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Res No 118-19-15390RESOLUTION NO: 1 18 -19 -15 3 9 0 A Resolution authorizing the City Manager to amend the City's piggyback agreement with Compuquip Technologies, LLC dated November 16, 2016 to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and South Miami Police Department. WHEREAS, the City and the South Miami Police Department previously installed the Check Point firewall appliances and were placed into service by the City's IT provider, Miami -Dade County ITD; and WHEREAS, Miami -Dade County ITD determined that the South Miami Police Department must be isolated onto a dedicated and separate firewall in order to comply with new U.S. Department of Justice, Federal Bureau of Investigation (FBI) and Criminal Justice Information Services (CJIS) Division security policies; and WHEREAS, annual maintenance and support renewal agreements for the City and Police were adjusted to be co -terminus; both terming out with the same end date to better manage the support agreements; and WHEREAS, the purchase will be made through an amendment to the piggyback agreement with Compuquip Technologies, LLC through a State of Maryland agreement "Hardware and Associated Equipment & Services Contract No. 060132490022, expiring November 14, 2028; and WHEREAS, the combined cost for the Maintenance and Support Renewal Agreements for the City and South Miami Police Department shall not exceed $35.091.17, ($23,630.39, City and $11,460.78, Police), and will be charged to the Fiscal Year 2019 - 2020 Internet Maintenance Account No. 001-1340-513-4634 with a proposed balance of $114,939 before this request was made. NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA; Section 1. The City Manager is authorized to amend the City's piggyback agreement with Compuquip Technologies, LLC dated November 16, 2016 to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and South Miami Police Department. The combined cost for both maintenance and support agreements shall not exceed $$35.091.17 and will be charged to the Fiscal Year 2019-2020 Internet Maintenance Account. A copy of the Amendment to the Piggyback Agreement is attached. 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 Page 1 of 2 Resolution No.118-19-15390 jurisdiction, this holding shall not affect the validity of the remaining portions of this resolution. Section 3. Effective Date: This resolution shall take effect immediately upon enactment. PASSED AND ADOPTED this 17th day of September, 2019 ATTEST: CITY CL gK READ AND P OVED AS TO FORM, LANGUA GALITY A0bEXlTUTI NEY APPROVED: COMMISSION VOTE: 5-0 Mayor Stoddard: Yea Vice Mayor Harris: Yea Commissioner Welsh: Yea Commissioner Liebman: Yea Commissioner Gil: Yea Page 2 of 2 Agenda item No:3. City Commission Agenda item Report Meeting Date: September 17, 2019 Submitted by: Steven Kulick Submitting Department: Finance Department Item Type: Resolution Agenda Section: Subject: A Resolution authorizing the City Manager to amend the City's piggyback agreement with Compuquip Technologies, LLC dated November 16, 2016 to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and South Miami Police Department. 3/5 (City Manager -Finance Dept.) Suggested Action: Attachments: CM Memo Maintenance & Support Renewal 8.14.19.docx Resolution Maintenance and Support Renewal 8.14.19.docx Amendment No 2 PIGGYBACK CONTRACT FOR HARDWARE AND ASSOCIATED SERVICES 8.14.19.pdf Amendment No. 1 Piggyback Compuquip.pdf Res No 228-16-14783.pdf CITY OF SOUTH MIAMI FFICE OF THE CITY MANAGER SouthfM i am i INTER -OFFICE MEMORANDUM THE CITY OF PLEASANT LIVING To: The Honorable Mayor & Members of the City Commission FROM: Steven Alexander, City Manager DATE: September 17, 2019 SUBJEcr: A Resolution authorizing the City Manager to amend the City's piggyback agreement with Compuquip Technologies, LLC dated November 16, 2016 to purchase annual maintenance and support renewal agreements for the Check Point firewall software appliances for the City and South Miami Police Department. BACKGROUND: The City and the South Miami Police Department previously installed the Check Point firewall appliances and were placed into service by the City's IT provider, Miami -Dade County ITD. With respect to the Police Department, ITD determined that City of South Miami Police must be isolated onto a dedicated and separate firewall in order to comply with new U.S. Department of Justice, Federal Bureau of Investigation (FBI) and Criminal Justice Information Services (CJIS) Division security policies. This is to ensure law enforcement complies with CJIS Security Policy and integrates with presidential directives, federal laws, FBI directives and Criminal Justice Community's Advisory Policy Board decisions along with national recognized guidance from the National Institute of Standards and technology. The annual maintenance and support renewal agreements for the City and Police were adjusted to be co -terminus; both terming out with the same end date to better manage the support agreements. The purchase will be made through an amendment to the piggyback agreement with Compuquip Technologies, LLC through a State of Maryland agreement "Hardware and Associated Equipment & Services Contract No. 06092490022, expiring November 14, 2028. ACCOUNT: The expenditure of $35,091.17; ($23,630.39, City and $11,460.78, Police) shall be charged to the Fiscal Year 2019-2020 Internet Maintenance account number 001-1340-513-4634 which has a proposed balance of $114,939 before this request was made. 2 South(etMiami ATTACHMENTS: CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER -OFFICE MEMORANDUM Resolution Amendment No. 2 to Piggyback Agreement Amendment No. 1 to Piggyback Agreement Resolution 228-16-147783 Piggyback Contract, Compuquip Technologies 3 DocuSign Envelope ID: 82CD3DBA-69BF4863-8E19-89B1ED145OF2 PIGGYBACK CONTRACT FOR HARDWARE AND ASSOCIATED EQUIPMENT & SERVICES Amendment No. 2 THIS AMENDMENT made and entered into this 17 day of September 2019 by and between the City of South Miami, a Florida municipal Corporation by and through its City Manager (hereinafter referred to as "City") and Compuquip Technologies, LLC, (hereinafter referred to as "Contractor," an authorized reseller for Check Point, LTD. The purpose of Amendment No. 2 to the piggyback agreement dated November 16, 2016 between Contactor and City is to include Annual Maintenance and Support for the Check Point Firewall Appliance for both the City and South Miami Police Department. The terms, products and services encompassed in this amendment are in accordance with the State of Maryland Contract #060B2490022-2015 between Contractor and the State of Maryland. PRICING: Pricing for the Check Point Firewall Appliance is referenced as Exhibit 1, "Contractor Check Point Quotations," #0-0100-1 & 0-01001-2 and shall be in accordance with the State of Maryland Contract #060B2490022-2015. TERMS: All terms and conditions shall apply in the contract between Contractor and the State of Maryland Contract #060132490022-2015, expiring Novemberl4, 2028. The City, at its sole discretion, may terminate or cancel all services provided by Contractor without notice or penalty. 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. Compuqui) Technologies, LLC: O uftnea b,: By UMEFMCFIa 0_ Dl rector or Finance (type name and title of signatory above) ATTEST: 1 By: N' — .1 NkengkA. Payne, MC City Clerk CI MIAMI By: ven Alexander City Manager DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED1450F2 Read and Approved as to Form, Language, Legality and Execution Thereof. 0 Thomas F. Pepe City Attorney 1 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1 ED1450F2 EXHIBIT 1 PIGGYBACK CONTRACT FOR HARDWARE AND ASSOCIATED EQUIPMENT & SERVICES CONTRACTOR CHECK POINT QUOTATIONS • QUOTE #Q-01001-1 • QUOTE #Q-01001-2 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED1450F2 COMPUQUIP CYBERSECURITY Compuquip Cybersecurity 2121 Ponce De Leon Blvd, Suite 530 Coral Gables, FL 33134 US Phone: (786) 641-5437 Fax: (413) 280-6742 Ship To Steven Kulick Chief Procurement Officer City of South Miami 6130 Sunset Drive South Miami, FL 33143 United States (305) 663-6339 skulick@southmiami8.com Section 1 - Check Point Maintenance - Police - 1 Year Quotation Quote #: Q-01001-1 Quote Date: 8/7/2019 Expires On: 10/15/2019 Luis Santiago (954)520-6487 IsanGago@compuquip.com Send PO to: order@compuquip.com Bill To City of South Miami 6130 Sunset Drive South Miami, FL 33143 United States Accounts Payable OTY PART 17 DESCRIPTION UNIT PRICE EXTENDED 1 CPESSSPREMIUM-ADD Check Point- Enterprise Premium 7 it 24 Pbone support for 3100 Next Gmeri Threat S6W.88 $686.88 Prevention Appliance for High Availability- Mac address: 00:1 C:7F:86:21:51 - Period of performenw is: 10101/19-1123/20 1 CPES-53-PREMWM-AOD Check Paint- Enterprise Premium 7 x 24 Phone support for 3100 Next Generation Threat 5858.38 S858.38 Prevention Appliance - Mac address: 00:1C7F:86:21:5D- Period of performance Is: 10/01/19.11/2320 1 CPESSS-PREMIUM-AOO Check Point- Enterprise Premium 7 x 24 Phone support for 3100 Hand Generation Threat S858.38 SB58.38 Prevention Appian - Mac address: 110:1 C:7F:87:BRCF - Period of performance is: 10101119-11/2320 1 CPESSS-PREMIUM-ADD Check Point- Enterprise Premium 7 x 24 Phone support for 3100 Nerd Generation Threat S686.88 S686.88 Prevention Appliance for High Availability- Mac address: 00:1 C:7F:87:C2:48 - Pend of performance is: 101 19-112320 1 CPEB!' dGTP Check Point - Enterprise abuse PMteCbDn- Next Generation Threat Prevention Parings S1,BW.25 $1,8W.25 Including IPS, APCL, URLF, AV, MOT and ASPM blades for CPAP-SG3100-NGTP-HA - Mac Address: W:iC:7F:86:21:51- Pained of performance is: 1=111511/2320 1 CPESP-NGTP Check Paint- Enterprise Based Protection- Hard Generation Threat Prevention Package S2,324.88 S2.n4.W Includes IPS, APCL, URLF, AV, MOT and ASPM blades for CPAPSG3101"GTP- Mac Acdoen: 001C:71i:86:21:50 - Period of performance is: 1=1/19-1123/20 1 CPEBP-NGTP Check Point- Enterprise Based Protection- Next Generation Threat PrevenOm Packago 52,324.W S2,324.88 Including IPS, APCL, URLF, AV, MOT and ASPM blades for CPAPSG31 W-NGTP - Mac Morass: 00:iC:7F:87:BC:CF-Period of performance is: 10101119-112320 r CPEBP-NGTP Cheri Paint- Enterprise Based Protection- Haiti Generation Threat Prevention Package 51.860.25 S1,BW.25 Including IPS, APCL, URLF, AV, MOT and ASPM blades for CPAPSG3100-NGTP-HA - Mae Address: W:1C:7F:87:C2:40- Period of peRomrence is: 10N1/131123120 Section l- Check Point Maintenance-Police-1 Year TOTAL: S11,4W.78 Page 1 of 5 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1 ED1450F2 Police Department Renewal State of Maryland Contract #060132490022-2015 hffp://www.doit.state.md.us/itmctmcDetails.aspx?mclD=84&smc=l 3 Signature: Name (Print): Effective Date: 1 / Title: THANK YOU FOR YOUR BUSINESSI Page 2 of 5 TOTAL: $11.460.78 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED145OF2 COMPUQUIP TECHNOLOGIES, INC. - SERVICES TERMS & CONDITIONS TERM: This Agreement is effective upon acceptance by an executive officer of Compuquip Technologies, LLC. dba Compuquip Cybersecurity (the "Company"), and shall continue until the services to be performed hereunder (the "Services") are performed or this Agreement is otherwise terminated pursuant to the terms hereof. Either Company or Customer may terminate this Agreement without cause upon sixty (60) days prior written notice to the other, in which case Company shall, in its sole discretion, determine its costs through the effective date of termination, and its percentage of completion of the Services, and determine what, if any, amounts are due back to Customer. Upon the termination of this Agreement and/or upon completion of the performance of the obligations set forth herein, the parties shall have no further obligations hereunder. The rights and obligations of the parties hereto shall survive termination of this Agreement to the extent necessary to preserve the intent of the parties. TIME OF PERFORMANCE: Unless otherwise stated in this Agreement, the Services will be provided from time to time during the term hereof between the hours of eight (8) a.m. and five (5) p.m. Monday through Friday, excluding holidays. Any Services performed outside this time period will be billed at Company's rate in effect at that time for services comparable to the Services performed. RESPONSIBILITY: (a) Access. Customer shall provide access to the Customer's facilities where its computer systems are maintained and adequate and suitable facilities and space for Company's personnel to work at the Location and on such computer systems. If Company determines that the Services require Company to remotely access Customer's computer systems, Customer agrees that it shall also provide Company with all information requested by Company in order to remotely access Customer's computer systems. (b) Representations and Warranties. In conjunction with the performance of the Services, Customer represents and warrants that (i) Customer has full right, power, and authority to consent to have the Services listed on the first page performed; and (ii) the execution, delivery and performance of this Agreement does not or will not violate or cause a breach default under: (A) the governing charter or organizational documents of Customer; (B) any agreement, lease, mortgage, license or other contract to which Customer is a party; or (C) any law, rule, regulation, order, decree or consent action by which Customer is bound or to which it is subject. Customer shall defend Company if the performance of the Services under this Agreement infringes any patent or copyright registered in the United States, trademark, trade secret or other intellectual property right. Subject to the conditions and limitations of liability stated in this Agreement, Customer shall indemnify and hold harmless Company against any such claims and shall pay any costs or damages and expenses (including attorney's fees) finally awarded against Company by a court of law, agreed to in settlement or awarded by any other body or person authorized under law or contract to award such damages. Customer also acknowledges and agrees that the providing of the Services may in some circumstances result in the disruption of services at such site(s) or loss or damage to software or hardware. Consequently, Customer agrees that it is Customer's responsibility to perform backups of data on all devices connected to Customer's IP addresses and/or domain names prior to Company providing the Services. Customer further assumes the risk for all damages, losses, and expenses resulting from the Services. Upon Customer's prior written request, Company will (at an additional cost to Customer), attempt to save any data and programs on Customer's computer systems that will be utilized by Company in the performance of the Services. (c) Limitations on Liability. The Services are being provided "as is" without any warranty of any kind. Without limiting the foregoing, Company makes no warranty whatsoever that the Services will be error -free, free from interruption or failure, or secure from unauthorized access, or that it will detect every vulnerability to Customer's network, or that the results generated by the Services, will be error -free, accurate, or complete. The Services may become unavailable due to any number of factors including scheduled or unscheduled maintenance, technical failure of the software, telecommunications infrastructure, or the Internet. This limitation shall apply regardless of whether (i) Company determines that Customer's Page 3 of 5 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED145OF2 systems are deemed "secure", (ii) Customer performs such modifications to its systems as Company reasonably suggests in order for its systems to be deemed "secure", or (iii) otherwise. Without limiting the foregoing, Company expressly disclaims all warranties, whether express, implied or statutory, and includes but not limited to the warranties of merchantability, fitness for a particular purpose, title, and non -infringement of third party rights. Under no circumstances shall Company be liable to Customer or anyone claiming through or under Customer for any loss of profits, loss of data, equipment downtime, loss of goodwill, or for any indirect, incidental, exemplary, consequential, punitive or special damages relating to or arising out of this agreement, even if Company has been notified or the possibility of such loss or damage. The limitations of liability in this section shall apply to claims of every kind, whether based upon contract law, tort law, or otherwise, even if these limitations have the effect of exculpating Company from responsibility for its own negligence, fault, or other conduct. THE LIABILITY OF COMPANY FOR DAMAGES OR MONETARY PAYMENTS OF ANY NATURE WHETHER FOR BREACH OF WARRANTY, NONPERFORMANCE OR OTHERWISE SHALL IN NO EVENT EXCEED THE SUMS ACTUALLY PAID TO COMPANY BY CUSTOMER THEREUNDER. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law. This section shall survive any termination or expiration of Customer's agreement with Company. Customer acknowledges that this limitation on liability was specifically bargained for and is acceptable to Customer. Further, Customer's willingness to agree to the limitations contained in this section was material to Company's agreement to enter into this Agreement. (d) Force Majeure. Company shall not be responsible for failure to render any Services hereunder due to causes beyond its control, including, but not limited to, work stoppages, fires, civil disobedience, riots, rebellions, floods, war, acts of terrorism, delays in transportation, accident, failure of Customer to provide a suitable operating environment for Company, hardware malfunctions caused by defects in software or otherwise, failure of Customer to allow Company access to its computer system, acts of God and other similar occurrences. PAYMENTS : The Customer shall pay Company the total fees as set forth herein for the Services by: (i) an initial deposit in the amount agreed upon by the parties upon execution of this Agreement, if any; and (ii) payment of the full amount of the balance of the total fees on or before the date the Company begins the Services. Any Services provided to Customer by Company, which are not included under this Agreement, will be charged to the Customer at Company's then applicable rates and terms, and Customer agrees to pay all such charges on or before thirty (30) days after the date of Company's written invoice(s) for same. Company will have no obligation to perform any services for Customer, whether included in this Agreement or otherwise, unless all charges, fees, and taxes for Services rendered under this Agreement have been paid in full by Customer when due. In the event of non-payment of any sum due and owing under this Agreement, Company shall have the right to suspend or immediately terminate all Services and other services, without notice, and may determine whether or not to reinstate any Services upon receipt of payment in full of all sums owed. HIRING OF COMPANY'S EMPLOYEES: In the absence of Company's prior written consent, and for a period of twelve (12) months after the expiration or termination of this Agreement, for any reason whatsoever, Customer agrees not to hire or engage, directly or indirectly, any person who, at any time during the twelve (12) months immediately preceding such hiring or engagement, was an employee of Company employed to perform the Services or other services similar to the Services for any customer of Company. Company and Customer agree that the damages from a breach of this Section would be difficult to ascertain. Therefore, in the event Customer breaches this provision, Customer agrees to pay Company, as liquidated damages and not as a penalty, a sum equal to twenty-four (24) months' pay for each former employee of Company hired by Customer, at the rate paid by Company for the last full month of such employee's employment with Company. In addition, Company shall be entitled to temporary and permanent injunctions in order to prevent or restrain any such violation of this Section by the Customer or its partners, agents, representatives, servants, employers, employees and any and all persons directly or indirectly acting for or with the Customer. These remedies shall be in addition to, and not in limitation of, any other rights or remedies provided to Company hereunder or available to Company at law or in equity. Page 4 of 5 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED1450F2 TAXES: Customer will be responsible for payment of all taxes, except for income taxes, imposed upon Company by taxing authorities by reason of the delivery of the Services. NOTICES: Customer will be responsible for payment of all taxes, except for income taxes, imposed upon Company by taxing. authorities by reason of the delivery of the Services. MISCELLANEOUS: (a) This constitutes the entire Agreement between Company and Customer with respect to the delivery of the Services and no representation or statement not contained herein shall be binding upon Company or Customer unless in writing and executed by the party to be bound thereby. (b) This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. (c) This Agreement shall be governed by and construed in accordance with the laws of the State of Florida including all matters of contraction, validity, performance, and enforcement. (d) This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original and of equal force and effect. (e) This Agreement and obligations of the Customer are not assignable without the prior written consent of Company. Any attempt to assign any rights, duties, or obligations, which arise under this Agreement without such consent, will be void. (f) If any provisions of this Agreement shall be held to be invalid, illegal, or unenforceable; the validity, legality and enforceability of the remaining provisions shall not in any away be affected or impaired thereby. ARBITRATION AND FEES: Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction. Such arbitration shall be held in Miami, Florida. As part of the award of any arbitration, the Arbitrator(s) may award all costs and expenses, including reasonable attorneys' fees to the prevailing party. If it is necessary, following the arbitration award, for a party to enforce the arbitration award in court, such party may receive, in addition to enforcement of the arbitration award, attorney's fees and other costs and expenses incurred by it in any such court proceedings. The parties specifically agree that venue for any such court proceedings shall be in Miami -Dade County, Florida, and submit to the jurisdiction of such court. GENERAL: (a) Customer shall not make any deduction from, nor assert any right of set-off against, payments due to Company without Company's express prior written authorization. (b) Company may, for the performance of any of the various services required of Company under this Agreement, utilize the services of independent contractors selected by Company. (c) This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original and of equal force and effect, and all of which taken together shall constitute one and the same instrument. (d) Neither the failure nor any delay on the part of Company to exercise any right, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of such right, power, or privilege preclude any other or further exercise thereof. RELATIONSHIP OF THE PARTIES: The performance by the Company of the Services under this Agreement and shall be that of an independent contractor, and nothing in this Agreement shall create or imply an agency relationship between the parties, nor will the Agreement be deemed to constitute a joint venture or partnership between the parties. Page 5 of 5 DocuSign Envelope ID: 82CD3DBA-69BF-4863-BE19-89B1ED1450F2 COMPUQUIP CYBERSECURITY Compuquip Cybersecurity 2121 Ponce De Leon Blvd, Suite 530 Coral Gables, FL 33134 US Phone: (786) 641-5437 Fax: (413) 280-6742 Ship To Steven Kulick Chief Procurement Officer City of South Miami 6130 Sunset Drive South Miami, FL 33143 United States (305) 663-6339 skulick@southmiami8.com Section 1 - Check Point Maintenance - 1 Year Quotation Quote #: Q-01000-2 Quote Date: 8/8/2019 Expires On: 10/15/2019 Luis Santiago (954)520-6487 Isantiago@compuquip.com Send PO to: order@compuquip.com Bill To City of South Miami 6130 Sunset Drive South Miami, FL 33143 United States Accounts Payable OTY PART/ DESCRIPTION UNIT PRICE EXTENDEO 1 CPESSS-PREMIUM-ADD Check Point- Enterprise Premium 7 x 24 Phone support for SWO Next GenesWon Threat S5.117.W S5,11700 Prevention and SandBlasl (NGTX) Appliance - Mac address: 00:1C:7F:82:W 81)- Period of performance is: 1=1119-11/2320 1 CPES-SS-PREMIUM-ADD Check Point- Enterprise Premium 7 x 24 Phone support for 5600 Nard Generation S4,094.13 S4,094.13 Threat PrevenBon and SandBlast (NGTX) Appliance for High Availability- Mac address: W:1C:7F:82:4B:F7 - Period of performance 15:10101/19-112320 1 CPES-SSPREMIUM-ADD Check Point - Enterprise Premium 7 x 24 Phone support for 14M Next Generation Threat S-146.00 S-146 00 PreVontion Appliance- Mac address: W:1C:7F:90:79:75- Period of performance is: 10/01/19-11/23rz0 1 CPES-SS-PREMIUMMD Check Point- Enterprise Premium 7 x 24 Phone support for Smart-1205 Appliance - Mac $1.121.75 S1,121.75 address: 00:1 Q7FA3:0E:E9- Periotl of performance is: 10/01/19-112320 1 CPESSS-PREMIUM-ADD Check Point- Emer me, Premium 7 x 24 Phone support for Motile Access Blade for $539.00 s539.00 50 mnwrrenl monechons- Mac address: 57059D62E394 - Period d perfamarKe is: 10AI1/19-1123rzO 1 CPESSS-PREMIUWMD Check Point- Enterprise Premium 7 x 24 Phone support for Mobile Access Blade for W $430.50 S4W.50 concurrent connections HA - Mac adtlress: FOFA40AE4628 - Period of performance is: 10/01/19.11rz3rz0 1 CPEBPNGTP Check Point- Enterprise Based Protection- Neat Generation Threat Prevention Package $6.930.00 S6,930.00 Including IPS, APCL, URLF, AV, MOT and ASPM blades for CPAP-S135600 -Mac Address: W:1C:7F:82:38:8D-Period of performance is: 1091/19-11/2320 1 CPEBPNGTP Cbeck Point- Enterprss Based Protection- NeM Generation Threat Prevention Package s5.544.00 $5,544.W Including IPS, APCL, URLF. AV, MOT and ASPM blades for CPAP-SG5600 HA- Mac Address: 0:1 C:71F.82:4121:17 -Period of performance is: 1=1119-112=0 Page 1 of 5 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED1450F2 CITY PART # DESCRIPTION UNIT PRICE EXTENDED 1 CPEBP-NGTP Check Point - Enterprise Based Protection - Next Generation Threat Prevention Package $0.01 $0.01 Including IPS, APCL, URLF, AV, ABOT and ASPM blades for CPAP-SG143 - Mac Address: 00:1C:7F:90:79:75-Period of performance is: 10101119-11/23120 Section 1 - Check Point klaintenance -1 Year TOTAL: S231630.39 State of Maryland Contract #060132490022-2015 http://www.doit.state.md. usriitmctmcDetails.aspx?mclD=84&smc=13 Signature: Name (Print): Effective Date: / ! Title: THANK YOU FOR YOUR BUSINESSI Page 2 of 5 TOTAL: $23,630.39 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED145OF2 COMPUQUIP TECHNOLOGIES, INC. - SERVICES TERMS & CONDITIONS TERM: This Agreement is effective upon acceptance by an executive officer of Compuquip Technologies, LLC. dba Compuquip Cybersecurity (the "Company"), and shall continue until the services to be performed hereunder (the "Services") are performed or this Agreement is otherwise terminated pursuant to the terms hereof. Either Company or Customer may terminate this Agreement without cause upon sixty (60) days prior written notice to the other, in which case Company shall, in its sole discretion, determine its costs through the effective date of termination, and its percentage of completion of the Services, and determine what, if any, amounts are due back to Customer. Upon the termination of this Agreement and/or upon completion of the performance of the obligations set forth herein, the parties shall have no further obligations hereunder. The rights and obligations of the parties hereto shall survive termination of this Agreement to the extent necessary to preserve the intent of the parties. TIME OF PERFORMANCE: Unless otherwise stated in this Agreement, the Services will be provided from time to time during the term hereof between the hours of eight (8) a.m. and five (5) p.m. Monday through Friday, excluding holidays. Any Services performed outside this time period will be billed at Company's rate in effect at that time for services comparable to the Services performed. RESPONSIBILITY: (a) Access. Customer shall provide access to the Customer's facilities where its computer systems are maintained and adequate and suitable facilities and space for Company's personnel to work at the Location and on such computer systems. If Company determines that the Services require Company to remotely access Customer's computer systems, Customer agrees that it shall also provide Company with all information requested by Company in order to remotely access Customer's computer systems. (b) Representations and Warranties. In conjunction with the performance of the Services, Customer represents and warrants that (i) Customer has full right, power, and authority to consent to have the Services listed on the first page performed; and (ii) the execution, delivery and performance of this Agreement does not or will not violate or cause a breach default under: (A) the governing charter or organizational documents of Customer; (B) any agreement, lease, mortgage, license or other contract to which Customer is a party; or (C) any law, rule, regulation, order, decree or consent action by which Customer is bound or to which it is subject. Customer shall defend Company if the performance of the Services under this Agreement infringes any patent or copyright registered in the United States, trademark, trade secret or other intellectual property right. Subject to the conditions and limitations of liability stated in this Agreement, Customer shall indemnify and hold harmless Company against any such claims and shall pay any costs or damages and expenses (including attorney's fees) finally awarded against Company by a court of law, agreed to in settlement or awarded by any other body or person authorized under law or contract to award such damages. Customer also acknowledges and agrees that the providing of the Services may in some circumstances result in the disruption of services at such site(s) or loss or damage to software or hardware. Consequently, Customer agrees that it is Customer's responsibility to perform backups of data on all devices connected to Customer's IP addresses and/or domain names prior to Company providing the Services. Customer further assumes the risk for all damages, losses, and expenses resulting from the Services. Upon Customer's prior written request, Company will (at an additional cost to Customer), attempt to save any data and programs on Customer's computer systems that will be utilized by Company in the performance of the Services. (c) Limitations on Liability. The Services are being provided "as is" without any warranty of any kind. Without limiting the foregoing, Company makes no warranty whatsoever that the Services will be error -free, free from interruption or failure, or secure from unauthorized access, or that it will detect every vulnerability to Customer's network, or that the results generated by the Services, will be error -free, accurate, or complete. The Services may become unavailable due to any number of factors including scheduled or unscheduled maintenance, technical failure of the software, telecommunications infrastructure, or the Internet. This limitation shall apply regardless of whether (i) Company determines that Customer's Page 3 of 5 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19-89B1ED1450F2 systems are deemed "secure", (ii) Customer performs such modifications to its systems as Company reasonably suggests in order for its systems to be deemed "secure", or (iii) otherwise. Without limiting the foregoing, Company expressly disclaims all warranties, whether express, implied or statutory, and includes but not limited to the warranties of merchantability, fitness for a particular purpose, title, and non -infringement of third party rights. Under no circumstances shall Company be liable to Customer or anyone claiming through or under Customer for any loss of profits, loss of data, equipment downtime, loss of goodwill, or for any indirect, incidental, exemplary, consequential, punitive or special damages relating to or arising out of this agreement, even if Company has been notified or the possibility of such loss or damage. The limitations of liability in this section shall apply to claims of every kind, whether based upon contract law, tort law, or otherwise, even if these limitations have the effect of exculpating Company from responsibility for its own negligence, fault, or other conduct. THE LIABILITY OF COMPANY FOR DAMAGES OR MONETARY PAYMENTS OF ANY NATURE WHETHER FOR BREACH OF WARRANTY, NONPERFORMANCE OR OTHERWISE SHALL IN NO EVENT EXCEED THE SUMS ACTUALLY PAID TO COMPANY BY CUSTOMER THEREUNDER. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law. This section shall survive any termination or expiration of Customer's agreement with Company. Customer acknowledges that this limitation on liability was specifically bargained for and is acceptable to Customer. Further, Customer's willingness to agree to the limitations contained in this section was material to Company's agreement to enter into this Agreement. (d) Force Majeure. Company shall not be responsible for failure to render any Services hereunder due to causes beyond its control, including, but not limited to, work stoppages, fires, civil disobedience, riots, rebellions, floods, war, acts of terrorism, delays in transportation, accident, failure of Customer to provide a suitable operating environment for Company, hardware malfunctions caused by defects in software or otherwise, failure of Customer to allow Company access to its computer system, acts of God and other similar occurrences. PAYMENTS : The Customer shall pay Company the total fees as set forth herein for the Services by: (i) an initial deposit in the amount agreed upon by the parties upon execution of this Agreement, if any; and (ii) payment of the full amount of the balance of the total fees on or before the date the Company begins the Services. Any Services provided to Customer by Company, which are not included under this Agreement, will be charged to the Customer at Company's then applicable rates and terms, and Customer agrees to pay all such charges on or before thirty (30) days after the date of Company's written invoice(s) for same. Company will have no obligation to perform any services for Customer, whether included in this Agreement or otherwise, unless all charges, fees, and taxes for Services rendered under this Agreement have been paid in full by Customer when due. In the event of non-payment of any sum due and owing under this Agreement, Company shall have the right to suspend or immediately terminate all Services and other services, without notice, and may determine whether or not to reinstate any Services upon receipt of payment in full of all sums owed. HIRING OF COMPANY'S EMPLOYEES: In the absence of Company's prior written consent, and for a period of twelve (12) months after the expiration or termination of this Agreement, for any reason whatsoever, Customer agrees not to hire or engage, directly or indirectly, any person who, at any time during the twelve (12) months immediately preceding such hiring or engagement, was an employee of Company employed to perform the Services or other services similar to the Services for any customer of Company. Company and Customer agree that the damages from a breach of this Section would be difficult to ascertain. Therefore, in the event Customer breaches this provision, Customer agrees to pay Company, as liquidated damages and not as a penalty, a sum equal to twenty-four (24) months' pay for each former employee of Company hired by Customer, at the rate paid by Company for the last full month of such employee's employment with Company. In addition, Company shall be entitled to temporary and permanent injunctions in order to prevent or restrain any such violation of this Section by the Customer or its partners, agents, representatives, servants, employers, employees and any and all persons directly or indirectly acting for or with the Customer. These remedies shall be in addition to, and not in limitation of, any other rights or remedies provided to Company hereunder or available to Company at law or in equity. Page 4 of 5 DocuSign Envelope ID: 82CD3DBA-69BF-4863-8E19.89B1ED1450F2 TAXES: Customer will be responsible for payment of all taxes, except for income taxes, imposed upon Company by taxing authorities by reason of the delivery of the Services. NOTICES: Customer will be responsible for payment of all taxes, except for income taxes, imposed upon Company by taxing authorities by reason of the delivery of the Services. MISCELLANEOUS: (a) This constitutes the entire Agreement between Company and Customer with respect to the delivery of the Services and no representation or statement not contained herein shall be binding upon Company or Customer unless in writing and executed by the party to be bound thereby. (b) This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. (c) This Agreement shall be governed by and construed in accordance with the laws of the State of Florida including all matters of contraction, validity, performance, and enforcement. (d) This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original and of equal force and effect. (a) This Agreement and obligations of the Customer are not assignable without the prior written consent of Company. Any attempt to assign any rights, duties, or obligations, which arise under this Agreement without such consent, will be void. (f) If any provisions of this Agreement shall be held to be invalid, illegal, or unenforceable; the validity, legality and enforceability of the remaining provisions shall not in any away be affected or impaired thereby. ARBITRATION AND FEES: Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction. Such arbitration shall be held in Miami, Florida. As part of the award of any arbitration, the Arbitrator(s) may award all costs and expenses, including reasonable attomeys' fees to the prevailing party. If it is necessary, following the arbitration award, for a party to enforce the arbitration award in court, such party may receive, in addition to enforcement of the arbitration award, attorney's fees and other costs and expenses incurred by it in any such court proceedings. The parties specifically agree that venue for any such court proceedings shall be in Miami -Dade County, Florida, and submit to the jurisdiction of such court. GENERAL: (a) Customer shall not make any deduction from, nor assert any right of set-off against, payments due to Company without Company's express prior written authorization. (b) Company may, for the performance of any of the various services required of Company under this Agreement, utilize the services of independent contractors selected by Company. (c) This Agreement may be executed in multiple counterparts, each of which shall be deemed to be an original and of equal force and effect, and all of which taken together shall constitute one and the same instrument. (d) Neither the failure nor any delay on the part of Company to exercise any right, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of such right, power, or privilege preclude any other or further exercise thereof. RELATIONSHIP OF THE PARTIES: The performance by the Company of the Services under this Agreement and shall be that of an independent contractor, and nothing in this Agreement shall create or imply an agency relationship between the parties, nor will the Agreement be deemed to constitute a joint venture or partnership between the parties. Page 5 of 5 PIGGYBACK CONTRACT FOR HARDWARE AND ASSOCIATED EQUIPMENT & SERVICES Amendment No.1 TffiS AMENDMUNT made and entered into this a¢ day of .AumyL M71 by and between the City of South Miami, a Florida municipal Corporation by and through its City Manager Qwdnatler referred to as "City') and Compuama T-aftobwlEes. Lids. (hula �rreid to as "Canwrs►Pint. LTD. The purpose of A wndnxeaat A% 1 to the piggyback agreement dated November 16, 2016 between Contactor and City is to include the Cheek Point ftwaU Aamliaaoe for the South Miami Police Department in that agreement The terms, products and services encompassed in this amenduzent are in accordance with the Mate of Maryland Contract #060B?A9�2-2UXS between Cofactor and the State of Maryland. G• ' Pricing for the Check Point ft- mU An-E uaee is rderenced as RAIN 1. "Contractor_ Check Point Oaotation #25060 L" and avail be in accordance with the State of Maryland Contract #06QB249002ft2015. All terms and conditions shall apply in the contract between Conusaa and the State of Marryland Contract #{00B249a022-?A15. The City, at its sole discretion, may terminate or camel all services provided by Contractor without notice or penalty. IN WITNESS OF, and as the duly authorized act of the parties, the imdersigaed 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. By: o8l16118 Regional Manager (type name and title of signatory above) A CITY OF SOUTH MIAMI By - e T- M. Menendez, CMC en Alexander City Clerk City Manager 19 Read and Approved as to Farm, Language„ Lqpft and &ecWcm Thmo£ Thown-F. Pepe ' CltYMomeY 20 RESOLUTION NO:' 228-16-14783 A Resolution authorizing the City Manager to purchase Check Point firewall software appliance from Compuquip Technologies, LLC an authorized reseller of Check Point LTD, through a piggyback with the State of Maryland Contract No. 060132490022-2015. WHEREAS, the City currently utilizes Barracuda firewall software that has been analyzed by Miami -Dade County IT who have determined it will be in the City's interest to transition to a new firewall protection software; and WHEREAS, IT is recommending Check Point firewall software for the City which is the same firewall software deployed throughout Miami -Dade County; and WHEREAS, the selected firewall will be used to replace the current Barracuda device and the Check Point firewall provides additional features not supported by the Barracuda firewall and will also replace the Barracuda Content filter; and WHEREAS, by installing Check Point the City will be on the same firewall platform as the County and therefore will allow IT to effectively monitor cyber threats to the City's network and sensitive data; and WHEREAS, the purchase of Check Point firewall software will be through a piggyback agreement from the State of Maryland Contract No. 060B2490022-2015 for Hardware and Associated Equipment & Services; and WHEREAS, the State of Maryland Contract No. 060B2490022-2015 was competitively solicited through a process that meets or exceeds the City's competitive solicitation process; and WHEREAS, the cost for the Check Point firewall software will not exceed $109,683 and will be charged to Account No. 301-1340-513-6430. NOW THEREFORE BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA; Section 1. The City Manager is authorized to purchase Check Point firewall software appliance from Compuquip Technologies, LLC an authorized reseller of Check Point LTD, through a piggyback with the State of Maryland Contract No. 060132490022- 2015 for an amount not to exceed $109,683. 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. 21 Page 1 of 2 Res. No. 228-16-14783 Section 3. Effective Date: This resolution shall take effect immediately upon enactment. PASSED AND ADOPTED this 15 day of November , 2016 ATTEST: APPROVED: COMMISSION VOTE: 5-0 Mayor Stoddard: Yea Vice Mayor Welsh: Yea Commissioner Harris: Yea Commissioner Liebman: Yea Commissioner Edmond: Yea WIA Page 2 of 2 CITY OF SOUTH MIAMI OFFICE OF THE CPTY MANAGER SouthM i am i INTER -OFFICE MEMORANDUM THE CITY OF PLEASANT LIVING To: The Honorable Mayor & Members of the City Commission FROM: Steven Alexander, City Manager Lur DATE: November 15, 2016 Agenda Item No.: SUBJECT: A Resolution authorizing the City Manager to purchase Check Point firewall software appliance from Compuquip Technologies.. LLC an authorized reseller of Check Point LTD, through a piggyback with the State of Maryland Contract No. 060B2490022-201S. BACKGROUND: The City currently utilizes Barracuda firewall appliance and software which has been analyzed by the City's IT provider, Miami -Dade County IT. IT has determined the current firewall does not provide sufficient protection against cyber threats to the City's network and sensitive data. The selected firewall will be used to replace the current Barracuda appliance and software. The Checkpoint firewall provides additional capacity for future growth and additional features not supported by the Barracuda firewall and will also replace the Barracuda Content filter. A brief summary of the additional security features within Check Point is includedbelow: • Secure connectivity for remote end users (non PD) and business to business connections. • Capability to detect and stop communications of infected City systems with command and control malware sites (Bot-Nets). • Distributed Denial of Service protection. Protects the city's network from excessive external network traffic designed to disrupt City services. This will not protect the City's website which is hosted externally to the City's network and is not protected by a City administered firewall. • Malware/Anti-virus protections for - internet surfing and downloads. • Internet Content Filtering for City employees to prevent them from accessing prohibited sites and sites hosting malware. 23 South Miami THE CITY of v«psnrrr UVING CITY OF SOUTH MUM OFFICE OF THE CITY MANAGER INTER -OFFICE MEMORANDUM By installing Check Point the City will be on the same firewall platform as the County and therefore will allow IT to effectively monitor cyber threats to the City's network and sensitive data. The purchase will be made through a piggyback agreement with Compuquip Technologies ILC, an authorized reseller of Check Point LTD, through a State of Maryland agreement "Hardware and Associated Equipment & Services: Contract No. 06092490022-2015. Accoum: The expenditure of $109,683 shall be charged to the Capital Equipment account number 301-1340-513-6430, which has a balance of $110,000 before this request was made. ATTACHMENTS: Resolution Proposal, Check Point Piggyback Agreement 24 CONTRACT FOR HARDWARE AND ASSOCIATED EQUEPMENT & SERVICES THIS AGREEMENT made and entered into this - day of N°vember 2016 by and between the City of South Miami, a Florida municipal Corporation by and through its City Manager (hereinafter referred to as "City'l and Comou4uin YffAngjM&& LLC. an authorized reseller for Check Point, LTD and a vendor on the Hardware and Associated Eauinm�M t,& Se` QLntgg through the State of Maryland Contract No. 060BZ4915. herehaf her referred to as "Contractor"). WITNESSETH: WHEREAS, the contract was competitively solicited by the State of Mgryland pursuant to RFO No. 060B24900224015, and Contract No, 060B242M&A15 for Hardware and Asoioelated F.rtnirrment &Services. 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 Maryland Contract No. 0602490022-2015 for Hardware and Assoctafta FAnxament & Servkms 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 Hardware and 'tad Esaninment & Semites Coatraet from the State of Maryland trod o. 4bOBZ49002Z-?A15. 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 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 addend ums thereto, is attached hereto and made a part hereof by reference. & All references in the contract between the Contractor and the State pf Florida competitively solicited by the State of Marvlaad pursuant to RFO No. 060R2490022-2015, and Contract No. 060B2490022-2015. for Harrdwam and Associated UWWmeat _ _ ServiEces Corttrad: and the Stale of Marvlsnd through RFO No. 060B24 _ - 20 S, and C Wtrad Na 060B�2490022- 015 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 Maryland pursuant to the Hardware and Associated Fnanament & Semites C n • and the State of Mersud through RFO No. 060R2490022-2015, and Co No. 060R2.490022-2015 and its agreement with Contractor, shall be made by the City Thomm F. Pepe-01-11-16 Page 1 of 6 25 Manager for the City of South Miami. The term of the contract, including all extensions authorized by the contract shall not exceed five years. Notwithstanding anything contained in the WN and Contradjor the Rardwm and sociated FAghaW & Sa vines contract and the Mate ofMarvland through Contract No. Q60AMQQR- 15_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. s. 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 Rardware scud Amodated Euuinment & Servlees contract and the State of Marvlaud through Conhad No. 060RU90022-Uls 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 WA and Contractor agrees to comply with all the mquiremems of that Grant; applicable to the delivery of the goods and services that are the subject of this Agreemem, 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) PubBe Records: CONTRACTOR and all of its subcontractors are requited 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 inmporate 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. IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORE DA STATUTES, TO THE CONTRACTOR'S Mwnm F. Pepe— 01-11.16 Page 2 of 6 2 26 DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT 305-663-6340; E-mail: mmenendez@southmiami9Lgov; 6130 Sunset Drive, South Miami, FL .33143. & 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 NEW 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. Compuguip Technologies, LLC By: 1ATU►. �43r Ivan Rezvoy Director of Finance (Type name and title of signatory above) ATi'ES CITY OF IAMI B HY• • aria M. en MC tevZManager exander City Clerk ity Thom= F. Pep— 01-11-16 Page 3 of 6 27 Revd and ApWdOy as to Form, Language, and Fxec By: Thomas F. Pepe City Attorney Mwmas F. Pepe — 01-11-16 Page 4 of 6 28 ATTACHMENT A CONTRACT FOR HARDWARE AND ASSOCIATED EQUIPMENT & SERVICES State -of Maryland and Compuquip Technologies, LLC • Contract No. 060B2490022-2015, SCOPE OF SERVICES & ACTION AGENDA, STATE OF MARYLAND Thomas F. Pepe—01-11-16 29 Ny l rl C3 {'i^rF� i q I " :i' t 3 I 1. I i i i t t t tt ( R Si�Nj .�' ,wi:.+ri �� y' F 1st. DEPARTMENT OF INFORMATION TECHNOLOGY 0)61 ) Hardware and Associated Equipment and Services 06OB2490022-2015 THIS CONTRACT (the "Contract") is made this 2 E day of UYC 1 201�by and between Compuquip Technologies and, onbehalf of the STATE OF MARYLA D, the MARYLAND DEPARTMENT OF INFORMATION TECHNOLOGY (WIT). IN CONSIDERATION of the following, the parties agree as follows: 1. Definitions In this Contract, the following words have the meanings indicated I.I. "COMAR" means the Code of Maryland Raguiations. 1.2. `Contract" means this contract for Hardware and Associated Equipment and Services and related installation, training, and maintenance services. Except as otherwise provided, any reference to the Contract shall be deemed to include reference to a Purchase Order (PO). 1.3. `Contract Manager" means the individual identified in Section 1.6 of the Request for Proposals (RFP), or a successor designated by the Department 1 A. "Contractor" means cagmViy Twftologies, ran whose principal business address is: 2894 UN 79tb ave., Doral FL 33122 1.5. "Department" means the Department of Information Technology (DoM. 1.6. "eMM" means eMaryland Marketplace. 1.7. "Financial Proposal" means the Cont actor's financial proposal dated 02/19/16. i.8. - "Hardware and Associated Equipment and Services" means those services described in Section 2 of the RFP. 1.9. "Installation" means tranaSerring manufacturer's electronic media to computer systems so that the Hardware and Associated Equipment and Services will provide the features and fimctions generally described in the user documentation. 1.10. "Minority Business Enterprise" (1VIBE) means an entity meeting the definition at COMAR 21.0 1.02.O1B(54), which is certified by the Maryland Department of Transportation under COMAR 21.11.03. 1.11. "Procurement Officer" means the person identified in Section 1.5 of the RFP or a successor designated by the Department 1.12. `Proposal" means, as appropriate, either or both the Contractor's Technical or Financial Proposal. 1.13. "Purchase Order" or "PO" means the authorization for Contractor to proceed with delivery of products and/or any services requested via a PORFP. 1.14. "PORFF' means Purchase Order Request for Quotation. 1.15. "Requesting Agency" means the unit of the State government issuing the PORFP. 1.16. `TW' means the Request for Proposals for Hardware and Associated Equipment and Services No. 06OB2490022 2015 and any amendments thereto issued in writing by the State. 30 ' I 1.17. "Sensitive Data" means any personally identifiable information (PH), protected health information (PHI) or other private/confidential data. 1.18. "Software" means the object code version of computer programs licensed pursuant to this Contract. Embedded code, firmware, internal code, microcode, and any other term referring to software that is necessary for proper operation is included in this definition of Software. Software includes all prior, current, and future versions of the Software and all maintenance updates and error corrections. "Software" also includes any upgrades, updates, frog fixes or modified versions or backup. copies of the Software licensed to the State by Contractor or an authorized distributor.' 1.19. "State" means the State of Maryland. 1.20. "Technical Proposal" means the Contractor's technical proposal dated 1.21. Capitalized terms not defined herein shall be ascribed the meaning given to them in the RFP. 2. Scope of Contract 2.1. The Contractor shall provide Hardware and Associated Equipment and Services, installation and/or training, and/or mamrfactrm's extended warranty, as described in a PORFP or PO, in the following functional area(s): FA 3 - Network Communications Equipment FA 4 - Installation 8t Training Services 2.2. These products and services shall be provided is accordance with the terms and conditions of this Contract and the following Exhibits, which are attached and incorporated herein by reference. If there are any inconsistencies between this Contract and the accompanying Exhibits, the berms of this Contract shall control. If there is any conflict among the Exhibits, the following order of precedence shall apply: Exhibit A — The RFP Exhibit B— The Contract Affidavit dated 06/21/2016 Exhibit C — The Technical Proposal. Exhibit D The Financial Proposal 2.3 A PORFP may specify terms in addition to the terms specified herein, including warranties, deliverables, and acceptance test requirements. PORFPs, POs and Reference BPOs may not limit the State's rights as provided by law, in this Contract, or in the RFP and may not change the terms of or conflict with, this Contract or any of its Exhibits. 3. Period of Performance 3.1. The Contract shall be for a period of 12 years beginning July 5, 2016 and ending on November 14, 2028. 3.2. Audit, confidentiality, document retention, patents, copyright, intellectual property, warranty, and indemnification obligations under this Contract and any other obligations specifically identified shall survive expiration or termination of the Contract. 31 7 4. Consideration end Payment 4.1. In consideration of the satisfactory performance of the Contract and any PORFP and/or PO, the State will promptly process a proper invoice for payment in accordance with the terms of this Contract. 4.2. The total payment for products and services provided under a fixed price PO or the fixed price element of a combined fixed price — time and materials PO, shall be the firm fixed price submitted by the Contractor in its quotation orproposal submitted in response to a PORFP, regardless of the actual cost to the Contractor. 4.3. POs that include a time and materials element shall include a note -to -exceed (NTE) ceiling for payments. For time and materials PO, orPOs which include both fixed price and tame and materials elements, total payments to the Contractor for the time and materials portion may not exceed the identified PO NTE amount. The Contractor shall notify the Contract Manager, in writing, at least 60 days before time and material obligations are expected to reach the PO NTH Amount. The Contractor shall have no obligation to perform the time and materials requit+ements under this Contract after payments reach the PO NTE Amount, The cessation of the Contractor's obligation to perform under this paragraph 4,3 is expressly conditioned on the following: that prior to the PO NTE Amount being reached, the Contractor shall: (1) give the notice required under this paragraph 4.3; CH) promptly consult with the Requesting Agency and cooperate in good faith with the Requesting Agency to establish a plan of action to assure that every reasonable effort has been undertaken by the Contractor to complete critical work in progress prior to the date the PO NTE Amount will be reached; and (iii) secure databases, systems, platforms and/or appficatiams on which the Contractor is working so that no damage or vulnerabilities to any of the same will exist due to any such unfinished work. Any work performed by the Contractor in excess of PO NTE amount without the prior written approval of the Contract Manager is at the Contractor's risk of non-payment. 4.4. Invoices small be submitted as specified in a PORFP. Invoices that contain both fixed price and time and material items must clearly identify the items as either fixed price or time and material billing. Each invoice must include the Contractor's Federal. Tax Identification Number. 59 2189948. The Contractor's dW identification number is 00029904. Payments to the Contractor pursuant to this Contract Shall be made no later than 30 days after the Requesting A,gmf s receipt of a proper invoice from the Contractor. Charges for late payment of invoices other than as prescribed by Tide 15, Subtitle 1, of the State Finance and Procurement Article, Annotated Code of Maryland, as from time -to -time amended, are prohibited. The final payment under a PORFP will not be made until after certification is received from the, Comptroller of the State that all taxes have been paid. 4.5. In addition to any other available remedies, if, in the opinion of the Procurement Officer, the Contractor fails to perform in a satisfactory and timelypunner, then Contractor will be notified and provided a time specified by the State to care the breach. If the breach is not cured within the time specified within the notification, the Procurement Officer may refuse or limit approval of any invoice for payment, and may cause payments to the Contractor to be reduced or withheld until such time as the Contractor meets performance standards as established by the Procurement Officer. 4.6. PORFPs may specify periodic payments based on deliverables or stages of completion. A PORFP may further specify that a portion of the payments due will he withheld until completion of the PO. The amount withheld from each payment shall be paid to the Contractor within thirty (30) days of the State's acceptance of all deliverables required under the PO and receipt fiom the Contractor of a release in a form prescribed by the State for any claims arising out of or related to the PORFP. 32 4.7. Payment of an invoice by the State is not evidence that services were rendered as required under this Contract or any applicable FORM 5. Patents, Copyrights, Intellectual Property 5.1. If the Contractor furnishes any design, device, material, process, or other item, which is covered by a patent or copyright, or which is proprietary to or a trade secret of another, the Contractor shall obtain the necessary permission or license to permit the State to use such item or items. 5.2. Except as provided in Section 5.4 of this Contract, the Contractor agrees that all documents and materials, including but not limited to, reports, drawings, studies, specifications, estimates, tests, maps, photographs, designs, software, graphics, mechanical, artwork, computations and data prepared by or for the Contractor for purposes of this Contract ("Work Product") shall become and remain the sole and exclusive property of the State and shall be available to the State at any time. The State shall have the right to use the same without restriction and without compensation to the Contractor other than that specifically provided by this Contract. 5.3. Except as provided in Section 5.4 of this Contract, the Contractor agrees that at all times during the term of this Contract and thereafter, Work Product shall be "works made for hire" as that term is interpreted under U.S, copyright law and shall be owned by the State. Ownership includes the right to copyright, patent, register, and the ability to transfer these rights and all information used to formulate such Work Product In the event any Work Product is or may not be considered a work made for Mir, under applicable, law, Contractor assigns and transfers to the State the entire right, title, and interest in and to all rights in the Work Product and any registrations and copyright applications relating thereto and any renewals and extensions thereof Contractor shall execute all documents and perform such other proper acts as the State may deem necessary to secure for it the rights pursuant to this section 5.4. Notwithstanding anything to the contrary in this Contract, to the extent (3) the Work Product incorporates any commercial -off -the shelf software (COTS) and/or any Pre -Existing intellectual Property or (H) any COTS and/or Pre -Existing Intellectual Property (other than a computer's operating system, supported internet browser, browser accessibility software or hardware if needed by the user, and software required to access a commonly -available data transmission tool or export format) is required to access, install, build, compile or otherwise use the Work Product (such COTS and Pre -Existing Intellectual Property individually and collectively referred to herein as "Third -party Intellectual Property," which shall be the sole property of Contractor or its third - party licensors, as applicable), Contractor hereby grants to the State, on behalf of itself and any third -party licensors, a royalty -free, paid -up, non-exclusive, unrestricted, unconditional, irrevocable, worldwide right and license, with the right to use, execute, reproduce, display, perform, distribute copies of internally, modify and prepare derivative works based upon, such Third party intellectual Property as may be necessary for the State to use the Work Product for the purposes for which such Work Product was designed and intended. "Pre -Existing Intellectual Property" means any program, utility or tool owned by Contractor or its third -party licensors that was created by Contractor or its third party licensors independently from its performance of this Contract and not solely using funds from this Contract. 5.5. Subject to the terms of Section 6, Contractor shall defend, indemnify, and hold harmless the State, including, but not limited to, the Department or Requesting Agency and its agents, officers, and employees, from and against any and all claims, costs, losses, damages, liabilities, judgments and expenses (including without limitation reasonable attorneys' fees) arising out of or in connection with any claim the Work Product or any Third -party Intellectual Property infringes, misappropriates or otherwise violates any Third -party Intellectual Property rights. Contractor shall not enter into any settlement involving third party claims that contains any admission of or stipulation to any guilt, fault, liability or wrongdoing by the State or that adversely affects the State's rights or interests, without the State's prior written consent, which consent may be 33 withhold in the State's sole and absolute discretion. 5.6. Except if Contractor has pre-existing knowledge of such infringement, Contmaor's obligations under this section will not apply to the extent any Third -party Intellectual Property infringes, misappropriates or otherwise violates any third party intellectual rights as a result of modifications trade by the State in violation of the license granted to the State pursuant to Section 5A; provided that such' misappropriation or violation would not have occurred abseat such modification. 5.7. Without limiting Contractor's obligations under Section 5.5, if all or any part of 1he Work Product or any Third Party Intellectual Property is held, or Contractor or the State reasonably determines that it could be held, to infringe, misappropriate or otherwise violate any third party intellectual property right, Contractor (after consultation with the State and at no cost to the State): (a) shall procure for the State the right to continue using the item or service in accordance with its rights under this Contract; (b) replace the item or service with an item that does not infringe, misappropriate or otherwise violate any third party. intellectual property rights and, in the State's sole and absolute determination, complies with the iteWs specifications as defined in this Contract, and all rights of use and/or ownership set forth in this Contract; or (c) modify the item or service so that it no logger infringes, misappropriates or otherwise violates any thins party intellectual property right and, in the StaWs sole and absolute detemnination, complies with the item's specifications and all rights of use and/or ownership set forth in this Contract: 5.8. Except for any Pre -Existing Intellectual Property and Third -Party Intellectual Property, Contractor shall not acquire any right, title, or interest (including any intellectual property rights subsisting therein) in or to any goods, Software, technical inforatation, specifications, drawings, records, documentation, data or any other materials (including any derivative works thereof) provided by the State to the Contractor. Notwithstanding anything to the contrary herein, the State may, in its sole and absolute discretion, grant the Contractor a license to such materials, subject to the terms of a PORFP executed by the Contractor and an authorized representative of the State. 5.9. Without limiting the geaetality of the foregoing; neither Contractor nor any of its subcontractors shall use any Software or technology in a manner that will cause any patents, copyrights, or other intellectual property which are owned or controlled by the State or any of its affiliates (or for which the State or any of its subcontractors has received license rights) to become subject to any encumbrance or terms and conditions of any third -party or open source license (including, without limitation, any open source license listed on http:/ vvww.opensoum.orgllic a wdalphabcdcal) (each an "Open Source License"). These restrictions, limitations, exclusions and conditions shall apply even if the State or any of its subcontractors becomes aware of or fails to act in a manner to address any violation or failure to comply therewith. No act by the State or any of its subcontractors that is undertaken under this Contract as to any Software or technology shall be construed as intending to cause any patents, copyrights or other intellectual property that are owned or controlled by the State (or for which the State has received license rights) to become subject to any encumbrance or terns and conditions of any Open Source License. 5.10. The Contractor shall report to the Department or Requesting Agency, promptly and in written detail, each notice or claim of copyright iwfringement received by the Contractor with respect to all work Product delivered under this Contract. 5.11. This Section 5 shall survive expiration or termination of this Contracx. Indemniffeation 6.1. In addition to Contractor's indemnification obligations described in Section 5, Contractor shall indemnify, defend, and hold the State, its directors, officers, employees and agents harmless from liability for the following conduct arising from or relating to the performance of the Contractor or 34 10 its subcontractors under this Contract: (a) tangible property damage, bodily injury and death, to the extent caused by or contributed to by Contractor or its subcontractors and (b) fraud or willfirl misconduct of Contractor or its subcontractors. Such indemnification shall include all related defense costs and expenses attributable to the claims of third parties, including, but not limited to, reasonable attorneys' fees and costs of investigation, litigation, settlement, judgments, interest and penalties. 6.2 Upon the State's request of indemnification under Section 5 or 6, Contractor shall be entitled to control the defense or settlement of the relevant claim with counsel reasonably satisfactory to the State. The State will: (a) provide reasonable cooperation to Contractor in connection with the defense or settlement of the claim, at Contractor's expense; and (b) be entitled to participate in the defense of the claim, at its own expense. 6.3. The State has no obligation to provide legal counsel or defense to the Contractor or its subcontractors in the event that a suit, claim or action of any character is brought by any person not party to this Contract against the Contractor or its subcontractors as a result of or relating to the Contractor's obligations under this Contract. 6.4. The State has no obligation for the payment of any judgments or the settlement of any claims against the Contractor or its subcontractors as a result of or relating to the Contractor's obligations under this Contract. 6.5. , To the extent permitted by applicable law, the Contractor shall immediately notify the Procurement Officer of any claim or suit made or filed against the Contractor or its subcontractors regarding any matter resulting from or relating to the Contractor's obligations under the Contract, and will cooperate, assist, and consult with the State in the defense or investigation of any third party claim, suit, or action made or filed against the State as a result of or relating to the Contractor's performance under this Contract. 6.6. This Section 6 shall survive expiration or termination of this Contract. 7. Limitations of UabMty Contractor shall be liable for any loss or damage to the State occasioned by the acts or omissions of Contractor, its subcontractors, agents or employees, including but not limited to personal injury; physical loss; or violations of the Patients, Copyrights, Intellectual Property sections of this Contract; as follows: M. For infringement of patents, trademarks, trade secrets and copyrights as provided in - Section 5 ("Patents, Copyrights, Intellectual Property"} of this Contract; 7.2. Without limitation, for damages for bodily injury (including death) and damage to real property and tangible personal property; and 7.3. For all other claims, damages, loss, costs, expenses, suits, or actions in any way related to this Contract where liability is not otherwise set forth as being "without limitation," and regardless of the basis on which the claim is made, Contractor's liability shall not exceed one (1) time the total amount of the PORFP out of which the claim arises; provided however, the State may, in its sole discretion, decrease the ceiling established hereunder in any PORFP issued pursuant to this RFP. Third -party claims arising under Section 6 ("Indemnification") of this Contract are included in this limitation of liability only if the State is immune from liability. Contractor's liability for third -party claims arising under Section 6 of this Contract shall be unlimited if the State is not immune from liability for claims arising under Section 6. 7.4. In no event shall the existence of a subcontract operate to release or reduce the liability of Contractor hereunder. For purposes of this Contract, Contractor agrees 35 that all Subcontractors shall be held to be agents of Contractor. 8. Prompt Pay Regnirements 8.1. If the Contractor withholds payment of an undisputed amount to its subcontractor, the State, at its option and in its sole discretion, may take one or more of the following actions: (a) Not process further payments to the Contractor until payment to the subcontractor is verified; (b) Suspend all or some of the Contract work without affecting the completion date(s) for the Contract worn (c) Pay or cause payment of the undisputed amount to the subcontractor from monies otherwise due or that may become due to the Contractor; (d) Place a payment for an undisputed amount in an interest -bearing escrow account; (e) Default Contractor for failing to perform in accordance with the requirement to promptly pay subcontractors; or M Take other or further actions as appropriate to resolve the withheld payment 8.2. An "undisputed amount" means an amount owed by the Contractor to a subcontractor for which $here is no good faith dispute. Such "undisputed amounts" include (a) retainagc which had been withheld and is, by the terms of the agreement between the Contractor and subcontractor, due to be distributed to the subcontractor and (b) an amount withheld because of issues arising out of an agreement or occurreme unrelated to dw agreement under which the amount is withheld. 8.3. An. act failure to act, or decision of a Prommment Officer or a representative of the Departnhent or Requesting Agency concerning a withheld payment between the Contractor and subcontractor under this Contract; may not: (a) Affect the rights of the contracting parties under any other provision of law; (b) Be used as evidence on the merits of a dispute between the Department or Requesting Agency and the Contractor in any other proceeding, or (c) Result in liability against or prejudice the rights of the Department or Requesting Agency. 9.4 The remedies enumerated above are in addition to those provided under COMAR 21.11.03.13 with respect to subcontractors that have contracted pursuant to the Minority Business Enterprise program. 9. Risk of Loss; Transfer of Title Risk of loss for conforming supplies, equipment and materials specified as deliverables to the State hereunder shall remain with the Contractor until the supplies, equipment, materials and other deliverables are received and accepted by the State. Title of all such deliverables passes to the State upon acceptance by the State. 10. Source Code Escrow Source Code Escrow is not required for this Contract. 1 L Loss of Data In the event of loss of any State data or records where such loss is due to fie intentional act, omission, or negligence of the Contractor or any of its subcontractors or agents, the Contractor shall be responsible for recreating such lost data in the manner and on the schedule set by the Contract Manager. The Contractor shall ensure that all data is backed up and is recoverable by the Contractor. In accordance with prevailing federal or state law or regulations, the Contractor shall report the loss 36 12 of non-public data as directed in Section 16.17. 12. Markings The Contractor shall not affix (or permit any third party to affix), without the Department or Requesting Agency's consent, any restrictive markings upon any Work Product and if such markings are affixed, the Department or Requesting Agency shall have the right at any time to modify, remove, obliterate, or ignore such warnings. 11. Exelusive Use and Ownershtp Contractor shall not use, sell, sub lease, assign, give, or otherwise transfer to any third party any other information or material provided to Contractor by the Department or Requesting Agency or developed by Contractor relating to the Contract, except that Contractor may provide said information to any of its officers, employees and subcontractors who Contractor requires to have said information for fulfillment of Contractor's obligations hereunder. Each officer, employee and/or subcontractor to whom any of the Department or Requesting Agency's confidential information is to be disclosed shall be advised by Contractor of and bound by the confidentiality and intellectual property terms of this Contract. 14. NoNcation of Legal Requests The Contractor shall contact the State upon receipt of any electronic discovery, litigation holds, discovery searches and expert testimonies related to the State's data under this Contract, or which in any way aright reasonably require access to the data of the State, unless prohibited by law from providing such notice. The Contractor shall not respond to subpoenas, service of process and other legal requests related to the State without first notifying the State, unless prohibited by law from providing such notice. 15. Effect of Contractor Bankruptcy All rights and licenses granted by the Contractor under this Contract are and shall be deemed to be. rights and licenses to "intellectual pmperty;' and the subject matter of this Contract, including services, is and shall be deemed to be "embodiments of intellectual property" for purposes of and as such terms are used and interpreted under § 365(n) of the United States Bankruptcy Code ("Code") (11 U.S.C. § 365(n) (2010)). The State has the right to exercise*all rights and elections under the Code and all other applicable bankruptcy, insolvency and similar laws with respect to this Contract (including all executory statement of works). Without limiting the generality of the foregoing, if the Contractor or its estate becomes subject to any bankruptcy or similar proceeding: (a) subject to the State's rights of election, all rights and licenses granted to the State under this Contract shall continue subject to the respective terms and conditions of this Contract; and (b) the State shall be entitled to a complete duplicate of (or complete access to, as appropriate) all such intellectual property and embodiments of intellectual property, and the same, if not already in the State's possession, shall be promptly delivered to the State, unless the Contractor elects to and does in fact continue to perform all of its obligations under this Contract. 16. Confidentiality Subject to the Maryland Public Information Act and any other applicable laws, all confidential or proprietary information and documentation relating to either party (including without limitation, any information or data stored within the Contractor's computer systems) shall be held in absolute confidence by the other party. Each party shall, however, be, permitted to disclose relevant confidential information to its officers, agents and employees to the extent that such disclosure is nary for the performance of their duties under this Contract, provided the data may be collected, used, disclosed, stored and disseminated only as provided by and consistent with the law. The 37 13 provisions ofthis seation sball novapplypo information that (a) is lawfuffy in the -public domain;. (b) fiaq,be in*,pAdp Atli- &'Vqj4pqA-`by the qdm.party without .Aglation. of thi s -Con(rad; (a)was*qtclyinthe'p 6asgsoparty; w, (d) win papplio4o Wqh party by -a ihird.pady lawfi4y.in p6sgesqiorLthmW--andJegAHy- perWtted.th fk&ei disclose the'ibloXmaOptr, or which such party is requited to disbl&O by.la*. TWO ect' poixshall bt termination of the Contract . . - � -0 exOtOn 17. Farent.COMOmy Guamuft t!gy ky.V*xWutees a0solo. !it W, Prompt and complete performance -bey 6f Wl thq.'imr;na6 conditkons -amd:*Wgqfions conuk6cl in 0*1410 t as itmax b- amended from time including any and all exibibitsflia are.now or may bbcome, 'incorporated hereunto, .and-other.obligaiionsof every nature andkind.dWow ormybilbefixture adge mit of Orin conn6W6n,-w&Ihis:C.ontra iqludin i 13 obligations not .4ansft1his absolf46 of the State.. which .aWroV -1he $%W ithim Its tA almolute subjective discretion. 01. JMY Wnt, W 146 or qual* in 4 sole m j ftr es "4fthe ftte bring any claim., action; suit may be-varmed as a Fatty, is it capit4t3► as Absolute9ogrot00% 10. GenetatTWm's:and Cgoditions Unh- 6thOmm-licite -L -y ci. tract ft Q-m Ter* and Cor #wo4s airs #,04�tqz cm -Tems and cannot and wil not be revil sied. 19.1. Pxi,-EWJtWg Regpd6flojo In accordance with the -provisions of Sbetiou 11206 of the State Fifiance q.nd.PMcqftW Articles Amotated Code of Marylkid, the -regulations set forth in Title 21 (&the Coft. of ==C=rAk 21) in effect on the date -of moution, of this:C- ontractaro 181. Maryland Law Prevails Thi$ Gout act shall be construed, inteipreted, and eaffirced according to ike laws of the State 0 A Mar 10, Thy Maryla nd Uniform. Computer Information Transactions A.ct.-(C.on=ereiaI IAW AjO01ei IWbt. -4te Amnotated, we of 0 Maryland) ,does not apply tothis C ontrac:4 the $oftwaAv, Or any Softwom licbm ampW hereunder. Any and all references to the Ahaofttod CVdc 0 Marybhd c-got9d aig iA ti m* 4PO4dt shall be construed to tefi-x to -such CO&SQ0401W as ftm tfift to thiae phanded. 193. Multi year ContmeW Contingent Upon Appirbprlittions Ifthe'GmeralAmmbly fii1p to-appropriate.fim4s:or if funds are not otherwise rode available for oondhued pmfonuace fig 4AY fiSOd period of ft Contract &me6ft the first fiscal period, ibis Conhict: shall be cimopled, nutomaacally as of lho-bdghmft of me-fibW year, for which funds were not appropriated or affiem4st ida4a available; pwvjdfd, lfQwever, that this will not -affect either the 9tffWs -rights or the. Cantractaftrights undor any teriminiflon clause in fl& Contract no efttof temination of the Contract hereunder will be to discharge both the Contractor and the.State.-of Maryland-fim-futum per formance of the COW.ra bqt not fmb*eirxigbts and obligations existing at time of termination.. The ConftoWr "I be Tembumed for the Tomtnable value of any nonrecurring costs incurred b% lot amortized in *e p I.qce . -qf toeContract:The State shall notify the Contractor as -soon as it boa ka6WI0d9e.#Wftds.may : tat b6 available forthecolitinuation of fids Contract for each WccecclinkfioWporiod beyond *e.:hmt. 38 14 18.4. Cost and Price Certification The Contractor, by submitting cost or price information certifies that, to the best of its knowledge, the information submitted is accurate, complete, and current as of a mutually determined specified date prior to the conclusion of any price disoussions or negotiations. The price under this Contract (including any POD end any change order or modification hereunder, including profit or fee, shall be adjusted to exclude any significant price increases occurring because the Contractor furnished cost or price information which, as of the date agreed upon between the parties, was inaccurate, incomplete, or not current: 18.5. Contract Modifications The Procurement Officer may, at any time, by written order, make changes in the work within the general scope of the Contract or a PO. No other order, statement or conduct of the Procurement Officer or any other person shall be treated as a change or entitle the Contractor to an equitable adjustment under this section. Except as otherwise provided in this Contract, if any change under this section causes an increase or decrease in the Contractor's cost oil or the time required for, the performance of any part of the work, an equitable adjustment in the Contract price shall be made and the Contract modified in writing accordingly. Pursuant to COMAR 21.10.04, the Contractor must assert in writing its right to an adjustment under this section and shall include a written statement setting forth the nature and cost of such claim. No claim by the Contractor shall be allowed if asserted after final payment under this Contract. Failure to agree to an adjustment under this section shall be a dispute under Section 18.8, Disputes. Nothing in this section shall excuse the Contractor from proceeding with the Contract as changed. 18.6. Termination for Default If the Contractor fails to fulfill its obligations under this Contract properly and on time, or otherwise violates any provision of the Contract, the State may terminate the Contract by written notice to the Contractor. The notice shall specify the acts or omissions relied upon as cause for termination. All finished or unfinished work provided by the Contractor shall, at the State's option, become the State's property. The State of Maryland shall pay the Contractor fair and equitable compensation for satisfactory performance prior to receipt of notice of termination, less the amount of damages caused by the Contractor's breach. If the damages are more than the compensation payable to the Contractor, the Contractor will remain liable after termination and the State can affirmatively collect damages. Termination hereunder, including the termination of the rights and obligations of the parties, shall be governed by the provisions of CONM 21.07.01.11 B. 18.7. Termination for Convenience The performance of work under this Contract may be terminated by the State in accordance with this clause in whole, or from time to time in part, whenever the State shall determine that such termination is in the beat interest of the State. The State will pay all reasonable costs associated with this Contract that the Contractor has incurred up to the date of termination, and all reasonable costs associated with termination of the Contract. However, the Contractor shall not be reimbursed for any anticipatory profits that have not been earned up to the date of termination. Termination hereunder, including the determination of the rights and obligations of the parties, shall be governed by the provisions of COMAR 21.07.01.12A(2). 18.8. Disputes This Contract shall be subject to the provisions of Title 15, Subtitle 2, of the State Finance 39 is and Procurement Article of the Annotated Code of Maryland, as from time to time amended, and COMAR 21.10 (Administrative and Civil Remedies). Pending resolution of claim, the Contractor shall proceed diligently with the poftmance ofthe Contract in accordance with the Procurement Offcees decision. Unless a lessear period is provided by applicable statute, regulation, or the Contract, the Contractor must file a written notice of claim with the Procurement Officer within 30 days after the basis for the claim is known or should have been known, whichever is earlier. Contemporaneously with or within 30 days of the Sling of a notice of claim, but no later than the date of final payment under the Connect, the Contractor must submit to the Procurement Officer its written claim containing the information specified in COMAR 21.10.04.02. 19.9. Living wage If a Contractor subject to tho Living Wage law fails to submit all records required under COMAR 21.11.10.05 to the Commissioner of Labor and Industry at the Department of Labor, Licensing and Regulation, the Department or Requesting Agency may, withhold payment of any invoice or retainage. The Department or Requesting Agency may require certification from the Commissioner on a quarterly basis that'such records were properly submitted. 18.10. Non -Hiring of Employees No official or.employee of the State of Maryland, as defined under General Provisions Article, §5-101, Annotated Code ofMaryland, whose duties as such offroW or employee include matters relating to or affecting the subject matter of this Contract, shall during the -pendency and term of this Contract and while serving as an official or employee of the State become or be an employee of the Contractor or any entity that is a subcontractor on this Contract. 1811. Nondiscrimination in Employment The Contractor agrees: (a) not to discriminate in any manner against an employee or applicant for employment because of race, color, religion, creed, age, sex, marital status, national origin, sexual orientation, sexual identity, ancestry, or disability of a qualified person with a disability, sexual orientation, or any otherwise unlawful use of characteristics; (b) to include a provision similar to that contained in subsection (a), above, in any underlying subcontract except a subcontract for standard commercial supplies or raw materials; and (e) to post and to cause subcontractors to post in conspicuous places available to employees and applicants for employment; notices setting forth the substance of this clause. 1U2. Commercial Non-Disatrah don 18.12.1. As a condition of entering into this Contract, Contractor represents and warrants that it will comply with the State's Commercial Nondiscrimination Policy, as described under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland. As part of such compliance, Contractor may not discriminate on the basis of race, color, religion, ancestry, national origin, sex, age, marital status, sexual orientation, sexual identity, disability, or other unlawful forms of discrimination in the solicitation, selection, hiring, or commercial treatment of subcontractors, vendors, suppliers, or commercial customers, nor shall Contractor retaliate against any person for reporting instances of such discrimination. Contractor shall provide equal opportunity far subcontractors, vendors, and suppliers to participate in all of its Public sector and private sector subcontracting and supply opportunities, provided that this clause does not prohibit or limit lawfal efforts to remedy the effects of marketplace discrimination that have occurred or are occurring in the marketplace. 40 16 Contractor understands that a material violation of this clause shall be considered a material breach of this Agreement and may result in termination of this Contract, disqualification of Contractor from participating in State contracts, or other sanctions. This clause is not enforceable by or for the benefit of, and creates no obligation to, any third party. 18.12.2. As a condition of entm* into this Contract, upon the request of the Commission on Civil Rights, and only after the filing of a complaint against Contractor under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland, as amended from time to time, Contractor agrees to provide within 60 days after the request a complete list of the names of all subcontractors, vendors, and suppliers that Contractor has used in the past four (4) years on any of its contracts that were undertaken within the State of Maryland, including the total dollar amount paid by Contractor on each subcontract or supply contract. Contractor further agrees to cooperate in any investigation conducted by the State pursuant to the States Commercial Nondiscrimination Policy as set forth under Title 19 of the State Finance and Procurement Article of the Annotated Code of Maryland, and to provide any documents relevant to any investigation that are requested by the State. Contractor understands that violation of this clause is a material breach of this Contract and may result: in Contract termination, disqualification by the State from participating in State contracts, and other sanctions. 18.13. Subcontracting and Assignment The Contractor may not subcontract any portion of the products or services provided under this Contract without obtaining the prior written approval of the Procurement Officer, nor may the Contractor assign this Contract or any of its rights or obligations hereunder, without the prior written approval of the State. Any such approvals shall be at the State's sole and absolute discretion. Any such subcontract or assignment shall include the terms of this Contract and any other berms and conditions that the State deems necessary to protect its interests: The State shall not be responsible for the fulfillment of the Contractor's obligations to any subcontractors. 18.14. Minority Business Enterprise Participation 18.14.1. Establishment of Goal and Subgoals. MBE subcontractor participation goal and subgoals have been established for this procurement as described in section 1.24 of the RFP. 18.14.2. Liquidated Damages 18.14.2.1. This Contract requires the Contractor to make good faith efforts to comply with the MBE Program and Contract provisions: The State and the Contractor acknowledge and agree that the State will incur damages, including but not limited to loss of goodwill, detrimental impact on economic development, and diversion of internal staffresourees, if the Contractor does not make good faith efforts to comply with the requirements of the MBE Program and MBE Contract provisions. The parties further acknowledge and agree that the damages the State might reasonably be anticipated to accrue as a result of such lack of compliance are difficult to ascertain with precision. 19.14.2.2. Therefore, upon a determination by the State that the Contractor faled to make good faith efforts to comply with one or more of the specified MBE Program requirements or Contract provisions, the Contractor agrees to pay liquidated 41 17 damages to the State at the rates set forth below. The Contractor expressly agrees that the State may withhold payment on any invoices as a set-off against liquidated damages owed. The Contractor further agrees that for each specified violation, the agreed upon liquidated damages are reasonably proximate to the loss the State is anticipated to incur as a result of such violation. i. Failure to submit each mondily payment report in full compliance with COMAR 21.11.03.13B (3): ao ammanot nor day edtdlkbed at the ROM level per day until the monthly report is submitted as required. ii. Failure to include in its agreements with MBE subcontractors a provision requiring submission of payment reports in full compliance with COMAR 21.11.03.13E (4); an amount per dgv estahllahed at Hee RMP Ieyel per MBE subcontractor. iii. Failure to comply with COMAR 21.11.03.12 in t+wmainating, canceling, or changing the scope of wa dUvalue of a contract with an MBE subcon ractor and/or amendment of the MBE participation schedule: the difference between the dollar value of the MBE participation commitment on the MBE participation schedule for that specific MBE firm and the dollar value of the work performed by that MBE firm for the contract. iv. Failure to meet the Contractor's total MBE participation goal and sub goat commitments: the difference between the dollar value of She total U BE participation commitment on the MBE participation schedule and the MBE participation actually achieved. v. Failure to promptly pay all undisputed amounts to an MBE subcontractor in fall compliance with the prompt payment provisions of this Contract; as ameurrt nor dsv esta�liahed at the ECIM level per day until the undisputed amount due to the MBE subcontractor is paid. Notwithstanding the use of liquidated damages, the State reserves the right to terminate the Contract and exercise all other rights and remedies provided in the Contract or by law. 18.14.3. MBE Prompt Pay Requirements 18.143.1. To ensure compliance with certified MBE subcontract participation goals, the Department or Agency may, consistent with COMAR 21.11.03.13, take the following measures: A) Verify that the certified MBEs listed in the MBE participation schedule actually are performing work and receiving compensation as set forth in the MBE participation schedule. This verification may include, as appropriate: (1) Inspecting any relevant records of the Contractor, (2) Inspecting the jobsite; and (3) Interviewing subcontractors and workers. (4) Verification shall include a review of: (a) The Contractor's monthly report listing unpaid invoices over 30 days old tom certified MBE subcontractors and the reason for nonpayment; and 42 18 (b) The monthly report of each certified MBE subcontractor, which lists payments received from the Contractor in the preceding 30 days and invoices for which the subcontraetorhas not been paid. B) If the Department or Agency determines that the Contractor is not in compliance with certified MBE participation goals, then the Department or Agency will notify the Contractor in writing of its findings, and will require the Contractor to take appropriate corrective action. Corrective action may include, but is not limited to, requiring the Contractor to compensate the MBE for work performed as set forth in the MBE participation schedule. C) If the Department or Agency determines that the Contractor is in material noncompliance with MBE Contract provisions and refuses or fails to take the corrective action that the Department or Agency requires, then the Department or Agency may: (1) Terminate the Contract; (2) Refer the matter to the Office of the Attorney General for appropriate action; or (3) Initiate any other specific remedy identified by this Contract. 18.14.3.2. Upon completion of the contract, but before final payment or release of retainage or Moth, the Contractor shall submit a final report; in affidavit form under the penalty of perjury, of all payments made to, or withheld from MBE subcontractors. 18.15. Insurance Requirements The Contractor shall maintain workers' compensation coverage, property and casualty and any other insurance as required in the RFP. The minimum limits of such policies must meet any minimum requirements established by law and the limits of insurance required by the RFP, and shall cover losses resulting from or arising out of Contractor action or inaction in the performance of services under the Contract by the Contractor, its agents, servants, employees or subcontractors. Effective no later than the date of execution of the Contract, and continuing for the duration of the Contract term, and any applicable renewal periods, the Contractor shall maintain such insurance coverage and shall report such insurance annually or upon Contract renewal, whichever is earlier, to the Procurement Officer. The Contractor is required to notify the Procurement Officer in writing, if policies are cancelled or not renewed S days of learning of such cancellation and/or nonrenewal. Certificates of insurance evidencing this coverage shall be provided within five (5) days of notice of recommended award. All insurance policies shall be issued by a company properly authorized W do business in the State of Maryland. The State shall be named as an additional named insured on the property and casualty policy and as required in the RFP. 18.16. Veteran Owned Small Business Enterprise Participation There is no VSBE subcontractor participation goal for this procurement. 18.17. Security Requirements and Incident Response The Contractor agrees to abide by all applicable federal, State and local laws concerning 43 19 information security and comply with current State and Department of Information Technology information secu * policy, currently found at b tl : chit maryland.gov/Publications/Dol7Sccu fiWPoll'a d�f. Contractor shall limit access to and possession of Sensitive Data to only employees whose responsibilities reasonably require such access or possession and shall train such employees on the Confidentiality obligations set forth herein This Section 18 shall survive expiration or termination of this Contract. 18.18. Suspension of Work The Procurement Officer unilaterally may order the Contractor in writing to suspend, delay, or interrupt all or any part of its performance for such period of time as the Procurement Officer may determine to be appropriate for the convenience of the State. 18.19. Nonv1sual Accessibility Warranty .18.19.1. The Contractor warrants that the information technology to be provided under the Contract. (a) provides equivalent access for effective use by both visual and non -visual means; . (b) will present information, including prompts used for interactive communications, in formats intended for both visual and non -visual use; (c) if intended for use in a network, can be integrated into networks for obtaining, retrieving, and disseminating information used by individuals who are not blind or visually impaired; and (d) is available, whenever possible, without modification for compatibility with Software and hardware for non -visual access. 18.19.2. The Contractor further warrants that the cost, if any, of modifying the information technology for compatibility with Software and hardware used for non -visual access does not increase the cost of the information technology by more than five percent. For proposes of this Contract; the phrase "equivalent access" means the ability to receive, use and manipulate information and operate controls necessary to access and use im£oimation technology by non -visual means. Examples ofequivalent access include keyboard controls used for input and synthesized speech, Braille, or.other audible or tactile means used for output. 18.20. Compliance with Laws/Arrearages The Contractor hereby represents and warrants that: 18.20.1 It is qualified to do business in the State of Maryland and that it will take such action as, from time to time hereafter, may be necessary to remain so qualified; 18.20.2. It is not in arrears with respect to the payment of any monies due and owing the State of Maryland, or any department or unit thereof, including but not limited to the payment of taxes and employee benefits, and that it slraD not become so in arrears during the term of this Contract; 18.20.3. It shall comply with all federal, State and local laws, regulations, and ordinances applicable to its activities and obligations under this Contract; and, 18.20.4. It shall obtain, at its expense, all licenses, permits, insurance, and governmental approvals, if any, necessary to the performance of its obligations under this Contract. 44 20 18.21. Contingent Fee Prohibition The Contractor warrants that it has not employed or retained any person, partnership, corporation, or other entity, other than a bona fide employee or bona fide agent working for the Contractor to solicit or secure this Contract, and that it has not paid or agreed to pay any person, partnership, corporation or other entity, other than a bona fide employee or bona fide agent, any fee or other consideration contingent on the making of this Contract. 18.22. Delays and Extensions of Time / The Contractor agrees to perform this Contract continuously and diligently. No charges or claims for damages shall be made by the Contractor for any delays or hindrances from any cause whatsoever during the progress of any portion of the work specified in this Contract. Time extensions will be granted only for excusable delays that arise from unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including but not restricted to acts of God, acts of the public enemy, acts of the State in either its sovereign or contractual capacity, acts of another contractor in the performance of a contract with the State, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or delays of subcontractors or suppliers arising from unforeseeable causes beyond the control and without the fault or negligence of either the Contractor or the subcontractors or suppliers. 18.23. Financial Disclosure The Contractor shall comply with the provisions of §13-221 of the State Finance and Procurement Article of the Annotated Code of Maryland, which requires that every business that enters into contracts, leases, or other agreements with the State of Maryland or its agencies during a calendar yearunder which the business is to receive in the aggregate $100,000 or more, shall, within 30 days of the time when the aggregate value of these contracts, leases or other agreements reaches $100,000, file with the Secretary of State of Maryland certain specified information to include disclosure of beneficial ownership of the business. 18.24. Political Contribution Disclosure The Contractor shall comply with the provisions of Md. Code Ann., Election Law Article, Title 14, which requires that every person that enters into a contract for procurement with the State, a county or a municipal corporation or other political subdivision of the State, during a calendar year in which the person receives a contract with a governmental entity in the aggregate $200,000 or more, shall file with the State Board of Elections statements disclosing: (a) any contributions made during the reporting period to a candidate for elective office in any primary or general election and (b) the name of each candidate to whom one or more contributions in a cumulative amount of $500 or more were made during the reporting period.. The statement shall be filed with the State Board of Elections: (1) before execution of a contract by the State, a county, municipal corporation, or other political subdivision of the State, and shall cover the 24 months prior to when a contract was awarded; and (2) if the contribution is made after the execution of a contract, then twice a year, throughout the contract term, on: (i) February 5, to cover the six-month period ending January 31; and (ii) August 5, to cover the six-month period ending July 3 L Additional information is available on the State Board of Elections website: http://www.elections.state.md.us/campaign_fmance/index.htmi. 18.25. Retention of Records and Audit 18.25.1. The Contractor and Subcontractors shall retain and maintain all records and 45 21 documents in any way relating to this Contract for time (3) years after final payment by the State under this Contract, or any applicable statute of limitations, prevailing federal or State law or regulation, or condition of award, whichever is longer, and shall make them available for inspection and audit by authorized representatives of the State, including the Procurement Officer or the Procurement Officer's designee, at all reasonable times. The Contractor shall, upon request by the Department, surrender all and every copy of documents needed by the State, including, but not limited to itemized billing documentation containing the dates, hours spent and work performed by the Contractor and its subcontractors under the Contract. The Contractor agrees to cooperate fully in any audit conducted by or on behalf of the State, including, by way of example only, making records and employees available as, where, and to the extent requested by the State and by assisting the auditors in reconciling any audit variances. Contractor shall not be compensated for providing any such cooperation and assistance. All records related in any way to the Contract are to be retained for the entire time provided under this section. I BM-2 ' The State reserves the right, at its sole discretion and at any time, to perform an audit of the Contractor's and/or Subcontractors' performance under this Contract. In this Contract, an audit is defined as a planned and documented independent activity performed by qualified personnel, including but not limited to State and federal auditors, to determine by investigation, examination, or evaluation of objective evidence from data, statements, records, operations and performance practices (financial or otherwise) the Contractor's and/or Subcontractor's compliance with the Contract; including but not limited to the adequacy and compliance with established procedures and internal controls over the services being performed for the State. 18.25.3 Upon three (3) business days' notice, Contractor and/or Subcontractors shall provide the State reasonable access during normal business hours to their records to verify conformance to the terms of this Conttact. The State shall be pamitted to conduct these audits with any or all of its own internal resources or by securing the services of a third party accounting/audit firm, solely at the State's election. The Stage shall have the right to copy, at its own expense, any record related to the services performed pursuant to this Contrast 18.25A Contractor and/or Subconttactois shall cooperate with the State or the designated auditor and shall provide fire necessary assistance for the State or the designated auditor to conduct the audit. • 18.25.5 The right to audit shall include subcontracts in which goods or services are subcontracted by Contractor and/or Subcontractors and that provide essw6d support to the services provided to the State under this Contract. Contractor and/or Subcontractors shall ensure the State has the right to audit with any lower tier Subcontractor. 18.25.6. This Section 18.25 sball survive expiration or germination of this Contract. 18.26 Compliance with federal Health Insurance Portablllty and Accountability Act (HIPAA) and State Confidentiality Law HIPAA clauses do not apply to this Contract. 19. Administrative Information 19.1. Procurement Ofifleer and Contract Manager The day-to-day work to be accomplished under this Contract shall be performed under the 46 22 direction of the Contract Manager and, as appropriate, the Procurement Officer. All matters relating to the interpretation of this Contract shall be referred to the Procurement Officer for determination. 19.2. Notices All notices hereunder shall be in writing and either delivered personally or sent by certified or registered mail, postage prepaid as follows: If to the State: State of Maryland Department of Information Technology 45 Calvert Street Annapolis, MD 21401-1907 With a copy to: Gayle Mealy Department of Information Technology (DoM 45 Calvert Street, Rm 424A Annapolis, MD 21401-1907 Gayle.Mealy@mwyland.gov If to the Contractor. Attn: IN WITMSS THEREOF, the parties have executed this Contract as of the date hereinabove set forth. CONTRACTOR By: Compuquip Technologies, LLC -72:1 (Le'-'� 01 06/21/16 Date <:: `1 DEPARTMENT OF INFORMATION TECHNOLOGY - - By' Albert G. B llock, Chief of Staff . D to Witness 47 23 i Approved for form and legal sufficiency this day of w 20& . 1 Assistant Attorney General " APPROVM BY BBw: �.�z f 3-1 Mate) (BPW Item #) j 481 24 3 ��5..�`•� �'f v`� .. 'ties `J C. i�ti�y�. �..1� •.�•�; 'y�'p'�: ". '�.•. '�•;C'_•�y "'�'� :: tiei.�*•`a: �(�`• Pi •!"•3 �!'.iy./.:•t .,,,�, . +4..'..lF:-:'. - a15�.•..2 S. Yi '+.-�i.•,'Xx•.•'J'1:; "'!• �L. A. AUTHORITY I HEREBY AFFIRM THAT: I, r. "WM (name of affiant); am the (title) and duly authorized representative of gsMguia Tectmotomas, u c (name of business entity) and I possess the legal authority to wake this affidavit on behalf of the business for which I am acting. B. CERTIFICATION OF REGISTRATION OR QUALIFICATION WITH THE STATE DEPARTMENT OF ASSESSMENTS AND TAXATION I FURTHER AFFIRM THAT: The business named above is a (check applicable box): (1) Corporation — 0 domestic or 0 foreign; (2) Limited Liability Company -2- ® domestic or O foreign; (3) Partnership — 0 domestic or 13 foreign; (4) Statutory Trust — 0 domestic or 13 foreign; (5) 0 Sole Proprietorship. and is registered or qualified as required under Maryland Law. I further affirm that the above business is in good standing both in Maryland and (IF APPLICABLE) in the jurisdiction where it is presently organized, and has filed all of its annual reports, together with filing fees, with the Maryland State Department of Assessments and Taxation. The name and address of its resident agent (IF APPLICABLE) filed with the State Department of Assessments and Taxation is: Name and Department ID Number: Address: and that if it does business under a trade name, it has filed a certificate with the State Department of Assessments and Taxation that correctly identifies that true mane and address of the principal or owner as: Name and Department ID Number: Address: C. FINANCIAL DISCLOSURE AFFIRMATION I FURTHER AFFIRM THAT: I am awareof, and the above business will comply with, the provisions of State Finance and Procurement Article, § 13-221, Annotated Code of Maryland, which require that every business that enters into contracts, leases, or other agreements with the State of Maryland or its agencies 49 25 during a calendar-yearinder which tha businm ls.toimceivain the: aggregate $100,000 or more obalt V 30 days of the lime when 0e. aggregate value of the. contracts, leases, or other agreements reaches $100,000, file with the Swmtary-df-State Qf N*ylod. certain specified itfbtniafion to iqo1pd6 disclosure of benefiiakl ownership of the business. D. POIJTICAL CONTRIBUTION DISCLOSURE AFFIRMATION I MTHER. AFFIRM THAT-. am aware of; and the. above business "ll lywith ve %OR Election Law Ar#q1% 1106 149 Aunotp Code- of Maryland--whi4requh-es that every person that enters into a contract flit a promtrethehtwith the S%t6.,, adouftty, or apt Wcipal orpoittio% or other political subdivision of the Stag du =*g a calendar year in which the per -son receives a con tract with a gow ='ental enOot of �206# *:jta ft aikq *,or more, shall tie with -the 19tate Board of Elections statements (a)-anycontribWons made duflng the r *'orthig peridd to a candidate for.-Owive offide, In ORY'PrIMP7. Or 9Wh0,6104Qnj-and ()Ae 9, me;ofeadkondiclate to whom one -or more coninItitions in a cumulative amount of $500 dr-vaiore-wbte J3*e,40rW91be. tm' irtk- .po .. �g POW, Ue-8 01490befiled with the OtateBoard of Elections: (g)-bifore:exicutici-of a, contraaby the State, k county, a municipal cotporgtioa, or o1herpo)itical aftivision.of the - SUtos agd;thgll'cOvPtthe -24-i� m*ip.'Mrto.wh&.a.contract-was awarded; and Mif-the contributidii ' iginade aft the: exemfiQti of a c0ntra(j4.*qn*0a, year, throughout the -contract term, w. (i) FebraW -5 -cover the six (6) mi(m& * J January to period ending 3 1; and 00-Augua 5�, to covtt- the -six (0 j ' "jab p4iQd ending July 3-1. Ad anuay. State Board ofIllwflons .4itiqn* informa0on is ivailabi� on the bW'.//Www..electiolis-stateimd-us/ca-mpaien hnance/index.btail. E-, EIR-UG;AND ALCOIROL MAE WQRKPLACeE (Applicable -to all contracts unless the contract is for a law enforcement agency and the agency head-Orth:6,69PPY h0alf's-&SiPee has a*tniilied that aPplicatiftQf COMAR 21.11,08 and this certification Would be inappropriate*iin connection with the law enforcement agenqss >indereQver operations.) I CEXTRY THAT; (13 Terms defined in C. OMAR 21.11 A8 shall have -the same meanings when used in this certification. (2) By -SWmiissionof its Bidftoposal., the business, if other than anin4ividual., certifies and agrees that with respect to its employees to be employed under a contract resulting from this 861icitiAon, the bu6ih*-*shall-, (a)- Maintain a W04*aft free of drug -and alcohol abuse during the term of the contract; (b) Publish -a statement notifying its employees that the unlawful manu&cWe, distribution,, dispensing, Possession, or use of dregs, and the abuse of drugs or alcohol is pr6lilibited M4 the 50 26 business' workplace and specifying the actions that will be taken against employees for violation of these prohibitions; (c) Prohibit its employees from working under the influence of drugs or alcohol; (d) Not hire or assign to work on the contract anyone who the business knows, or in the exercise of due diligence should know, currently abuses drugs or alcohol and is not actively engaged in a bona fide drug or alcohol abuse assistance or rehabilitation program; (e) Promptly inform the appropriate law enforcement agency of every drug -related crime that occurs in its workplace if the business has observed the violation or otherwise has reliable information that a violation has occurred; (1) Establish drug and alcohol abuse awareness programs to inform its employees about: (i) The dangers of drug and alcohol abuse in the workplace; (ii) The business's policy of maintaining a drug and alcohol fi+ee workplace; (ii) Any available drug and alcohol counseling, rehabilitation, and employee assistance programs; and (iv) The penalties that may be imposed upon employees who abuse drugs and alcohol in the workplace; (g) Provide all employees engaged in the performance of the contract with a copy of the statement required by §E(2)(b), above; (h) Notify its employees in the statement required by §E(2)(b), above, that as a condition of continued employment on the contract, the employee shall: (i) Abide by the terms of the statement; and (u) Notify the employer of any criminal drug or alcohol abuse conviction for an offense occurring in the workplace not later than 5 days after a conviction; (i) Notify the procurement officer within 10 days after receiving notice under §E(2)(h)(ii), above, or otherwise receiving actual notice of a conviction; G) Within 30 days after receiving notice under §E(2)(h)(ii), above, or otherwise receiving actual notice of a conviction, impose either of the following sanctions or remedial measures on any employee who is convicted of a drug or alcohol abuse offense occurring in the workplace: (i) Take appropriate personnel action against an employee, up to and including termination; or (ii) Require an employee to satisfactorily participate in a bona fide drug or alcohol abuse assistance or rehabilitation program; and 51 27 (k) Make a good faith effort to maintain a drug and alcohol fee workplace through implementation of §E(2)(a}--(j), above. (3) If the business is an individual, the individual shall certify and agree as set forth in §E(4), below, that the individual shall not engage in the unlawful manufacture, distribution, dispensing, possession, or use of drugs or the abuse of drugs or alcohol in the performance of the contract (4) I acknowledge and agree that: (a) The award of the contract is conditional upon compliance with COMAR 21.11.08 and this certification; (b) The violation of the provisions of COMAR 21.11.08 or this certification shall be cause to suspend payments under, or terminate the contract for default under COMAR 21.07.01.11 or 21.07.03.15, as applicable; and (c) The violation of the provisions of COMAR 21.11.08 or this certification in connection with the contract may, in the exercise of the discretion of the Board of Public Works, result in suspension and debarment of the business under COMAR 21.08.03. F. CERTAIN AFFIRMATIONS VALID I FURTHER AFFIRM THAT: To the best of my knowledge, information, and belief, each of the affirmations, certifications, or acknowledgements contained in that certain Bid/Proposal Affidavit dated , 20 , and executed by me for the purpose of obtaining the contract to which this Exhibit is attached remains true and correct in all respects as if made as of the date of this Contract Affidavit and as if fully set forth herein. I DO SOLEMNLY DECLARE AND AFFIRM UNDER THE PENALTIES OF PERJURY THAT THE CONTENTS OF THIS AFFIDAVIT ARE TRUE AND CORRECT TO THE BEST OF MY KNOWLEDGE, INFORMATION, AND BELIEF. . Date: GW112016 By: Ivan Remy (printed name of Authorized Representative and Affiant) jm4t Le7 (signature of Authorized Representative and Affiant) 52 28 Agency Contact: Al Bullock (410) 260-6256 AI Bullock@maryland gov Carla Thompson (410) 260-6155 Carla Thompson@marylandgov 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY Contract ID: Hardware and Associated Equipment & Services (Hardware 2012) eW Solicitation No.: MDF5031024526 ADPICS BPO No.: 060B2490022, COG75325 Contract Description: Multiple award, indefinite quantity, purchase order request for proposals - based Master Contract to provide hardware, installation, training services - and manufacturer's extended warranty. excludes laptops and desktops. Award: See Page 9D-1 OD Term: 7/1/2016—11/24/2027 (11 years) Amount: $100,000,000 Procurement Method: Competitive Sealed Proposals Proposals: 66 proposals received MBE Participation: 1 % (Functional Area IV only) Incumbent. 73 Master Contractors Remarks: Reference is made to DoIT Item 4-IT (11/14/12) in which the Board of Public Works approved the award of Master Contracts for hardware, installation, training services and manufacturer's extended warranty. Laptops and desktops are excluded. Throughout the Master Contract 15-year term, DoIT issues an expansion window announcement every three years at which time: (1) new offerors may propose for inclusion on the Master Contract; and (2) existing Master Contractors may add functional areas and manufacturers. This is the first expansion window since the Master Contract was originally approved in 2012. A notice of the availability of the Request for Proposals was advertised on eMarylandMarketplace.com and on DoIT's website. An e-mail notice was delivered to all prospective offerors identified as capable of delivering the services in the State Minority Business Enterprise Directory. 53 29 3 IT. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) Remarks: (cont'd) For this expansion window, DoIT received 66 proposals. DoIT is recommending award of Master Contracts to 35 qualified offerors. Of the 35, 16 are Maryland resident businesses, 7 small businesses, and 6 are MBEs. (There are potentially an additional 25 offerors that may be added to for this expansion window once DoIT has received notification that they are either in good standing with SDAT or have registered to do business with the State. DoIT will return to the Board seeking approval for any additional awards.) Through the expansion window, DoIT added Functional Area VI — Security, Cameras and Associated Peripherals, bringing the total number of functional areas to six: Functional Area I — Servers and Associated Peripherals ' Functional Area II — Printers and Associated Peripherals Functional Area III — Network Communications Equipment Functional Area IV — Installation and Training Services Functional Area V — Manufacturer's Extended Warranty Functional Area VI — Security, Cameras and Associated Peripherals (NEW) A using agency that seeks to procure hardware, installation, training services, or manufacturer's extended warranty will issue a competitive Purchase Order Request for Proposal to all Master Contractors within the appropriate functional area who are authorized to provide the hardware and or services for the product line. For Small Business Reserve PORFPs, only Master Contractors that are DGS-certified small businesses will be able to complete within its approved functional area. Master Contractors affirmed that their prices for the PORFPs will not exceed the manufacturer's suggested retail price. Because the PORFP process is competitive, prices should be lower than those allowed under the Master Contracts. Functional Area IV provides the only potential for subcontracting opportunities; therefore an overall MBE subcontractor participation goal of 1 % has been established for these Master Contracts by DoIT in conjunction with the Governor's office of Minority Affairs. This procurement vehicle was designed to provide State agencies with a wide selection of Master Contractors who offer an extensive variety of hardware and associated services. State agencies will obtain hardware, installation, training and maintenance services quickly and efficiently by issuing PORRPs specific to each agency's needs. This contracting vehicle is also available to Maryland counties and municipalities. 54 30 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) Remarks: (cont'd) Because the remaining term of this Hardware Master Contract is approxiinately 11+ years, the State will receive the full benefit of any maintenance agreement associated with PORFPs from the Hardware Master Contract. 1 Hardware Master Contracts Amount: Board approved $57 million ceiling for. Do1T Item 44T (1111412012) Board approved $35 million increase in ceiling. DoIT Item 2-IT-MOD (1011512014) Board approved $12 million increase in ceiling bringing total authorized Hardware Master Contracts to $104 million. DoIT Item 4-FT-MOD [3123120161 DoIT recommends increasing the ceiling amount by $100 million. This amount was determined by using spend statistics over the past three years of the contract. DoIT will provide additional expansion windows for this Master Contract every three years. DoIT will return to the Board to seek approval of additional offerors or if an increase in the not - to -exceed amount is necessary. Fund Source: Various Approp. Code: Various Resident Business: See Page 9D-10D MD Tax Clearance: See Page 9D-1 OD BOARD OF PUBLIC WORKS THIS ITEM WAS: APPROVED DISAPPROVED DEFERRED WITHDRAWN WITH DISCUSSION WITHOUT DISCUSSION 55 31 34T. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) Companies recommended for Hardware 2012 Award • Resident • MD Tag Com any Name Corp, Ci State Business Clearance Columbia MD Y 16-2158- 1 A&T IVlarketing, Inc., / A&T Networks 0111 McLean VA N 16-2159- 2 • Advanced Computer Concepts 1110 Sterling VA N 16-2160- 3 Al haSix Corporation 1110 Applied Network Consulting Group, Inc. Greenville SC N 16-2161- 4 AN 1001 Baltimore MD Y 16-2162- 5 Barcodin Inc. 1111 Abingdon MD Y 16-2163- Bo dan Computer Services, Inc. 1111 Reston VA N 16-2164- 7 Carahsoft Technology Corporation 1010 . 16-2165- 8 eTc, LL 1000 16 2166- 9 Ciber, Inc. Greenwood Village CO N 1011 1 16-2167- 10 Communications Electronics Inc. Timonium MD Y 1110 16-2168- 11 Com u ui Technolo •es Doral FL N 0000 16-2169- 12 Computer Systems Support, Inc. Miami FL N 0000 16-2170- 13 Continental Technologies, Inc. CTI Hunt Valley MD Y 1111 16-2171- 14 Datalink Corporation Eden Prairie MN N 1111 16-2172- 15 Electronic Data Solutions, Inc. Baltimore MD Y lilt 16-2173- 16 EnNet Services LLC Frederick MD Y 1111 16-2174- 17 Enterprise Consulting, Inc. Eldersbur MD Y 1111 16-2175- 18 Insiaht Public Sector Inc. Tempe AZ N 1111 16-2176- 19 Interclypse. Inc. Hanover MD Y 1111 16-2177- 20 Kratos-PSS San Diego CA N 1111 16-2178- 21 Kustom Signals, Inc. Lenexa KS N 0111 32 56 Resident MD Tax Company Name Corp. City State Business Clearance 16-2179- 22 Lexmark International Inc. Lexington KY N 1111 16-2180- 23 oth Technology Pasadena MD Y 1111 16-2181- 24 MS Technologies Corporation Rockville MD Y 1111 16-2182- 25 NEC Corporation of America Irving TX N 1111 16-2183- 26 Networking for Future Inc. Washington DC N 1111 16-2184- 27 Networking Technologies & Suppom Inc. Midlothian VA N 1111 16-2185- 28 Phillips Office Solutions Middletown PA N 1111 16-2186- 29 Ronco Communications Tonawanda NY N 0110 16-2187- 30 S3Inte Lion Baltimore MD Y 1111 16-2188- 31 SCD information Technology Columbia MD Y 1011 16-2189- 32 SNAP, Inc. Chantilly VA N 1111 16-2190- 33 Soft -Con Enterprises, Inc. Hyattsville MD Y 0111 16-2191- 34 Visionary Technology Consultants VTC Maple Lawn MD Y 0111 16-2192- 35 Visual Sound/Kunz AV Broomall PA N 1111 57 33 DoIT 6D Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 Agency Contact: Al Bullock (410) 260-6256 ALBu11ock@mary1andgov Carla Thompson (410) 260-6155 Carla. 7honWon@mary1,andgov 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY Contract ID: Hardware and Associated Equipment & Services (Hardware 2012) eMM Solicitation No.: MDF5031024526 ADPICS BPO No.: 060B2490022, COG75325 Contract Description: Multiple award, indefinite quantity, purchase order request for proposals - based Master Contract to provide hardware, installation, training services and manufacturer's extended warranty. excludes laptops and desktops. Award: See Page 9D-IOD Term: 7/112016—11/24/2027 (11 years) Amount: $100,0001,000 Procurement Method. Competitive Sealed Proposals Proposals: 66 proposals received MBE Participation: I % (Functional Area IV only) Incumbent: 73 Master Contractors Remarks: Reference is made to DoIT Item 4-IT (l 1/14/12) in which the Board of Public Works approved the award of Master Contracts for hardware, installation, training services and manufacturer's extended warranty. Laptops and desktops are excluded. Throughout the Master Contract 15-year term, DoIT issues an expansion window announcement every three years at which time: (1) new offerors may propose for inclusion on the Master Contract; and (2) existing Master Contractors may add functional areas and manufacturers. This is the first expansion window since the Master Contract was originally approved in 2012. A notice of the availability of the Request for Proposals was advertised on eMarylandMarketplace.com and on DoIT's website. An e-mail notice was delivered to all prospective offerors identified as capable of delivering the services in the State Minority Business Enterprise Directory. DoIT 7D Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 3-IT. DEPARTMENT OF INFORMATION TECHNOLOGY (cont V) Remarks: (cont'd) For this expansion window, DoIT received 66 proposals. DoIT is recommending award of Master Contracts to 35 qualified offerors. Of the 35, 16 are Maryland resident businesses, 7 small businesses, and 6 are MBEs. (There are potentially an additional 25 offerors that may be added to for this expansion window once DoIT has received notification that they are either in good standing with SDAT or have registered to do business with the State. DoIT will return to the Board seeking approval for any additional awards.) Through the expansion window, DoIT added Functional Area VI — Security, Cameras and Associated Peripherals, bringing the total number of functional areas to six: Functional Area I — Servers and Associated Peripherals Functional Area 11— Printers and Associated Peripherals Functional Area III — Network Communications Equipment Functional Area IV — Installation and Training Services Functional Area V — Manufacturer's Extended Warranty Functional Area VI — Security, Cameras and Associated Peripherals (NEW) A using agency that seeks to procure hardware, installation, training services, or manufacturer's extended warranty will issue a competitive Purchase Order Request for Proposal to all Master Contractors within the appropriate functional area who are authorized to provide the hardware and or services for the product line. For Small Business Reserve PORFPs, only Master Contractors that are DGS-certified small businesses will be able to complete within its approved functional area. -Master Contractors affirmed that their prices for the PORFPs will not exceed the manufacturer's suggested retail price. Because the PORFP process is competitive, prices should be lower than those allowed under the Master Contracts. Functional Area IV provides the only potential for subcontracting opportunities; therefore an overall MBE subcontractor participation goal of 1% has been established for these Master Contracts by.DoIT in conjunction with the Governor's office of Minority Affairs. This procurement vehicle was designed to provide State agencies with a wide selection of Master Contractors who offer an extensive variety of hardware and associated services. State agencies will obtain hardware, installation, training and maintenance services quickly and efficiently by issuing PORRPs specific to each agency's needs. This contracting vehicle is also available to Maryland counties and municipalities. 59 DoIT 81) Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 34T. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) Remarks: (cont'd) Because the remaining term of this Hardware Master Contract is approximately 11+ years, the State will receive the full benefit of any maintenance agreement associated with PORFPs from the Hardware Master Contract. Hardware Master Contracts Amount Board approved $57 million ceiling for. Doff Item 44T (1111412012) ` i Board approved $35 million increase in ceiling. DOIT Item 2-IT-MOD (1011512014) Board roved 12 million in in ceiling Hardware r approved $ crease cling bringing total authorized Har aze Master Contracts to $104 million. Do1T Item 4-IT-MOD [312312016] DoIT recommends increasing the ceiling amount by $100 million. This amount was determined by using spend statistics over the past three years of the contract. DoIT will provide additional expansion windows for this Master Contract every three years. DoIT will return to the Board to seek approval of additional offerors or if an increase in the not - to -exceed amount is necessary. Fund Source: Various Approp. Code: Various Resident Business: See Page 913-1 OD MD Tax Clearance: See Page 9D-10D BOARD OF PUBLIC WORKS APPROVED DISAPPROVED WITH DISCUSSION THIS ITEM WAS: DEFERRED WITHDRAWN WITHOUT DISCUSSION .c DoIT 9D Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 3-ff. DEPARTMENT OF INFORMATION TECHNOLOGY (cont'd) Companies recommended for Hardware 2012 Award Resident MID Tax Company Name Corp. City State Business Clearance Columbia MD Y 16-2158- 1 A&T Marketing,Inc., l A&T Networks 0111 McLean VA N 16-2159- 2 Advanced Computer Concepts 1110 Sterling VA N ' 16-2160- 3 Al haSix Corporation 1110 Applied Network Consulting Group, Inc. Greenville SC N 16-2161- 4 ANC 1001 Baltimore MD Y 16-2162- 5 Barcodin , Inc. 1111 Abingdon MD Y 16-2163- 6 Bogdan Computer Services, Inc. 1111 Reston VA N 16-2164- 7 . Carahsoft Technoloa Corporation 1010 16-2165- 8. CareTech, LLC Hagerstown MD Y 1000 16-2166- 9 ' Ciber, Inc. Greenwood Village CO N 1011 . 16-2167- 10 Communications Electronics, Inc. Timonium MD Y 1110 16-2168- 11, Compuguip Technologies Doral FL N 0000 16-2169- 12 Computer Systems Support, Inc. Miami FL N 0000 16-2170- 13 Continental Technologies, Inc. CTI Hunt Valley MD Y 1111 16-2171- 14 Datalink Corporation Eden Prairie MN N 1111 16-2172- 15 Electronic Data Solutions, Inc. Baltimore MD Y 1111 16-2173- 16 EnNet Services, LLC Frederick MD Y 1111 16-2174- 17 Enterprise Consulting, Inc. Eldersburg MD Y 1111 116-2175- 18 Insi t Public Sector Inc. Tempe AZ N 1111 16-2176- 19 Interclypse, Inc. Hanover MD Y 1111 16-2177- 20 Kratos-PSS San Diego CA N 1111 16-2178- 21 Kustom Signals, Inc. Lenexa KS N 0111 61 WIT IOD Supplement D Department of Information Technology ACTION AGENDA June 22, 2016 Resident MD Tax Company Name Corp. City State Business Clearance 16-2179- 22' Lexmark International, Inc. Lexington KY N 1111 16-2180- 23. oth Technology Pasadena MD Y 1111 16-2181- 24 MS Technologies Corporation Rockville MD Y 1111 16-2182- 25 NEC Corporation of America Irvin TX N 1111 16-2183- Networking for Future, Inc. Washin on DC N 1111 16-2184- 27 Networking Technologies & Suppor4 Inc. Midlothian VA N 1111 16-2185- .28 Phillips Office Solutions Middletown PA N 1111 16-2186- .29 Ronco Communications Tonawanda NY N 0110 16-2187- 30 S3Integration Baltimore MD Y 1111 16-2188- 31 SCD Information Technology Columbia MD Y 1011 16-2189- 32 SNAP, Inc. Chantilly VA N 1111 16 2190- 33' Soft -Con Enterprises, Inc. Hyattsville MD Y 0111 • 16-2191- 34 Visionary Tecbnoloa Consultants VTC Maple Lawn MD Y 0111 16-2192- 35 Visual Sound/Kunz AV Broomall PA N 1111 62 ATTACHMENT B CONTRACT PRICE & Quotation STATE OF MARYLAND CONTRCT No. 060B2490022-2015 Thomas F. Pepe — 01-11-16 Page 6 of 6 letil 1112116 Quotation: 24386-01 Compuquip Technologies LLC 2894 NW 79th Avenue, Doral, FL, 33122 Pbone:727423-I001-Faxb'413-280-6742 Brad Reed (breed@compuquip.com) Agreement withIB111 to: Equipment locatlonlShip to: City of South Miami City of South Miami Attn: Steven Kulick, C.P.M. Steven C.P.M. 6I30 Sunset Drive Slut Sunset Drive 6130 Drive South Miami, FI 33143 South Mami, FI 33143 Note: Price Includes enterprise customer discount Section 1- Check Point Manager, 5600 HAGaieways and EndPoInt with 3 years of support 1 CPAPSM205 Check Point -Smart-1 205 Appliance with Policy, Log and Event Security Management $ 3,795.00 $ 3,795.00 for 5 Security Gateways 1 CBS -ENT -SS- Check Point -Enterprise Premium Support -Includes Software updates and direct 7 x $ 2 639.T5 $ 2,639.25 PREMIUM 24 Phone support with a (30) minute response time for yeah Check Point - 5600 Next Generation Threat Prevention ti SandBlast- (NGTX) Appliance - Includes Flrewall, VPN, Advanced Networking and Clustering, Identity CPAPSG5600- Awareness, Mobile Access, (IPS, Application Control, URL Filtering, Anti -Spam, Anti- NGTX Virus and Antl430t, Threat Prevention and Threat Extraction blades for Year 1 only), $ 20,640.00 $ 20,640.00 Network Policy Management, Logging and Status. -Test (LAB) Performance: 25 Gbps Firewall throughput (1518 byte UDP) - Base Configuration: 10 on board 1 GbE copper interface. 8GB Memory. 1 CBS-ENTSS- Check Point -Enterprise Premium Support -Includes Software updates and direct 7 x $ 17,158.00 $ 13,158.00 PREMIUM 24 Phone support with a (30) minute response time for yeah 1 CPAPSG5600- Check Point- 5600 Next Generation Threat Prevention & SandBlastne (NGTX) $ 15,136.00 $ 15,136.00 NGTX-HA Appliance for High Availability 1 .CBS-ENTSS- Check Point -Enterprise Premium Support- Includes Software updates and direct 7x PREMIUM 24 Phone support with a (30) minute response time for 3 years $ 10,526,40 $ 10,526.40 NGTP Subscriptions for years 2 6 3 CPSB-NGTP- Check Point- Next Generation Threat Prevention Package for 2 years for 5800 1 5600.2Y Appliance -Includes: IPS, Application Control, URL Filtering, Anti -Spam, Anti -Virus $ 14,107.50 $ 14,107.50 and Anti-Bot blades CPSB-NGTP- Check Point- Next Generation Threat Prevention Package for 2 years for 5600 t 5600.2Y-HA Appliance - HA -Includes: IPS, Application Control, URL Filtering, Anti -Spam, Anti- $ 11,286.00 $ 11,286.00 Virus and Anti-Bot blades Mobile Access Blades with 3 veers ofsuppon 1 CPSB-MOB-50 Check Point- Mobile Access Blade for 50 concurrent connections $ 1.232.00 $ 1,232.00 1 CBS -ENT -SS- Check Point -Enterprise Premium Support -Includes Software updates and direct 7x PREMIUM 24 Phone support with a (30) minute response time for 3 years $ 1,38fi.00 f 1,386.00 1 CPSB -MOB-50- Check Point - Mobile Access Blade for 50 concurrent connections HA $ 861.00 $ 661.00 1 CBS -ENT -SS- Check Point -Enterprise Premium Support -Includes Software updates and direct 7 x $ 1,180.80 $ 1,180.80 PREMIUM 24 Phone support with a (30) minute response time for 3 years EltdpoMt Martarremennd Total Sgfrrrity Bundle for fOQ devices far ! vear 1 CPSB-EP-TS- Check Point - Endpolnt Management and Total Security Bundle for 100 devices for 1 $ 3.875.85 $ 3,875.85 SMB-Stan400 year S-ervices Compuqulp - Senior Security Engineer - Daily Rate (based on 8 hour day) On -site 7 SEC -INSTALL services for implementation and basic knowledge transfer - project Is estimated to $ 1,300.00 $ 9.100.00 take 7 days Notes: I.) Price does not Include local taxes ») Our terms are Net 30 1.1 Quotation valid until December 30, 2016 Authorized S*atttt+c Name: Title: Date: Accepted by: Name: Title: Date: Quotation Sub -Total $ 108,923.80 Freight $ 2OZ12 Quotation Toffi $ 109.215.92 65 I � Rej RU i W - R CONTRACT PRICE & Quotation STATE OF MARYLAND CONTRCT No. 060B2490022-2015 Thomas F. Pepe — 01-11-16 34 Quotation: 24386-01 Compuquip Technologies LLC "moilejawl"I'm2894 NW 79th Avenue, Doral, FL, 33122 Phone: 727A23-1001-Fax0413-280-6742 11/2/16 Brad Reed (breed@compuquip.com) Agreement with/Bill to: Equipment location/Ship to: City of South Miami City of South Miami Attn: Steven Kulick, C.P.M. Attn: Steven Kulick, C.P.M. 6130 Sunset Drive 6130 Sunset Drive South Miami, FI 33143 South Miami, F133143 Note: Price includes enterprise customer discount Section 1 -Check Point Manager, 5600 HAGateways and EndPolnt with 3 years of support 1 CPAPSM205 Check Paint-Smart-1 205 Appliance with Policy, Log and Event Security Management $ 3,795.00 $ 3,795.00 for 5 Security Gateways 1 CBS -ENT -SS- Check Point -Enterprise Premium Support -Includes Software updates and direct x $ 2,639.25 $ 2,639.25 PREMIUM 24 Phone support with a (30) minute response time for 3 years Check Point - 5600 Next Generation Threat Prevention S Sand Blast"' (NGTX) Appliance - Includes Firewall, VPN, Advanced Networking and Clustering, Identity CPAP45G5600- Awareness, Mobile Access, (IPS, Application Control, URL Filtering, Anti -Spam, Anti. 'I NGTX Virus and Anti -Sot, Threat Prevention and Threat Extraction blades for Year l only), S 20,640.00 $ 20,640.00 Network Policy Management, Logging and Status. -Test (LAB) Performance: 25 Gbps Firewall throughput (1518 byte UDP) - Base Configuration: 10 on board 1 GbE copper interface. 8GB Memory. 1 CBS -ENT -SS. Check Point - Enterprise Premium Support -Includes Software updates and direct x $ 13158.00 S 13,158.00 PREMIUM 24 Phone support with a (30) minute response time for 3 years 1 CPAPSG5600- Check Paint - 5600 Next Generation Threat Prevention 8 SandBlastTM (NGTX) E 15,136.00 S 15,136.00 NGTX-HA Appliance for High Availability CBS-ENTSS- Check Point -Enterprise Premium Support -Includes Software updates and direct 7 x $ 10,526.40 S 10,526.40 1 PREMIUM 24 Phone support with a (30) minute response time for 3 years NGTP Subscriptions for years 2 B 3 Check Point - Next Generation Threat Prevention Package for 2 years for 5600 CPSB-NGTP- 1 Appliance - Includes: IPS, Application Control, URL Filtering, Anti -Spam, Anti -Virus 6 14,107.50 $ 14,107.50 5600-2Y and Ant]-Bot blades Check Point - Next Generation Threat Prevention Package for 2 years for 5600 CPSB-NGTP- 1 Appliance - HA - Includes:IPS, Application Control, URL Filtering, Anti -Spam, Anti- S 11,286.00 $ 11,286.00 5600-2Y-HA Virus and Anti-Bot blades Mobile Access Blades with 3 Veers of support 1 CPSB-MOB-50 Check Point -Mobile Access Blade for 50 concurrent connections $ 1.232.00 $ 1,232.00 CBS -ENT -SS- Check Point -Enterprise Premium Support -Includes Software updates and direct 7 x f PREMIUM 24 Phone support with a (30) minute response time for 3 years $ 1,386.00 f 1,386.00 67 35 1 CPSB M B-SO- Check Point - Mobile Access Blade for 50 concurrent connections HA $ 861.00 $ 861.00 HA 1 CBS -ENT -SS- Check Point - EnteMdoe Premium Support -includes Software updates and direct 7 x $ 1.180.80 $ 1,180.80 PREMIUM 24 Phone support with a (30) minute response time for 3 years FjWW lifananement and Tate! Seaidw aundle for 100 devlaes for 1 year 1 CPSB-EP TS- Check Point - Endpoint Management and Total Security Bundle for 100 devices for 1 $ 3,876.85 S 3,875.S5 SM13-Stan400 year Servios Compuquip - Senior Security Engineer - Daily Rate (based on 8 hour day) On -site 7 SEC -INSTALL services for Implementation and basic knowledge transfer- project Is es&nated to $ 1.300.00 $ 9,100.00 take 7 days Quotation Sub -Total $ 108,923.80 Freight $ 29L12 Quotation Total $ 109,215.92 Notes: I.) Price does not Include local taxes !.) Our terms are Net 30 1.1 Quotation valid until December 30.2016 Authorized Sim Ampted by: No= Name: rift rac Data Dal= 61 36 BSE NEIGHBORS .'*Sl A III I N 7nen i7 U CITY OF SOUTH MIAAO COURTESY NOTICE NOTIM L. nERE11V tin. lla ft(t Cross mM Ye C., d SiamW Flelidr w10[ve6al wMul1.111 n u. mfdn(1, ('umnNnu>.,,,. wfinT.W.Nu.enM U. Mi. M'_' nh;a.rm. iv IL[ Cm rnmium Ov 1A AIM Smut floc. v.14t, tln IM.wmininon ARembam mnAmii.t,M On tA.,aP, mPrr>vm,nam rePamun I,Pautrm Re hs aim R C S,nmm. I.. AM., Lly Mmymlu amduu Awv ft 365 mll,are.hnnun inm.+aunam•ane:wmxNi Sill Iumry 6-1 O.T.arwiMnsJ ualr.vWl Lrr NmrWl. Yvnu}L a fiVIXAs4 wnA 0: SJ>..IFlreiib('wra, Nv c3vmhs.ol. �A xemlulcn:.laerume lik CIse M.oaYv m pw Ju,r CI-1, ewol l nli .nitww aiyiwn Imm Co", TaM1m4grn uc..v mllaru[J _1l r.l cm. cool LTD. .%0. > I.eG A.[Y 'ale IM S,w ul Kar.LM Cmo-u, Nn pMY]•Iwa `L• Au 0".w[>.v.mlo,r tie IxW I\ic .l Cw. Amk vt Seuiw']aa L ea., qr&Mll'^•^[".n. e• rkw'k. 1— rnwri,2'xnrnlm mlh n•unr nyr•m >ss NlM ti, Cnmu•nn MofJ wen naM ahmJovet A rmvnvof5w intmO vine Idly J, wi, v k1w lln-ril'arc. kIem ." vi nrnv>mder.nl.'MuJr>e aemezrrYrmul m tverma. MnM.., irrir,en[4'.v.'v`Ol. I o,1, Oq'.F,W, mwn tN On[L•0T'nl fr,h. n. mil[.M:rliYm aM mnilM nerNfrJrN YA rra^vr^Icmn[M.nn fix lb[M >inc B. L MO.bmnn anrnl,nrlM. cw'.r 1. M.k 1.4eiro14,1(Y).jQ..d C')I unJ: Wm.M)'IM [>Pi1.Gmina of ses.�nu.wu m>,m mwrmnrnnnesnmi,a Annms• MnMu.n.> am[WmPe> Cn•a4.va, Mun. L,.a IbNuem.,: Anak VL Lebo rO.A.gape, Iq M,n ryonh Im..mmnehbun.Jaa vWw: Yml.W.IM a.vJ I, J.+a,eL-a Au.ivintrrtJ M.y[vrNM gr6'na MJ ern Af.—d H.Iuntrr utnuvtin>.Irlom'wim Ile LYry exK, OIG>.t MWO4,.1N1 Mmv M. Wm ' Cut ono ,m,.IFJP�m.:m0lnl•h[gbrtk mm,h�M4rm I, F'nn•mv+„rT'Awf M,rAI.'M1 Fhm Ayl nIT®w+ .p•a,wr.a�ImrnmrunJxY.rmu{eLwu{.L'ni •N,.tl.svJ elblrneJafr, �rOu W �e.l,e,•n.tlwdFrwm inn ...am...mow•.nr.kmnmv.,+n w.enw.awmw...gm,aw.,.,..avetl. mr•A+k�.w StaDRYt10DMRHa NM JIMMINUMCOM CRIME WATCH Miami -Dade Police offer jeer tools to cut crime car GMIMENGOhZALe2 MI.DWILL Spn.l la Tar Miaun 11[m14 This week I want to share with you some great tools offered by Miami - Dade Police, which can help you not only be safe but also better Informed. These tools can help pre- vent crime, help solve canes and help you know what Is going on in your immediate area: NEW MIAMI-DADE POLICE CELLPHONE APP Many crime watchers are using the new COP (Com- munity on Patrol) slip, a great tool for reporting everything from ci imes to suspicious incidents. lust go to Apple or Android app store and search for Com- munity on Patrol. MIAMI-DADE COUNTY SEXUAL OFFENDER& PREDATOR SEARCH Any Florida resident who has been convicted of a sexual offense (including anyone convicted in another state) ohm register as a sexual offender with the office of the local sheriff. In the can of Miant-Dade County, that is the Miami. Dade Police Department. Sexual offenders man dis- close where they live, and must notify the police when they nhocate. This informa- Miami-Dade Pallet's new Community, on Patrol cellphoneapp. thin Is entered Into the Sexual Predator/Offander database of the Florida Department law Enforce- ment. Members of the pub- lic an search this database at http://giswebatiami dade.gov/mxoffenden/ and determine whether they or their children, in their rou- tine activities (walking from the bus Stop, biking to a friend's home, or going to the mail) are likely to en- counter these offenders. MIAMI-DADE COUNTY'S CRIME VIEW COMMUNITY Mimi -Dade County's Crime View Community is an online too] at hap://www.cdme mappingcon/map/R/ mlami-dadecounry, which residents an use to keep themselves informed about crime in the areas of interest to them, such as near their home, business or other places trey, frequent. Users can sign up to M. ceive nominated email alerts about recent criminal events in specific areas. While this online tool works in all area of awlcoryomt- ed Mimni-Dade, it doesn't walk in mine of the munici- paBCes.Residents should check with their local gov- ermnent to see if a shullar service Is offered by that municipality. HOMICIDE BUREAU — COLD CASE SQUAD Advances in tedmology mid fmmsicshxve given a boon to the work of Miami - Dade Police's Cold Case Squad. However, despite scientific advances and the work of these detectives, there are about 2,000 cold cases that remain unsolved. Maybe you know =mething that can help solve one of them crimes. To learn about them cases, go online to hop.//www.mimni dade.gov/police/cold- eams.agl. Perhaps you can help bring justice to the families of these victims. MIAMI-DADE POLICE ONSOCU.LMEDM Follow MDPD on Twit- ter at hnpr//twitter.com/ Mianu-DadePD and visit the department on YouTtbe at www.youmbe.com/user/ mdpdmedia. Camusl Caldwell is mennive dirtaor of Citarms, Crime Watch of Miami -Dade. Send feedback said news fordlir column to acrnitn@ cirffemrrime wateh.oM or call her a1 305.470-1670. M. MIAMI DAILY BUSINESS REVIEW Published Daily except Saturday. Sunday and Legal Holidays Miami. Miami -Dade County. Florida STATE OF FLORIDA COUNTY OF MIAMI-DADE: Before the undersigned authority personally appeared OCTELMA V. FERBEYRE. who on oath says that he or she is the VICE PRESIDENT. Legal Notices of the Miami Daily Business Review f/k1a Miami Review, a daily (except Saturday, Sunday and Legal Holidays) newspaper. published at Miami in Miami -Dade County. Florida:, that the attached copy of advertisement, being a Legal Advertisement of Notice in the matter of NOTICE OF PUBLIC HEARING CITY of SOUTH MIAMI - NOV.15, 2016 in the XXXX Court, was published in said newspaper in the issues of 11/0412016 Affient further says that the said Miami Daily Business Review is a newspaper published at Miami. in said Miami -Dade County, Florida and that the said newspaper has heretofore been continuously published in said Miami -Dade County, Florida each day (except Saturday, Sunday and Holi days) idays) and has been entered as second class mail matter at the post office in Miami in said Miami -Dade County. Florida, for a period of one year next preceding the first publication of the attached copy of advertisement. and of tant further says that he or she has neither paid nor promised any person, firm or corporation any discount, rebate. commission or refund for the purpose of securing this advertisement for publication in t said n per. Sworn to and subscribed before me this 4 day of NOVEMBER, A.D. 2016 c - 0, .'li ' - (SEAL) OCTELMA V. FERBEYRE personally known to me 00 6. ; 1, 0 •i. © Ora .ems m•O� �4t �•�� •. 6onaoa°� 0;� . 0 • Troy Fa1nNa ' ///Y//,PUB 111 CITY OF SOUTH Mimi NOTICE OF PUBLIC H01 NOTICE IS HEREBY given that the City Commission of the City of South Miami, Florida will conduct Public Hearing(s) at its regular City Commission meeting scheduled for Tuesday,••NoiVnber 15, 2016, begutning at 7:00 pm., in the City Commission Chambers, 6130 Sunset Drive, to consider the following item(s): A Resolution authorizing the City Manager to procure online registration module of ReWro with R.C. Systems, Inc. . A Resolution authorizing the City Manager to purchase Microsoft 365 software and enter Into a licensing agreement with SHI International Corp., an authorized contractor for Microsoft, through a piggyback with the State of Florida Contract No. 4320000-15-02. A Resolution authorizing the City Manager to purchase Check Point firewall software appliance from Compuquip Technologies, LLC, an authorized reseller of Check Point LTD, through a piggyback. with the State of Maryland Contract No. 060B249W22. An Ordinance amending the Land Development Code, Article VI, Section 20-6.1, and other applicable provisions, to define the term 'less restrictive' as it applies to the voting requirements of the City Commission. An Ordinance vacating and abandoning a portion of SW 82 Street more fully described in a legal description herein, subject to certain conditions, including the preservation of an easement An Ordinance amending Section 20-6.1 of the City of South Miami -Land Development Code, to make corrections and to amend the membership and quorum requirements for the Planning Board. . An Ordinance amending the, Chapter 2, Article 1, Section 2-2.1 (13), (C) and (C) 1 and;2 to modify the capitalization of key words and to add -requirements for Sunshine Meetings. An ordinance amending the City of South Miami Land *Development Article VI, Section 20.6.1(B) (4).(a) III to provide for a recommendation of the Planning Board when the Board is deadlocked. ALL interested parties are invited td attend and will be heard. For further information, please contact the City Clerk's office at: 305-663-6340. Maria M. Menendez, CMC City Clerk Pursuant to Florida Statutes 286.0105, the City hereby advises the public that if a person decides to appeal any decision made by this Board, Agency or Commission with respect to any matter considered at its meeting or hearing, he or she will need a record of the proceedings, and that for such purpose, affected person may need to ensure that a verbatim record of the proceedings is made which record includes the testimony and evidence upon which the appeal is to be based. 111a 1s-133/000016848r70