide basis under this
program.
"Expiration Date" means the date upon which the Enrollment expires.
"Federal Agency" means a bureau, office, agency, department or other entity of the United States
Government.
"Government" means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental
capacity.
"Government Community Cloud Services" means Microsoft Online Services that are provisioned in
Microsoft's multi-tenant data centers for exclusive use by or for the Community and offered in accordance
with the National Institute of Standards and Technology (NIST) Special Publication 800-145. Microsoft
Online Services that are Government Community Cloud Services are designated as such in the Use Rights
and Product Terms.
"Industry Device" (also known as line of business device) means any device that: (1) is not useable in its
deployed configuration as a general purpose personal computing device (such as a personal computer), a
multi-function server, or a commercially viable substitute for one of these systems; and (2) only employs an
industry or task-specific software program (e.g. a computer-aided design program used by an architect or
a point of sale program) ("Industry Program"). The device may include features and functions derived from
Microsoft software or third-party software. If the device performs desktop functions (such as email, word
processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance),
then the desktop functions: (1) may only be used for the purpose of supporting the Industry Program
functionality; and (2) must be technically integrated with the Industry Program or employ technically
enforced policies or architecture to operate only when used with the Industry Program functionality.
"Managed Device" means any device on which any Affiliate in the Enterprise directly or indirectly controls
one or more operating system environments. Examples of Managed Devices can be found in the Product
Terms.
"Qualified Device" means any device that is used by or for the benefit of Enrolled Affiliate's Enterprise and
is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running
Windows Pro locally (in a physical or virtual operating system environment), or (2) a device used to access
a virtual desktop infrastructure ("VDI"). Qualified Devices do not include any device that is: (1) designated
as a server and not used as a personal computer, (2) an Industry Device, (3) not a Managed Device. At its
option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used
by or for the benefit of the Enrolled Affiliate's Enterprise as a Qualified Device for all or a subset of Enterprise
Products or Online Services the Enrolled Affiliate has selected.
"Qualified User" means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a
Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access
License or any Enterprise Online Service. It does not include a person who accesses server software or
an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms.
"Reseller" means an entity authorized by Microsoft to resell Licenses under this program and engaged by
an Enrolled Affiliate to provide pre-and post-transaction assistance related to this agreement;
"Reserved License" means for an Online Service identified as eligible for true-ups in the Product Terms,
the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service
available for activation.
"State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any
United States county, borough, commonwealth, city, municipality, town, township, special purpose district,
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 2 of 10
Document X20-12057
or other similar type of governmental instrumentality established by the laws of Customer's state and
located within Customer's state's jurisdiction and geographic boundaries.
'Tribal Entity" means a federally-recognized tribal entity performing tribal governmental functions and
eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian
tribe.
"Use Rights" means, with rE;lspect to any licensing program, the use rights or terms of service for each
Product and version published for that licensing program at the Volume Licensing Site. The Use Rights
supersede the terms of any end user license agreement (on-screen or otherwise) that accompanies a
Product. The Use Rights for Software are published by Microsoft in the Product Terms. The Use Rights for
Online Services are published in the Online Services Terms.
"Volume Licensing Site" means http://www.microsoft.com/licensing/contracts or a successor site.
2. Order requirements.
a. Minimum Order requirements. Enrolled Affiliate's Enterprise must have a minimum of 250
Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for
Enterprise Products or Enterprise Online Services.
(i) Enterprise Commitment. Enrolled Affiliate must order enough Licenses to cover all
Qualified Users or Qualified Devices, depending on the License Type, with one or more
Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise
Online Services (as long as all Qualified Devices not covered by a License are only used
by users covered with a user License).
(ii) Enterprise Online Services only. If no Enterprise Product is ordered, , then Enrolled
Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online
Services.
b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled
Affiliate may order Additional Products and Services.
c. Use Rights for Enterprise ProductS. For Enterprise Products, ita new Product version has
more restrictive use rights than the version that is current at the start of the applicable initial or
renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled
Affiliate's use of that Product during that term.
d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used
on its initial order and on any additional orders.
e. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United
States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be
submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled
Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the
Reseller based on those terms. Throughout this Agreement the term "price" refers to reference
price. Resellers and other third parties do not have authority to bind or impose any obligation
or liability on Microsoft.
f. Adding Products.
(i) Adding new Products not previously ordered. New Enterprise Products or Enterprise
Online Services may be added at any time by contacting a Microsoft Account Manager or
Reseller. New Additional Products, other than Online Services, may be used if an order is
placed in the month the Product is first used. For Additional Products that are Online
Services, an initial order for the Online Service is required prior to use.
(ii) Adding Licenses for previously ordered Products. Additional Licenses for previously
ordered Products other than Online Services may be added at any time but must be
included in the next true-up order. Additional Licenses for Online Services must be ordered
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 3 of 10
Document X20-12057
prior to use, unless the Online Services are (1) identified as eligible for true-up in the
Product Terms or (2) included as part of other Licenses.
g. True-up requirements. Enrolled Affiliate must submit an annual true-up order that accounts
for any changes since the initial order or last order. If there are no changes, then an update
statement must be submitted instead of a true-up order.
(i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the
number of Qualified Devices and Qualified Users (if ordering user-based Licenses) at the
time the true-up order is placed and must order additional Licenses for all Qualified Devices
and Qualified Users that are not already covered by existing Licenses, including any
Enterprise Online Services.
(ii) Additional Products. For Additional Products that have been previously ordered under
this Enrollment, Enrolled Affiliate must determine the maximum number of Additional
Products used since the latter of the initial order, the last true-up order, or the prior
anniversary date and submit a true-up order that accounts for any increase.
(iii) Online Services. For Online Services identified as eligible for true-up in the Product
Terms, Enrolled Affiliate may reserve the additional Licenses prior to use and payment may
be deferred until the next true-up order. Microsoft will provide a report of Reserved
Licenses in excess of existing orders to Enrolled Affiliate and its Reseller. Reserved
Licenses will be invoiced retroactively to the month in which they were reserved.
(iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of
Subscription Licenses at the Enrollment anniversary date on a prospective basis if
permitted in the Product Terms, as follows:
1) For Subscription Licenses that are part of an Enterprise-wide purchase, Licenses may
be reduced if the total quantity of Licenses and Software Assurance for an applicable
group meets or exceeds the quantity of Qualified Devices and Qualified Users (if
ordering user-based Licenses) identified on the Product Selection Form, and includes
any additional Qualified Devices and Qualified Users added in any prior true-up orders.
Step-up Licenses do not count towards this total count.
2) For Enterprise Online Services that are not a part of an Enterprise-wide purchase,
Licenses can be reduced as long as the initial order minimum requirements are
maintained.
3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may
reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate's
use of the applicable Subscription License will be cancelled.
Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true-up
order Enrollment anniversary date and effective as of such date.
(v) Update statement. An update statement must be submitted instead of a true-up order if,
since the initial order or last true-up order, Enrolled Affiliate's Enterprise: (1) has not
changed the number of Qualified Devices and Qualified Users licensed with Enterprise
Products or Enterprise Online Services; and (2) has not increased its usage of Additional
Products. This update statement must be signed by Enrolled Affiliate's authorized
representative.
(vi) True-up order period. The true-up order or update statement must be received by
Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third-
year true-up order or update statement is due within 30 days prior to the Expiration Date,
and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate
may submit true-up orders more often to account for increases in Product usage, but an
annual true-up order or update statement must still be submitted during the annual order
period.
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 4 of 10
Document X20-12057
(vii)Late true-up order. If the true-up order or update statement is not received when due:
1) Microsoft will invoice Reseller for all Reserved Licenses not previously ordered and
2) Subscription License reductions cannot be reported until the following Enrollment
anniversary date (or at Enrollment renewal, as applicable).
h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate
may step-up to a higher edition or suite as follows:
(i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to
the true-up process.
(ii) If step-up Licenses are not included on an initial order, Enrolled Affiliate may step-up
initially by following the process described in the Section titled "Adding new Products not
previously ordered," then for additional step-up Licenses, by following the true-up order
process.
i. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents
submitted with or under this Enrollment, by providing notice by email and a reasonable
opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor
mistakes, unintentional additions and omissions. This provision does not apply to material
terms, such as the identity, quantity or price of a Product ordered.
j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance
with this Enrollment as set forth in the Enterprise Agreement.
3. Pricing.
a. Price Levels. For both the initial and any renewal term Enrolled Affiliate's Price Level for all
Products ordered under this Enrollment will be Level "0" throughout the term of the Enrollment.
b. Setting Prices. Enrolled Affiliate's prices for each Product or Service will be established by its
Reseller. As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft's
prices for Resellers for each Product or Service will be fixed throughout the applicable initial or
renewal Enrollment term. Price levels and Microsoft's prices to Resellers are reestablished at
the beginning of the renewal term. However, if Enrolled Affiliate qualifies for a different price
level during the applicable initial or renewal term, Microsoft may at its discretion establish a
new price level for future new orders either upon Enrolled Affiliate's request or on its own
initiative. Any changes will be based upon price level rules in the Product Selection Form.
4. Payment terms.
For the initial or renewal order, Enrolled Affiliate may pay upfront or elect to spread its payments over the
applicable Enrollment term. If an upfront payment is elected, Microsoft will invoice Enrolled Affiliate's
Reseller in full upon acceptance of this Enrollment. If spread payments are elected, unless indicated
otherwise, Microsoft will invoice Enrolled Affiliate's Reseller in three equal annual installments. The first
installment will be invoiced upon Microsoft's acceptance of this Enrollment and on each Enrollment
anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may
elect to pay annually or upfront for Online Services and upfront for all other Licenses.
5. End of Enrollment term and termination.
a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses
for Products it has used but has not previously submitted an order, except as otherwise
provided in this Enrollment.
b. Renewal Option. At the Expiration Date of the initial term, Enrolled Affiliate can renew
Products by renewing the Enrollment for one additional 36 full calendar month term or signing
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 5 of 10
Document X20-12057
a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form, and
renewal order prior to or at the Expiration Date. The renewal term will start on the day following
the Expiration Date. Microsoft will not unreasonably reject any renewal. Microsoft may make
changes to this program that will make it necessary for Customer and its Enrolled Affiliates to
enter into new agreements and Enrollments at renewal.
c. If Enrolled Affiliate elects not to renew.
(i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any
Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software
Assurance later without first acquiring a new License with Software Assurance.
(ii) Online Services eligible for an Extended Term. For Online Services identified as eligible
for an Extended Term in the Product Terms, the following options are available at the end
of the Enrollment initial or renewal term.
1) Extended Term. Licenses for Online Services will automatically expire in accordance
with the terms of the Enrollment. An extended term feature that allows Online Services
to continue month-to-month ("Extended Term") is available. During the Extended
Term, Online Services will be invoiced monthly at the then-current published price for
Enrolled Affiliate's price level as of the Expiration Date plus a 3% administrative fee for
up to one year. If Enrolled Affiliate does want an Extended Term, Reseller must submit
a request to Microsoft. Microsoft must receive the request not less than 30 days prior
to the Expiration Date.
2) Cancellation during Extended Term. If Enrolled Affiliate has opted for the Extended
Term and later determines not to continue with the Extended Term, Reseller must
submit a notice of cancellation for each Online Service. Cancellation will be effective
at the end of the month following 30 days after Microsoft has received the notice.
(iii) Subscription Licenses and Online Services not eligible for an Extended Term. If
Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as
of the Expiration Date. Any associated media must be uninstalled and destroyed and
Enrolled Affiliate's Enterprise must discontinue use. Microsoft may request written
certification to verify compliance.
d. Termination for cause. Any termination for cause of this Enrollment will be subject to the
"Termination for cause" section of the Agreement. In addition, it shall be a breach of this
Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government
Community Cloud Services fails to meet and maintain the conditions of membership in the
definition of Community.
e. Early termination. Any Early termination of this Enrollment will be subject to the "Early
Termination" Section of the Enterprise Agreement.
For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an
Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid
in advance for the period after termination.
6. Government Community Cloud.
a. Community requirements. If Enrolled Affiliate purchases Government Community
Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and
agrees to use Government Community Cloud Services solely in its capacity as a
member of the Community and, for eligible Government Community Cloud Services,
for the benefit of end users that are members of the Community. Use of Government
Community Cloud Services by an entity that is not a member of the Community or to
provide services to non-Community members is strictly prohibited and could result in
termination of Enrolled Affiliate's license(s) for Government Community Cloud
Services without notice. Enrolled Affiliate acknowledges that only Community
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 6 of 10
Document X20-12057
members may use Government Community Cloud Services.
b. All terms and conditions applicable to non-Government Community Cloud Services
also apply to their corresponding Government Community Cloud Services, except as
otherwise noted in the Use Rights, Product Terms, and this Enrollment.
c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and
corresponding non-Government Community Cloud Services in the same domain.
d. Use Rights for Government Community Cloud Services. For Government
Community Cloud Services, notwithstanding anything to the contrary in the Use
Rights:
(i) Government Community Cloud Services will be offered only within the United
States.
(ii) Additional European Terms, as set forth in the Use Rights, will not apply.
(iii) References to geographic areas in the Use Rights with respect to the location of
Customer Data at rest, as set forth in the Use Rights, refer only to the United
States.
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 7 of 10
Document X20-12057
Enrollment Details
1. Enrolled Affiliate's Enterprise.
a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate's
Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of
Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities.
Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise
to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the
Enterprise to include the largest number of Affiliates:
I!I Enrolled Affiliate only
o Enrolled Affiliate and all Affiliates
o Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be included
if fewer than all Affiliates are to be included in the Enterprise):
o Enrolled Affiliate and all Affiliates, with following Affiliate(s) excluded:
b. Please indicate whether the Enrolled Affiliate's Enterprise will include all new Affiliates acquired
after the start of this Enrollment: Exclude future Affiliates
2. Contact information.
Each party will notify the other in writing if any ofthe information in the following contact information page(s)
changes. The asterisks (*) indicate required fields. By providing contact information, Enrolled Affiliate
consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties
that help administer this Enrollment. The personal information provided in connection with this Enrollment
will be used and protected in accordance with the privacy statement available at
https:llwww.microsoft.com/licensing/servicecenter.
a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled
Affiliate's Enterprise. This contact is also an Online Administrator for the Volume Licensing
Service Center and may grant online access to others. The primary contact will be the default
contact for all purposes unless separate contacts are identified for specific purposes
Name of entity (must be legal entity name)'" City of South Miami
Contact name'" First Steven Last Kulick
Contact email address'" skulick@southmiamifl,gov
Street address'" 6130 Sunset Drive
City'" South Miami
State/Province'" FL
Postal code'" 33143-5040-
(For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx)
Country'" United States
Phone'" 305-663-6339
TaxlD
* indicates required fields
b. Notices contact and Online Administrator. This contact (1) receives the contractual notices,
(2) is the Online Administrator for the Volume licensing Service Center and may grant online
access to others, and (3) is authorized for applicable Online Services to add or reassign
Licenses and step-up prior to a true-up order.
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 8 of 10
Document X20-12057
~ Same as primary contact (default if no information is provided below, even if the box is not
checked).
Contact name* First Steven Last Kulick
Contact email address* skulick@southmiamifl,gov
Street address* 6130 Sunset Drive
City* South Miami
State/Province* FL
Postal code* 33143-5040-
(For U.S. addresses, please provide the zip + 4, e.g. xxxxx-xxxx)
Country* United States
Phone* 305-663-6339
Language preference. Choose the language for notices. English
o This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives
personally identifiable information of the Customer and its Affiliates.
* indicates required fields
c. Online Services Manager. This contact is authorized to manage the Online Services ordered
under the Enrollment and (for applicable Online Services) to add or reassign Licenses and
step-up prior to a true-up order.
D Same as notices contact and Online Administrator (default if no information is provided
below, even if box is not checked)
Contact name*: First Steven Last Kulick
Contact email address* skulick@southmiamifl.gov
Phone* 305-663-6339
o This contact is from a third party organization (not the entity). Warning: This contact
receives personally identifiable information of the entity.
* indicates required fields
d. Reseller information. Reseller contact for this Enrollment is:
Reseller company name* SHllnternational Corp.
Street address (PO boxes will not be accepted)* 290 Davidson Ave
City* Somerset
State/Province* NJ
Postal code* 08873
Country* United States
Contact name* Matt Leopold
Phone* 888-764-8888
Contact email address* msteam@shLcom
* indicates required fields
By signing below, the Reseller identified above confirms that all information provided in this
Enrollment is correct.
Signature* _________________________ _
Printed name*
Printed title*
Date*
* indicates required fields
Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with
each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the
Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 9 of 10
Document X20-12057
other party using a form provided by Microsoft at least 90 days prior to the date on which the
change is to take effect.
e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental
Contact Information form. Otherwise, the notices contact and Online Administrator remains
the default.
(i) Additional notices contact
(ii) Software Assurance manager
(iii) Subscriptions manager
(iv) Customer Support Manager (CSM) contact
3. Financing elections.
Is a purchase under this Enrollment being financed through MS Financing? D Yes, ~ No.
If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to
finance any associated taxes, it must pay these taxes directly to Microsoft.
EA2015EnrGov(US)SLG(ENG)(Aug2015) Page 10 of 10
Document X20-12057
II Microsoft Volume Licensing
Enterprise
Sub 250 Program
Amendment ID W29
This amendment ("Amendment") is entered into between the parties identified on the attached program
signature form. It amends the Enrollment or Agreement identified above. All terms used but not defined
in this Amendment will have the same meanings provided in that Enrollment or Agreement.
The parties agree that the Enrollment is amended as follows:
1. On the first page of the Enrollment, the following is added after the
second paragraph:
By entering into this Enrollment, the Enrolled Affiliate agrees that (1) it also has 250 or 1110reQualified
Devices or Qualified Users; or (2) as a condition of entering into this Enrollment with 25.-249 Qualified
Devices or Qualified Users, Enrolled Affiliate has elected not to receive CD ROMs as part of the
Enrollment and therefore no CD ROMs will automatically be shipped. If Enrolled}~ffiliate is enrolling
with 25-249 Qualified Devices or Qualified Users and it would like to receive. CD ROM Kits and updates,
Enrolled Affiliate may order these through its Reseller for a fee. .. . .
The submission of this Amendment can only be placed against a2011 Enterprise Agreement or an
Enrollment that has the Updated EA Amendment terms and conditions applied. The submittal of this
Amendment may not be contingent on submittal of a new EnterpriseAgreement.
2. Section 2a of the Enrollment titled 1I0r derRequirements", is
hereby amended and restated in its entirety with the following:
a. Minimum Order Requirements, Enrolled Affiliate's Enterprise must have a minimum of
25 Qualified Users or Qualified Devices.
(i) Initial Order. Initial order must include at least 25 Licenses from one of the four groups
outlined in the Product Selection Form.
(ii) If choosing Enterp~ise Products. If choosing Enterprise Products in a specific group
outlined in the Product Selection Form, Enrolled Affiliate's initial order must include an
Enterprise-wide selection of one or more Enterprise Products or a mix of Enterprise
Products and corresponding Enterprise Online Services for that group.
(iii) Additional Products. Upon satisfying the minimum order requirements above,
Enrolled Affiliate may order Additional Products.
(iv) Country of Usage. Enrolled Affiliate must specify the countries where Licenses will
be. used on its initial order and on any additional orders.
3. Software Assurance renewal.
Renewing Software Assurance: If Enrolled Affiliate will be renewing Products
Software Assurance coverage from a separate agreement, check this box. D
By checking the above box, a new section is added to the Enrollment entitled "Software Assurance
addition."
Enrolled Affiliate is permitted to and will include in its initial order under this Enrollment Software
Assurance quantities from eligible Program's identified in the table below, even though Enrolled Affiliate
is not otherwise eligible to order such Software Assurance without simultaneously ordering a License.
Enrolled Affiliate agrees that any perpetual Licenses received through the New Software Assurance
shall supersede and replace the underlying Licenses, and the underlying Licenses are not to be
EAEnrAmend(Sub250)(1 nd)(ENG)(Apr2015) Sub 250 Enterprise Enrollment
W29
W
Page 1 of 2
transferred separately from any License.s received through the New Software Assurance. Any remaining
payment obligations with respect to the underlying Licenses shall continue in effect.
Except for changes made by this Amendment, the Enrollment or Agreement identified above remains
unchanged and in full force and effect. If there is any conflict between any provision in this Amendment
and any provision in the Enrollment or Agreement identified above, this Amendment shall control.
. . .. . .. .
. This Amendment mustbeattachedtoa signature form to be valid.
EAEnrAmend(Sub250)(lnd)(ENG)(Apr2015) Sub 250 Enterprise Enrollment
W29
W
Page 2 of2
ATTACHMENT B
CONTRACT PRICE
State Term Contract No. 4323000-15-02
Thomas F. Pepe -01-11-16
Page 6 of6
MIAMI DADE COUNTY
John Concepcion
5680 SW 87th Ave
Miami
FL
33173
Phone: (305) 596-8368
Fax: (305) 596-1996
Email: jnc@miamidade.gov
AII Prices are in US Dollar (USD)
Product
Windows Enterprise -Upgrade & software assurance -1 license -Select Plus -
Single Language
Microsoft -Part#: KV3-00367
Product ID: 30753968
Note: Will require a new Select Plus enrollment before you order.
Additional Comments
Microsoft State Contract 43230000-15-02
Pricing Proposal
Quotation #: 12396182
Reference #: City of South Miami Police
Created On: Oct-19-2016
Valid Until: Nov-18-2016
Account Representative
Jarrett Taranto
290 Davidson Avenue
Somerset, NJ 08873
Phone: 800-543-0432
Fax: 732-868-6055
Email: Jarrett_ Taranto@shLcom
Qty Your Price
50 $234.60
Total
$11,730.00
Total $11,730.00.
To process your order, you can e-mail your request to floridateam@shLcom. You can also fax it to 732-868-6055. Please include a
contact e-mail address on all orders, as this is required by most vendors. Thanks!
*Are you interested in increasing employee productivity, conserving network bandwidth and protecting against today's complex
web-based security threats, such as malicious code and keyloggers? If so, please call us to discuss how the Websense web and
email filtering product offerings can help. Or, download a free trial version today at www.websense.com/shi.
SHI Fed 10# 22-3009648
SHI is a Certified Minority (Asian-Pacific) Large Account Reseller, specializing in the sale and distribution of academically priced
software, services, and hardware from a myriad of manufacturers ... including Microsoft, Symantec/Veritas, Adobe,Trend Micro,
Corel, McAfee, Novell, HP, CA, Inspiration, Riverdeep, Kingston and more.
The Products offered under this proposal are subject to the SHI Return Policy posted at www.shi.comlreturnpolicv. unless there is
an existing agreement between SHI and the Customer.
City of South Miami
Steven Kulick
6130 Sunset Drive
Police Dept, 2nd Fir
Miami, FI33143
United States
Phone: 305/663-6339
Fax:
Email: skulick@southmiamifl.gov
A11 Prices are in US Dollar (USD)
Product
Off365PE3 ShrdSvr ALNG SubsVL MVL PerUsr
Microsoft -Part#: AAA-10842
2 CCALBrdg0365 Alng MonthlySub Per User
Microsoft -Part#: AAA-12414
3 WlNE3perDVC ALNG LiclSA MVL
Microsoft -Part#: KV3-00368
Additional Comments
Pricing Proposal
Quotation #: 12152404
Created On: 9/6/2016
Valid Until: 11130/2016
Inside Account
Exectuive
Bryan Hunt
290 Davidson Ave
Somerset, NJ 08873
Phone: 800-477-6479
Fax: 800-477-6479
Email: Bryan_Hunt@shi.com
Qty Your Price
25 $203.16
25 $18.36
25 $40.64
Total
$5,079.00
$459.00
$1,016.00
Total $6,554.00
To process your order, you can e-mail your request to f1oridateam@shi.com. You can also fax it to 732-868-6055. Please include a
contact e-mail address on all orders, as this is required by most vendors. Thanks!
*Are you interested in increasing employee productivity, conserving network bandwidth and protecting against today's complex
web-based security threats, such as malicious code and keyloggers? If so, please call us to discuss how the Websense web and
email filtering product offerings can help. Or, download a free trial version today at www.websense.com/shi.
SHI Fed 10# 22-3009648
SHI is a Certified Minority (Asian-Pacific) Large Account Reseller, specializing in the sale and distribution of academically priced
software, services, and hardware from a myriad of manufacturers ... including Microsoft, Symantec/Veritas, Adobe,Trend Micro,
Corel, McAfee, Novell, HP, CA, Inspiration, Riverdeep, Kingston and more.
The Products offered under this proposal are subject to the SHI Return Policy posted at www.shi.comlreturnpolicv. unless there is
an existing agreement between SHI and the Customer.
RESOLUTION NO. 166-16-14721
A Resolution authorizing the City Manager to negotiate and enter into an
agreement with PNC Strategies, an authorized Florida subcontractor of HP
Inc., for the purchase thirty fIVe (35) GETAC laptops and installation for the
South Miami Police Department funded largely by federal forfeiture.
WHEREAS, the Police Department is required to maintain communications and computer
equipment in order to enforce the laws of the State of Florida to provide for the public's safety, disaster relief
and homeland security, thereby making our community safer, and
WHEREAS, the Police Department has initiated a project to purchase the latest technology which
offers more mobility and fun~onality as recomme~ded by the City's Information Technology experts, and
WHEREAS, the Police Department has initiated a project to replace all patrol issued laptops with
ruggedized computers, and
WHEREAS, the purchase is through a State of Florida Alternate Contract Source agreement no.
43211500-WSCA-15-ACS for Computer Equipment from PNC Strategies, an authorized Florida
subcontractor of HP Inc., and
WHEREAS, the majority of funding for this request will come from Federal Forfeiture. ,
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF
THE CITY OF SOUTH MIAMI, FLORIDA:
Section I: The City Manager is authorized to negotiate and enter into an agreement with PNC
Strategies, an authorized Florida subcontractor of HP Inc .• through a State of Florida Alternate Contract
Source no. 4321 I 500-WSCA-1 5-ACS for the purchase of GETAC laptops and mounting hardware for an
amount not to exceed $159.888 for the South Miami Police Department from account #615-1910-521-5205
(Federal Forfeiture) and expend $9,350 to Safe & Sound for installation of said equipment from account:#OOl-
1910-521-5210 (Police Supplies)
Section 2: Severability: If any section, clause, sentence, or phrase of this resolution is for any
reason held invalid or unconstitutional by a court of competent jurisdiction, this holding shall not affect the
validity of the remaining portions of this resolution.
Section 3: This resolution shall take effect immediately upon approval.
PASSED AND APPROVED this 6 th day of September ,2016.
1:J~ MA~
COMMISSION VOTE:
Mayor Stoddard:
Vice Mayor Welsh:
Commissioner Liebman:
Commissioner Edmond:
Commissioner Harris:
4-0
absent
Yea
Yea
Yea
Yea
To:
fROM:
DATE:
SUBJECT:
Badqp'Ound:
Expense:
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER-OFFICE MEMORANDUM
The Honorable Mayor & Members of the City Commission
Steven Alexander, City Manager
September 6, 2016 I
A Resolution authorizinl the City Man .. er to neptiate and
enter into an qreement with PNC Strateaies, an. authorized
Florida subcontractor of HP Inc., for the purchase thirty five
(35) GETAC laptops and Installation for the South Miami Police
Departlnent fancied I.,." by federal forfeiture.
The Police Department wishes to purchase thirty five (35) GETAC ri.aedized
. laptops. Duri.. the last year and a half the Police Department began
researching different options for purchasing tablets and laptops based on
recommendations from Miami-Dade County Information Technology
Department (lTD). The City Pollee Department budgeted $160.000 ~
Federal Forfeiture monies to assist in funding the purchase of new
Iaptophablets for police officers and wish to purchase, the thirty five (35)
tablets utilizing Fedenl Forfeiture and available funds from FY 2016 budget.
The Police Department also wishes to expend $9.350 for installation of
. computer mounts In the police vehicles.
The Police Department over the years has encountered several obstacles In
Initiating a fully functional GPS tracking system as well utilizing equipment to
withstand the rigors of operating in a police vehicle. It was determined by lTD
that numerous GPS problems were directly related to the use of a different
variations of Dell laptops. therefore, it was recommended utilizing semi.ruged
or rugged computers would improve the longevity over currently utilized
laptops.
Upon researching the different options available, the Police Department will be
fully utilizing the GETAC VIIO ruggedized laptops. These laptops are fully
solid state and has a full three (3) year warranty. The laptops also come
equipped with a built in GPS which will resolve the aforementioned issues. The
purchase of theSe tablets will be made by utilizing a State of Florida Alternate
Contract Source agreement No. 43211500-WSCA·15·ACS and from PNC
Strategies. an authorized Florida subcontractor of HP Inc.
$169,238
Accounts:
Attachments:
615-1910-521-5205 ($159.888) Federal Forfeiture
001-1910-521-5210 ($9.350) Police Supplies
Resolution
HPQuote
Installation Quotes
Piggyback Agreement
Florida Approved HP Inc., Subcontractor Usting
State of Rorida Alternate Contract Source Participating Addendum l"
.. •